IndexSNU Existing - IssuesThe ChargeStructure ConsiderationsChangesThe Proposal - The discussion is underway. Pass your thoughts, ideas, suggestions, and critiques to hq (at) SierraNevadaAirstreams.org to join in!

Understanding Proposed Changes

to the Constitution and Bylaws of the Sierra Nevada Unit of the Wally Byam Caravan Club, International

Understanding the annotations indicated in this document

The existing documents are quoted here as-is except that the sections have been re-arranged and re-structured. Suggestions for deletion are noted by strike through text and suggestions for additions are indicate as bold and italic text. Additional notes are in [brackets and italic text indented on both the left and right margins].

The intent and purpose of these annotations is to convey the nature of suggested changes rather than to be an authoritative declaration and proposal. The suggestions provided here are not intended to change, disrupt, or significantly modify the governance or operations of the SNU but rather to show how the SNU governing documents can be made simpler, more expressive, less ambiguous, and a more accurate presentation of actual practice.



Classifying changes

There are three types of changes that are being proposed. The first is the restructure the document content. That is discussed in Structure Considerations as a separate issue. The second type of change involves minor changes in wording to correct errors or better customize the documents for their intended use. The third change involves new wording to avoid redundancy, clarify issues, or accommodate WBCCI verbatim provisions requests.

Fixups

All of the documents should now start with a statement of their purpose or type that also establishes acronyms to be used for the WBCCI and the SNU. Then the rest of the document is fixed-up so that references to the WBCCI say WBCCI rather than “International,” for instance. References to the SNU replace “Unit” or “Club.”

Wording Changes

Most wording changes are to indicate the desired interpretation of superior documents where redundancy has been removed.

Rationale for changes to requested verbatim sections

The WBCCI requests that those Units that do not use their wording on recommended sections explain why. This is to help the Constitution and Bylaws Committee evaluate the documents and to provide them ideas for future improvements to their sample documents. The most important changes to the desired wording involve removal for reasons of redundancy with superior documents. Another change is in the location of suggested articles. See Structure Considerations for a thorough discussion of what is suggested for that.

One example of the problems with the transition from WBCCI Constitution, Bylaws, and Policy to Suggested Unit Sample is in the objectives. The Sample leaves out a very important word “outdoor” that is in the Constitution. This word is important because it delineates that the WBCCI is a camping club.

Constitution verbatim requests

Provision

Status

Comment

*ARTICLE I: NAME OF ORGANIZATION

customized as indicated

added 'hereinafter' to define acronyms for consistent identity of organizations throughout.

*ARTICLE II: OBJECTIVES

no change

updated to the wording of the WBCCI constitution as the sample is incorrect.

*ARTICLE III: MEMBERSHIP QUALIFICATIONS

redundant


*ARTICLE V: EXECUTIVE BOARD

no change


*ARTICLE VI: UNIT BUSINESS MEETINGS (1/19/07)

no change


*ARTICLE VII: BYLAWS

no change


*ARTICLE VIII: AMENDMENTS

no change


Bylaws verbatim requests

Provision

Status

Comment

*ARTICLE I: PARLIAMENTARY AUTHORITY

no change


*ARTICLE III: GUESTS

not bylaws


*ARTICLE IV: NOMINATING COMMITTEE

no change


*ARTICLE VI: DELEGATES

updated as requested


*ARTICLE VII: DUES

redundant


*ARTICLE VIII: CODE OF ETHICS

upgraded

made part of a general membership duty

*ARTICLE IX: LIABILITY

no change


*ARTICLE XI: AMENDMENTS

no change


*ARTICLE XII: MERGER, CONSOLIDATION OR DISSOLUTION OF THIS UNIT

updated as requested


Examples of changes

Changes suggested to the Constitution and Bylaws as of February 20, 2007 are shown below to illustrate what is being done. As the process continues this example may not reflect the current status of the dialog. The reference copy can be viewed at SNU Existing and the result of all of the suggestions and input at The Proposal. The following should fairly represent the sort of changes being considered but may not be authoritative due to the revision process.

