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Bylaws

SHARE Mountain Bike Club of Orange County
SHARE is a non-profit 501 (c)(3) organization

Article I – Name

The name of this organization shall be SHARE Mountain Bike Club of Orange County, hereinafter referred to as SHARE or the club, also known as SHARE: Concerned Cyclists of Crystal Cove

Article II – Purpose

The object and purpose of SHARE is to promote responsible mountain biking through advocacy, education, events, club rides and building and maintaining sustainable multi-use trails in Orange County’s State and County Parks.

Article III – Members

Section 1. Eligibility for membership.
Persons who are in sympathy with the object and purpose of SHARE, as stated in Article II, shall be eligible for membership. All members must agree to live by the Code of Ethics that has been adopted by SHARE. All members in good standing shall be entitled to all rights and privileges of membership in the club and shall be eligible to hold office in the club.

Section 2. Categories of Membership.
A. Individual members. Individual members shall be those members who are active in the programs of SHARE and who have paid dues according to the bylaws. They shall have all the rights of membership.
B. Family members. Family membership shall be those members of an immediate family who are active in the programs of SHARE and who have paid dues according to the bylaws. They shall have all the rights of membership.
C. Affiliate members. Affiliate members shall be those bicycle clubs, retailers, organizations, companies or corporations that support the projects of SHARE. They shall have no other membership rights or responsibilities, unless determined by the board of directors. They may attend meetings as observers.
D. Board members – are SHARE voting members.

Section 3. Dues.
Membership dues are nonrefundable unless the board of directors determines special circumstances warrant such.
A. Individual, Family, and Affiliate members. Annual club dues shall be recommended and approved by the board of directors. Dues shall be payable upon annual expiration.

Section 4. Delinquency of dues.
Dues shall be due and payable as stated in Section 3 of this Article. A member shall be considered in good standing when dues are paid on time. Dues shall be delinquent and the member identified as lapsed one (1) month after dues are due. If dues are not paid within two (2) months after the due date, membership is expired and membership shall be forfeited. Lapsed and expired members shall not have voting rights.

Section 5. Application for membership.
Membership will be handled by IMBA through their Chapter Registration website http://www.imba.com/membership

Membership renewal will be managed through IMBA Chapter program.

Potential members of SHARE must agree to abide by the Code of Ethics and the object and purpose as stated in Article II. An individual, organization, or corporation not approved for membership shall be notified by the secretary as to the reasons.
Applications refused by the board of directors may be resubmitted after a period of six (6) months.

Section 6. Resignation.
Members may resign in good standing by sending a letter of resignation to the secretary, before dues have become delinquent.

Section 7. Voting.
General membership shall be entitled to one vote per each category of membership for the election of officers and other issues as determined by the board of directors. General membership shall not have a vote on general issues at the SHARE monthly meetings.

Article IV – Officers

Section 1. Officers.
The elected officers of SHARE shall be president, a vice-president, a secretary, and a treasurer. They shall be elected by an annual election and nominations shall be made by the general membership. All officers shall be elected by a majority of the votes via an electronic election and shall serve a term of two (2) years. President and secretary positions shall be elected every even year (example 2018). Vice-president and treasurer shall be elected every odd year (example 2019).

Section 2. Duties of Officers.
A. President. The president shall be the chief executive officer of SHARE, and shall: serve as chairman of the board of directors; preside at all the club meetings and board meetings; shall be the SHARE representative or appoint a representative, at the meetings of any organization of which the club s a member; have the power to appoint special committees subject to the approval of the board of directors; be responsible for maintaining good public relations with the community; be granted reimbursement for any expenses incurred in the performance of his duties and for any membership dues in other organizations; and be ex officio a member of all committees.
B. Vice President. The vice-president shall assume the duties of president in the absence of the president, and shall serve as assistant to the president in his efforts for the good of the organization. The vice-president shall chair meetings of the board of directors in the absence of the president, and shall assume the office of president in the event of resignation, disability, or death of the president.
C. Secretary. The secretary shall be responsible for recording, preparing and making available the minutes from the meetings. The secretary shall be responsible for sending notices of meetings, and shall be responsible correspondence. Secretary shall oversee the webmaster and social media activities. The secretary shall make amendments to the bylaws as directed by the board of directors.
D. Treasurer. The treasurer shall be responsible for the collection of dues, and for receipt and deposit of financial contributions and income into accounts at such banks and financial institutions as the board of directors shall direct. The treasurer shall keep accurate records of monies received and expended and shall make a financial report at regular meetings. The treasurer shall submit a yearly budget for adoption by the board of directors, at such time as the board of directors shall direct. The treasurer shall ensure that SHARE maintains compliance with California State and Federal statutes raising and spending funds and reporting income and expenditures. The treasurer will file the necessary forms to maintain our non-profit status. A report shall be provided at the monthly membership meetings and/or upon request of the president.

