By-laws
of the
BOEING EMPLOYEES’ SKI CLUB (SKIBACS), INC.
ARTICLE I.
MEMBERSHIP
Section 1.
Membership/participation in SKIBACS is open to the following without regard to race, color, sex, religion, national origin, status as a Vietnam era veteran, or the presence of a disability: 1) Boeing employees and retirees: 2) spouse and dependents of Boeing employees and retirees: 3) government, customer, vendor and contract personnel stationed at or exclusively serving the Boeing Company, their spouse and dependents; and 4) other non-Boeing individuals or groups proposed for participation by a club/activity or special event and who have prior approval by Recreation. Note that certain limitations may be imposed by the Company on participation for other than Company employees based on available staff, facilities and budgets.
Section 2.
Membership shall be divided into three classes: individual, retiree and family. A retiree membership shall entitle the qualifying person and their spouse to participate in all activities of the club. A family membership shall entitle the qualifying person, spouse and dependent children to participate in all activities of the club.
Section 3.
Retiree and family memberships shall be listed on the club records in the name of the qualifying person as described in section 1.
Section 4.
Each membership shall be entitled to one vote regardless of whether individual or retiree or family, and the vote shall be cast by the qualified person in whose name the membership is listed.
Section 5.
Membership in the club may be terminated by resignation, termination of the qualifying relationship, failure to pay dues as described in Section 2 of Article II, or by summary expulsion as described in, Section 6 of this Article. In the event of termination of the membership for any reason, no part of the dues will be returned. In the case of layoff from the Company, membership continues to the end of the membership year.
Section 6.
Each member, as evidenced by an application for admission to this corporation agrees to abide by all the terms set forth in these By-laws and the regulations and limitations promulgated by its duly elected Trustees. Willful failure to abide by the corporation rules and By-laws and/or conduct showing a disregard for corporate interest or property or the safety and welfare of other members shall be grounds for the summary expulsion of any member found guilty thereof by a two-thirds vote of the entire Board of Trustees.
ARTICLE II
DUES
Section 1.
Dues shall be set by the Board of Trustees not to exceed twenty dollars per year for individual memberships, twenty-five dollars per year for family memberships, and fifteen dollars per year for retiree membership. The Board may increase these dues only for adjustments in inflation ( as measures by the consumers price index—CPI). Further adjustments are subject to change by amendment of the By-laws as prescribed in Article VIII, Section 1.
Section 2.
Annual Dues shall be due on October 1st of each year but may be paid as early as June 1st. Dues shall become delinquent on October 1st and if not paid by December 1st, the membership will be removed from the mailing roster.
ARTICLE III
TRUSTEES AND OFFICERS
Section 1.
The Board of Trustees, consisting of at least five (5) but not more than twenty (20) Trustees, shall conduct all business of the corporation. The number of Trustees at a time shall be fixed as specified by these By-laws. The present number is ten, consisting of four (4) Officers, six (6) committee chairpersons and no Trustees-at-large. The number of Trustees shall be changed only by revision of these By-laws. If a change in the number of Trustees changes the number or duties of the standing committees as specified in Section 8 through 13 of this Article, then the affected sections shall be revised and existing sections added or deleted as required. The Board of Trustees shall exercise all the powers of the corporation permitted by the controlling Washington statute. The presence of two-thirds of the trustees shall constitute a quorum at meetings of the Board of Trustees, and a vote of the majority of the trustees present shall be the decision of the Board. Minutes of the Board Meetings shall be available to the members upon request. (Any decision of the Board of Trustees may be overruled by a two-thirds favorable vote of a quorum of members). The Board shall meet at time and places designated by the President at least two (2) days in advance of the meeting. Each Trustee shall maintain and transfer to the Secretary a record of all official business associated with their position.
Section 2.
Four Trustees shall be elected to serve as Officers: President, Vice President, Secretary and Treasure. The Officers and Trustees shall be installed at the regular May Meeting and shall hold office for one year or until their duly elected successors shall be installed. Only Boeing Employees are entitled to be elected as President, Vice President and Treasurer. Only one family member shall be on the Board. Each Trustee will attend the Board meetings, or send an alternate.
Section 3. President
The President shall preside at all business meetings of the corporation; shall interpret By-laws and rule of order at meetings; shall call meetings of the Board of Trustees; shall present to the incoming Board of Trustees a long-range business plan; shall present at the annual October meeting a statement of the condition of the corporation and its objectives for the coming season; shall sign, with the Treasurer, all checks issued by the corporation and contracts or bonds approved by the Board of Trustees; shall be responsible for all other duties necessary to the administration of the corporation; and shall attend meetings of the Boeing Employees’ Recreation Council.
Section 4. Vice-president
The Vice-president shall cooperate with the President and be familiar with the responsibilities of the President; shall preside in the absence of the President, and succeed to the office in case of vacancy; and shall preside at and arrange special entertainment programs for the general business meetings of the club.