The entire discussion of these changes is on several pages. See

IndexSNU Existing - IssuesThe ChargeStructure ConsiderationsChangesThe Proposal -



Constitution of the Sierra Nevada Unit of the Wally Byam Caravan Club, International

I. Name of organization

This organization is a chartered Unit of the Wally Byam Caravan Club International, Inc., hereinafter WBCCI, and shall be known as the Sierra Nevada Unit of the Wally Byam Caravan Club International, Inc. hereinafter SNU. The SNU is a nonprofit association of Airstream brand recreational vehicle (RV) owners.

II. Objectives

[this is suggested to be replaced with the updated material quoted verbatim from the WBCCI Constitution The verbatim text requested is missing at least one key item - “outdoor fraternization” which is a critical component of the WBCCI purpose]

The objectives of this non-profit organization shall be to furnish encouragement and assistance in the development of the Unit and thus afford fraternization for recreational vehicle owners;

  1. to encourage safe driving and assist in improving the general welfare of the recreational vehicle public through assistance and active participation of all its members in building a strong organization for the betterment of good will toward recreational vehicle travel;

  2. to coordinate with and participate in the interests and activities of the International and the Region.

  3. to cooperate with other organizations and units within our sphere which are seeking to elevate the standards and ethics of the various groups;

  4. to disseminate information of an advisory and educational nature which will be of value to its members and the public;

  5. to study, advise and recommend legislation which is in the interest of the recreational vehicle public and oppose all legislation which is discriminatory and injurious to the recreational vehicle public; and

  6. to encourage government and private agencies to provide more and better recreational vehicle parks and facilities.

III. Governance

  1. The SNU is governed by its members in accord with its bylaws and policies who may delegate certain functions to an Executive Board.

  2. Bylaws and policies not in consistent with this Constitution and with the Constitution, Bylaws, and Policies of the Wally Byam Caravan Club International, Inc. embodying additional provisions for the governance of the Unit SNU may be adopted by the Executive Board SNU.

  3. Proposed amendments to this Constitution shall be submitted to the SNU Executive Board in writing. The Executive Board shall submit all such amendments to the members for their consideration. [pretty much as sample constitution expected verbatim]

  4. Any Article or Section of this Constitution may be amended by a two-thirds vote of the members present and voting at a business meeting of the Unit or a special meeting called for that purpose, provided in either case, a notice containing the proposed amendment or amendments has been mailed by first-class letter postage to each member of the Unit at least fifteen days prior to such a meeting.

  5. All amendments to this Constitution shall become effective upon adoption. [pretty much as sample constitution expected verbatim]

[note: if this were presented as articles of incorporation, it might have other state required clauses and be signed by the founding board members. As a subsidiary of WBCCI, these basics should be sufficient to cover the needs of a constitution]



Bylaws of the Sierra Nevada Unit of the Wally Byam Caravan Club, International

These are the bylaws and regulations of a chartered Unit of the Wally Byam Caravan Club International, Inc., hereinafter WBCCI, known as the Sierra Nevada Unit of the Wally Byam Caravan Club International, Inc. hereinafter SNU.

I. Membership

[note: there are significant changes proposed here to simplify the bylaws by leaving most of the specific qualifications to the WBCCI. That not only simplifies the SNU bylaws but also makes it easier to keep them in line with any changes the WBCCI may make. The qualifications for membership were modified at the 2006 I'Rally and are currently being considered in regards to motorhomes. In the large, these considerations involve the identity of the WBCCI and that is in turmoil in this era of declining membership.
See the proposed bylaws - The Proposal – for the suggested new wording]

A. Qualifications for membership

[See the proposed bylaws - The Proposalfor the suggested new wording]

