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Oregon Bears
Inc.
Oregon Bears
Bylaws enacted March 7th, 2007
by Oregon
Bears Board
"The purpose
and scope of the Oregon Bears Inc. and its general membership
is to organize events and activities that provide for the
social enjoyment and camaraderie of its members, and to provide
resources (financial and otherwise) to selected charitable
organizations."
Article 1
Definitions
SECTION 1 - THE CLUB PURPOSE
The purpose and scope of the Oregon Bears Inc. and its general
membership (hereinafter referred to as "The Club")
is to organize events and activities that provide for the
social enjoyment and camaraderie of its members, and to provide
resources (financial and otherwise) to selected charitable
organizations.
SECTION 2 - THE CLUB'S FISCAL
YEAR
The Club's fiscal year shall be the first day of February
through the last day of January of the following year.
SECTION 3 - THE BOARD OF
DIRECTORS
The purpose and scope of the Board of Directors (hereinafter
referred to as "The Board") is to administer and
maintain the business of The Club. Any action of The Board
shall stand as valid unless challenged and overturned by two-thirds
majority of active current members.
SECTION
4 - MEMBER IN GOOD STANDING
A member of The Club in Good Standing shall be a member:
1. Whose membership dues are current.
2. Who has no outstanding financial obligations owed to The
Club.
3. Who complies with the Bylaws and all other rules and policies
set by the Club.
Article 2
The Club: Membership, Activities, Events
SECTION 1 - MEMBERSHIP QUALIFICATIONS
AND POLICIES
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A. BASIC TERMS OF MEMBERSHIP
Membership in The Club shall be open to those who are
in agreement with The Club's Purpose as stated in Article
1, Section 1, above. Membership shall be open to anyone
regardless of sex, race, religion, political beliefs,
country of origin, sexual orientation or gender identity.
Applicants for Club membership
must:
- Be at least 21 years
of age and able to provide proof of age.
- Agree with the purpose
of The Club as stated in Article 1, Section 1 of these
Bylaws.
- Annually complete
an Application for Membership.
- Submit required dues.
Membership period shall
be for one year and shall date from the approval of
membership to one year from that date. Membership cards
and/or receipts shall be provided to members. Membership
shall remain active as long as all dues and obligations
are paid. Membership dues are established at $15 per
year effective August 1, 2002. Membership may be paid
up to a period of three years in advance.
B. REVOCATION OF MEMBERSHIP
Membership in the Club may be revoked from those members
whose actions are deemed by the Board to be patently
injurious to the club or its members. Revocation shall
require a majority vote of The Board.
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SECTION 2 - ACTIVITIES AND
EVENTS
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A. The Club shall, at
its discretion, establish events and activities which
further The Club's purpose. The official event of The
Club, as established by The Board, is the regular monthly
membership meeting (A.K.A. Bear Bust). The resources
of The Club shall be available, at the discretion of
the Board, for individual members to organize events
and activities.
B. The Membership may
form committees with the consent of the Board.
Committee members must be Club Members in Good Standing.
Committees shall require Board approval by majority
vote on all major changes to events or Club representations.
Major changes shall be defined by the Board. Examples
would include, but are not limited to, event names or
Club logo changes. The Board will determine if changes
are of a significant enough nature to be sent to the
membership for a period of comment.
C. The board must approve
all committee chairs; newly formed committees may submit
committee chair nominations to the board for approval.
The Board has the authority to appoint, re-appoint and
replace committee chairs and members at its discretion.
D.
Committees shall send a representative to monthly board
meetings to report on event planning.
E. A review of committees,
whose events collect funds for admission or charity,
will be undertaken within 60 days of the event. The
purpose of the review is to evaluate the success of
the events and ensure that financial accounting is completed.
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Article 3
Board of Directors
SECTION 1 - COMPOSITION OF
THE BOARD
The membership of The Board shall consist of nine voting members.
Except as provided in Article 3, Section 4, all members shall
be elected by a majority vote of all Club members in good
standing returning a ballot by mail postmarked by no later
than February 15th of each year. Titleholders Oregon Bear
and Oregon Cub - unless elected as Board Members - shall serve
as ex-officio (non-voting) members of The Board and shall
not be considered in establishing a quorum. Titleholders Bear
and Cub may serve as board officers, with the exception of
the office of President, while serving their titles.
