The Adirondack Climber’s Coalition held its 2nd board meeting Thursday December 6th. During the meeting, several amendments were proposed and approved to the organization’s bylaws. Most notable was the creation of the Treasurer position, filled by Rhonda McGovern and the addition of Michelle Sirois to the Board of Directors.
The newly revised bylaws are below. A history of the changes made can be found at the very end:
BYLAWS OF THE ADIRONDACK CLIMBERS COALITION
To take effect December 7, 2018
Last Amendment December 6, 2018
Additional History on Page 6.
Article 1. Name and Purpose
Section 1. Name:
The name of the organization shall be The Adirondack Climbers Coalition (ACC).
Section 2. Purpose:
The ACC is organized for the purpose of acting as an advocacy group dedicated to responsible climbing in the Adirondack Park. Specifically, the Adirondack Climbers Coalition mission will:
- Include all technical climbing pursuits (e.g., technical rock climbing, slide climbing, scrambling, bouldering, ice and mixed climbing, and technical mountaineering)
- Work with land managers to:
- Preserve access to cliffs, boulders, and slides
- Maintain sustainable approach paths
- Protect cliff tops and bases
- Provide educational resources and historical information
- Conserve and protect local flora and fauna and their habitat
- Serve as a liaison between climbers, land managers, and policy makers
- Prioritize and pursue land acquisitions important to climbers
Article 2. Membership
Section 1. Membership:
Membership of shall be open to anyone who supports the ACC’s purposes and programs, regardless of race, creed, gender, sexual orientation, age, national origin, and mental or physical challenge. To obtain membership, an individual must: (1) pay the annual membership fee, if any (2) sign up using a valid email address on the ACC’s official website (www.adirondackclimberscoalition.org/join-acc/).
Section 2. Code of Conduct:
All members shall abide by the code of conduct as follows:
- No member shall use their association with ACC for political, financial or business purposes or for any purposes which does not directly benefit the Coalition or further the purpose, as stated above.
- No member shall act on behalf of or represent the ACC without the explicit permission of an ACC director.
- Use of the ACC’s emblem and/or the ACC’s endorsement is not to be traded, sold or given away to anyone other than an active ACC member in good standing. Exceptions may be made by majority vote of the Executive Committee or the membership at a regular meeting in cases where it is desired to present such items to worthy organizations or individuals.
Should an individual not abide by the code of conduct listed above their membership may be revoked, as determined by a majority vote of the directors.
Article 3. Board of Directors
Section 1. Board Role and Size:
The board is responsible for overall policy and direction of the ACC, and carries out or delegates responsibility of day-to-day operations to volunteers, staff, and committees. The board shall have up to twelve (12) and no less than four (4) directors. Should the board size fall below four (4) directors for twelve (12) consecutive months, the organization shall dissolve at the end of the calendar year
Section 2. Terms:
The term of office of each director shall be three (3) years. Directors may be elected for up to three (3) consecutive terms. Directors may not succeed themselves after the completion of three (3) consecutive terms, but are eligible to again be elected to the board after a one (1) year absence.
Section 3. Board Elections:
The board of directors shall elect new directors to replace those whose terms will expire at the end of the calendar year and/or new members who wish to serve. This election shall take place during a regular directors’ meeting, called in accordance with the provisions of these bylaws.
Section 4. Election procedures:
New directors shall be elected by a majority of directors present at such a meeting, provided there is a quorum present. Directors so elected shall serve a term beginning on the first day of the next calendar year.
Section 5. Quorum:
A quorum must be attended by at least fifty (50) percent of directors for motions to pass.
Section 6. Officers and Duties:
There shall be four (4) officers of the board, consisting of a President, Vice-President, Secretary, and Treasurer. Their duties are as follows:
- The President shall convene regularly scheduled board meetings, shall preside or arrange for other directors to preside at each meeting in the following order: Vice-President and Secretary
- The Vice-President shall oversee or designate a director to oversee committees on special subjects as designated by the board. In the event of resignation or incapacity of the President, the Vice President shall become President for the unexpired portion of the term.
- The Secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each board member, and assuring that records are maintained.
- The Treasurer shall be responsible for the preservation and maintenance of all financial records and keepings of the organization. They shall produce a budget and annual financial report to be presented at each annual board meeting.
Section 7. Board Vacancies:
When a vacancy on the board exists mid-term, the Secretary must receive nominations for new members from present directors two (2) weeks in advance of a board meeting. These nominations shall be sent out to directors with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only to the end of the particular board member’s term.
