Inland NW Bronco Club
BYLAWS
Definition of Bylaws: These Bylaws constitute a code of rules adopted by the Inland Northwest Bronco Club for the regulation and management of its affairs.
Section 1: PURPOSE:
A. The general purpose of this club, and hereinafter called The Club or INWBC, shall be to:
1. Provide a social organization for all those interested in the restoration, modification, and promotion of any and all Ford Broncos.
2. Encourage interest in said vehicles with the general public and to bring together all those with similar interests.
3. Encourage family participation in such events.
4. Promote friendship and support organization functions held by The Club, as well as others who have such interest.
B. Our main goal is to raise funds for club events and charitable purposes.
1. Such funds shall be raised by, but not limited to; car shows, cruises, toy runs, etc. including working within the community to raise funds for the purpose of supporting various charities; and to engage in any or all such activities as are incidental or conducive to the attainment of the purposes of these charities and to exercise any and all powers authorized or permitted to be done by corporations under RCW 24.06 or any applicable laws that may be now or hereafter applicable or available to this corporation
Section 2: MEMBERSHIP:
A. Membership is open to all individuals 18 years of age and older that are interested in promoting the purposes of this club.
B. Membership Classification is to read as follows:
1. Single Membership - Members pay the full membership rate and are of legal age (18).
2. Family Membership – One additional household member (Spouse, Significant Other, or one child at least 16 years of age).
C. Membership shall be for one calendar year and shall begin on January 1st of each year.
D. Annual dues
1. Shall be $25 a year for Single Membership and $35 a year Family Membership.
2. Dues are owed at the time of application to the Club and by the first meeting of each year; and must be paid in full by the April meeting to be a voting member of the club for the remainder of that year.
3. All dues paid are non-refundable.
Section 3: CONDUCT:
A. During Club activities and other events, members shall:
1. Conduct themselves in a manner that promotes cooperation among members.
2. Respect each other’s opinions during meetings and allow each member the opportunity to present his/her views
3. Refrain from making personal attacks and leave personal disputes outside of The Club’s activities.
4. Conduct themselves in a manner which promotes a favorable public opinion of The Club and its activities/events.
5. Not make commitments on behalf of The Club without the vote of approval of the Board of Directors.
Section 4: MEMBERSHIP RESPONSIBILITY:
A. During Club activities and other events, members shall:
1. Promote The Club by helping with the promotion of responsible ownership of all Ford Broncos while attending car shows, cruises, trail runs or other events by handing out flyers, wearing club apparel, and talking to owners of cars to promote The Club and what it is trying to accomplish.
2. Members must operate vehicles in such a manner that it will not cause embarrassment to The Club, its officers, and members. If such a case arises, the offending member will be subject to removal from the Club for a span of time as voted on by the BOD.
3. All Club members who drive while involved in Club functions or are traveling to or from a Club function, shall abide by the laws of the State in which vehicle is being operated in when representing the club.
4. In order for our events to be successful, members are asked to help as much as possible during Club events (i.e.- shows, cruises, trail runs, etc.)
5. Any club member while driving and representing the Club, shall have a valid operator's license and insurance, as required by the State in which vehicle is being operated and/or participating.
Section 5: MEMBERSHIP TYPE VEHICLES:
A. To facilitate the general purpose, ALL Ford Bronco years, makes, and models are eligible for membership.
1. Vehicles may be altered, built, or changed in such a way to create interest from non-members; or they may be stock, non-altered.
Section 6: BOARD OF DIRECTORS (BOD):
A. The BOD of The Club shall be comprised of the Officers: President, Vice-President, Secretary, Treasurer; and the Directors at Large.
1. Officers shall be elected for one-year terms. Each Officer may be reelected. If an Officer does not want to continue in a position for the following year, or are voted out of office, they will serve as a Director at Large for one year after leaving their Officer position, to provide continuity.
B. The election of officers shall take place at the Annual meeting held at the Holiday Dinner IAW Terms specified for each position. Individuals shall be elected by a majority vote of the members in attendance. New officers shall take office January 1st of their elected year.
C. Shall meet once annually, at a minimum. Once, In January of every year (prior to scheduled Club meeting) to discuss plans for the new calendar year and meeting agenda. Additional meetings may be called as seen fit by the BOD.
