Bike Edmonton

Bylaws (1995)

Revision as of 19:17, 31 August 2010 by Neil (talk | contribs) (→‎Revision History)

  1. Name

    2. The Official name of the Society is: EDMONTON BICYCLE COMMUTERS' SOCIETY.

  2. Membership

    1. General. Membership in the Society shall be open to all individuals interested in cycling.
    2. Categories. The membership shall consist of:
      1. Regular Membership. All new members shall be considered Regular Members.
      2. Honorary Membership. All honorary membership may be conferred upon those who have notably contributed to the Society, or to the cycling community. Recommendation for such an award shall be approved by the Board of Directors of the Society (hereinafter referred to as the Board).
      3. Members in Good Standing. Regular Members who have been members for at least on calendar month and any honorary members shall be considered members in good standing.
    3. Dues.
      1. Dues shall be set by, and revised at the discretion of the Board.
      2. There shall be no dues levied against the category of Honorary Membership.
    4. Arrears. Any member in arrears in payment of membership dues shall forfeit all privilieges of membership forthwith until payment of such arrears is brought up to date.
    5. Privileges.
      1. Members in good standing shall be entitled to one vote at all general meetings of the Society (at which they are present).
      2. Members in good standing may be nominated for electino to the Board.
      3. Members may participate in all scheduled events of the Society
      4. Members will receive, free of charge, the newsletter of the Society and other publications as approved by the Board.
    6. Responsibilities. Members shall be expected to:
      1. Encourage the use of the bicycle as a healthy, economical, and ecologically sound means of transportation.
      2. Display courtesy, good sense and conern for the safety of self and others while cycling.
    7. Resignation. A member may resign membership in the Society by providing written notification to the Secretary of the Society.
    8. Termination
      1. A member may be expelled by the Board where substantial evidence indicates that the member is a liability to the Society.
      2. Notice shall be mailed to the expelled member within seven days of the decision of the Board, explaining the reason or reasons for the expulsion by the Board.
      3. Until re-instated, the expelled member shall forfeit all membership privileges, and shall forfeit all membership dues paid for the current financial year.
      4. Expulsion may be appealed at a General Meeting which shall be called within six weeks of the mailing of the next newsletter, or three months from the date of the receipt of the appeal, whichever is the shorter time. Should quorum not be achieved, the appeal will be deferred until the next General Meeting of the Society.
      5. A member will be re-instated at the general meeting upon a majority vote of the members present.

  3. Board of Directors

    1. Composition. The Board shall consist of the President, Vice President, Secretary, Treasurer, and one additional, and up to six additional directors including BikeWorks Director, Communications Director, Community Events Director, Volunteer Director, Office Director, and Membership/Registration Director.
    2. Termination.
      1. Any director of officer of the Board upon a majority vote of all Board Members may be removed from office for any cause which the Board may deem reasonable.
      2. The member may appeal his/her removal from the Board by requesting a Special Board Meeting, following the procedures given in section 7b, and in particular 7b)ii.
      3. A Board member will be re-instated at a Special Meeting upons a majority vote of the members present.

  4. Duties of the Board of Directors

    1. The Board is required to hold a meeting, which shall be chaired by an Interim Chair who shall be an outgoing Board member or a member at large, within on calendar month of the AGM. The date for this meeting must be set at the AGM. At this meeting, the Board shall elect a President, Vice President, Secretary, and Treasurer. The Duties of the Interim Chair shall terminate on completion of the election of officers.
    2. The Board is responsible for the management of the business affairs of the Society.
    3. The Board shall organize and prepare the program for all meetings of the Society.
    4. The Board shall organize and prepare the program for all meetings of the Society.
    5. The Board shall temporarily fill any vacancies on the Board until they can be filled by election at the AGM.
    6. The Board shall appoint committees which may be necessary for carrying out the activities of the Society.
    7. The Board shall provide a full report on the financial position and activities of the Society at the AGM.

  5. Duties of the Officers of the Board

    1. The President shall act as the executive head of the Society and shall be an ex-officio member of all committees.
    2. The Vice-President shall assume the duties of the President in the absence of the President.
    3. The duties of the Secretary shall include:
      1. Safe keeping of the Seal of the Society.
      2. Ensuring that minutes of all meetings are accurately recorded.
      3. Conducting or overseeing the correspondence of the Society.
      4. Making the minutes and records of society business available to any member of the society upon receipt of forty eight hours notice.
    4. The duties of the Treasurer shall include:
      1. Ensuring that an accurate account of the Society's financial status is maintained, including overseeing the necessary day to day banking procedures.
      2. Presenting a financial statement at every board meeting and at the AGM.
      3. Overseeing the preparation of a proposed budget for the next fiscal year for presentation and adoption at the AGM.
    5. Board members who miss three consecutive board meetings without adequate notice or excuse (based on a hearing of the board), will be considered as having resigned from the board. This decision may be appealed by the member by following the procedure set out in section 3b.

  6. Election of the Board of Directors

  7. Meetings of the Board of Directors

  8. Meetings of the Membership

  9. Remuneration

  10. Finances

  11. Borrowing Powers

  12. Custody and Use of the Seal

  13. Changes in Bylaws

    14. Director and Officer Indemnification

    The Edmonton Bicycle Commuters' Society Shall indemnify its directors and officers and to an extent former directors and officers and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by them, in respect of any civil, criminal or administrative action or proceeding to which they are made parties by reason of being directors or officers of the Edmonton Bicycle Commuters' Society, including an action by or on behalf of the Edmonton Bicycle Commuters' Society, if:

    1. they acted honestly and in good faith with a view to the best interests of the Edmonton Bicycle Commuters' Society
    2. in the case of a criminal or administrative action of proceeding that is enforced by a monetary penalty, they had reasonable grounds for believing the conduct was lawful or were acquitted; and
    3. they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.

Revision History

1980: Original Bylaws Passed
1993: Director and Officer Indemnification clause passe
1995: Bylaws (except D&O Indemnification) repealed and replaced by current version.

Retrieved from "https://apps.bikeedmonton.ca/w/index.php?title=Bylaws_(1995)&oldid=16"