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EBC Bylaws



Revised bylaws were drafted Fall 2018. A discussion and  vote to adopt these new bylaws will be held at the December 11 Membership Meeting.



Current Bylaws:  EBC By-Laws Approved July 14 2015.pdf

Proposed Bylaws:  EBC BYLAWS vote on 12 11 2018.pdf




"Change is gonna do me good"....Honky Cat, Elton John


Bylaws of any organization should be reviewed regularly so that they are comprehensive, cohesive and address current or potential needs of the organization to ensure the organization's sustainability.  


The current EBC Board reviewed the current Bylaws and found the document could use updating.


An area that is being added has to do with compensation of Board Members and the General Membership. 

Oftentimes the Club will need professional services for things like creating artwork for an event (e.g. Freedom Ride).  If a Board member or a Club member was a brilliant graphic arts designer, our current bylaws would prohibit us from hiring that person and paying for those professional services.  We would have to try to find someone outside the Club who most likely would charge a higher fee for the same service.  


Also, a number of times each year, municipalities and law enforcement agencies will call me to have their staffs trained in bicycle safety.   They are sometimes willing to pay for these services.  If EBC had a provision in the bylaws for this to happen, EBC would be able to charge those agencies, collect the money as a Club donation, pay our own EBC trainer and keep the remainder.  It would become another source of income-donations to help the Club operate.


The proposed bylaw changes DO NOT allow Board Officers or Board Members to receive compensation for their work as an officer or member-at-large.


This is an important distinction to keep in mind because there have been false, negative comments about these proposals which have blurred the reality.


These days, it is extremely hard to find volunteers to do anything!  It has become equally as hard to find competent outside help for some things the Club needs at a reasonable price.  So, if we have capable professionals on the Board or in the Club, wouldn't we want to hire the folks we know and trust to provide those services when we need them?  BTW, we are talking about a few times each year when we actually would be looking for the help. 


The Club is having a hard time increasing membership, attracting large amounts of registrants to participate in signature rides, and finding sponsors to support the club.....  our main sources of income.   So, we must look to find other sources of income to maintain our financial reserves and ensure the sustainability of the club.    Charging for the services our Club is expert at is one way of doing just that.

The EBC Board has already approved the proposed changes to the Bylaws. 


We are asking you to vote "yes" at the next membership meeting on December 11th.

Meanwhile, please read the neutral explanation of the changes, below, authored by our lawyer/member Fred Glickman to help you further understand these changes.


Sue Kawalerski, Everglades Bicycle Club President


Notice of Proposed Changes to the EBC Bylaws


1.  Introduction – For any organization, the bylaws lay out how it is run.   Our bylaws, among other things,  describe the duties and powers of the club officers, and of the board of directors, and  list the committees.   They provide for a schedule of meetings and elections.  Our current bylaws were revised on July 14 , 2015.   In Article XV, a procedure is laid out for a changing the bylaws.   The board must approve the changes, and then it goes to the members for their approval.   The board has approved the changes being considered, so now it is up to the members.    In order to have your opinion count, you must attend the next member meeting, on December 11.  There is no provision for proxies or absentee ballots.  The vote on December 11 will be strictly “yes” or “no,”  so you won’t be able to pick and choose regarding the changes.
 
2.   Understanding the Proposed Changes – The current bylaws have 9 pages.  The proposed new bylaws, which include all of the changes, have 11 pages.  The most thorough way to understand the changes is to put the two documents side by side, and review them line by line.   However, few people have the time to do this.   Accordingly, I have prepared a summary of each change that I believe is  significant, or, in the alternative, have pointed out the portions of the bylaws that are affected.  I have ignored changes I believe to be relatively minor.
 
3.   The Proposed Changes

  • Article II (Purposed and Objectives) – Revised and shortened.
  • Article III (Membership) – Two new kinds of members, student and lifetime.  There are other minor revisions.
  • Article V (Officers) – The officers collectively are the Executive Board.  Formerly, this was called the Executive Committee, and it also included an additional board member.  The purpose of this Board or Committee is and has been to act as needed between regular board meetings.   In Section B, the president is to be given added powers to assign duties to other officers and board members, and designate the chairs of various events.   A new Section H is to be added to provide for the removal of officers or board members.   There are other relatively minor changes also.
  •  Article VI (Directors) -  Those board members who are not officers (President, VP, Treasurer, or Secretary) are to be required to chair a committee or an event. There are new provisions regarding their removal.
  • Article VII (Committees) -  There are new provisions regarding their operation and subject matter.
  • Article IX (Compensation/Reimbursement) – Under the current Article V, Section K, no officer (see above for a listing) or club member shall be paid any compensation for services to the club.  This does not prohibit reimbursement for expenses.  The proposed new Article IX, in contrast, permits, in certain circumstances, compensation for services to board members and other club members.  A club  member (whether or not a board member) who is a lawyer, accountant, or graphic designer, for instance, could be compensated for providing legal assistance to the club, if these services would have to have been otherwise performed by or contracted with an outside source.   An officer or board member could not be compensated for performing  officer and/or board duties. The board would be obligated to determine that the compensation paid to anyone is fair and reasonable.   In addition, the new proposal permits the payment of any club members for services provided to an outside organization from funds received by that organization.   For instance, if a police department requests services from EBC, and EBC provides a member to perform the services, a portion of the money paid by the police department can in turn be paid to the member.
  • Article IX (Professional Administration) –  This specifically enables the board to employ, at any time in the future, an executive director, who presumably would be compensated as determined by the board.
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