B. Dues

  1. The annual unit dues of Regular and Affiliate and Unit members shall be set by the Executive Board.

  2. Failure to pay either Unit SNU or International WBCCI dues will automatically terminate membership in the unit.

C. Delegates

The Executive Board shall appoint one delegate and one alternate from among the officers and Regular Members who will attend the annual Delegates meeting of the parent organization, the Wally Byam Caravan Club International, Inc. Any vacancy occurring following such selection shall be filled by appointment by the President. The delegate should be instructed with respect to the wishes of the Unit on matters to come before the meeting. The President and Secretary shall certify to these appointments.
  1. The Executive Board shall appoint one delegate and one alternate from among the Regular Unit Members who will attend the annual Delegates meeting of the parent organization, the Wally Byam Caravan Club International, Inc WBCCI. Any vacancy occurring following such selection shall be filled by appointment by the President. The delegate should be instructed with respect to the wishes of the Unit on matters to come before the meeting. The President and Secretary shall certify to these appointments.

[updated to verbatim requested as of 2007]

II. Officers and their election

  1. The officers of the Unit SNU shall consist of a President, a Secretary, a Treasurer and two Trustees.

  2. The Officers shall be elected at the annual business meeting and shall be installed and shall assume office on upon election. An officer shall serve in office for a term of one year or until a successor is elected but in no case shall an officer be eligible to serve more than two consecutive terms in the same office except the Secretary or Treasurer provided said officers are duly nominated and elected for each term of office.

  3. In the event of the death or resignation of the President or the death, advancement or resignation of a Trustee, or an officers inability to fulfill the duties of office, the next ranking Trustee by earliest time of election shall advance thereto. All other vacancies on the Executive Board, except that of the Immediate Past President, shall be filled by a majority vote of the Executive Board.

  4. An officer who advances to an office pursuant to the provisions of Sec. 5 of this ARTICLE the previous section on succession of office shall not be deemed to have served a full term in such office unless said service is for a period of greater than one-half (1/2) the term of such office.

  5. The Trustees shall be elected at the annual business meeting, each for a term of two years commencing on election but arranged so that only one-half such Trustees terms expire in any one year. No Trustee shall serve more than one two-year term consecutively.

A. Duties of officers

  1. The President shall preside at all meetings of the Unit and SNU and its Executive Board, enforce the Constitution and Bylaws, appoint all standing committees and have such powers and duties as normally pertain to the principal executive officer.

  2. The Secretary shall issue notices of all meetings of the Unit and the Executive Board as prescribed in Article VI, Sections 1 and 2 [reference change] and Article VIII, Section 2 of the Constitution required by these bylaws; shall prepare an agenda of pending business for use by the presiding officer at each meeting; and shall keep a register of all members of the Unit. The Secretary shall record and preserve the minutes of all official meetings of the Unit SNU and the Executive Board. Copies of same shall be mailed provided to the members of the Executive Board not more than fifteen days following each meeting. The Secretary shall record the attendance of the officers and trustees at each meeting and advise the presiding officer if a quorum is present.

  3. The Treasurer shall maintain the financial records of the Unit SNU and shall receive all monies and promptly deposit them in the bank previously chosen by the Executive Board; shall notify members of expiration of dues and issue receipts for dues paid; submit a full written report of finances to the Executive Board at each meeting and before retirement from office shall have the books and accounts audited by a committee of not less than three members selected by the incoming President; shall deliver all books, monies and property of the Unit SNU promptly to the incoming Treasurer.

  4. The duties of the Trustees shall be as prescribed in the Constitution, Article V, Section 1 and to attend participate in all meetings of the Unit and the Executive Board; to accept special assignments as directed by the President; and to perform such other duties as normally required of directors, trustees, and a member of the executive board of the SNU.

[an example of an earlier change is that keeping a roster of members was moved from Treasurer to Secretary. This is an accountability issue. By having two officers involved, one collecting money and other tracking memberships, errors are more likely to be discovered. In addition, the roster is necessary for the Secretary to use in determining a quorum]

C. Executive Board

  1. The Executive Board shall consist of all of the Unit SNU Officers plus the Immediate Past President the Unit. The person serving as SNU President during the preceding year shall also be a member of the Executive Board.

