Club Bylaws

I. Title

The name of the association will be "Kalamazoo Area Runners, Incorporated" (KAR), hereafter referred to as "this association" or "this organization."

II. Objectives

A. The objective of the association shall be the promotion of running as a source of physical, spiritual, and social wellness. [From April 2002 Board Meeting Minutes]

B. In furtherance of Objective A, this association may facilitate, promote, and/or conduct races on the road or track, lectures, fun runs, educational activities, demonstrations, clinics, and social events. The association may print/publish books, magazines, and newsletters; present awards; and do other things as may be conducive to the encouragement of running.

C. Other objectives are to engage in community activities and publicize the benefits of running as a means of physical fitness and to cooperate with other organizations with a similar goal and purpose.

D. The association may solicit funds, grants and sponsorships to achieve any permitted activity authorized by association.

III. Affiliation

This association shall be a chapter of the Road Runners Club of America, and all measures adopted by that body must be considered by this organization.

IV. Membership

A. Individuals who wish to participate in the activities of this association shall submit dues and an application for membership.

B. The dues will be set annually by the Board of Directors and will be based on the fiscal year which will commence the first of the month after the month in which dues are paid and continue for the next 12 months.

C. Membership is not restricted on the basis of race, color, gender, national origin, religion, age, or sexual preference.

V. Management or Government

A. Board of Directors
1. The management of this association shall be vested in a Board of Directors consisting of a President, a Vice President for Membership, a Secretary, a Treasurer, A Vice President for Communication, a Vice President for Technology, a Vice President, Technology Support, A Vice President for Special Events, A Vice President for Hospitality.

B. Duties of Officers:
1. President
a) Is the chief operating officer of the association with power to initiate and direct club policy subject to the approval of the Board of Directors
b) Provides the association with leadership and guidance in accordance with the purposes of the association
c) To preside over meetings
d) To represent this association in the RRCA
e) To call any special meetings
f) To appoint committees and chairpersons thereof
g) To establish event and program leadership thereof
h) To ensure production of general electronic communication to the membership no less frequently than monthly

2. Vice President of Membership
a) To assume the powers of the President in his/her absence
b) To take on special assignments as requested by the President
c) To maintain a current copy of the association's membership records from Treasurer
d) To formally acknowledge new members and notify expired memberships
e) To promote active members and stimulate new interest
f) Maintain a pool of possible candidates for future board elections

3. Treasurer
a) To administer all financial dues and to have authority to sign or disburse necessary appropriations, as directed
b) Keeps a record of all financial transactions
c) Pays approved bills
d) Furnishes a copy of the association's income and expense report to Board Members at all scheduled meetings
e) Maintains the association's bank accounts
f) Files appropriate tax returns and reports
g) Maintains the association's official membership records and shares this information in a timely manner with the VP of Membership.

4. Secretary
a) To record minutes at meetings
b) To keep a file of such minutes and, when requested by the President, to accept assignments involving correspondence and the keeping of record.
c) Furnishes a copy of minutes of regular association and Board of Director's meetings to all Board Members either on paper or electronically.

5. Vice President of Communication and Marketing
a) To organize, solicit information and produce association communications and event/membership marketing materials
b) To identify new event marketing opportunities
c) To coordinate with the VP of Technology to ensure timely posting of current information on the association's web site

6. Vice President of Technology
a) To maintain the association web site
b) To provide leadership and guidance relating to electronic communications

7. Vice President of Technology Support
a) To coordinate Club Championship Series program and data
b) To provide back-up support to the Vice President of Technology

8. Vice President of Special Events
a) To organize a minimum of 4 special events or programs
b) To coordinate with the VP Communications and President to Promote Special Events
c) To serve as the contact person for non-board event/program leaders

9. Vice President of Hospitality
a) To coordinate association attendance at event expos
b) To organize and coordinate quarterly member reception runs

C. Eligibility
Officers may be elected to succeed themselves.

D. Term of Office
1. The term of office shall be approximately one year, beginning with or at the close of the first meeting held within the calendar year, and in no case beginning later than March 31.
2. Offices filled upon resignation shall also expire at the time of the first meeting of the calendar year.

