RESTATEMENT OF THE
CONSTITUTION & BYLAWS
OF THE
WILLIAMSBURG AREA BICYCLISTS
AS AMENDED ON MARCH 14, 2007, JANUARY 14, 2014, JANUARY 13, 2014, NOVEMBER 8, 2016 and FEBRUARY 12, 2019
CONSTITUTION
ARTICLE I - NAME
The name of the Association shall be the Williamsburg Area Bicyclists, hereafter referred to as the “Association.”
ARTICLE II - MISSION
The mission of the Association shall be to promote and to encourage the use of the bicycle as a means of recreation and transportation; to encourage the development and utilization of facilities for bicycling on public lands; to provide information in the interest of bicycle safety; and to espouse and uphold the rights of bicyclists.
ARTICLE III - MEMBERSHIP
Membership in the Association shall be open to all individuals who support the Association's mission as determined by the Board of Directors.
ARTICLE IV – BOARD OF DIRECTORS (also referred to as “the Board”)
The Board of Directors of the Association shall consist of President, Vice President, Secretary, Treasurer, and four Directors. All members of the Board must be members of the Association in good standing.
SECTION 1 - PRESIDENT
The President shall be the principal executive officer of the Association and shall (a) manage its business subject to the direction of the Board, (b) preside at meetings of the membership and of the Board, (c) see that all meeting notices are given, and (d) perform all duties incident to the office and other duties as may be assigned by the Board.
SECTION 2 - VICE PRESIDENT
The Vice President shall (a) preside at meetings of the membership and of the Board in the absence of the President, (b) plan the programs for the meetings of the membership, and (c) perform all duties as may be assigned by the President or by the Board.
SECTION 3 - SECRETARY
The Secretary shall (a) record the minutes of the meetings of both the general membership and the Board of Directors in a book provided for that purpose and in a digital file, (b) prepare Board meeting minutes and distribute to the Board members for approval within a reasonable time after the meeting, c) prepare a synopsis of actions taken by the Board and provide to the membership in a timely manner by a means determined by the Board, and (d) perform all duties incident to the office and other duties as may be assigned by the President or by the Board of Directors.
SECTION 4 - TREASURER
The Treasurer shall be the principal accounting and financial officer of the Association and shall (a) be responsible for the maintenance of books of account, (b) have charge and custody of all the Association's funds and be responsible for the receipt and disbursement thereof, (c) provide annual budget information to the membership at the January General Membership Meeting, and (d) perform all duties incident to the office and other duties as may be assigned by the President or by the Board of Directors.
SECTION 5 - DIRECTORS
The four Directors shall assist the elected officers in carrying out the mission of the Association and shall perform duties as may be assigned by the President or by the Board of Directors.
SECTION 6 - ELECTION OF THE BOARD OF DIRECTORS
The officers and directors of the Association shall be elected by a majority vote of Association members present at the November General Membership Meeting and shall serve from January 1 through December 31 of the following year. Nomination of the Board of Directors shall consist of a slate of candidates from the Nominating Committee appointed by the President and from nominations from the floor during the October General Membership Meeting. The slate of candidates shall be provided to the membership in a timely manner before the November General Membership Meeting by means determined by the Board. The election will take place at the November General Membership Meeting.
ARTICLE V - APPOINTED COMMITTEE CHAIRS
The appointed committee chairs of the Association shall consist of Newsletter Editor, Ride Coordinator, Advocacy Chair, Membership Chair, Publicity Chair, Webmaster, Jersey Coordinator, Route Book Chair, Volunteer Coordinator, Cycling Without Age Chair, Helmet Coordinator and Advertising Chair whose duties and appointment shall be in accordance with the following sections. All appointed chairs must be members of the Association in good standing.
SECTION 1 - NEWSLETTER EDITOR - The Newsletter Editor shall (a) prepare, publish, and distribute the Association newsletter as prescribed in Article III, Section I of the By-Laws, and (b) perform all duties incident to the office and other duties as may be assigned by the President or the Board of Directors
SECTION 2 - RIDE COORDINATOR - The Ride Coordinator shall be responsible for all on-ride activities including: (a) ride leader training, (b) scheduling road rides, (c) submitting accident reports, (d) coordinating support, (e) assisting with major events, (f) establishing and maintaining documentation including maps, cue sheets, waivers, etc., and (g) performing all duties incident to the office and other duties as may be assigned by the President or the Board of Directors.
SECTION 3 - ADVOCACY CHAIR - The Advocacy Chair shall be responsible for representing the Association in (a) promoting and encouraging the use of the bicycle as a means of recreation and transportation, (b) encouraging the development and utilization of facilities for bicycling on public lands, (c) providing information in the interest of bicycle safety, (d) espousing and upholding the rights of bicyclists, and (e) performing all duties incident to the office and other duties as may be assigned by the President or the Board of Directors.
