Article I
NAME
This Not for Profit organization shall be known as Ozarks Jeepthing, Inc. (OJT) registered in the State of Missouri. Henceforth known as Ozarks Jeepthing Club or OJT in this document
Article II
PURPOSE
SECTION 1.
OJT shall be a non-profit organization oriented to coordinate and support off-road events, to foster pride and friendship within the Jeep community. To preserve the use of public lands.
SECTION 2.
Off-highway events and the organization thereof are one aspect of OJT’s activities but will not be OJT’s sole endeavor as a club.
SECTION 3.
OJT will make efforts to improve the overall status of our hobby through development of a better public image and association with individuals who are interested and active in the hobby.
SECTION 4.
OJT shall offer its volunteering efforts to other non-profit, charitable, and public/government organizations.
SECTION 5.
OJT will promote the off- highway practice of “Tread Lightly”.
Article III
MEMBERSHIP
SECTION 1.
OJT is interested in responsible Jeep owners and off-highway enthusiasts who want to participate in Jeep related events and uphold club standards.
SECTION 2.
Membership is not transferable and all incurred membership fees are nonrefundable.
SECTION 3.
Memberships will only be accepted if they follow the proper OJT membership procedure.
SECTION 4.
Each Individual membership only holds one vote during elections. Each Household membership will hold two votes during elections.
SECTION 5.
Honorary memberships may be granted by a majority vote of the Board of Directors (BOD) and are intact for one year. Honorary memberships do not carry voting rights, nor can they hold the position of President, Vice President, Secretary or Treasurer..
SECTION 6.
The BOD reserves the right to reject any paid membership, renewal or online membership and associates at its discretion.
SECTION 7.
All members and guests agree to conduct themselves in a respectable manner during club activities and online.
SECTION 8.
Any person leaving under unfavorable conditions may be asked to return all evidence of club membership.
SECTION 9.
All members and guests shall be bound by these bylaws.
Article IV
DUES
SECTION 1.
Membership dues are set at $35.00 a year for Individual Memberships and $40.00 a year for Household Membership. This covers membership for a period of 12 months from the renew/join date. For instance, a new member joining on April 1 will be paid in full until the following April 1.
SECTION 2.
Annual renewal will be due 12 months from the initial join/renew date and must be paid no later than the end of the month in which it is due, or the member will lose all benefits of paid membership until the dues are renewed.
SECTION 3.
No portion of the dues will be refunded if a member chooses to leave or membership is revoked by the BOD.
SECTION 4.
Dues, membership fees, or any existing extraneous charges will be subject to change due to an increase in operating costs or for any other reason deemed necessary by the BOD and will be subject to a majority vote of the BOD.
SECTION 5.
Once a member is considered to be in good standing, the following rights and benefits shall be extended to him/her as a club member:
- Full voting privileges on club events, election of officers, changes to bylaws, and any other circumstance that requires a vote by the general membership.
- Membership card that entitles the member to special discounts from approved vendors when shown at time purchase is being made.
- Club decals that may be applied to the paid members personal vehicle.
Article V
QUALIFICATIONS OF MEMBERSHIP
SECTION 1.
To qualify for membership, a potential member must maintain ownership of a Jeep vehicle.
SECTION 2.
All members must possess documentation showing proof of age, proof of driver’s license, and vehicle insurance and have written parental consent if under age 18.
SECTION 3.
Must submit a signed Liability waiver. (Found on the annual renewal form.)
SECTION 4.
Charter Member(s) Five years after the inception of Ozarks Jeepthing, those being active Members the entire first five years are eligible to become Charter Members. Their Membership will be permanent and will not be revoked and they shall be entitled to vote and hold office in Ozark Jeepthing so long as their membership dues are paid and are otherwise in good standing. Charter members shall maintain continuous access to the Membership Only Forum and/or Membership Only Website Pages.
Article VI
FISCAL YEAR
SECTION 1.
The fiscal year shall begin in April and end in March.
SECTION 2.
The BOD shall accept dues to be placed in an account for disbursement to carry out the purposes of the club during the fiscal year.
