Bylaws Amendments 2017

Proposed Amendment and Restatement of LBRA Bylaws

October 2017

Introduction

LBRA’s Bylaws are nearly 20 years old, last codified in October 1998. They are in some cases obsolete, clumsy, ambiguous, or dated. At their worst, they encourage non‐compliant behavior out of a desire to be “efficient”.

Unfortunately, bylaws – like facts ‐‐ can be pesky things. They are not to be treated as “helpful suggestions” in the operation of the club nor decision‐making by the Board of Directors. LBRA’s legal right to exist, our legitimacy as a nonprofitorganization, and our tax‐exempt status requires that we operate in strict compliance with our Bylaws.

Fortunately, bylaws can be amended at‐will as changed circumstances dictate. It is time for a comprehensive review to correct certain shortcomings, and to this end the Board of Directors has considered relevant changes it wishes to recommend to the full membership. These have been discussed and debated at several meetings of the current Board, most comprehensively in March 2017 with self‐imposed deadline of June 2017 for final comment and review, so as to make thoughtful recommendations for the full membership to consider.

Note that the Board has no authority over the Bylaws; the Bylaws empower the Board, not vice‐versa. Any amendment requires the participation of the full membership in the purest tradition of the democratic process; maintenance of the Bylaws cannot be delegated, and Board discussion is purely advisory. As a practical matter, that means changes can be considered once each year, at the time of the Annual Meeting. This is as it should be: the club is of, by, and for its members.

We commend to you in the following pages our collective reading of the issues and changes we consider appropriate, large and small.

PROPOSED AMENDMENT to LBRA BYLAWS

Item 1. Membership Categories

Scope

  • Removes the category of “Sustaining Member” which is obsolete. There are no members who are in this category.
  • Removes the category of “Patron Member” which is duplicative and serves no useful purpose.
  • Removes the category of “Organizational Member” which is unnecessary and dilutive.
  • Adds a category of “Associate Member” for rowers who wish to affiliate with LBRA casually and as a supplement to membership in other clubs.
  • Adds a category of “Young Adult Member” for individuals too old to be a Junior but too young to be a Masters rower, with special encouragement to affiliate with LBRA in a highly formative, transitional time in one’s career
  • Better defines rights and privileges of each category, for purposes of discriminating between each.
  • Reorders categories by significance and prevalence, for clarity and logical structure

Existing Text

Section 1.

Membership shall be of the following classifications:

a. Junior Members: those persons who are less than eighteen years of age.

b. Members: persons who are eighteen years of age or older.

c. Organizational Member: any group of individuals who may join as an organization.

d. Honorary Life Member: those persons who have made outstanding contributions to the welfare and growth of the Long Beach Rowing Association or to Rowing in general.

e. Patron Member: Life Members who continue to contribute funds, which are not intended as payment of rowing assessments of fees, to any activity supported by the Association.

f. Sustaining Member: Those persons who have contributed a sustaining member fee, not intended for payment of rowing assessment of fees and who were sustaining members in good standing as of September 30, 1998.

g. Friends of LBRA: Those persons who have contributed a sustaining member fee, not intended for payment of rowing assessment of fees. Friends of LBRA shall enjoy all the benefits of membership except the right to vote, hold elected office or row.

Amended Text

Section 1. Membership Categories

Membership shall consist of the following classifications:

a. Members: Individuals who are eighteen years of age or older, who competitively affiliate with the Association, and who pay full fees. Members shall enjoy all the benefits of membership without restriction.

b. Associate Members: Individuals who are eighteen years of age or older who primarily affiliate with other teams or clubs, who are members in good standing of those programs, and who qualify for reduced fees as set by the Board of Directors.  Associate Members may use the Association’s athletic equipment and facilities and shall enjoy all the benefits of membership except the right to vote or hold elected office.

c. Young Adult Members: Individuals who are between the ages of 18 and 23, inclusive, who may be of limited means and deserving of special support, possibly as collegiate athletes or with National Team aspirations. As with Associate Members,  Young Adult Members may use the Association’s athletic equipment and facilities and shall enjoy all the benefits of membership except the right to vote or hold elected office, but need not be affiliated with another rowing program.