Section 3. Vacancies.
A vacancy occurring in any office shall be filled as soon as possible by appointment by the president. Until the vacancies are filled, the president shall divide the duties of the vacated office among the other board members. All appointments shall be ratified by a simple majority of the officers.

Article V – Meetings

Section 1. Year of operation.
The year of the organization is based on the calendar year. It shall commence January 1 and end on December 31.

Section 2. Regular meetings.
Regular meetings are held monthly. Meeting notice shall be given to members at least five (5) days prior to the date of the meeting. Notice shall include specific business to be conducted at the meeting.

Section 3. Annual meeting.
The monthly meeting February shall be known as the annual meeting for the purpose of election of officers and directors, receiving reports of officers, the board of directors and committees, and for any other business which shall properly come before the meeting.

Section 4. Special meetings.
Special meetings of the membership may be called by the president, or a majority of the board of directors. Notice shall include specific business to be conducted at the meeting.

Section 5. Board of Directors meetings.
The board of directors shall meet as needed. Members and nonmembers may be invited by the board of directors to appear for purposes of reports and receipt of other information.

Section 6. Quorum.
The quorum for regular meetings, special meetings and meetings of the board of directors shall be at least five (5) board of directors or three (3) officers.

Article VI – Board of Directors

Section 1. Composition.
The board of directors shall consist of nice (9) positions. In addition to the elected officers, the SHARE board of directors shall consist of the director of park representatives, director of volunteers, director of communications (social media), director of rides, and one at-large director position. All non-officer positions shall be annually appointed by the president and ratified by simple majority of the officers. Vacancies occurring in any office shall be filled as soon as possible by the appointment of the president and the ratification by simple majority of the officers. Duties of any long term vacancy shall be divided between current directors until the vacancy is filled.

Section 2. Responsiblities.
The board of directors shall have the power to conduct the business of the organization, except that which is retained by the membership as provided by these bylaws. All board members shall have one vote with respect to board matters on which a vote is required. The board of directors shall be responsible for adoption of the annual budget. Meetings of the board of directors shall be provided in Article V, Section 6.

Section 3. Financial Approval Authority.
Officers shall have the authority to approve up to $250.00 for expenditures as needed to conduct the business of the organization. Notification of the expenditures shall be given to the president and the treasurer. All other expenditures shall be approved by the board of directors.

Section 4. Vacancies.
A vacancy occurring in any position shall be filled as soon as possible by appointment by the president. Until vacancies are filled, the president shall divide the duties of the vacated position among the other board members.