Section 8. Resignation, Termination, and Absences:
Resignation from the board must be in writing and received by the Secretary. A board member shall be terminated from the board due to excess absences, more than two (2) unexcused absences (unless due to unusual circumstances excused by the board) from board meetings over three (3) years. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.
Section 9. Officers Return of Documents and Property:
Each officer shall deliver to the successor immediately after retiring from office all accounts, records, books, papers and/or other property related to the office belonging to the organization.
Article 4. Meetings
Section 1. Regular Board Meetings and Notice:
The board shall meet at least once annually, usually directly after an annual public meeting. All official board meetings will require that each director have notice in writing at least two (2) weeks in advance. Attendance via conference call/teleconference call will constitute an attendance and shall count to reach a quorum, thus will carry a vote.
Section 2: Special Meetings:
Special meetings of the board shall be called upon the request of the President, or one-third of the board. Location and time will be agreed upon in advance. Notice of special meetings shall be sent out by the Secretary to each board member at least two (2) weeks in advance. Only matters stated in the meeting notice shall be considered at a special meeting.
Section 3. Public Meetings:
Public meetings shall occur at least once annually. The time and location of the meetings may be changed by the President or board as deemed appropriate.
Section 4. Resolution without a Meeting:
Any action consented to in writing by a majority of the board shall be as valid as if adopted by the board at a duly announced and held meeting, provided such written consent is inserted in the minutes book.
Article 5. Committees
Section 1. Special Committees:
The ACC shall have the following standing committees: Trail Work Committee, Public Outreach and Education Committee, and Responsible Fixed Anchor Advocacy Committee. Their description is as follows:
- The Trail work Committee shall plan, oversee and carry out trail maintenance days.
- The Public Outreach and Education Committee shall promote sustainable climbing practices within the climbing community and beyond.
- The Responsible Fixed Anchor Advocacy Committee shall work with the DEC/APA to ensure a reasonable park wide fixed anchor policy is defined and implemented, determine fixed anchors that are in need of maintenance and work as allowed to update fixed anchors as needed.
- Peregrine Monitoring Committee shall work with the DEC for the continued monitoring of Peregrine Falcon nesting on cliffs of interest to climbers.
Article 6. Finances
Section 1. Fiscal Year:
The fiscal year shall be from January 1 to December 31.
Section 2. Treasurer’s Duties:
The treasurer shall keep records of any disbursements, income and credits, and bank account information.
Section 3. Budget:
A budget shall be drafted for each annual meeting for the upcoming fiscal year and shall be approved by the majority vote of the board.
Section 4. Annual Report:
An annual report will be presented at each annual meeting and shall be approved by the majority vote of the board.
Section 5. Disbursements:
Disbursements up to $200 may be made at the discretion of any Officer. Any disbursement of over $200 will require Board approval.
Section 6. Properties and Assets:
Properties and assets are irrevocably dedicated for non-profit purposes only. No part of the net earnings, properties, or assets of the Coalition on dissolution or otherwise shall inure to the benefit of any person, member, director or officer.
Section 7. Membership Fee:
The board of directors shall establish the membership fee, if any, and/or any other fees needed to be assessed from the members.
Article 7. Parliamentary Authority
Section 1. Governing Procedures:
Robert’s Rules of Order shall govern meetings, subject to any special rules that have been adopted, as long as they are not in conflict with the organization’s bylaws.
Article 8. Amendments and Other Provisions
Section 1. Amendments:
These bylaws may be amended or replaced at any meeting of the ACC by a two-thirds (⅔) vote of those present and voting. Notice of any proposed change shall be contained in the notice of the meeting.
Article 9. Dissolution Clause
Section 1. Dissolution Clause:
The organization may be dissolved with previous notice two (2) weeks and a two-thirds (⅔) vote of those present at the meeting. All assets shall be donated to another non-profit organization and/or cause as deemed appropriate by the board.
Approved by the Board of Directors:
February 3, 2018 Signed by the President, Will Roth
Article 2. Section 1. “(1) …membership fee…” was added
Article 3. Section 1. In both instances, “three directors” has been increased to “four directors”.
Article 3. Section 6. “three officers” has been increased to “four officers”, “Treasurer” has been added
Article 3. Section 6. Item 4. was added
Article 4. Section 4. was added
Article 6. was added
Article 6, 7, and 8 were renumbered, 7, 8 and 9.
Article 9. “non-profit” was added
Amended and approved by the Board of Directors:
December 6, 2018. Signed by the President, Will Roth