Proposed Changes to CSC Bylaws:  Final Wording

 

Approved by Membership at Annual Election on March 12, 2001Attention Members!  For the first time in years, the Board has 3 proposed changes to the club's bylaws that you, our valued members, can either approve or veto. Below is the final wording. Please take the time to read the changes, so you'll be properly informed. Voting will occur at the annual election on March 12, 2001. Our current bylaws can be found at: http://www.columbiaskiclub.org/bod/Bylaws1991.html. If you have opinions or questions about these proposed changes, please email bod@columbiaskiclub.org or call Richard Krell, Gary Prestianni, or Ken Sall. (Note: The idea of combining the President Elect and Vice President positions was voted down by the Board on Jan. 3rd.)

Proposed Change #1 - Article I, Section J. - Term of Service

Current Wording

No person shall serve the club in the same elected capacity for more than two consecutive years.

Proposed New Wording

No person shall serve the club in the same elected capacity for more than two consecutive years. Exception: If an insufficentinsufficient number of candidates are placed in nomination at the February meeting, any outgoing Board member may acceptbe  re-nominatedre-nominated to the Board. unless it is determined by the meeting prior to the annual election that there are is an insufficient number of candidates running for the available Board positions.

 

[Notes: Neither non-consecutive terms nor serving in different capacities are precluded.]

 

Proposed Change #2: Article III, Section C. - [Membership] Denial and Revocation

Current Wording

Membership may be denied or revoked by the Board of Directors for cause. Cause shall be deemed to include, but not be limited to, (i) nonpayment of annual dues, (ii) failure to provide appropriate waver(s), and (iii) dangerous, improper or unlawful conduct at any Club activity, function or event.

Proposed New Wording (note addition of removal procedure)

Membership may be denied or revoked by the Board of Directors for cause. Cause shall be deemed to include, but not be limited to, (i) nonpayment of annual dues, (ii) failure to provide appropriate waiver(s), and (iii)) excessively obnoxious, argumentative, failure to properly follow the rules and procedures of the Club, as well as, dangerous, improper behavior toward another club member or perspective member, (iv) failure to properly follow the rules and procedures of the Club, as well as improper, dangerous or unlawful conduct at any Club activity, function or event,. (ivv) ) failure to follow the reasonable directives of the designated leader of a Club activity, function or event.

 

Procedure for Removal of a Member.

 

All charges against a member or members must be presented to the Board of Directors in writing and signed by the charging party. The charges must state the act or acts to be considered, including the approximate relevant dates and/or places.

 

The Board shall schedule a Special Meeting for a hearing and immediately send a notice of the charges to the member at their last known address. Both the complainant and member in question shall be sent a written notice of the time and place of the meeting.

If the member in question fails to attend the Special Meeting, the Board shall proceed with the meeting and render a decision as though that person were present.

Both parties will be allowed to present their statements of facts at the hearing and may request, in advance to the Board, the presence of other members or non-members whose testimony pertains directly or significantly to the matter at hand.

 

At the conclusion of all testimony, the Board may privately consider the case and then vote on the charges.

The procedure for removal of a member shall consist of a vote by the Board at a special Board meeting (i.e., not open to general membership), in which the club member whose membership is in question shall be invited to present his/her side, along with any members that might testify on his/her behalf, as well as along with those who have allegedly been offended by this member. Removal shall require a super majority vote (greater than or equal to 2/3) of the full Board.

 

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Proposed Change #3: Article IV, Section G - [Director] Removal and H - Vacancies

Current Wording

Removal.

A director may be removed at any Annual or Special Meeting of the membership at which a quorum is present upon a majority vote of those members present and in good standing.  Upon removal of a director by the membership, the membership shall select that director's successor to fill the vacancy created.

Vacancies.

Vacancies in the Board of Directors caused by any reason other than the removal of a director or directors shall be filled by a vote of a majority of the remaining directors, even though those directors remaining constitute less than a quorum.  The director or directors selected shall serve the remainder of the term of the director being replaced.

Proposed New Wording (note major rewording and rethinking)

Removal.

The Board of Directors shall have the right to remove a fellow Director who is fails to discharge their duties as a Board member, unless satisfactory excuse is given in writing, repeatedly negligent or irresponsible in his/her duties, or repeatedly exhibits any other behavior deemed to be significantly inappropriate or injurious to the Columbia Ski Club or any of its members.

The procedure for removal of a Director shall consist of a vote from the Board at a special meeting of Directors only (i.e., not open to general membership; announced at least seven (7) days in advance), in which the Director whose directorship is in question shall be invited to present his/her side. Removal shall require a super majority vote (greater than or equal to 2/3) of the full Board.

 

The accused Director shall have the right to present his/her case to the general membership at the next general membership meeting immediately following the Board's vote. If the removed Director presents his/her case to the membership, the membership may vote by a simple majority of those members present at the general meeting to reinstate the Director.

Vacancies.

Vacancies on the Board of Directors shall be filled in this order:

a)       Using the results from the last previousmost recent annual election, the Board shall offer the position to the candidate receiving the most votes yet failed to become a Director at that time.

b)       If the candidate in (a) declines, the Board shall proceed to the next candidate according to the voting results until the vacancy is filled.

a)c)   If the vacancy is not filled through (a) or (b), the vacancy shall be filled by a vote of a majority of the remaining directors. A quorum of the Board is required to vote on replacement(s) to the Board unless the remaining Board members no longer constitute a quorum. , even though those directors remaining may constitute less than a quorum. The director(s) selected shall serve the remainder of the term of the director(s) being replaced.

If a Director is removed, his/her replacement shall be the person with the highest votes from the previous annual election who did not become Director at that time, if one exists and is still interested in the position. If no such candidate is available, the vacancy shall be filled by a vote of a majority of the remaining directors, even though those directors remaining may constitute less than a quorum. The director or directors selected shall serve the remainder of the term of the director being replaced.

 

[Note: This policy does not apply to the Treasurer and the Secretary, who are appointed by the Board and can be removed by the Board, as per Article V. Officers, C. Removal.]

Change #4: Article VI, Section C: Appointment

The President, with the approval of the Board of Directors, shall appoint the chairperson of each committee. Additional committee members shall be appointed by each chairperson. Exception: The President-Elect, with the approval of the Board of Directors, shall appoint the Ski Trip Coordinator at or before the January meeting of the Board of Directors. This Ski Trip Coordinator shall start serving before the President-Elect becomes President, but will work in conjunction with the outgoing Ski Trip Coordinator serving during the current ski season.

 

-Ken Sall, Vice President, on behalf of, and with considerable input from, the Board of Directors