Article VII
ELECTIONS
SECTION 1.
All members in good standing for at least one year are eligible to run for and hold one office.
SECTION 2.
Nominations for club offices of President, Vice President, Treasurer, and Secretary shall be open at the December meeting from the floor. Those nominated must be present to accept or deny. Nominations for all offices will be closed at the end of the March meeting.
SECTION 3.
All persons on the election ballot must be current in their dues.
SECTION 4.
Voting at elections shall be done by written secret ballot at the March meeting.
SECTION 5.
Collecting, counting of ballots, and preliminary announcement of winners shall be executed by the Secretary. When necessary, the BOD shall appoint a designee to perform this function.
SECTION 6.
The newly elected BOD takes office on April 1 of the year they are elected for. They shall serve a term of two years.
SECTION 7.
There is no limit to the number of terms for which a member may hold an office.
SECTION 8.
The director positions of events, vendor/public relations, internet, photography, publications, membership, charities and trails shall be filled by appointment of the officers. During the December, January, February and March meetings interested parties will be asked to speak up.
Article VIII
OFFICERS
SECTION 1.
Elected officers of OJT shall be President, Vice President, Secretary, and Treasurer. Appointed directors of OJT shall be Director of Vendor/Public Relations, Director of Trails, Director of Events, Director of Membership, Director of Charities, Director of Photography, Director of Publications, and Director of Membership. Both elected and appointed Officers/Directors shall constitute the governing body and will hereby be referred to as the Board of Directors (BOD).
SECTION 2.
In the absence of the President or in the event of his/her inability or refusal to act, the order of succession is as follows: Vice president, Secretary, Treasurer, Director of Membership, Director of Events, Director of Public/Vendor Relations, Director of Trails, Director of Charities, Director of Internet, Director of Publications and Director of Photography.
SECTION 3.
Any member may submit a motion in the manner explained in Article XII, section 2 to the BOD to have any Officer or Director removed from their position.
SECTION 4.
Any officer, at any time, may determine that his/her performance is not up to the standards outlined in these bylaws and may choose to resign from their position without scrutiny from the BOD or any other member.
SECTION 5.
In the event an officer is either removed or chooses to resign, the position will be left vacant for a term of one month until suitable nominees are chosen, and an election can be scheduled and executed with proper notification given to the membership. If this order cannot be completed within the term of three months, the BOD may appoint a suitable candidate.
SECTION 6.
In the event that the office of the President is vacated the Vice President shall immediately assume the office of president, thereby leaving the office of vice president to be filled in the manner designated in Article VII.
Article IX
RULES AND POWERS OF THE BOD
SECTION 1.
The BOD shall have the power to manage all affairs of the club, on any and all questions relating in any manner whatsoever to the club, and to make all contracts necessary for the proper transactions of all business. They shall have entire jurisdiction over all matters pertaining to the care, conduct, control, supervision, and management of the club and its finances and they shall make all appropriations.
SECTION 2.
It shall be the duty of the BOD to prescribe and publish rules regulating the use and occupancy of the offices of the club, and the care and protection of its property.
SECTION 3.
Any officer or member of the BOD who is absent from three consecutive meetings of the BOD, unless he/she shall offer at the next meeting an excuse for his/her absence, which is satisfactory to the BOD, shall be deemed to have resigned as a member of the BOD, and cease to be a member of the BOD.
SECTION 4.
The BOD can vote to create additional board positions as needed. These BOD appointed positions are in effect for the current term of the BOD and have full voting rights.
SECTION 5.
The BOD shall have the following specific powers:
- To appoint delegates to the different associations that this club may be a member of for the purpose of conferring with any association or club with respect to any matter in which the club may be concerned.
- To make rules for the conduct of members of the club and for their use of the club property.
- To suspend or expel a member for any conduct in violation of rules or behavior improper or prejudicial to the interests of the club.
- To fix and enforce penalties for the violation of club rules.
- To prescribe rules for the admission of strangers or guests to the privileges of the club.
- To call special meetings of the club to consider special subjects.