d. Junior Members: Individuals who are less than eighteen years of age. Junior Members may use the Association’s athletic equipment and facilities and shall enjoy all the benefits of membership except the right to vote or hold elected office.

e. Honorary Life Members: those persons who have made outstanding contributions to the welfare and growth of the Long Beach Rowing Association or to rowing in general. Life Members shall enjoy all the benefits of membership without restriction and in perpetuity.

f. Friends: Those persons who have contributed a sustaining member fee, not intended for payment of rowing assessments. Friends of LBRA shall enjoy all the benefits of membership except the right to vote, hold elected office or use club athletic equipment.

Rationale

  1. The category of “Sustaining Member” is obsolete and there are no members who are in this category. Similarly, the category of “Patron Member” is duplicative and serves no useful purpose, and “Organizational Members” only serve to dilute the will and authority of the regular membership. Removal streamlines the Bylaws and helps avoid unnecessary confusion.
  2. We have hosted members from other clubs as part of composite teams, to the benefit of training and racing opportunities for more people in the 2016 and 2017 racing seasons culminating in the World Championships in Copenhagen and Bled.  Meanwhile, other clubs maintain reduced‐price memberships for rowers who travel frequently to a second location as part of their employment. The change therefore adds a category of “Associate Member” for rowers who wish to affiliate with LBRA as a supplement to membership in other clubs and who should appear on our roster for liability and insurance purposes.
  3. A part of our charter is to support promising new talent, especially individuals who may be of limited means by virtue of fledgling careers and/or competitive focus. The “Young Adult” membership, for those between Juniors (<18) and Masters (>23) ages, addresses the needs of this demographic.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 2. School Advisory Member

Scope

Removes provision for an advisory member appointed by the Director of Municipal and School Recreation.

Existing Text

Section 3.

There shall be an advisory member, the person appointed by the director of Municipal and School Recreation, who shall serve as the representative of the Recreation commission. The advisory member shall have all the privileges of the Association membership except the right to vote or to hold office and shall not be required to pay any fee.

Amended Text

<Delete in its entirety>

Rationale

  1. This provision traces back to a time when LBRA had an active youth program. That objective is now served by LBJC, obviating the need for regular and direct coordination with school officials.
  2. There is no longer a “Director of Municipal and School Recreation” in the Long Beach city government.
  3. We have no such equivalent advisory member currently appointed.
  4. LBRA can and should consider the views of elected and appointed City officials. We act in partnership with the Department of Parks and Recreation, and Marine Bureau specifically. We do so willingly and without need for toothless bylaws provisions.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 3. Notice of Meeting

Scope

  • Allows sending of renewal notices via electronic means as an alternative to USPS mail.

Existing Text

Section 2.

The annual meeting of the members shall be held during the second week of October of each year at a previously designated and announced time and place. Notice of the time and place of the annual meeting shall be given to each member by a written notice mailed to the last address of each member, appears on the books of the Secretary, along with a list of candidates to be voted upon to fill the expiring terms of the Directors, not earlier than 21 days before the date of the meeting, nor later than 7 days before the date of the meeting.

Amended Text

Section 2.

The annual meeting of the members shall be held during the second week of October of each year at a previously designated and announced time and place. Notice of the time and place of the annual meeting shall be given to each member in writing, along with a list of candidates to be voted upon to fill the expiring terms of the Directors, not earlier than 21 days before the date of the meeting, nor later than 7 days before the date of the meeting. Notifications may be sent by electronic means where practicable, or USPS mail if so directed by the member.

Rationale

  1. More labor efficient.
  2. More timely.
  3. Avoids paper waste.
  4. Avoids postage expense.
  5. Proposed by Sarah Mackenzie

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 4. Office of President

Scope

  • Clarifies responsibilities and authority.
  • Enumerates and itemizes role and duties for clarity.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 3.

