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By-Laws
Mountaineer Trail Riders, Inc.
By – Laws
REVISED 1/27/12
Article I
PURPOSE OF MOUNTAINEER TRAIL RIDERS, INC.
Section I: Be it known that the name of the group is the Mountaineer Trail Riders, Inc.
Section II: Be it known that Mountaineer Trail Riders, Inc. is an event driven club. The club will focus on creating and managing a variety of events at Burning Rock Outdoor Adventure Park and serve as goodwill ambassadors in positively promoting the club’s home park. Any and all public statements, advertisements and media relations must be approved by the Marketing Director of Burning Rock Outdoor Adventure Park prior to advertisement.
Section III: Be it further known that the said club is an incorporated organization, duly registered with the State of West Virginia.
Section IV: The mailing address for the Mountaineer Trail Riders shall P.O. BOX 876, Beaver, WV 25813.
Article II
MISSION STATEMENT
Section I To promote through education various activities and recreation for its members and to promote good conduct, sportsmanship, safety, environmental and Conservation practices while respecting landowners and their property.
Article III
ASSOCIATE MEMBERSHIP
Section I: Any person eighteen (18) years of age or older, having an interest in all-terrain vehicles is eligible to apply for adult Associate membership. Any adult Associate member in good standing may sponsor a junior member under the age of eighteen (18) years of age. Both adult and junior members must be approved by two (2) Charter members.
Section II: The term of Associate membership shall be one year from the date the application is approved to the anniversary date of the following year.
Section III: Any Associate member or applicant for Associate membership will not be discriminated against for reasons of race, sex, religion, color or creed.
Section IV: Associate members do not have the right to vote.
Section: V: An Associate member may resign from the Mountaineer Trail Riders, Inc. at any time upon written notice to the Secretary with the understanding that all dues are non-refundable.
Section VI: Associate membership in the Mountaineer Trail Riders, Inc. may be terminated by majority vote of the Charter members in the event of non-payment of dues or for other reasons consistent with the Club’s best interest.
Section VII: Associate members must pay the annual fee on or before their anniversary date. The annual fee will include an annual Burning Rock Trail Permit and club sticker.
Section VIII: Associate members will receive benefits for being a “member of good standing”. To be eligible an Associate member must participate and work a minimum of 8 hours in a calendar year. Work will consist of assistance with club events. No work on the construction or maintenance of the trails is required. Benefits will include a free annual Burning Rock Trail Permit on the anniversary date of the Associate member after the first year.
Article IV
MANAGEMENT
Section I: The Management of Mountaineer Trail Riders Inc. shall be vested in the Charter Members.
Article V
CHARTER MEMBERS
Section I: The organization will be governed by Executive Officers duly elected by the majority vote of its members: said Officers will include a President, Vice President; Secretary, Treasurer, Trail Administrator, Safety Director, Security Director and Webmaster. The Charter Members will consist of twenty-five (25) persons. Any Officer or Director missing three (3) consecutive meetings, shall require a letter of resignation or the Charter Members may elect to replace the position.
Section II: All elected Officers shall serve for a term of three (3) years and are eligible to serve a second term. No Officer, except the Secretary and Treasurer may hold the same office for a period of more than two (2) consecutive terms, with the exception that this section of Article V may be exempted by the majority vote of the assembly at the regular meeting when the election of officers are scheduled on the agenda.
Section III: There shall be no financial payment for services in these offices.
Section IV: No Officer or member shall contract any debts for or against the Organization without first being authorized to do so by majority vote of the assembly at any regular meeting by the Charter Members.
Section IV a: The Charter Members shall meet bi-monthly with the officers to discuss affairs of the organization.
Section V: The Chairman for any committee shall be appointed by the President and then elected by a vote of the assembly at any regular meeting by the Charter Members.
Section VI: Any elected Chairman may appoint his/her own committee; but may waive this privilege if he/she desires.
Section VII: At any meeting when the election of Officers is on the agenda, the By-Laws shall be read, upon request.
Section VIII: These By -Laws may be amended by presentation of such proposed amendments in writing by any Charter member in good standing at any regular meeting, and may be adopted by a two thirds vote of Charter members present.
ARTICLE VI
CHARTER MEMBER SHARES, FEES, PROFITS & ALLOCATIONS
Section I: The club will have 25 Charter members.
Section II: Each Charter member must pay a $30.00 annual fee and purchase a minimum of 1 share ($200.00 per share) up to a total of 4 shares.
Section III: Shares can only be purchased at the January meetings.
Section IV: There can only be one shareholder per family.
Section V: Only shareholders are eligible to vote
Section VI: Profit (income less expenditures) from all events are distributed as follows: 40% to charities, 30% deposited back to the club operating account, 15% to Associate member benefit fund and 15% to dispersed annually to Charter member benefit based on number of shares owned by each Charter Member. See Exhibit A.
ARTICLE VII
MEETINGS
Section I: Membership meetings are held the first Saturday of every odd month beginning in January. Time and place will be published on the Club website. Meetings can also be changed as necessary due to Holidays. Special Meetings may be called by any elected officer.
Section II: No alcoholic beverages will be permitted to be consumed during any business meeting. This does not preclude at after meeting gatherings, party’s, etc. No alcoholic beverages will be permitted to be consumed during any club field Activity.