SECTION 4 – MEMBERSHIP CHAIR - The Membership Chair shall be responsible for (a) management of the membership database to include adding new members and deleting members who have not renewed their membership, (b) sending renewal notices and collecting dues, (c) maintaining membership mailing lists, and(d) performing all duties incident to the office and other duties as may be assigned by the President or the Board of Directors.
SECTION 5 - WEBMASTER - The Webmaster (a) shall maintain and update the Association's website and (b) perform all duties incident to the office and other duties as may be assigned by the President or the Board of Directors.
SECTION 6 – PUBLICITY CHAIR - The Publicity Chair shall be responsible for (a) publicizing club activities to the general public and (b) performing all duties incident to the office and other duties as may be assigned by the President or the Board of Directors.
SECTION 7 - JERSEY COORDINATOR - The Jersey Coordinator shall be responsible for a) maintaining jersey inventory, b) accepting orders of club jerseys from club members and local retailers, c) obtain approval to place and order with a Board approved vendor, d) receive and distribute club jerseys and e) perform all duties incident to the office as may be assigned by the President or Board of Directors.
SECTION 8 - ROUTE BOOK CHAIR - The Route Book Committee Chair oversees the administration of the "Williamsburg Area Bicycle Rides (aka Route Book), to include: (a) managing the WAB inventory, (b) fulfilling orders placed on the website or sent in via postal mail, (c) maintaining a relationship with the local bicycle shops to ensure they can replenish their inventory as desired, and (d) working with any committee chairs to support the selling of the book at area cycling events and (e) re-ordering additional books and USB cards when inventory requires replenishment.
SECTION 9 - VOLUNTEER COORDINATOR - The Volunteer Coordinator shall be responsible for a) identifying, vetting and scheduling events for which WAB members are needed as volunteers, b) recruit, manage and supply volunteers for designated events, c) assist in maintaining club materials in the storage lockers, and d) perform all duties incident to the office as may be assigned by the President or Board of Directors
SECTION 10 – CYCLING WITHOUT AGE CHAIR - The Cycling Without Age Chair shall be jointly appointed by the Williamsburg Area Bicyclists Board of Directors and the BikeWalk Williamsburg Board of Directors and will be responsible for administration of the Cycling Without Age – Williamsburg project. This includes fundraising efforts, acquisition, maintenance and storage of the trishaw (s), maintenance of necessary general liability insurance, identification and training of pilots, establishing and maintaining relationships with the various Continuing Care and Retirement Communities and scheduling/administration of the trishaw rides.
SECTION 11 - HELMET COORDINATOR - The Helmet Coordinator shall act as the Purchasing Agent for WAB to acquire helmets necessary for the outreach activities of the club. The Helmet Coordinator may also act as the Purchasing Agent for other organizations upon approval of the WAB Board of Directors. The Helmet Coordinator will (a) work with the President and Volunteer Coordinator to ensure helmets are available to meet club needs, (b) obtain Board approval for purchases, (c) place helmet orders as needed and approved by the Board, (d) coordinator receipt of helmets ordered and (e) maintain an inventory of helmets.
SECTION 12 – ADVERTISING CHAIR - The Advertising Chair shall a) seek advertisements for the WAB online newsletter and the website, b) coordinate contact between advertiser, the newsletter editor, the webmaster and the treasurer, c) maintain relationships with potential advertisers and, d) keep records of ads and renewal dates
SECTION 13 -APPOINTMENT OF COMMITTEE CHAIRS
The committee chairs of the Association shall be appointed by the outgoing Board of Directors at the December board meeting and shall serve from January 1 through December 31 of the following year.
ARTICLE VI - EX-OFFICIO POSITIONS
The Immediate Past President of WAB is an ex-officio member of the Board of Directors.
ARTICLE VII - BOARD OF DIRECTORS MEETINGS
SECTION 1 - QUORUM
A quorum of the Board of Directors shall be required to take any official action on behalf of the Association. A quorum shall consist of a majority of the Board of Directors of the Association. In the event a quorum is not attained at a called meeting of the Board, the President is authorized to conduct business but not entertain any motions. Such business includes receiving reports, chairing discussions, and other ordinary matters.
SECTION 2 - MEETINGS
The Board of Directors meetings shall be held not less than once per quarter in the week prior to the General Membership Meeting or as called by the President.
SECTION 3 - VOTING
Members of the Board of Directors of the Association shall each have one vote on matters before the Board of Directors.