- To prescribe additional duties for any officers, in addition to those herein set forth.
Article X
DUTIES OF OFFICERS
SECTION 1.
President. The President shall be the principal executive officer of the club and shall in general supervise and control all the business and affairs of the club. He/she shall preside at all meetings of the BOD. He/she may sign, with attention of the Secretary or any other proper officer of the club authorized by the board, any deed, mortgage, bond, contract, or any other instrument which the BOD, these bylaws, or statute requires. The President will also appoint committees whenever it is necessary. In general he/she shall perform all duties incident to the office of President and such other duties as may be prescribed by the BOD from time to time.
SECTION 2.
Vice President. In absence of the President or in the event of his inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting shall have all the powers of and be subject to all restrictions upon the president. He/she shall maintain the bylaws of OJT. The Vice President shall perform such other duties as from time to time may be assigned to him/her by the President of the BOD.
SECTION 3.
Secretary. The Secretary shall keep minutes of the meetings of the BOD in one or more books provided for that purpose. He/she shall see that all notices are duly given in accordance with the provision of these bylaws or as required by law. In general the Secretary shall perform all duties incident to the office of Secretary and other such duties as from time to time may be assigned to him/her by the President of the BOD.
SECTION 4.
Treasurer. The Treasurer shall have charge and custody of and be responsible for all funds and securities of the club. He/she shall receive and give receipts for monies due and payable to the club from any source whatsoever and deposit all such moneys in the name of the club in such banks, trust companies, or depositories as shall be selected in accordance with the provisions of Article IX of these bylaws. The Treasurer will also be responsible for providing the club with a report on accounts at general meetings. In general, he/she will perform all duties incident to the office of Treasurer and other such duties as from time to time may be assigned to him/her by the President or the BOD.
SECTION 5.
Director of Events. The Director of Events will have custody of and be responsible for planning of all of the outward activities held by the club. He/she shall keep a record of all such events and outings available for the BOD and be responsible for informing the membership of planned activities. He/she will, in general perform all duties incident to the office of director of events and any other such duties as from time to time may be assigned to him/her by the President or the BOD.
SECTION 6.
Director of Vendor/Public Relations. The director will be responsible for the outward appearance of and all advertising aspects of the club. He/she will be the contact and negotiation person who deals with the press with regards to the publicity of the club. He/she will set forth and uphold policy regarding any outward use of the OJT name, logo, web address, or identity. He/she will manage relationships with other clubs and organizations. The director will be the “voice” of the BOD to the public. In general, he/she will perform all duties incident to the office of director of public relations and any other such duties as from time to time may be assigned to him/her by the BOD. The director of vendor relations will be responsible for maintaining good relationships with vendors. He/she will be the point of contact for the vendors with regards to donations to the club for any reason. He/she will also work with the director of events when necessary to solicit sponsorship and/or donations from vendors. He/she will also be in charge of keeping the vendors informed of conditions that must be met in order to receive club discounts. He/she will also mediate all potential problems between members and vendors in order to maintain good relationships. He/she will seek out new relationships with vendors and keep the club members informed of discounts available to them.
SECTION 7.
Director of Trails. The director of trails is responsible for leading (or assigning leaders) and planning any club sanctioned OHV activities. He/she will negotiate relationships with landowners, governmental agencies, proprietors, public officers, and any third party he chooses or is deemed necessary by the BOD in order to help protect our ability to off- road in designated areas and perhaps gain access to new sites. The director of trails will also be responsible for the general trail leadership of and have custody over the safety requirements for the club. He/she will advise on mechanical requirements, driver experience, safety equipment, and liability requirements and will promote and enforce required equipment and required safety equipment lists. He/she will exemplify tread lightly philosophy to the membership and assist in educating membership about tread lightly principles. In general, he/she will perform all duties incident to the office of director of trails and any other such duties as from time to time may be assigned to him/her by the President or BOD.
SECTION 8.
Director of Charities. The director of charities shall be the chairperson of all charity committees. The director will help to coordinate fund raising activities and work with the Treasure for the dispersal of monies and items taken in donation to the charities as voted upon.