The duties of President shall be to preside over all meetings of the members and meetings of the executive committee, to sign all contracts as President and other written‐instruments which have been first approved by the Board of Directors and an attorney. The President shall have general supervision of the affairs of the Association.  He shall appoint the members of all committees, except those committees who are otherwise provided for in these by‐laws, and with the approval of the Board of Directors. He shall be ex‐officio member of all committees except the Nominating Committee.

Amended Text

Section 4. President

The foremost obligation of the President shall be to faithfully serve the greater interests of the Association, implementing the will of the membership. The President shall:

  • Have general supervision of the affairs of the Association;
  • Represent the Association to city government and other outside organizations;
  • Preside over all meetings of the members and meetings of the executive committee;
  • Sign all contracts and other written instruments which have been first approved by the Board of Directors and, as appropriate, an attorney;
  • Appoint the members of all committees, except those committees who areotherwise provided for in these by‐laws, and with the approval of the Board of  Directors;
  • Strive to increase the athletic performance of the Association and achieve maximum opportunities for all whether recreational or competitive in nature.

The President shall be ex‐officio member of all committees except the Nominating Committee.

Rationale

  1. Achieve clarity.
  2. Achieve gender neutrality.
  3. Underscore the leadership role expected of the position.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 5. Office of Vice President

Scope

  • Clarifies responsibilities and authority.
  • Restructures (but does not change) succession provisions, which are broader in scope than the specific duties of this office.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 4.

The Executive Vice President, in the absence or Inability of the President, shall exercise and perform each and all of the powers and duties of the President. He shall automatically assume the office of the President if that office becomes vacant. In the  absence of both the President and Vice‐President, the Board of Directors shall appoint one of Its members President Pro Tempore, who shall have and perform, during the absence of both the President and Vice President, all the powers and duties of the former. The Vice President shall be an ex‐officio member of any committee concerned with the operation of the Association such as a Boathouse Committee or a Regatta committee and shall discharge such other reasonable duties of the Board of Directors may determine upon.

Amended Text

Section 4. Vice President

The Vice President, in the temporary absence or inability of the President, shall exercise and perform each and all of the powers and duties of the President, and shall automatically assume the office of the President if that office becomes vacant.

The Vice President shall be an ex‐officio member of any committee concerned with the routine athletic operations of the Association such as a Regatta committee and shall discharge such other reasonable duties the Board of Directors may determine appropriate. The Vice President may be member of any committee except the Nominating committee.

Section 11. Vacancies

In the absence of both the President and Vice President, the Board of Directors shall appoint one of Its members President Pro Tempore, who shall have and perform, during the absence of both the President and Vice President, all the powers and duties of the former.

The office held by any person who shall absent himself from three consecutive meetings of the Board, the Executive Committee, or of the members without prior notice to the President shall be deemed vacant and may be replaced by action of the Board.

Rationale

  1. Achieve clarity.
  2. Achieve gender neutrality.
  3. Relocate succession procedures to a standalone section where they are more appropriately and consistently shown and easier to locate.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 6. Office of Secretary

Scope

  • Clarifies responsibilities and authority.
  • Enumerates and itemizes for clarity.
  • Helps distinguish between duties of the Secretary and Treasurer which can be complementary, if not overlapping.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 5.

It shall be the duty of the Secretary to keep proper records of the proceedings of the Board of Directors and of the members. He shall have custody of all records and papers of the Association; he shall be responsible for the keeping of proper account books; he shall receive all applications for membership from the membership officer; he shall have charge of the Association’s correspondence; he shall serve all notices required either by law or by‐laws of the Association; in the event of his absence, inability, refusal or neglect to do so, such notices shall be served by such member of the Board of Directors as the President may select.

Amended Text

Section 4. Secretary

It shall be the duty of the Secretary to keep proper records of the proceedings of the Board of Directors and of the members. The Secretary shall:

  • Have custody of all records and papers of the Association;
  • In coordination with the Treasurer, be responsible for the keeping of proper account books;
  • Have charge of the Association’s correspondence;
  • File corporate records (except tax returns) with the State of California;
  • File amendments to these bylaws with appropriate governmental agencies;
  • Serve, or cause to be served, all notices required either by law or by‐laws of the Association; however, in the event of the Secretary’s absence, inability, refusal, or neglect to do so, such notices may be served by any member of the Board of Directors as the President may select.