E. Meetings
1. The Board of Directors will meet as often as necessary, but no less than quarterly. All Board Members will be notified by mail or electronically no less than 10 days prior to the meeting. All association members are invited to attend Board Meetings.
2. General membership meetings are to be held as necessary and determined by the President/Board of Directors. Each member shall be notified by first class mail or electronically of an added membership meeting no less than 10 days prior to such a meeting.

F. Elections
Officers shall be elected by a majority vote of those present at the meeting.

G. Board Meeting Attendance
1. Board Member attendance at meetings is required on a regular basis
2. A Board Member missing 3 consecutive meetings may be asked to resign at the discretion of the Board of Directors
3. A Leave of Absence may be granted by the Board of Directors

H. Vacancies on the Board of Directors
1. Notification of resignation of a Board Member shall be in writing to all remaining members of the Board, with a stated effective date of the resignation.
2. In the event of a vacancy on the Board, including by resignation, the remaining Board Members shall appoint a replacement for the vacated position. The appointee shall hold this position for the unexpired term of office. No vacancy created by resignation shall be filled until such resignation has been submitted in writing to the Board. The Board will then notify the general membership of such appointment in the next regularly scheduled newsletter.
3. Upon resignation or upon otherwise vacating an office, all documents and objects which are the lawful property of the association and were in possession or assigned to the particular Board Member must be turned over to the remaining Board Members in a timely manner.

I. Procedural Requirements
1. Parliamentary procedure will be carried on at meetings, and every effort will be made to discuss any measures coming before the group. 2. (a) A majority of Board Members constitutes a quorum. (b) In absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date. 3. Passage of a motion requires a simple majority (one more than half the Board Members present). 4. Bylaws amendment
a) Amendments to the by-laws may be submitted by the general membership or members of the Board of Directors at any time. The proposed amendment can be approved or disapproved by a majority of all Board Members and then must be ratified by the general membership at the next scheduled meeting after the changes have been published in the newsletter.
b) Only those who have been members of this association for 30 days prior to the proposal of such an amendment may vote upon such.

J. Conflict of Interest Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, or such nature that it prevents or may prevent that member from action in the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and will vacate his seat and refrain from discussion and voting on said item. The Board may require a member(s) of the Board to vacate his/her seat in the event of conflict (or appearance of a conflict) by a 2/3 vote of the remaining board members present.

K. Removal of an Association or Board Member The Board of Directors may remove any association member or Board Member for conduct contrary to the mission and objectives of the association. Such a request must be in person and presented to the Board at a regularly scheduled Board meeting. A full explanation of why removal is sought must be provided. A member or Board member may be removed by a 2/3 majority vote of the remaining Board Members. Upon removal, member will receive full reimbursement of the current year’s membership dues.

VI. Finances

A. This is a non-profit association. Dues, entry fees, and other monies received by the association will be spent entirely for carrying out the stated purpose of the association.

B. Expenses in excess of $300 shall be approved as follows:
1. Kalamazoo Klassic related expenses shall be approved by the Treasurer and the Klassic Race Director
2. General Club expenses shall be approved by the Treasurer and the President or any other Board Member

C. The Board of Directors or a sub-committee consisting of at least two Board members shall conduct an audit of the club Treasury on an annual basis or more often as needed.

D. No part of the net earnings of the association shall inure to the benefit of its individuals.

E. This association shall be empowered to participate in fund-raising activities.

F. This association will submit a portion of the annual dues to the RRCA as membership as that body shall require.

VII. Dissolution

In the event of dissolution of this association, the funds in the treasury, after all creditors have been paid, shall go to the Kalamazoo County YMCA.

revised March 2008