SECTION 9.
Director of Publications. The director of publications will be responsible for the newsletter. The director will also be a member of the calendar committee.
SECTION 10.
Director of Photography. The director of photography will be responsible for taking pictures at club events and providing those photos to the director of publications and director of internet for use in the newsletter and on the internet. The director will also be a member of the calendar committee.
SECTION 11.
Director of Internet. The director of internet will be responsible for maintaining the website including developing enhancements, resolving bugs/defects, addressing account issues and assisting in new account validation. He/she will be the point of contact for any web-related questions or issues. In general, he/she will perform all duties incident to the office of internet and any other such duties as from time to time may be assigned to him/her by the BOD.
Section 12.
Director of Membership. The Director of Membership will be responsible for recording new Members, taking dues and working with the Treasurer regarding dues monies. The Director of Membership shall also provide Members with Club Bylaws, Membership Cards and Club Logo Decals. The Director shall work with the Publications and Internet director to maintain Membership lists for Newsletters and Members Only Internet access.
Article XI
MEETINGS
SECTION 1.
Club meetings are held once per month. The BOD will select the location. Permanent changes to the time, day and place of the monthly meeting shall not be made unless notice is given to the general membership not less than one month before such action is taken. In the event of an emergency due to a meeting location issue, the BOD has the discretion to change the time/date/day of the meeting with less than one month’s notice. All meetings are open to members, guests, and any other interested parties.
SECTION 2.
Meetings shall be conducted according to the club bylaws. Open discussion from the floor is both permitted and encouraged.
SECTION 3.
Club meeting minutes will be made available to the club’s members as soon as possible after the meeting date.
SECTION 4.
The BOD meetings shall take place one to two weeks prior to the general meeting. The BOD, when necessary, may enter into an executive session. They may be held at any time and any location convenient for the BOD. The executive session may be held to discuss sensitive topics before the board, which include but are not limited to legal matters, internal activities, or sensitive and confidential matters. Executive sessions will be closed to all except the BOD members and specifically invited individuals.
SECTION 5.
The minutes from the BOD meetings shall be made available to the club members upon request and shall be entered into the official club record but it is not required that they are part of the regular club minutes.
SECTION 6.
‘Robert’s Rules of Order Revised’ shall govern parliamentary procedure, when there is conflict and the need arises.
SECTION 7.
The Vice President shall assist the President in maintaining order at meetings to assure that the meeting moves along in a timely fashion and every voice can be heard.
Article XII
VOTING
SECTION 1.
The Secretary will keep records of all voting activity and motions as part of the permanent OJT records. All voting activity records will be kept in one or more books provided for this purpose.
SECTION 2.
All voting will follow Parliamentary Procedure whereby:
- A member must make a motion in order to establish the requirement for a vote
- Another member must second the motion for it to become a formal motion
- Any other members may make subsequent motions
- A motion under consideration may then be tabled or dismissed
- Tabled motions will be tabled for one month unless otherwise specified
- Successful motion to dismiss are the equivalent of a failed vote
- All motions must either pass, fail, or be tabled
- Motions may be made either through the members’ board, in person, or at the general meetings
SECTION 3.
There is no official quorum for a general vote. A 51% majority vote of members present is needed for affirmation.
SECTION 4.
Active members are eligible to vote and are defined as having met the requirement for membership and are identified on a membership application as the primary applicant.
SECTION 5.
Only active members may cast votes for the election of officers, changes to bylaws, and formal motions made at general meetings.
SECTION 6.
At a meeting of the BOD, a majority of the total members of the board shall constitute a quorum and a majority vote of the directors’ present at a BOD meeting shall prevail. A BOD vote must include a minimum of 5 BOD members.
SECTION 7.
Votes once registered cannot be changed for any reason.
SECTION 8.
All votes will be tallied on the set date by board members. If the vote is for the election of officers, those counting must not be on the ballot.
SECTION 9.
A vote shall be considered complete and enforceable when all of the votes are counted and approved.
SECTION 10.
Complete votes shall be listed in the minutes as such and entered into club record.