The Secretary shall also nominate candidates for the appointed position of Office Manager to the Board of Directors. The Secretary may be member of any committee except the Nominating committee.

Rationale

  1. Achieve clarity.
  2. Achieve gender neutrality.
  3. Bring additional definition to the roles and responsibilities of the position.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 7. Office of Treasurer

Scope

  • Clarifies responsibilities and authority.
  • Enumerates and itemizes for clarity.
  • Helps distinguish between duties of the Secretary and Treasurer which can be complementary, if not overlapping.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 6.

The Treasurer shall have the care and custody of all the funds of the organization in such bank or banks as meets the approval of the Board of Directors and shall pay, by check, all orders issued by the Board of Directors. The Treasurer shall render to the membership an accurate report annually, of all receipts and expenditures. The Treasurer may be member of any committee except the Nominating committee and the Audit Committee.

Amended Text

Section 8. Treasurer

It shall be the duty of the Treasurer to ensure the financial solvency and economic  health of the Association. The Treasurer shall:

  • Have the care and custody of all the funds of the organization in such financial institution(s) as meets the approval of the Board of Directors;
  • Pay by check, electronic funds transfer, or similar traceable and auditable means, all orders issued by the Board of Directors;
  • Render to the membership an accurate report annually of all assets, receipts and expenditures;
  • File, or cause to be filed, all tax returns when due.

The Treasurer shall also nominate candidates for the appointed office of Administrative Assistant to the Board of Directors. The Treasurer may be member of any committee except the Nominating committee and the Audit Committee.

Rationale

  1. Achieve clarity.
  2. Achieve gender neutrality.
  3. Bring additional definition to the roles and responsibilities of the position.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 8. Office of Captain

Scope

  • Clarifies responsibilities and authority.
  • Enumerates and itemizes for clarity.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 7.

The Captain shall allocate and assign shell house space and Association owned equipment to the various users as directed by the Board of Directors; he shall have general supervision over the maintenance and use of equipment; he shall report failures of oarsmen to maintain or use equipment properly to the Board or the Executive committee; he shall maintain a constant record of the equipment of the Association and its condition; he shall assign clean‐up and repair tasks to the oarsmen; he shall enforce the rules of the Association including the safety rules and rules of the road as practiced by the oarsmen; he shall act as sergeant at arms during all meetings of the Association.  The Captain shall nominate candidates for the appointed offices of First Lieutenant and Second Lieutenant to the Board of Directors.

Amended Text

Section 7. Captain

It shall be the foremost duty of the Captain to be the steward of the physical assets of the Association. The Captain shall:

  • Allocate and assign shell house space and Association‐owned equipment to the various users as directed by and subject to the approval of the Board of Directors;
  • Have general supervision over the maintenance and use of equipment;
  • Report failures of rowers to maintain or use equipment properly to the Board;
  • Maintain a current record of the equipment of the Association and its condition;
  • Assign clean‐up and repair tasks to the rowers;
  • Enforce the rules of the Association including the safety rules and rules of the road as practiced by the rowers;
  • Act as Sergeant‐at‐Arms during all meetings of the Association.

The Captain shall also nominate candidates for the appointed offices of First Lieutenant and Second Lieutenant to the Board of Directors. The Captain may be member of any committee except the Nominating Committee and the Audit Committee.

Rationale

  1. Achieve clarity.
  2. Achieve gender neutrality.
  3. Bring additional definition to the roles and responsibilities of the position.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 9. Appointed Positions

Scope

  • Clarifies responsibilities and authority for First and Second Lieutenant.
  • Defines two appointed positions that support the Secretary and Treasurer.
  • Changes the sense of personal pronouns from masculine to gender‐neutral

Existing Text

Section 10.

The Board of Directors shall appoint a First Lieutenant and a Second Lieutenant whose duties shall be to assist the Captain in the performance of his duties. The First Lieutenant and the Second Lieutenant, in that order, shall have all the powers of the Captain in his absence except to vote at meetings of the Board of Directors.