  2. The Executive Board shall be the administrative body of the Unit SNU and shall define the policies of and have full administrative authority in all matters pertaining to the Unit SNU, and shall exercise general control and supervision of all officers and committees.

III. Meetings

  1. Parliamentary procedures for all meetings of the Unit SNU and its Executive Board shall be governed by the current edition of Robert's Rules of Order Newly Revised except when they are in conflict with the Constitution or Bylaws of this Club the SNU.

  2. A quorum for conducting business at the annual meeting, or at any additional business meeting, shall be not less than 20 percent of the number of SNU Unit Memberships in good standing at the beginning of the meeting.

A. The Annual Business Meeting

  1. The annual business meeting of this organization, the SNU shall be held during the month of October in each calendar year. Such a meeting shall be announced by written notice and delivered to the members not less than fifteen days prior to the meeting. The notice shall indicate the date, time and location of the meeting.

  2. Nominating Committee: The Executive Board shall, not less than ninety (90) days prior to the units's SNU annual business meeting, appoint a three member Nominating Committee who shall, after having obtained the prior acceptance for office of each nominee if elected, place in nomination one candidate for each office and trustee to be filled by election, and submit a written report to the Executive Board which shall include the names of all candidates considered, and the President shall distribute the report to the membership not less than fifteen (15) days prior to said business meeting. Additional candidates who have previously consented to accept the office if elected, may be placed in nomination from the floor of said meeting. No seconds are required for any nomination. [pretty much as sample bylaws expected verbatim]

B. Meetings of the Executive Board

  1. A quorum of the Executive Board shall consist of a majority of its members.

  2. The President or any two members of the Board may call a business meeting of the Executive Board at any time deemed necessary.

C. Other Meetings

  1. Additional business meetings of the members may be held at a suitable time and place during the second day after the first day of each rally of the members. if the rally or meeting is of less than two days duration, written notice to the members indicating the time, location and purpose of such meeting shall be delivered to the members not less than ten days prior to the meeting.

  2. The Executive Board, by majority vote, may call additional business meetings of the members.

  3. All Regular Unit Members voting at the annual or additional business meetings of this organization, and each such membership, identified by the International Club membership number, shall be considered one vote, except for co-owners who each pay International and Unit dues to this unit as provided for in Article III, Section 8 [reference changed].

[Note the suggested change in rally meeting day. Rallies often tend to start on Thursday so the meeting day was made less specific to accommodate current practice –
The definition of a membership vote is in the membership article so it can be removed here]

D. Voting Methods

Ballots or other methods for obtaining a for a vote on any proposal or election in the SNU will be distributed and collected using a method deemed acceptable by the Executive Board. Any reasonable distribution and collection method may be used, including e-mail and other Internet methods. A combination of methods may also be used except when mail-in ballots are used.

[from elections: Ballots used in the vote of any election will be distributed and collected using a method deemed acceptable by the Executive Board. Any reasonable distribution and collection method may be used, including e-mail and other Internet methods. A combination of methods may also be used. WBCCI Bylaws seem to require that the choice of a mail in ballot means restricting the vote to that one method if that method is to be used for a ballot.

IV. Policies

[a new section was added to formally recognize the role of policies in organization governance]

V. Liability

  1. Neither the Unit SNU nor its officers are responsible for the loss of or damage to property or for injury to or death of a person on the premises of any club function. This freedom from responsibility for loss or damage to property applies regardless of whether that property has been received by any member or officer or left upon the premises.

[sample bylaws IX expected verbatim ]
  1. Nothing in these bylaws shall be considered to limit any liability protections provided by pertinent law for officers, volunteers, or members acting properly on behalf of the SNU.