SECTION 11.
The BOD shall have sole discretion to determine which motions shall be placed to the general membership for a vote and which will not.
SECTION 12.
The BOD shall vote motions that are not scheduled for decision by the general membership and their ruling will be considered final.
SECTION 13.
When necessary the BOD shall establish conditions and methods for absentee voting.
Article XIII
FINANCES
SECTION 1.
The Treasurer will be responsible for establishing a non-profit organization banking relationship with a local bank.
SECTION 2.
The Treasurer will process all dues and maintain records of all financial activity of the club.
SECTION 3.
These records shall be presented to the BOD on a monthly basis, and abbreviated versions of this shall be presented to the members every month and detailed records available upon request.
SECTION 4.
The club Treasurer will maintain appropriate inventory records of all club fixed assets, including their origin and disposition. Fixed assets are to include all club-owned, long term assets such as trailers, ramps, radios, and trail building equipment, etc.
SECTION 5.
The BOD shall appoint a club member to handle all club marketable items. The appointee will maintain clear and appropriate inventory records of all such items. These records shall be maintained in such a way that a dollar value can be assigned to the inventory on hand. Marketable items will include any item the club holds for resale such as apparel, stickers, decals, etc.
SECTION 6.
All monies received from any source shall be forwarded directly to the treasurer as rapidly as possible.
SECTION 7.
Aside from general monthly expenses no withdrawals of funds shall be made without prior approval from the BOD.
SECTION 8.
The BOD without approval from the general membership has the final determination of how club monies are to be spent.
SECTION 9.
The club shall maintain a minimum cash balance of $500 to be drawn from only in emergency situations. The BOD shall determine such emergencies.
SECTION 10.
The BOD may authorize any officer, agent or agents of the club, in addition to the officers so authorized by these bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the club. Such authority may be general or confined to a specific instance.
Article XIV
OFFICIAL EVENTS AND TRIP RULES
SECTION 1.
To be recognized as an official OJT event it must be announced to the general membership as such and all details regarding the proposed event must be made available to the general membership.
SECTION 2.
To be recognized as an official OJT event there shall be one member of the BOD present at all times. Small, informal, get-togethers, and pop up runs are encouraged by OJT but are not to be considered official events of OJT.
SECTION 3.
Events and Meet N Greets will be planned by the director of events, Trail runs will be planned by the director of trails.
SECTION 4.
All events are planned with safety as a primary factor; therefore all events and participants in the event are subject to liability releases.
SECTION 5.
The director of events shall have the ultimate decision making authority for go/no go event decisions unless a higher ranking BOD member is present at the event, in which case that BOD member assumes unilateral decision making authority.
SECTION 6.
The director of trails will inform the BOD about current trail conditions, vehicular compliance, weather precautions, or any other issue that might influence the decision making for the event.
SECTION 7.
If the director of events, a BOD member, or an appointed designee fails to show up for a scheduled event, the event is automatically canceled as an official OJT event. Any further activity by members, guests, or others shall no longer be considered official nor will this activity be affiliated with OJT.
SECTION 8.
Events shall consist of off- highway trail rides and any other BOD designated activities.
SECTION 9.
An event shall begin at the conclusion of a pre-run driver’s meeting or functional equivalent and conclude when the group or groups have returned to a designated location.
SECTION 10.
In the event of multiple day events the organization and procurement of accommodations is the sole responsibility of the participant and not considered a portion of the event. The event itself is limited to the organized trail ride or other designated activity.
SECTION 11.
Any measures taken by OJT to acquire, provide, reserve, or guarantee accommodations are done solely as a service to the participants and are still not to be considered a part of the event.
SECTION 12.
Each participant shall be held responsible and liable for his/her own safety and the safety of the participant’s minor children and any personal property. Concerns about safety should be brought to the attention of the director of trails or designated officer immediately, if possible before becoming trail bound.
SECTION 13.
Any member bringing a guest along to an event is responsible for that guest’s safety. If the guest is under the age of 18 he/she must have written permission from their parent or guardian, unless they are attending a show and are not participating.