SECTION 2 - BOARD ELIGIBILITY
Any Club member in good standing for a period of at least
6 months prior to a club election may run for a position on
The Board.
SECTION 3 - ELECTED BOARD
MEMBERS TERMS OF OFFICE
Board Members elected in February shall begin serving during
the March Board meeting. Term of office will be for two years.
Five Board Members shall be elected in odd-numbered years
and four Board Members shall be elected in even-numbered years.
SECTION 4 - VACANCIES
If a vacancy on The Board should occur due to resignation,
termination, disability, or death, a new Board Member shall
be appointed by a majority vote of the remaining Board Members.
This Board position shall last until the next election for
that position.
SECTION 5 - REMUNERATION
Board members shall not receive remuneration for their Board
service; however Board members may be reimbursed for authorized
expenses.
SECTION 6 - REMOVAL OF BOARD
MEMBER
The Board, by a majority vote of those present and forming
a quorum, shall have authority to terminate Board membership
for the following reasons:
- Theft of money or merchandise
from The Club.
- Non-attendance at
three Board meetings without prior notice to the Board.
- Violation of the Bylaws
and policies of The Club.
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SECTION 7 - SELECTION OF
BOARD OFFICERS
The Board members at the first Board meeting following the
election shall appoint officers by majority vote of the new
board. The officers of The Board shall be President, Treasurer,
Administrative Secretary, Membership Secretary, and Assets
Secretary. The Board may create additional officers as it
deems necessary.
SECTION 8 - BOARD OFFICER
RESPONSIBILITIES
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A. PRESIDENT
The President shall preside at Board meetings and represent
The Club in an official capacity at any public events
at which The Club is present. The President shall serve
as the executive officer of The Board. The President
shall communicate with the various Club committees and
groups and coordinate their activities. The President
shall not vote on matters before The Club except to
break a tie; voting in this regard will be at the President's
discretion. The President shall also act to protect
the reputation and material assets of The Club when
an emergent need arises.
B. TREASURER
The Treasurer shall receive and be accountable for all
funds; pay all obligations incurred by The Board; maintain
banking accounts; render monthly financial reports;
prepare and submit annual financial reports to the appropriate
government agencies; and maintain accurate and timely
records in accordance with generally accepted accounting
principles. Decisions on Major Expenditures, above routine
expenditures of conducting business, shall require affirmation
by the Board via recorded vote on a motion from a Board
Member. The Board shall define Major Expenditures. Such
definition shall be a part of The Club's Administrative
Rules, Policies and Procedures.
C. ADMINISTRATIVE SECRETARY
The Administrative Secretary shall keep records of the
official proceedings of The Board (minutes); official
copies of Incorporation papers, Bylaws, and Resolutions
to Bylaws; and prepare the monthly Agenda in consultation
with the President and Board Members. The Administrative
Secretary shall officially correspond on behalf of The
Board. The Administrative Secretary shall be the official
correspondent for Club members, other Bears Clubs, external
organizations, and local and national media.
D. MEMBERSHIP SECRETARY
The Membership Secretary shall maintain official membership
records and report
regularly to The Board on the status of membership.
The Membership Secretary shall send and receive membership
applications and renewals, and collect membership dues
and transmit them to the Treasurer. The Membership Secretary
shall, in conjunction with the Administrative Secretary,
provide selected membership information necessary to
the business of The Club, to other Board Members, and
shall provide membership information to the Media Committee;
and shall maintain and display newsletters from other
Clubs.
E. ASSETS SECRETARY
The Assets Secretary shall be custodian of inventory,
merchandise and equipment. The Assets Secretary will
coordinate with various committee chairpersons and the
Treasurer on arrangements for purchasing merchandise
and equipment for committees' events. The Assets Secretary
will provide the Treasurer with an inventory of Club
assets and merchandise by January 15th of each year.
The Assets Secretary will also maintain and display
Club photos and be responsible for coordinating availability
of Club merchandise at events.
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SECTION 9 - BOARD MEETINGS
Board meetings shall be held each month at a day, time and
location determined by The Board and as advertised to the
general membership. Board meetings shall be open to all members.