VI. Dissolution

In the event of dissolution of this Unit, the members shall, through the President, assign all assets to the International Club , or in the case of an incorporated unit to such other trustee appointed in accordance with the laws governing non-profit corporations in the State or Province of their incorporation, to be held in trust until such time as the charter is restored, the unit is reorganized, or a new charter is issued when such assets shall be returned or transferred to the newly functioning unit. This procedure is in accordance with the meaning of Section 501 (c) (7) of the Internal Revenue Service Code. None of the funds shall entire to the benefit of any member and the Unit Charter and all International club property shall be returned to International Club Headquarters.
  1. In the event the members of this Unit deem it desirable for this Unit to merge with another Unit, or for the Unit to consolidate with one or more Units, or for the Unit to dissolve, the members shall, through the President of this Unit, follow the appropriate procedures as prescribed in ARTICLE VII, Section 1 through 6 of the Bylaws of the International Club. These procedures are in accordance with Section 501 (c) 7 of the Internal Revenue Service Code. Whether the Unit merges with another Unit, or consolidates with other Units, or the Unit dissolves, none of the funds or property of this Unit shall enure to the benefit of any member.

[update en masse to current verbatim request, at least it corrects the “enure” typo! ]

VII. Amendments

  1. These Bylaws may be amended at any business meeting of the Executive Board by two-thirds vote, provided the proposed amendment has been submitted to all members of the Executive Board in writing ten (10) days prior to such meeting.

  2. Such amendments shall become effective upon adoption.

[sample bylaws XI expected verbatim ]



Policies of the Sierra Nevada Unit of the Wally Byam Caravan Club, International

Code of Ethics

All members shall abide by the following Code of Ethics:

  1. To be ever mindful of our responsibility to the Wally Byam Caravan Club International, Inc. and through conduct indicate to the public that membership in this organization is an assurance of our courtesy on the road and goodwill to all peoples and countries.

  2. To say or print nothing which may reflect unfavorably on others and to dedicate ourselves to the work of cementing together the members of our units and Club in bonds of friendship, good fellowship and mutual understanding

  3. To conduct ourselves so as to inspire others also engaged in recreational vehicle travel to a full appreciation of the intent and meaning of this code.

  4. To maintain our camps and parking areas in an orderly manner and to leave them in a neat and clean condition.

[pretty much as sample bylaws expected verbatim but moved to policy]

Order of Business

To guide the Secretary of the SNU in the preparation of a meeting agenda and to facilitate the conduct of business, the following order of business is suggested.

  1. Pledge of Allegiance
  2. Roll call of Executive Board and determination of quorum.
  3. Reading of minutes of previous meeting.
  4. Treasurer's report
  5. Reading of correspondence
  6. Reports of committee chairmen
  7. Unfinished business
  8. New business
  9. Announcements
  10. Adjournment
[pretty much as sample bylaws expected verbatim but moved to policy. This is also covered in Robert's Rules and is therefore redundant to a cited authority]

Membership Benefits

  1. A member who fails to pay properly assessed International and Unit WBCCI and SNU dues before November 15 may not be listed in the Annual Membership Directory of the International Club for the following year. If the dues are not paid and receipted received and accepted by the SNU Treasurer on or before December 31, the membership will be terminated.

[It is not within the control of the SNU as far as WBCCI directory deadlines and the other membership deadlines are specified in WBCCI Policy so not needed here]

Committees

The President shall appoint and be an ex-offlcio member of all committees except the Nominating Committee. All Standing Committees shall consist of a Chairman and as many members as deemed necessary by the President. Chairmen of Standing Committees shall report at each meeting of the Executive Board

Committees are a means for the President to delegate the performance of those functions and tasks that are necessary to maintain the vitality of the SNU. The more common functions are often established as standing committees. The President may appoint committees such as the following as the need arises.