SECTION 14.
All event member participants and their guests shall obey the OJT rules of trail conduct as listed in this article, all applicable laws of the county and state that event is in, and any subsequent rules of landowner if the event is held on private property. Anyone not conforming to these rules will be asked to leave the group.
SECTION 15.
Participants may bring pets to events but with the understanding that they will be expected to keep their pets under control and behaved at all times. The behavior and any damage or injury caused by the pet will remain the sole responsibility of its owner. The BOD reserves the right to prohibit pets to OJT events.
SECTION 16.
Profane language, when used at an event, must be used with the utmost discretion. Please keep in mind that OJT official events are meant to be family oriented and as such there is the likelihood that young children may be present.
SECTION 17.
Any person behaving or operating their vehicle in an unsafe, rude, or negligent manner shall be asked to leave the event and will forfeit their attendance as well as any costs incurred for the event.
SECTION 18.
Operating a vehicle while consuming or under the influence of alcohol, drugs or other intoxicating substances will not be permitted on trail rides or any OJT club sponsored event. In addition, drivers are to obey all posted park-specific and state/federal specific rules and laws regarding alcohol/drug consumption.
SECTION 19.
Any member who possesses a firearm during any club activity does so at their own risk and liability. Any member who chooses to carry a weapon should do so safely and discreetly. The member must also follow all Local, State and Federal laws regarding the carry and use of such weapons.
Article XV
VEHICLE SAFETY REQUIREMENTS
SECTION 1.
Vehicle, the following items are required
- Seat Belts
- Head Lights
- Brake Lights
- Tow hooks front and rear
- 2 way radio
- Fire extinguisher
- Tow strap
SECTION 2.
Vehicle, the following are highly recommended
- Tree Saver
- Winch
- Tools
- Reinforced cage
Article XVI
DISSOLUTION
In the event of dissolution of the club, the BOD shall, after making provisions for payment of all liabilities of the club, dispose of the club in such a manner, or to such organization or organizations, organized and operated exclusively for charitable, educational, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(7) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal revenue law), as the BOD shall be disposed of by the Missouri Circuit Court, in and for the county in which the principal officer of the club is then located, exclusively for purposes, or to such organizations as said court shall determine, which are organized and operated for such purposes.
Article XVII
INDEMNIFICATION
The club, to the extent legally permissible, shall indemnify each of its officers and former officers, and may indemnify all employees and agents of the club against all liabilities and expenses, including amounts paid in satisfaction of judgment, in compromise, or as fines and penalties and counsel fees, reasonably incurred by any of the aforementioned in connection with defense or disposition of any action, suit, or other proceeding, whether civil or criminal in which he/she may be involved in with which he/she may be threatened, while in office, except with respect to any matters as to which he/she shall have been adjudicated if any proceeding not to have acted in good faith, if the reason that his action was in the best interest of the club provided, however, that as to any matter disposed of by a compromise payment by such officer, employee, or agent, pursuant to a consent decree or otherwise, no indemnification for said payment or for any other expense shall be provided unless such compromise shall be approved as in the best interest of the club by majority vote of the disinterested officers then in office. The right of indemnification hereby provided should not be exclusive of or affect any other rights to which any officer, employee, or agent may be entitled. As used, the terms officers, employee, and agent include their respective heirs, executors, administrators, and an interested director is one against whom in capacity the proceedings in question or other proceeding on the same or similar grounds is then pending.
Article XVIII
HAVING FUN!
Don’t forget to have fun and enjoy yourself. This club is not worth doing or having if we are not having fun in the process. Do not let it become a chore.
Article XIX
AMENDMENTS
SECTION 1.
The bylaws of this club may be altered, amended, or repealed by a simple majority vote of the members who choose to vote. A 30 day notice will be given before taking a vote to change or amend the bylaws. Online notice will be given on the Members Only Forum and in the previous month’s minutes and absentee ballots will be accepted from the members known email address or they may vote at the next meeting.
SECTION 2.
All changes to these bylaws shall be noted in Article XX as well as the date of their revision.