Amended Text

Section 10. Appointed Positions

The Board of Directors shall appoint a First Lieutenant, a Second Lieutenant, an Office Manager, and an Administrative Assistant whose responsibilities shall be to assist the Captain, Secretary, and Treasurer in the performance of their duties.

The First Lieutenant and the Second Lieutenant, in that order, shall have all the powers of the Captain in their absence except to vote at meetings of the Board of Directors.  Additionally, the First Lieutenant shall work with the Captain to maintain an inventory of Association‐owned rowing equipment (shells, oars, and motor launches) with serial numbers and valuation for purposes of insurance and tax records. The Second Lieutenant shall work with the Captain to maintain an inventory of storage space and its assignment, for reconciliation with member fees and assessments.

The Office Manager shall be responsible to the Secretary for implementing membership records, dues and assessments, and other similar tasks as determined by the Secretary and Board of Directors.

The Administrative Assistant shall be responsible to the Treasurer for implementing matters of fiscal policy as determined by the Treasurer and Board of Directors.

Rationale

  1. The positions of Secretary, Treasurer, and Captain have huge ongoing day‐to‐day responsibilities above and beyond matters of policy and procedure. The duties can overwhelm the incumbents, especially considering their unpaid/underpaid service and outside obligations.
  2. The changes herein build upon the support role now played by the Lieutenants, extending into other areas of club administration.

Proposed by Rob Glidden

Discussed with affected Board Members in August 2017

PROPOSED AMENDMENT to LBRA BYLAWS

Item 10. Board of Directors – Authority and Procedures

Scope

  • Clarifies powers, responsibilities, and authority of the full Board of Directors
  • Divides previous text into logical blocks for clarity and ease of searching
  • Updates and streamlines procedures for authorizing expenditures, in some cases to achieve compliance with existing practices
  • Deletes positions that are irrelevant and without authority

Existing Text

Section 2.

The Board of Directors shall have the power to conduct, manage and control the affairs and business of the Association, and shall have entire control of all its property; they shall have the power to appoint salaried employees of this Association and to establish terms of such employment; they shall appoint or dismiss Association coaches; they shall establish assessments and fees in connection with use of the equipment and facilities of the Association; they shall establish the amount and types of dues; they shall authorize all expenditures; they shall have power to incur any and all indebtedness the terms and amount of which shall be entered upon the minutes of the Board and the note or obligation given for the same shall be binding on the organization; they shall have power to make such rules and regulations, not inconsistent with these by‐laws and rules of the Association, and their construction thereof shall be final unless rescinded by two thirds of the members of the Association in attendance at a meeting of the general members. The Board of Directors shall meet at least once every year at such time and place as they may determine upon, and no notice need by given of any regular meeting.  The Board of Directors shall have power to declare vacant the office of any Director who shall absent himself from three consecutive meeting of the Board, unless he shall have first received permission for such absence from the Board or President. The Board of Directors may upon its own discretion delegate part of its powers to an executive committee composed of the President, Secretary and the Treasurer who shall act in its behalf. The committee shall have no power except that which is specifically delegated to it in writing by the Board upon two‐thirds vote of the whole number of the Board of Directors. Such delegation of power shall not include the appropriation of sums exceeding 25 dollars. The actions of the executive committee must be reported to the Board of Directors within 15 days and to the members within 30 days.

Section 3.

Policies and action of the board of Directors shall not be binding on the Association unless they are recorded in the minutes of their meetings. The minutes will be taken by the Secretary or in his absence another member of the Board. At least one copy of the minutes of the Board shall be made available to the members, such copy being permanently on file at the shell house. The Secretary shall maintain another set of minutes separately. Such minutes will be dated and shall contain the record of the positive actions of the Board, the vote of the individual members of the Board on each action and such other items that the Board of Directors consider important to the proper functioning of the Association.

Section 4.

Up to nine honorary Directors may be elected by the Board of Directors, without regard to membership status, who shall serve concurrently with the Board. Honorary Directors shall enjoy all the privileges of membership except the right to vote and hold other elected offices.

Section 5.

The advisory member of the Association appointed by the Associate Director of Municipal and School Recreation shall be an advisory member of the Board of Directors.

