Bylaws of the New Orleans Track Club

(Amended January 27, 2005)

Article I - Name

This organization shall be known as the New Orleans Track Club, Inc..

Article II - Objectives

The objectives of this organization shall be:
  1. To promote road race events both as a competitive sport and as one of the best athletic activities for achieving physical fitness.
  2. To adhere to the objectives of the Road Runners Club of America.

Article III - Nonprofit Status

This organization was incorporated as a not-for-profit organization by the State of Louisiana in 1972.

Article IV - Tax Exempt Requirements

  1. No part of the net income of the organization shall inure to the benefit of or be distributable to its directors, officers, members, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of the purposes and objectives set forth in Article I.
  2. No substantial part of the activities of the organization shall be the carrying on of propaganda or otherwise attempting to influence legislation, and the organization shall not participate in or intervene in any political campaign on behalf of any candidate for public office.
  3. Notwithstanding any other provision of these Articles, the organization shall not conduct or carry on any activities not permitted to be conducted or carried on by an organization exempt from tax under Section 501(c)(3) of the Internal Revenue Code of 1986, and to which contributors are then deductible under Section 170(c)(2) of such Code.

Article V - Affiliation

The Executive Committee of this organization shall consider and act to affiliate this organization with national organizations and other bodies when it is deemed to be in the best interest of the organization membership to further the purposes and objectives set forth in Article II.

Article VI - Membership

  1. The members of this organization shall consist of all persons who are in acceptance with the objectives of the Road Runners Club of America regardless of age, race, or sex.
  2. Membership shall be for one year upon receipt of application and dues as stated in Article VII.
  3. All Past Presidents of the New Orleans Track Club, Inc. shall be honorary members of this organization with a free lifetime membership.
  4. The Membership Plan shall consist of Individual; Family (couple or parent with children, age 20 and under, living in the same household); Senior (age 60 and over); Youths (age 20 and under).
  5. Each member is entitled to one vote.

Article VII - Dues

  1. Membership dues are due annually. Members shall be notified of renewals thirty days before expiration. Individual Membership - $25.00; Family Membership - $30.00; Seniors (60 and over) - $15.00; Youths (17 and under) - $15.00.
  2. To qualify for membership and eligibility of benefits of this Club, dues must be paid.

Article VIII - Officers

  1. The officers of this Club shall be:
  2. The elected Officers and Immediate Past President shall constitute the Executive Board.
  3. Only those members who have served at least one year on the Board of Directors shall be eligible to hold the office of President.
  4. All officers shall be elected at the June meeting every year by a majority vote of the members present and voting.
  5. The term of office shall be one year or until their successors have been elected.

Article IX - Duties of Officers

  1. The President shall preside at all meetings; shall be a member ex-officio of all committees; shall appoint the chairmen of standing committees; shall create or eliminate committees he/she deems necessary to promote the welfare of the Club; shall have the authority to appoint any active member to fill a vacancy in office until the end of the unexpired term with the approval of the Executive Board; shall have the authority to remove an elected or appointed board member when a situation deems necessary due to just causes with the approval of the Executive Board; authorize all disbursements from the Club’s treasury; and shall perform such duties as are incumbent on this office.
  2. The Vice-President shall assume the duties of the President in his/her absence, resignation, or death. He/she shall assist and encourage the President in the discharge of Club duties; assist at races where needed; shall serve on the Marathon Planning Committee; and assume the duties of the Competitive Teams Coordinator.
  3. The Recording/Corresponding Secretary shall record and keep accurate minutes of all meetings of the Club and send a copy of these minutes to the Board of Directors in advance of the next meeting; he/she shall notify the Board of Directors of board meetings, regular meetings, and special meetings; and shall handle correspondence as deemed necessary by the Board of Directors.
  4. The Treasurer shall oversee the receipt and deposit of all Club funds to the proper accounts and oversee payment of all Club bills; shall oversee the proper recording of all transactions to the financial statements; shall prepare and insure the accuracy of the monthly financial statements; shall present consolidated and race specific financial statements to the Board of Directors at each board meeting; shall give an annual report; and shall prepare an annual budget, with the assistance of the President, Vice-President, and Executive Race Director, to be presented at the August board meeting. The Treasurer shall be responsible for making the necessary arrangements for check signing signatures: President, Vice-President, and Treasurer.
  5. All officers shall submit a report summarizing their activities, from the beginning to the end of the term, and turn it over to the President following the elections at the first scheduled board meeting for outgoing and incoming Board of Directors.
  6. All resignations of officers must be submitted to the President in writing. The president shall have the authority to appoint any active member to fill a vacancy in office until the end of the unexpired term with the approval of the Executive Board.