Board meetings shall be conducted by the President according
generally to the rules of the current edition of Robert's
Rules of Order (Simplified versions may be used). If the President
is unable to conduct the meeting, the President or the Board
shall choose another Board member to act as President to conduct
the meeting. The Acting President shall not vote on matters
before The Club except to break a tie; voting in this regard
will be at the Acting President's discretion. The Board may
meet in a closed Executive Session to discuss personal confidential
issues, generally related to a Board Member's service, when
such a session is requested by the President and approved
by a majority of The Board Members.
SECTION
10- QUORUM
A quorum for Board business shall consist of 5 Board members.
If a quorum cannot be established at a future date, the general
membership shall be convened to elect sufficient Board Members
to form a quorum.
Article 4
Titleholders
SECTION 1- TITLES AND TITLEHOLDERS
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A. Creation and Purpose
of Titles
The Club shall, at its discretion, create and grant
to representatives of The Club titles to further the
purpose, goals and representation of The Club. The Board
shall reserve the right to revoke any title from any
person at any time upon a majority vote of The Board.
B. Titles of Oregon Bear and Oregon Cub
The Oregon Bears shall appoint through open process
and competition, representatives of The Club to hold
the titles of Oregon Bear and Oregon Cub. At the discretion
of the titleholders Oregon Bear and Oregon Cub, titleholders
may choose to designate their titles by using the terms
Mr. or Ms. along with their titles. The purpose of the
given titles is to further the purpose, goals and representation
of The Club and the community at large.
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SECTION 2 - ELIGIBILITY FOR
OREGON BEAR AND OREGON CUB
To be eligible to participate as a candidate for Oregon Bear
or Oregon Cub, an individual must have been a Member In Good
Standing of the Oregon Bears for a minimum of six months prior
to the competition
at which the titleholders are selected.
SECTION 3 - EXPECTATIONS AND BOARD PARTICIPATION OF OREGON
BEAR AND OREGON CUB
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A - Obligations
The only obligation
of Oregon Bear and Oregon Cub as Titleholders is that
they represent the Oregon Bears in a positive manner
at any events or functions in the community both local
and non-local. Titleholders are encouraged to attend
as many Oregon Bears-sanctioned events as possible.
Titleholders may speak
on behalf of The Club, but may not make any arrangements,
promises or commitments of any kind for The Club without
approval of The Board.
B - Titleholders as
Board Members
Both Oregon Bear and Oregon Cub will be considered ex-officio
(non-voting) members of The Board of directors - unless
elected as Board members - and are highly encouraged
to attend as many board meetings and events as possible.
Their terms on The Board will run concurrent with their
titles for one year starting and ending at election
of the new Oregon Bear and Oregon Cub. Oregon Bear and
Oregon Cub may run and be elected to The Board and would
serve under the terms of the Bylaws.
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Article 5
General and Miscellaneous
SECTION 1 - LOANS
The corporation shall make no monetary loans. The Board may
advance monies to Committees from time to time as necessary
to conduct business.
SECTION 2 - BOARD RESOLUTIONS
Resolutions of the Board shall be construed as changes or
additions to established Bylaws. Such Resolutions shall be
incorporated into the Bylaws when the newly convened Board
reviews the Bylaws each year. The effective date of Resolutions
shall be the day on which the Board approved them.
SECTION 3 - BYLAWS
The Bylaws of The Club shall be the primary operating document
for The Club. Amendments to the Bylaws shall be enacted by
a majority vote of a quorum of the Board. A Bylaws review
shall be held at least once each year. A special committee,
consisting of board and non-board members, shall conduct Bylaws
review. The membership shall be allowed 30 days following
presentation to the Board by the Bylaws Committee to review
and make suggestions to the Bylaws proposals. After the 30
day review, the Board shall act to amend (or not amend) the
Bylaws.
SECTION 4 - ADMINISTRATIVE
RULES, POLICIES AND PROCEDURES
The Board shall, at its discretion, enact rules, policies
and procedures (hereinafter called Administrative Rules).
Administrative Rules shall be enacted by a majority vote of
a quorum of the Board.
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