Section 5. Secretary
The Secretary shall attend all general meetings and meetings of the Board of Trustees and record minutes at such meetings, copies of which are to be mailed to Recreation; shall attend to all correspondence within the corporation and outside as directed by the President; shall maintain a record of official business, correspondence and minutes of meetings conducted throughout the year; and shall prepare a monthly activity report as required by Boeing Recreation.
Section 6. Treasurer
The Treasurer shall receive and keep account of all money of the corporation with date of receipt and disbursement and shall have the responsibility to ensure that the Receptionist deposits all receipts promptly in such depository as shall be designated by the Board of Trustees; shall issue bonds to secure corporate indebtedness and shall sign, with the President, all checks issued by the corporation and approved by the Board of Trustees; shall keep a book account of all moneys in an approved manner, and upon request show said books to any Officer or club member; shall present at the annual October meeting a report to the corporation of its financial condition; on termination of this office shall turn over everything pertaining to the corporation to the Board of Trustees; shall send a copy of the monthly bank statement to the president for review; shall prepare a monthly financial report and distribute to Board members at Board meeting; and shall submit a financial, membership and annual budget forecast report to the Boeing Employees’ Recreation Council. All financial records shall meet specifications set by Boeing Recreation.
Section 7.
The Trustees, whose responsibilities are described in Section 8 through 13, shall be elected to the chairs of the following standing committees; Lodge Administration, Facility, Ski School, Ski Trips, Marketing, Business Management. Each Trustee shall attend the Board meetings or send their alternate, and select a committee to assist their area of responsibility. Trustees are directly responsible to the Board of Trustees.
Section 8. Lodge Administration Chairperson
The Lodge Administration Chairperson is responsible for planning, organizing, staffing, directing, and controlling the operation of SKIBACS Ski Lodge and Lodge personal property. These responsibilities include providing a detailed operation plan and budget to the Board each year; and supporting the Marketing Chairperson in the development and preparation of the Club’s marketing plan and materials.
Section 9. Facility Chairperson
The Facility Chairperson is responsible for studying, planning, developing and maintaining all SKIBACS real property and capital equipment. Responsibilities include providing a detailed operation plan and budget to the Board each year, and arranging the repairs and capital items for the lodge.
Section 10. Ski School Chairperson
The Ski School Chairperson is responsible for planning, organizing, staffing, directing and controlling the operation of the SKIBACS Ski School. Responsibilities include providing a detailed operation plan and budget to the Board each year; arranging the contract and hiring of the Ski School Director(s); determining of ski areas to be used for the Ski School; negotiating agreements with selected ski area management; ensuring that proper administration of the ski school is performed; and supporting the Marketing Committee in the development and preparation of the Club’s marketing plan and materials.
Section 11. Ski Trip Chairperson
The Ski Trip Chairperson shall prepare, subject to the approval of the Board of Trustees, a schedule of ski-trips; and shall be responsible for arranging accommodations, lift tickets, and transportation as required for all of the sponsored ski trips. The chairperson responsibilities include preside over the trip planning committee, providing a detailed operation plan and budget to the Board each year, and supporting the Marketing Chairperson in the development and preparation of the Club’s marketing plan and materials.
Section 12. Marketing Chairperson
The Marketing Chairperson is responsible for the preparation of a detailed marketing plan and the marketing materials in cooperation with the other board members. These responsibilities include the preparation of the Newsletter, and the trip and ski school brochures.
Section 13. Business Management Chairperson
The Business Management Chairperson is responsible for contracting and directing reservationist services, maintaining the membership database, and procuring all supplies, capital equipment, furnishings, and real estate authorized and approved by the Board of Trustees and valued above $75.00. These responsibilities include providing a detailed operation plan and budget and operation plan to the Board each year, and supporting the Marketing Committee in the development and preparation of the Club’s marketing plan and materials.
Section 14. Vacancies
Any vacancy on the Board of Trustees, except the Presidency, shall be filled by the Board of Trustees. If any Trustee is unable to or refuses to fulfill his duties for a period exceeding one month for any reason whatsoever, his office may be declared vacant by the Board of Trustees and a replacement appointed by the Board of Trustees.
Section 15. Recreation Advisor
The Boeing Company shall assign a Recreation Advisor who shall serve as an ex-officialio member of the Board.
ARTICLE IV
ELECTIONS
Section 1.
The Nominations and Election Committee shall be appointed by the President with the approval of the Board of Trustees before the 15th day of February, and shall consist of no fewer than three (3) members, at least one of which is not a member of the current Board of Trustees.
Section 2.
Appointment of the Nominations and Election Committee shall be announced at the regular General Membership meeting in February.
Section 3.
