The Virginia Bicycling Federation’s board of directors
is recommending several minor revisions to the
organization’s bylaws, for approval by the VBF
membership assembled at its annual meeting on November
10, 2007 at noon.
VBF’s bylaws have not been revised at all during the
past 12 years, and the proposed revisions are intended
to clarify membership terminology and rights, enhance
VBF’s operating flexibility, allow greater use of
electronic communications, align the bylaws with
actual board practice, and better meet the expections
of government agencies and private funders.
The changes to the bylaws include:
- Requiring the board of directors to adopt, and
annually review, a written conflict of interest policy
(Article III, Section 1). - Replacing the terms “individual” membership or
member with “regular” membership or member and
replacing “club” nembership or member with
“organization” membership or member throughout the
document (beginning with Article IV, Section 2). - Clarifying that each membership is entitled to only
one vote and may receive electronic communications in
lieu of print communications (Article V, Membership
Rights). - Allowing the board of directors to vary in size
from 7 to 15 members (vs the current 9) and clarifying
that its officers are elected by the board *after*
each annual membership meeting for terms that may vary
slightly from “one year” (Article VI, Section 1). - Giving the board more flexiblity concerning its
replacement of lost board members by appointment
(Article VI, Section 2). - Correcting and clarifying references to “executive
committee” and “board of directors” (within Article
VI, Section 3 only) - Allowing more board members and nonboard members to
serve on the nominating committee and allowing more
flexibility in how the membership is notified of the
annual meeting and board election (Article VI, Section
5). - Establishing officer term limits (three consecutive
years for presidents and five consecutive years for
all other officers) but no term limits for membership
on the board of directors (Article VI, Section 6). - Clarifying the quorum requirement for board
meetings, when the board size is other than nine
members (Article VII, Section 1). - Allowing more flexibility for transmitting
membership meeting notices (Article VII, Section 3).
The VBF bylaws can be downloaded [VBF-Bylaw-Revisions-11-02-07.doc]. Proposed
ADDED TEXT is shown in bold red letters, while
proposed DELETIONS are marked with a strikeout.
As specified in Article IX, Section 1 of the bylaws,
the VBF bylaws may be amended only
“by a two-thirds (2/3) majority vote of those
qualified Members present and voting at a plenary
[membership] meeting.” Thus, VBF members are hereby
notified of the proposed bylaw changes and encouraged
to attend the annual meeting on November 10, 2007 at
noon where these proposed bylaw changes will be
considered by the membership.
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