Amended Text

Section 2. Powers

The Board of Directors shall:

  • Have the power to conduct, manage and control the affairs and business of the Association, and shall have entire control of all its property;
  • Have the power to appoint salaried, contract, and volunteer employees of this Association and to establish terms of such employment;
  • Appoint or dismiss Association coaches;
  • Establish assessments and fees in connection with use of the equipment and facilities of the Association;
  • Establish the amount and types of dues;
  • Authorize all expenditures;
  • Have power to incur any and all indebtedness the terms and amount of which shall be entered upon the minutes of the Board and the note or obligation given for the same shall be binding on the organization;
  • Have power to make such rules and regulations, not inconsistent with these bylaws and rules of the Association. The construction thereof shall be final unless rescinded by two‐thirds of the members of the Association in attendance at a meeting of the general membership.

Section 3. Meetings

The Board of Directors shall meet typically once a month, but at least once every calendar quarter, at such time and place as they may agree upon, with notice and agenda topics provided to the membership at least 72 hours prior. Board meetings shall be open to the membership, except for sensitive topics that the President determines are best handled in closed (“executive”) session.

Section 4. Executive Committee

The Board of Directors may at its discretion delegate part of its powers to an executive committee composed of the President, Secretary, and Treasurer who shall collectively act on the Board’s behalf. The committee shall have no power except that which is specifically delegated to it in writing by the Board upon two‐thirds vote of the whole number of the Board of Directors. The actions of the executive committee must be reported to the Board of Directors within 15 days and to the members within 30 days.  Individual members of the Executive Committee may approve or authorize expenses up to limits set annually by the full Board; all such expenses shall be reported to the Board at its next scheduled meeting.

Section 5. Authority

Policies and action of the Board of Directors shall not be binding on the Association unless they are recorded in the minutes of their meetings. The minutes will be taken by the Secretary, or in their absence another member of the Board. At least one copy of the minutes of the Board shall be made available to the members, such copy being permanently on file at the boathouse and/or accessible to any member via electronic means such as the Internet.

If minutes are distributed in summary form, the Secretary shall maintain a supplemental, more detailed, set of minutes separately to serve as an audit trail. Such minutes will be dated and shall contain the record of the positive actions of the Board, the vote of the individual members of the Board on each action and such other matters of debate that the Board of Directors may consider important to the “corporate memory” and proper functioning of the Association.

<previous sections 4 and 5 deleted in their entirety>

Rationale

  1. Achieve clarity through itemization.
  2. Gives discretionary authority for purchases above trivial levels (previously the full Board was required to act in full session for any expense exceeding $25).
  3. Ensures the membership is apprised of agenda items in advance to provide adequate opportunity for comment or to participate in the debate for actions contemplated by the Board.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

PROPOSED AMENDMENT to LBRA BYLAWS

Item 11. Regattas and Sponsored Events

Scope

  • Brings provisions for LBRA‐sponsored events into line with current sanctioning body requirements
  • Mandates best practices as necessary for adequate liability and insurance protection

Existing Text

Section 1.

All regattas sponsored by this Association shall be under the supervision of the Regatta Director and a committee appointed by the President. Officials appointed by the Director or regatta committee for any Association regatta must have prior approval of all of the other participating rowing organizations. The decisions of the Regatta Director regarding the schedule of events procedures and use of shells the competitors shall be final. The decision of the Judges and referees shall be final for all situation arising during or from a race.

Section 2.

Whenever possible, regattas and races sponsored by the Long Beach Rowing Association shall be conducted according to the Laws of Boat Racing as currently adopted by the United States Rowing Association or if the competition is an inter‐scholastic race, the rules may be modified in advance of the race by the board of Directors or the regatta committee.

Section 3.

All competitors in any regatta sponsored by the Association must be members of a rowing organization recognized by this Association.

Amended Text

Section 1. Authority

All regattas sponsored by this Association shall be under the supervision of a Regatta Director and a committee appointed by the President. The decisions of the Regatta Director regarding the schedule of events, procedures, and use of shells by competitors shall be final. The decision of the Judges and Referees shall be final for all situations arising during or from a race.