D. All officers shall be elected by a majority of the members present at any annual meeting or special meeting called for that purpose.
E. Anyone wanting to hold office of said club may do so by being elected by its members, during the yearly election of club officers, and must have been a member of the club for one year prior to holding any office. If a member is unable to complete his/her term of office for any reason, a member may be appointed to fill the remainder of the term of office by the BOD, called in a special meeting.
F. In order to be a member of the BOD, members must own a Ford Bronco, as described within this document.
Offices must be held for one (1) year or until their successors are elected and qualified.
A. President –
1. Shall have general supervision, direction, and control of the business and affairs of The Club.
2. Shall sign all contracts.
3. Shall appoint any committee thought necessary for the good and welfare of The Club.
4. Shall only make commitments, sign only those official documents, and only those resolutions as authorized by the BOD.
5. Will preside over all meetings called for and will function as an ambassador to any functions or activities held by the club or any other club requesting attendance.
6. Will seek ways to help build membership, create ideas, and help promote and maintain interest for and by its members.
7. Shall meet at least once yearly (January) with the BOD.
8. Shall also be responsible for planning and overseeing the budget of the club funds for the next year.
B. Vice-President –
1. Shall perform all duties of the President in the President’s absence, and when so acting, shall have all the powers and restrictions of the President.
2. Will preside over all meetings called for if the President is unable to attend.
3. Will act as ambassador to any functions the President cannot attend.
4. Will sign contracts on behalf of the President when the President is not available.
5. Will work with the Secretary and Treasurer to keep those records that are necessary.
6. Will fill in for other absent officers when required.
7. Conduct audits, as directed by this document, of club funds.
C. Secretary –
1. Shall keep an accurate record of the proceedings of all regular, special, and Board of Directors’ meetings.
2. Shall keep an accurate roll of Members and shall keep the President aware of any and all correspondence that should be brought forth to the BOD (membership applications, events, etc.).
3. Will prepare meeting notes from the previous meeting to be approved by the general membership.
4. Will keep an active roster of all members which should include, but is not limited to, phone number, address, and email address.
D. Treasurer –
1. Shall keep an accurate account of The Club’s business transactions.
2. Shall deposit all monies and other assets in The Club bank account, disburse the funds of The Club, and shall render to the BOD an accounting of The Club’s assets when requested. The President shall share in these responsibilities as needed.
3. Prepare a club financial report for each meeting.
4. Prepare and file any tax forms with the state of WA.
E. Director’s at Large
1. Shall consist of a minimum of three (3) elected club members and the previous years’ Officer’s leaving office.
a. The minimum number shall be decided each year to ensure BOD is an odd number thus guaranteeing a majority vote. In the case of an even number of BOD members, the President’s vote would be the tie breaker.
2. Shall be independent from officer positions but shall be voting members of the BOD.
3. Shall hold office for one year.
a. The election of Director’s at Large shall take place at the Annual meeting held at the Holiday Dinner IAW Terms specified for each position. Individuals shall be elected by a majority vote of the members in attendance. The new Director’s at Large shall take office January 1st of their elected year.
Section 7: MEETINGS:
A. General Meetings
1. Shall be held Quarterly on the 3rd Wednesday of January, April, July and October at 7:00 pm.
B. Annual Meeting (Holiday Dinner)
1. Shall be held in November or December.
2. BOD voting for the next calendar year will take place at this meeting prior to Holiday Dinner being served.
C. Special meeting
1. May be called at any time upon seven days written notice to the members, at the direction of the President, or the Board of Directors, or upon request of 10 percent of the members.
The location of club meetings will be announced to the club membership with no less than 14 days’ notice, if available, via email and/or social media.
Section 8: INTERNAL AFFAIRS:
A. Voting:
1. Eligibility to vote:
a. Member (Full Membership) must be at least 18 years of age and in good standing with the INWBC. With a Family Membership, the one additional family member receives one vote and must be at least 16 years of age and in good standing with the INWBC.
b. Must be physically present at the meeting in which the vote is taking place.