Budget - In cooperation with the incoming and outgoing Treasurer of the Unit, prepare for the Executive Board a budget projecting the unit's income and expenditures for the calendar (or fiscal) year next ensuing. [for the SNU, this is done by its donations collection policies and monitoring the bank balance unless there is a special need which is budgeted on a contingency basis]

Caravan - To plan, organize, and obtain leaders for unit caravans that are operated or conducted for the Unit SNU within the scope of the WBCCI Caravan Handbook. To develop an aggressive Unit SNU Caravan program and to coordinate unit SNU caravan matters with appropriate Region and International WBCCI Caravan Committee personnel. [In the SNU the time requirements on members make caravans a rather special event and therefore more suited to a special committee]

Constitution and Bylaws - To conduct a continuing review and study of the Unit SNU and the International WBCCI Constitution and Bylaws and to make recommendations for any amendments or additions deemed desirable and in the best interest of the Club. WBCCI. [This is required every 5 years in order for the WBCCI to comply with its Ohio charter]

Ethics and Grievance - To investigate and assess all grievances or complaints made by members and others and to make recommendations thereon to the Unit SNU executive Board. [This type of activity is avoided throughout WBCCI except in egregious circumstances and is therefore more in line with special committee activity]

Family/Youth - Plan programs to encourage participation of family/youth at unit functions and to be the liaison person between the Unit SNU and International Family/Youth Standing Committee. [The SNU incorporates this effort as a basic value in planning events and activities and not as a specific program]

Historical - To record events including written and pictorial material associated with Unit SNU activities and to maintain an historical record of such. [Continuity of such efforts has been problematic and therefore policies implemented in regards to electronic media for easy portability]

Hospitality - To receive and make welcome guests and new members at club SNU functions. Recommend ways to meet and greet all club SNU members and guests at all rallies and other functions. [This is a major weakness in WBCCI and the SNU addresses it as a basic value rather than a planned effort. It may need more overt attention]

Legislative - To study, advise and recommend legislation in the interest of the club SNU or WBCCI and its members; to recommend opposition to all legislation which is discriminatory and injurious to the interest of the club SNU or WBCCI and its members. [ignored and often any effort in this direction is impugned]

Membership - Be the Unit/Club SNU contact for prospective new members and explain the purpose and objectives of the Wally Byam Caravan Club International. Extend invitations to prospective members to attend a rally or meeting when making application for membership. [In the SNU, this function falls to the Treasurer supported by the membership at large]

Publicity - To collect newsworthy items of interest to club SNU members and to publish monthly a newsletter containing past and future events of the Unit SNU, Region and International WBCCI. To publish yearly a roster in the form and content as directed by the SNU Executive Board. Forward material to WBCCI Headquarters for publishing in the Blue Beret and Directory with respect to the Unit's SNU activities schedule. [Existing and functional in the SNU]

Public Relations - To maintain communications with the WBCCI International and Region Public Relations Committees for maintaining a continuing program of public relations between WBCCI and communities being exposed to rallies and caravans. [Existing and functional in the SNU]

Guests

The SNU always welcomes any member in good standing of WBCCI, any of it's Units, or Members at Large. It also welcomes any potential member who is interested in learning more about the SNU and WBCCI.

A guest (or guests) sponsored and invited by a member in good standing may attend activities of the Unit. Members sponsoring such a guest shall pay one extra rally fee exclusive of the parking fee.

A member in good standing in this Unit may sponsor and invite a prospective member to attend activities of the Unit.

Members in good standing in the International Club may attend activities of the Unit provided that such members, and where required, shall have made prior reservation for each attendance.

The Unit, once each calendar year, may host a rally, caravan or combination thereof with a recreational vehicle club not chartered by the Wally Byam Caravan Club International, Inc., and it may conduct a Buddy Rally, caravan or combination thereof to which each member of the unit may invite not more than one non-member recreational vehicle family.

[The SNU policy is much less formal than this and we do not generally have functions where we can exclude non-members from enjoying their RV experience near us and visiting with us.]
[pretty much as sample bylaws expected verbatim but moved to policy]

Other

The SNU documents other policies are on its website. This includes the Op Notes which describes the day to day operations of the SNU.