Section 2. Sanctioning

Officials appointed by the Director or Regatta Committee for any Association regatta shall be licensed by USRowing as the national sanctioning body. Whenever practicable, regattas and races sponsored by the Long Beach Rowing Association shall be conducted according to the “Rules of Rowing” as adopted and maintained by USRowing.

Section 3. Liability and Indemnification

All competitors in any regatta sponsored by the Association shall be members of a rowing organization recognized by this Association and covered by liability insurance of the same. Competitors shall indemnify and hold harmless the Association from any and all liability issues via a legally‐binding Waiver held in paper or electronic form.

Rationale

  1. Achieve adequate liability protection and consistency with insurance requirements.
  2. Updates nomenclature for the sanctioning body and its rules.

Proposed by Rob Glidden

Discussed in the Board meeting of March 2017 – approval recommended

Item 12. Final Structure

Scope

  • Renumbers sections consistent with changes as may be adopted.
  • Gives section headings short titles indicative of section scope for ease of searching.

Amended Structure

ARTICLE I – IDENTITY

Section 1. Name.

ARTICLE II ‐ PURPOSE

Section 1. Mission

Section 2. In the Public Interest

ARTICLE III ‐ MEMBERSHIP

Section 1. Membership Categories

Section 2. Qualifications

Section 3. Life Members

Section 4. Privileges

Section 5. Dues

Section 6. Arrears

Section 7. Personal Accountability

Section 8. Solicitation

Section 9. Expulsion

Section 10. Appeal

Section 11. Resignation

ARTICLE IV ‐ MEETINGS

Section 1. Quorum

Section 2. Annual Meeting

Section 3. Credentials

Section 4. Meeting Structure

Section 5. Regular Meetings

Section 6. Special Meetings

Section 7. Proxies

Section 8. Continuation of Business

Section 9. Failure to Obtain a Quorum

ARTICLE V ‐ OFFICERS

Section 1. Enumeration

Section 2. Qualifications

Section 3. President

Section 4. Vice President

Section 5. Secretary

Section 6. Treasurer

Section 7. Captain

Section 8. Vacancies

Section 9. Accountability

Section 10. Appointed Positions

ARTICLE VI – BOARD OF DIRECTORS

Section 1. Authority

Section 2. Powers

Section 3. Meetings

Section 4. Executive Committee

Section 5. Authority

ARTICLE VII ‐ COMMITTEES

Section 1. Standing Committees

Section 2. Audit Committee

Section 3. Nominating Committee

ARTICLE VIII ‐ ELECTIONS

Section 1. Nominations

Section 2. Elections

Section 3. Election Outcome

Section 4. Installation

Section 5. Reconstitution

ARTICLE IX ‐ REGATTAS

Section 1. Authority

Section 2. Sanctioning

Section 3. Liability and Indemnification

ARTICLE X – PARLIAMENTARY AUTHORITY

Section 1. Authority

ARTICLE XI – AMENDMENT

Section 1. Prospective Amendment

Section 2. Adoption

Rationale

1. This outline is a summary of the structure of the amended bylaws and implements no changes directly.

2. In so doing, the Bylaws are brought into line with revisions as approved and make for easier searching through the inclusion of section headings.

Proposed by Rob Glidden

Cosmetic in nature – a consequence of amendments recommended for adoption

Ballot

1. Membership Categories                 Adopt☐  Reject☐;

2. School Advisory Member              Adopt☐ Reject☐

3. Notice of Meeting                            Adopt☐ Reject☐

4. Office of President                           Adopt☐ Reject☐

5. Office of Vice President                   Adopt☐ Reject☐

6. Office of Secretary                            Adopt☐ Reject☐

7. Office of Treasurer                            Adopt☐ Reject☐

8. Office of Captain                               Adopt☐ Reject☐

9. Appointed Positions                         Adopt☐ Reject☐

10. Board of Directors ‐ Authority     Adopt☐ Reject☐

11. Regattas and Sponsored Events    Adopt☐ Reject☐

12. Document Structure                       Adopt☐ Reject☐