B. Quorum:
1. To conduct INWBC business a quorum must be present.
a. At formal meetings of the members, as a minimum, one half of the Officers plus ten percent of the members listed on the roster shall constitute a quorum.
b. During officer meetings one half of the officer’s present shall constitute a quorum.
C. Funds:
1. The BOD can authorize use of funds up to $500.00.
2. The Club Membership must approve any expenditure over $500.00.
3. Will be reviewed and audited once a year, at a minimum, by the Vice President together with one of the Director’s at Large of his/her choice.
a. Audit findings shall be provided to the BOD in writing within 30 days after completion.
b. Audit findings shall be discussed at next scheduled club meeting.
Section 9: APPOINTMENT OF COMMITTEES:
A. The President and board of directors shall appoint such committees for special events, as found desirable, from time to time and shall outline duties and responsibilities of such committees. All reports or actions taken by a committee must be approved by a majority of the entire committee.
Section 10: AMENDMENT TO THE BYLAWS:
A. The board of the INWBC or any ten active members in good standing, by written proposals submitted to the secretary may propose an amendment to these By-Laws. Upon such proposal being made a copy thereof shall be included in the notice of the next meeting for the members. If a quorum exists and two-thirds of the members present vote in favor of the proposal at the meeting, the proposed amendment shall thereby be adopted and approved.
Section 11: DISTRIBUTION OF ASSETS UPON CLUB DISSOLUTION:
A. All assets owned by the INWBC at the time of dissolution shall be donated to a non-profit or charitable organization within 60 days of dissolution of the club and accounts will be closed when all club business is complete, including taxes.
Section 12: NON-DISCRIMINATION POLICY:
A. Overall Policy
1. It is the policy of INWBC to maintain a working environment free of all forms of unlawful discrimination.
B. Equal Opportunity
1. INWBC affords equal opportunity to all members, prospective members, volunteers, and participants without regard to race, color, sex, gender, sexual orientation, religion, age, marital status, disability, veteran status or national origin or other criteria protected by law.
C. Inclusion
1. INWBC is committed to providing an inclusive and welcoming environment for all members of our community.
2. Consistent with this principle and applicable laws, it is therefore the INWBC’s policy not to discriminate in offering access to its programs and activities on the basis of race, color, gender, national origin, age, religion, creed, disability, veteran's status, sexual orientation, gender identity or gender expression. Such a policy ensures that only relevant factors are considered, and that equitable and consistent standards of conduct and performance are applied.
D. Prohibitions
1. INWBC prohibits discrimination on the basis of race, color, religion, creed, sex, age, marital status, national origin, mental or physical disability, political belief or affiliation, veteran status, sexual orientation, genetic information, and any other class of individuals protected from discrimination under state or federal law in any aspect of the access to, admission, or treatment of individuals in its programs and activities, or in employment and application for employment. Furthermore, INWBC’s policy includes prohibitions of harassment of program participants and employees, i.e., racial harassment, sexual harassment, and retaliation for filing complaints of discrimination.
E. Inquiries
1. Any inquiries regarding INWBC’s non-discrimination policies should be brought to the attention of the BOD.
Section 13. CONFLICT OF INTEREST POLICY:
A. Overall Policy
1. The Purpose of the conflict-of-interest policy is to protect this tax-exempt organization’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the INWBC or might result in a possible excess benefit transaction.
2. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.
B. Procedures
1. Duty to Disclose. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement.
2. Determining Whether a Conflict of Interest Exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.
Section 14: WHISTLEBLOWER POLICY:
A. If, at any time, any member of the INWBC believes that some policy, practice or activity of the Inland NW Bronco Club is in violation of law, a written complaint must be filed by that member to the BOD.
Section 14: RESIGNATION:
A. Officer Resignation- In the event that any officer of the club resigns or becomes unable to complete his/her term, the board of directors has the power to appoint a replacement for the remainder of said term.
B. General Membership Resignation- In the event any member chooses to resign from the club, a written email sent to the club secretary will suffice. Upon receipt of the email the resignation will be accepted. No refund of funds will be sent.
These Original Bylaws have been approved by the founding members.
Effective Date: 01/15/23
Revised Date: 10/16/24
______________________ ______________________
President Vice President