Article X - Board of Directors

  1. The Board of Directors shall consist of all officers, immediate Past President, seven elected Members-At-Large, and appointed Board Members. The President shall preside over the Board of Directors.
  2. Standing Committees: Editor of Footprints, Finish Line, Membership, Public Relations, Race Day Registration, Results/Scoring, Safety, Race Walking, Race Course, Grand Prix, Volunteers, Awards, Wheelchair, Web Master, Merchandise, T-Shirt Distribution, Race Director Assistant. The President shall appoint the chairmen of standing committees and shall have the authority to create or eliminate committees he/she deems necessary. Term of office shall be for one year.
  3. The Board of Directors shall advise the President upon his request on any Club business matters; approve the annual budget; approve any unbudgeted extraordinary expenses in excess of $250.00; attend Scheduling Meetings, approve the Club’s race schedule and scheduling changes as developed in the Scheduling Meetings; attend the scheduled Board Meetings each month; attend the Marathon Planning Meetings; attend the General Meetings; and assume the duties of his/her committee.
  4. Seven elected Members-At-Large shall assume the duties of a standing committee. The President shall appoint board members for the remaining standing committees. Appointed Board Members receive the same privileges as the Board of Directors but do not have voting privileges. Term of office shall be for one year.
  5. The Board of Directors shall receive the following privileges: free annual membership; free race entry; reimbursement for parking and out-of-town expenses incurred on Club business with approval by the Board of Directors; and Club merchandise discounts.
  6. No member of the Board of Directors shall conduct or work other races that are in conflict with the New Orleans Track Club races.
  7. All Board of Directors shall be required to pay a rental fee for the use of any New Orleans Track Club equipment, due on the day acquired, and with Board approval; all parties will be responsible for loss or damage as noted in the rental agreement.
  8. All elected and appointed Board of Directors shall submit a committee report summarizing their activities, from the beginning to the end of the term, and turn it over to the President following the elections at the first scheduled board meeting for outgoing and incoming Board of Directors.
  9. The NOTC Administration shall consist of the Executive Race Director and Administrative Assistant. The Executive Race Director and Administrative Assistant receive the same privileges as the Board of Directors but do not have voting privileges and only serve in an advisory position. The Executive Race Director shall work under contract approved by the Board of Directors; the Administrative Assistant shall be paid a salary approved by the Board of Directors. Payment to hired help for NOTC Administrative work must have Board approval.