At
least two active SKIBACS members should be nominated by the Nominations and
Elections Committee for each office and each elected committee position. The nominations will be announced at the
regular business meeting in March. A
member may accept nominations for only one position. If the election procedure should result in a
position with no eligible candidates, the position shall be declared vacant and
filled by the new Board of Trustees no later than the first regular Board
meeting.
Section 4.
Nominations from the floor shall be accepted at the regular business meeting in March, provided the nominee is present at the meeting to accept the nomination or has signified in writing his willingness to accept the nomination.
Section 5.
Any member of the Nominating and Elections Committee shall resign his committee position upon accepting nomination for trusteeship. The President shall appoint a replacement if required to bring the strength of the Nominations and Elections Committee to at least three.
Section 6.
The Nominations and Election Committee shall secure from the Business Management Chairperson a complete mailing roster and shall mail to each member a ballot for election of Officers and Trustees. The ballot to be received by members no later than the first day of April. Complete instructions for return of the ballots to reach the committee one week before the April general meeting shall be given on the ballots. The committee shall take the necessary measures to ensure that ballots are secret and that only one is given to each membership.
Section 7.
Officers and trustees shall be elected by a plurality of the membership votes received. The Nomination and Election Committee shall count the ballots and the chairperson shall announce the new Officers and Trustees at the April general meeting.
ARTICLE V
MEETINGS
Section 1.
The regular corporation business meeting shall be held on the second Wednesday of each month, October and March, with general membership meetings held on the second Wednesday of November, December, January, February and April. All meetings shall start by 6:30 p.m. The time, place or date of the meeting may be changed by the Board of Trustees by notice mailed to all members at least seven days in advance of the meeting. A quorum for a business meeting shall be five (5) percent of the membership
Section 2.
All meetings shall be conducted in accordance with Robert’s Rules of Order.
ARTICLE VI
FINANCES
Section 1.
The fiscal year shall be from October 1st to September 30th, with budgets established by October 31.
Section 2.
Trustees shall be given at no cost: (1) membership in the club; (2) ski lessons for one; and (3) SKIBACS credits equivalent to the price of the season pass price for a local ski area. No Trustee shall receive any salary or compensation or other benefits by reason of his office, but nothing herein contained shall be construed to prevent a Trustee from receiving compensation from the corporation for duties other than as a Trustee.
Section 3.
The authority of the Board of Trustees shall include a commitment for an ordinary bank loan. Any Board member shall notify the Board of Trustees and secure a majority approval before expending funds or entering into a commitment in excess of $100.00, if such funds or contracts are not included in an approved budget.
ARTICLE VII
GENERAL PROVISIONS
Section 1.
Property or equipment purchased by the Boeing Employees’ Ski Club shall not be considered the property of any individual member or group of members, but shall be known as club property. As Club property, it shall be entrusted to the custodial care of the Recreation Unit of the Boeing Company. In the event of the Boeing Employees’ Ski Club disbanding, club property shall revert such Recreation Unit, to be handled in a suitable manner until further group interest and use is indicated.
Section 2.
Acquisition of any property--real, personal, or interest therein--in excess of $500.00, valuation shall receive prior clearance through the assigned Recreation Supervisor if said acquisitions are not included in the approved budget. Real property shall be defined as land or buildings. Personal property shall be defined as any property which is movable (i.e., tables, chairs, band saw, typewriter, etc.). Interest therein property shall be defined as that property which is leased or rented.
Section 3.
These By-laws plus the rules and operating policies of the SKIBACS Lodge Manual shall constitute the total regulations regarding the Lodge usage. Revision to the Lodge Manual shall be approved by the Board of Trustees and shall be cosigned by the President and the Lodge Administrator. The latest revision shall supersede all previous revisions and shall remain in effect until further revisions.
Section 4.
These By-laws plus the SKIBACS Operating Manual shall define the administrative policies and procedures of the Club. Revisions to the Operating Manual may be initiated by any Board member and shall be approved by the Board of Trustees and signed by the President. The latest revision shall supersede all previous revisions and shall remain in effect until further revisions.
Section 5.
Changes will be made to any SKIBACS facility only with prior approval of the Facility chairperson. Any changes which affect basic structure or facility utilization must be approved by the Board of Trustees.
ARTICLE VIII
AMENDMENTS
Section 1.
A proposed amendment to the By-laws shall be read at a regular business meeting and submitted to the members for voting by mail ballot. A two-thirds favorable vote, of the votes returned by the membership, shall be required for adoption.
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KNOW ALL PERSONS BY THESE PRESENT: I, the undersigned, the duly acting Secretary of SKIBACS, the Boeing Employees’ Ski Club, a Washington non-profit corporation, do hereby certify that the foregoing By-laws were amended and adopted as the By-laws of the corporation on the ___13th___day of ___May___, __1999__, and that the same do now constitute the By-laws of said corporation.
Chris Ohlweiler_ Trevor Ballinger_ Bud Fishback_
Secretary President Recreation