Article VII – Committees

Section 1. Special Committees.
Special committees may be created and terminated by the president or the board of directors as needed. Typical special committees are as follows
A. Club Rides. The ride coordinator shall plan and coordinate SHARE club rides. The ride coordinator shall coordinate local rides as well as out of town rides and shall announce the rides via email to SHARE membership. The ride coordinator will work with the general membership to determine the interests and service the members to the types of rides that will be planned, i.e. womens’ only rides, beginner clinics, night rides, etc. The ride coordinator shall work with the webmaster to post rides on the SHARE calendar. A report shall be provided at the monthly membership meetings and/or upon request of the president.
B. Events/Activities. The events committee shall plan and coordinate all SHARE special activities and events. The events committee shall work with other committees and officers as appropriate, i.e., volunteer coordinator, webmaster, sponsorship coordinator, etc. A report shall be provided at the monthly membership meetings and/or upon request of the president.
C. Membership. The membership committee shall encourage new membership and encourage renewal of memberships. The membership coordinator shall coordinate activities with IMBA and may distribute membership items specific to SHARE. The membership coordinator shall partner with IMBA on membership database and email lists. Other activities may include: keeping the president, the ride coordinator and the volunteer coordinator updated with new member emails, and forwarding the online registration to the treasurer. A report shall be provided at the monthly membership meetings and/or upon request of the president.
* Park Representatives. The director of park representatives will lead the park representatives. Park representatives shall be liaison between park management and SHARE. Together with the park rangers, they will identify and coordinate projects. The park representatives shall coordinate any SHARE events in their park and coordinate dissemination of information via the traveling information booth and the SHARE website. A report shall be provided at the monthly membership meetings and/or upon request of the president. As needed, the PR shall coordinate the trail assistance/patrol program for their prospective parks. It is SHARE’s intention to have a park representative in each of the following State and County parks
* Aliso and Wood Canyon Wilderness Park
* Caspers Regional Park
* Chino Hills State Park
* Crystal Cove State Park – El Moro Canyon
* Irvine Open Space
* Laguna Coast Wilderness Park
* O’Neill Regional Park
* Peters Canyon Regional Park
* Santiago Oaks Regional Park
* San Onofre State Park
* Whiting Ranch Wilderness Park
D. Public Relations. The public relations committee shall review anything that the public will see or hear, before it is released. Written material will need to be in line with SHARE’s object and purpose as stated in Article II. The public relations committee shall keep SHARE members informed of events, activities, and other information as it relates to mountain biking in Orange County. This can be done electronic mail or a newsletter. A report shall be provided at the monthly membership meetings and/or upon request of the president.
E. Sponsorships. The sponsorship committee shall seek out potential sponsors and service them. This committee shall act as the liaison between SHARE and the sponsors. The sponsorship committee shall keep records of terms of sponsorships and notify appropriate SHARE entities when sponsorship periods expire. A report shall be provided at the monthly membership meetings and/or upon request of the president.
F. Volunteers. The volunteer coordinator shall keep track of volunteer hours and coordinate volunteer recognition activities. He/She shall recruit and coordinate the volunteers for SHARE events and assist the park representatives in recruitment of volunteers for park projects such as trail work. A report shall be provided at the monthly membership meetings and/or upon request of the president.
G. Web Site and Social Media. The webmaster shall design and maintain SHARE’s web site and maintain SHARE’s social media presence. He/She shall work with other SHARE committees as appropriate. The webmaster shall be responsible for interfacing with the hosting company and the renewal of SHAREmtb.com domain name registration. A report shall be provided at the monthly membership meetings and/or upon request of the president. The webmaster shall suggest and implement emerging technologies. Special committees may be created by the president or the board of directors.

Section 2. Appointment
Except as provided elsewhere in these bylaws, the president shall appoint the chairman and members of the special committees with the approval of the board of directors.

Article VIII – Discipline

Section 1. General membership.
Any member of the club may be suspended or have his/her membership revoked for misconduct in his/her relations with the club or for conduct which is detrimental to the welfare of the club as a whole or failure to represent the club in a manner in keeping with the purpose of the club, as specified in Article II, or the Code of Ethics. removal shall be accomplished by a majority of the board of directors. Club dues shall not be refunded.

Section 2. Officers/Board of Directors.

Any club officer or member of the board of directors may be removed from his/her position for failure to fulfill the duties of that position or failure to represent the club in a manner in keeping with the purpose of the club, as specified in Article II, or the Code of Ethics. removal shall be accomplished by a majority of the board of directors.

Article IX – Parliamentary Authority

The rules contained in the current edition of Robert’s Rules of Order Newly revised shall govern SHARE in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the organization may adopt.

Article X – Diversity and Inclusion

Discriminating against or harassing people because of their race, ethnicity, religion, disability, gender, nationality, and actual or perceived sexual orientation or gender identity by members are not allowed. No person who files a complaint of discrimination or harassment shall be subject to retaliation for filing the complaint.

Article XI – Amendments

Section 1. Amendments.
These bylaws may be amended by a majority of votes at any annual or special meeting, provided that written notice of the proposed amendment shall have been given to the membership at least fifteen (15) days prior to the meeting. The notice shall include the complete text of the proposed amendment. No amendment shall be made to the bylaws which might jeopardize the non-profit status of the organization.

Section 2. Effective date of the amendments.
Amendments to these bylaws shall take effect at the adjournment of the meeting at which they are adopted unless otherwise provided.

We, the undersigned, certify that these bylaws were duly revised and approved by the general membership at its annual meeting of February 12, 2018.