Article XI - Nominations and Elections

  1. The President shall appoint the Chairman of the Nominating Committee. A Nominating Committee shall be appointed by the Nominations Chairman at the March board meeting; it shall consist of two (2) members from the Board of Directors and four (4) from the General Membership. The Nominations Chairman and members of the Nominating Committee shall secure nominations and present a ballot for the elections.
  2. Nominations from the general membership must be submitted in writing to the Nominating Committee five days prior to the election meeting. The nominating committee will be instructed to present a slate of candidates for Office and Members-At-Large at the June meeting who will be voted on at that time. All nominees must be current members of the New Orleans Track Club, Inc.
  3. Nominations may be made from the floor at the election meeting provided the persons suggested for office have given their consent and are current members of the New Orleans Track Club, Inc.
  4. Elections shall be by ballot. All dues must be paid for the current year and no later than five (5) days prior to the election to have voting privileges. A signature from each member is required at the meeting to confirm current membership status, receive one ballot, and have one vote which must be cast in person. A current membership list must be submitted to the Nominations Chairman five (5) days prior to the election.
  5. The Nominating Committee shall conduct all business related to nominations and elections; not limited to, but, including: signing in members, handing out ballots, tabulating votes, and accepting ballots of members who must leave before the general assembly vote. No campaigning is allowed by the Nominating Committee during the process of the election.
  6. Nominating Committee members accepting a nomination for election will be dismissed from the duties as stated in Article XI, Section 5. Additional tellers shall be appointed by the Chairman, if deemed necessary, to assist in the election process.

Article XII - Special Committees

  1. The Mardi Gras Marathon Committee shall consist of the Mardi Gras Marathon Executive Race Director, President, Vice President, and two elected board members appointed by the President. This Committee shall arrange and handle all aspects of the Club’s annual Mardi Gras Marathon; develop the Mardi Gras Marathon budget, the marathon course, and the marathon sponsor with the approval of the Board of Directors.
  2. The Mardi Gras Marathon Committee shall represent the New Orleans Track Club whenever deemed necessary and shall report all information to the Board of Directors for approval.
  3. The Marathon Planning Committee shall consist of the Mardi Gras Marathon Executive Race Director, the New Orleans Track Club Executive Race Director, the Board of Directors and selected Club members. This Committee shall assist in the planning of the production of the Mardi Gras Marathon with ideas, suggestions, and reports; and shall be assigned designated work areas.

Article XIII

(A) Meetings

  1. General Membership Meetings shall be held two times during the year. The time and place will be determined by the President. Notice of a general meeting must be given to all members ten days prior to the meeting.
  2. Board Meetings shall be held on the second Monday of each month. Board Members must notify the President of an absence, and, if pertinent to the agenda, submit a report on his/her committee.
  3. Special meetings may be called by the President whenever the occasion demands.
  4. Scheduling Meetings shall be held two times a year to develop a racing schedule, suggestions for awards and prizes, and locations for the calendar year. The Executive Race Director shall preside over this meeting with attendance by the President, Vice-President, and three members-at-large appointed by the President. All Board Members are encouraged to attend. Scheduling Meetings are open to all Club members. The race schedule and any changes must be approved by the Board of Directors.
  5. Marathon Planning Meetings shall be held as determined by the Mardi Gras Marathon Executive Race Director. The Marathon Planning Committee shall be notified of the day, time, and place.

(B) Order of Business

Article XIV - Quorum

  1. A majority vote of the members present and voting shall be in order at general membership meetings and special meetings.
  2. Six elected members of the board shall constitute a quorum for board meetings. The president may cast only a deciding vote.

Article XV - Amendments

These Bylaws can be amended by any general or special meeting called for that purpose, by a majority vote of the members present and voting, provided written notice of such proposed amendments be presented not less than ten days preceding the meeting.

Article XVI - Rules

  1. Robert’s Rules of Order Newly Revised shall be the Parliamentary authority of this Board of Directors in matters not covered by these Bylaws.
  2. A Bylaws Revision Committee, appointed by the President, shall study and make any necessary recommendations and revisions; it shall be presented to the Board of Directors for advice and recommendations prior to bringing it before the membership for a vote; and shall be conducted every five years from the date of these revised bylaws.

Article XVII - Dissolution

Upon the dissolution of the organization or the winding up of its affairs, after all creditors have been paid, the assets of the organization shall be distributed exclusively for charitable or educational purposes or to organizations which are then exempt from federal tax under Section 501(c)(3) of the Internal Revenue Code on 1986, and to which contributions are then deductible under Section 170©)(2) of such Code.