Section III: Any member who shall commit an act of violence with malice aforethought causing bodily harm to any other member, or whose conduct or language shall become obnoxious, during any business meeting or other official club gathering, may be disqualified for membership. Complaints shall be heard, considered and acted upon by the Charter Members.
Section IV: Attendance of Officers shall be taken at each meeting by the Secretary.
ARTICLE VIII
DUES
Section I: Memberships run from date application and payment of dues is received, to each one (1) year anniversary thereafter. Dollar amounts for dues shall be determined at the January Meeting, each year and adopted by a two-thirds majority vote of the attending membership. Membership renewal letters are mailed to members, thirty (30) days prior to renewal date, by the Secretary.
Section II: Only members with their dues paid and 8 hours of service is eligible for a “member in good standing” status.
Section III: Any member in good standing will be eligible when duly nominated or appointed to serve on any committee.
ARTICLE IX
QUORUM
Section I: A majority of the members of the Charter Members present, shall constitute a quorum for the transaction of Club business.
Section II: A majority of members present will suffice to render a decision by vote at a regular meeting. A member may give their voting proxy to another member via a written, dated and signed statement of such that must be presented prior to voting.
Article X
DUTIES OF OFFICERS
PRESIDENT
The Presiding Officer shall always be addressed by his title, when referring to him/herself, should always use such official title, i.e., “It is the opinion of the President…” The presiding officer shall take the chair and call the meeting to order at the proper time; shall announce in its order, each item of business; shall state all proper questions, put to the vote, and declare.
The result of said vote; shall state points of order or course of proceedings when requested or when he/she deems it necessary to do so; shall receive all messages and other communications and announce them to the assembly; shall act for the assembly in signing documents, renting halls, etc…
VICE PRESIDENT
The Vice President shall act in place of the President in his absence.
SECRETARY (RECORDING)
As the recording officer, the Secretary shall keep a correct and complete record of proceedings and shall read the minutes at the next meeting. In the absence of the President and Vice President he/she shall call the meeting to order and shall occupy the chair while the assembly proceeds to elect a chair person pro-tem. The secretary shall read all papers to be acted upon when requested to do so; shall call the roll, shall hand to the chairperson of every committee a list of the persons on the committee and a statement of the matter entrusted to them; shall make out and present to the presiding officer, before each meeting a list of all committees, shall have custody of all paper documents; shall sign his/her name to the minutes and shall authenticate by his/her signature alone or with that of the presiding officer, all the acts, orders and proceeding of the assembly. The Secretary handles all membership and Club paperwork.
TREASURER
The Treasurer shall have charge of all the funds of the club and shall pay them out upon order of the assembly signed by the Secretary. The annual report shall be given at the January Meeting and will announce the amount of money in the treasury at the beginning of each year, the amount received during the year, the amount paid out and the balance on hand. He/she shall keep itemized account of all income and payments and shall keep itemized receipts for all payments made. Said accounts and receipts shall be submitted as part of the club as the January meeting. His/her reports and records may be examined by the auditing committee. Approval of the Treasurer’s report must be voted upon by the Charter members.
TRAIL MASTER
The Trail Master shall be responsible for the ATV activities, and will be expected to work closely with the President. He/she shall be free to call upon any member for assistance. These could include two (2) “Trail Assistants” that will offer their support on club rides, events, clerical, etc. He/she shall have the authority to assist the CCC and Burning Rock Outdoor Adventure Park in any means of acquiring funding to maintain current trails (i.e. grants, donation, etc.).
SAFETY DIRECTOR
The Safety Director shall be responsible for educating and informing ATV club members and the general public in safe and proper use of an ATV. He/she shall develop an ATV safety plan to take to schools and other organizations within the community and to enforce this safety plan at all club events. The Safety Director must become a certified instructor by the ATV Safety Institute within one (1) year after taking office.
SECURITY DIRECTOR
The Security Director shall be responsible for the security of the executive board of the club, its members and the general public during club sponsored events and activities.
WEBMASTER
The Webmaster shall be responsible for the maintenance and operation of the club website.
ARTICLE XI
ORDER OF BUSINESS
1. Call meeting to order
2. Roll call of Officer’s
3. Reading of Minutes of the last meeting, for reference
4. Treasurer’s Report
5. Old Business *
6. New Business*
7. Closing of the meeting. President asks for motion which the members vote upon.
* Which may consist of any or all of the following:
Committee Reports
Communications
Bills and accounts
Unfinished business
Suggestions for the good of the Club
ARTICLE XII
DISSOLUTION OF THE CLUB
Section I: In the event of dissolution of the club, all property and monies (after final expenditures) in the name of the Mountaineer Trail Riders, Inc. shall be donated to a local, non-profit, organization (s) at the discretion of the officers and members.
ARTICLE XIII
LIABILITY
Section I:
Liability This article is a provision eliminating or limiting the personal liability of a director, an officer or both, to the Mountaineer Trail Riders, Inc. or its membership for monetary damages for breach of fiduciary duty as a director, an officer, or both, except with respect to:
1. Any breach of the director’s or officer’s duty of loyalty to the Mountaineer Trail Riders, Inc. or its membership.
2. Acts or omissions which are not in good faith or which involve intentional misconduct or knowing violation of the law.
3. Any transaction from which the director, officer or both, derived an improper personal benefit.