SECTION 4 – MID-TERM VACANCY
Should a position on the Board of Directors become vacant, the membership shall be notified as soon as possible by whatever means the Board determines is most appropriate. An interim replacement may be appointed by the Board until a replacement can be elected by the membership.
Mid-term vacancies of appointed positions may be filled by the Board.
ARTICLE VIII - GENERAL MEMBERSHIP MEETINGS
General Membership Meetings shall be held not less than once per quarter at a time and place as specified by the President.
SECTION 1 - GENERAL MEMBERSHIP MEETING COMMITTEE - The General Membership Meeting Committee shall consist of the President, Vice President, Treasurer. Membership Chair and one WAB member-at-large. The Committee is responsible for organizing the General Membership Meetings.
ARTICLE IX- AMENDMENTS
This Constitution and Bylaws may be amended upon action of two-thirds of the members present at a General Membership Meeting acting upon a motion for amendment approved by the Board of Directors. The text of the amendment and the intent to act upon the proposed amendment shall be provided to the membership in a timely manner by a means determined by the Board but at least thirty days prior to the meeting at which the action will occur. All amendments must be consistent with the mission of the Association.
BYLAWS
ARTICLE I - MEMBERSHIP
The membership of the Association shall consist of individuals and families who shall have the right to participate in all Association activities and shall be responsible to uphold the Association's Constitution and Bylaws. Furthermore, they shall be eligible to hold elected and appointed positions and shall be defined as follows:
SECTION 1 - INDIVIDUAL MEMBERSHIP
An individual member shall be an individual who represents only himself/herself and carries one vote in Association elections and on other matters before the Association at General Membership Meetings and receives one electronic announcement of the publication of the newsletter.
SECTION 2 - FAMILY MEMBERSHIP
Family memberships shall consist of a group of individuals related by blood, marriage, or common law residing in the same household. A family membership shall carry one vote per adult family member in Association elections and on other matters before the Association at General Membership Meetings, and shall receive one electronic announcement of the publication of the newsletter per individual.
SECTION 3 – STUDENT MEMBERSHIP
A student member shall be an individual who is currently enrolled full time in high school or college, carries one vote in Association elections and on other matters before the Association at General Membership Meetings and receives one electronic announcement of the publication of the newsletter.
SECTION 4 - MEMBERSHIP APPLICATION
Each candidate for membership shall submit an application for membership to become effective with the payment of proper dues in accordance with Article II, Section 1 of this document. Revocation of membership may be initiated for non-payment of dues.
ARTICLE II - DUES
Annual dues for each category of Membership shall be established by the Board of Directors and reviewed annually. Dues shall be payable within 30 days of the member's membership anniversary date. Membership may be revoked after 60 days if dues are not paid.
SECTION 1 - MEMBERSHIP CATEGORIES
Membership categories shall be as follows:
Individual Membership
Family Membership
Student Membership
Section 2 –TERMS OF MEMBERSHIP
Members may elect to pay dues for terms of either one or two years.
ARTICLE III - NEWSLETTER
The Newsletter shall be published on a monthly basis unless otherwise approved by the Board of Directors.
ARTICLE IV - COMMITTEES
SECTION 1 - STANDING COMMITTEES
At the discretion of the Board of Directors, standing committees may be formed as necessary. A standing committee shall have a specific, on-going purpose and shall be chaired by an appointee of the Board.
SECTION 2 - AD HOC COMMITTEES
At the discretion of the Board of Directors, ad hoc committees may be formed as necessary. An ad hoc committee shall have a specific, time limited purpose and shall be chaired by an appointee of the Board.
ARTICLE V - ASSOCIATIONS
SECTION 1 - SPONSORS
Any entity that shares the same or similar mission as the Association and provides benefit of $500 or more annually and with whom the Association wishes to maintain a relationship may be endorsed as a sponsor by a majority vote of the Board of Directors. Sponsors shall be acknowledged as deemed appropriate by the Board of Directors.
SECTION 2 - PATRONS
Any entity that shares the same or similar mission as the Association and provides benefit of less than a value of $500 annually and with whom the Association wishes to maintain a relationship may be endorsed as a patron by a majority vote of the Board of Directors. Patrons shall be acknowledged as deemed appropriate by the Board of Directors.
SECTION 3 - AFFILIATES
Any entity that shares the same or similar mission as the Association and benefits the Association other than in cash value and with whom the association wishes to maintain a relationship may be endorsed as an affiliate by a majority vote of the Board of Directors. Affiliations shall be acknowledged as deemed appropriate by the Board of Directors.
SECTION 4 - ADVERTISERS
Any entity wishing to purchase advertising space from the Association must be approved by a majority vote of the Board of Directors and pay any requisite fees in advance.