The revenue earned by the association including membership dues and donations shall be deposited in a bank of good standing, in the name of the ADOBOVELO FILIPINO AMERICAN CYCLING CLUB, or in the name of the Treasurer if the association cannot yet be accepted by a bank, subject to the draft of the Treasurer, President, or Vice-President. No sum of money exceeding the budgeted amount may be withdrawn from the treasury except when approved by the Board of Directors.
The President shall appoint a three-person committee to examine the books and accounts of the Club for the previous 12 month period; Such committee shall report its findings to the club members during one of its monthly picnics in February, or March.
The President, with assistance from the Vice President, Treasurer, and the Board of Directors, shall prepare an operating Budget representing the spending priorities of the club, and present it to club members during one of its monthly picnics in June or July. The President is authorized to adjust the subsequent operating budget commensurate with increases or decreases in Club revenues.
No part of the organization’s finances can be used to benefit any person having a personal and private interest in the activities of the organization.
Section 5 - DISSOLUTION
Upon
dissolution of the Club, the Board of Directors shall, after paying or
making provisions for the payment of all of the liabilities and /or
financial commitments of the Club, dispose of all of the assets of the
Club in such manner as the Board of Directors shall determine, however,
the distribution of such assets shall not be made until the majority of
active and paid members have voted their approval. Any of such assets
not so disposed of shall be disposed of by the Court of Common Pleas in
the county in which the principal office of the Club is then located,
exclusively for such purposes or such organization or organizations, as
said court shall determine, which are organized and operated
exclusively for such purposes.
Elections shall be called every two years, or at any time deemed necessary by the Board of Director. Nominations will be accepted during any of the monthly picnics designated by the President as a nominating meeting. Voting will be conducted by Internal, and by written ballot during one of the monthly picnics designated by the President as a voting meeting. The Board of Directors, excepting Board members who are also current candidates for Officer elections, shall certify the results, and shall have the sole power to adjudicate election questions.
The Board of Directors shall meet semiannually to decide the direction and spending priorities of the club. The President shall be the Chairperson. A quorum shall consist of no less than a majority of the Board members. No person shall be entitled to more than one vote.
Special meetings may be called by the President at any time. The call shall state the business to be transacted, and no other subject shall be transacted at such meetings. If the meeting is to be a meeting of record, the membership shall be notified of said meeting at least 1 week in advance.
In the absence of the President and Vice Presidents, the Board members present at a meeting shall elect a President Pro Tem. The President Pro Tem shall perform such duties as the office may require.
The annual dues of members are due and payable during the Christmas party, representing dues for the coming calendar year. Dues not paid then shall be payable no later than January 31st. A change in membership dues can be made on by referendum. Notification of proposed change in membership dues shall be mailed and/or e-mailed to all members at least 15 days before the referendum. Only current paid members may vote at such referendum.
1. Call to order
2. Review of minutes of previous meeting
3. Reports of officers
4. Reports of committees
5. Unfinished business
6. New business
7. Adjournment
The President, as chairman of the Board, shall be responsible for the Club’s general management and shall oversee the affairs of the Club. The President shall preside at all meetings, shall have power to fill any vacancy that may occur on the Board of Directors, shall select three members to serve on the nominating committee annually, shall select members to serve on the other committees, and shall perform such other duties as this office may require.
The Vice President shall preside in the absence of the President. In the
event of the death, resignation or removal of the President, the Vice President shall assume the duties of such office. The Vice President shall also be the Secretary of the Board.
The Vice President also be the Secretary of the Board, who shall have the sole power to certify Board Resolutions, record the minutes of the Board of Director meetings. If the Vice President cannot attend a Board of Director meeting, the Vice President or President may appoint beforehand another club member to act as temporary Secretary of the Board for that meeting.
The Treasurer shall receive all moneys, pay all bills upon receiving proper approval and maintain proper financial records, according to accepted accounting practices.
The Event and Ride Coordinator shall, under the direction of the Board, make and have charge of all arrangements for events of the Club. He/she shall give an event status report at each meeting of the Board
Section 6 - Tour de Francis Director
The Tour de Francis Director shall organize and direct the club's Tour de Francis fun ride.
The Marketing Coordinator shall be responsible for the preparation and publication Club events and information.
The
Membership Coordinator shall be responsible for the promotion of the club, for the development, distribution
and processing of Club membership applications, and for the maintenance
of all membership records.
The Club shall have such powers as are now or may hereafter be granted under the Non-Profit Corporation Law of the State of California, so long as the exercise of such powers are activities permitted to a corporation qualifying under Section 501 (c) (3) of the Internal Revenue Code, and are conducted for the purposes set forth herein and in the Articles of Incorporation: To the extent not inconsistent with the above, the Club shall have the power to:
(a) Solicit, collect, receive, acquire, hold and invest money and property both real and personal, received by gift, bequest, devise, grant, purchase, exchange, lease, transfer, judicial order or decree, or otherwise both real and personal, of whatever kind and description and wherever situate, absolutely or in trust, to carry out the purposes of the Club as directed by the Board of Directors;
(b) Invest and reinvest any assets of the Club and collect income therefrom;
(c) Arbitrate, defend, enforce, release, compromise, or otherwise sell any claim of or against the Club.
(d) Make any division or distribution of the assets or income of the Club in furtherance of its purposes as directed by the Board of Directors;
(e) Control, maintain and improve, lease for any term, rent, exchange, sell, convey, or transfer at public or private sale all or any part of the real or personal property of the Club;
(f) Execute and deliver proper instruments of conveyance and transfer;
(g) For proper corporate purposes, borrow money and issue bonds, notes or other instruments as evidence of debt and to secure the same by the assignment, pledge, or mortgage of corporate property;
(h) Execute and deliver proxies and powers of attorney and such other instruments as are incidental to the holding, controlling, and
(i) Hold assets in the name of a nominee or in bearer form, in its own name or as Trustee;
(j) Make divisions and distributions of corporate property in cash or in kind, or partially in cash and partially in kind from current income or from principal, as shall be directed by the Board of Directors in pursuance of the Club purpose;
(k) Employ and reasonably compensate such individuals and entities as may be needed to carry out the purposes of the Club.
The
Club shall indemnify any officer, director, or employee of the Club
against any cost or expense (including amounts paid in settlement)
reasonably incurred by him/her in connection with the settlement or
defense of any actions, suit or proceeding to which he/she is made a
party by reason of his/her being or having been an officer, director,
or employee of the Club (whether or not he/she is an officer, director,
or employee at the time of incurring such costs and expenses);
provided, however, that no person shall be entitled to such
indemnification if the action, suit or proceedings determine that
he/she has been guilty of gross neglect or willful misconduct in the
performance of his/her duties, or in the event a final adjudication is
not made in such action, suit or proceeding, if the Board of Directors
of the Club specifically consider the matter and reasonably determine
that such person is guilty of gross neglect or willful misconduct in
the performance of his/her duties. The foregoing rights of
indemnification shall not be exclusive of any other rights to which any
officer, director, or employee may be entitled as a matter of law.