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GS Giants Bylaws

Approved November 24, 2020


1. BY-LAWS OF THE GS GIANTS. NAME AND ORGANIZATION

This organization shall be known as The GS Giants.  The organization shall be formed as a non-profit corporation club under the laws of the State of Pennsylvania and a 501(c)(7) social club under the regulations of the United States Internal Revenue Service.

2. PURPOSE

It shall be the purpose of this organization to promote responsible dual sport and adventure motorcycle riding.  The organization is an international social community designed to allow members to network, share suggested rides, exchange technical information, organize local rides, stay educated on environmental responsibility, and stay informed on issues surrounding motorcycling.  We aim to organize and promote member events across North America designed to improve riding skills, build friendships, offer opportunities to expose new riders to dual sport motorcycling, and offer skills-based competitions.  The club does not discriminate against any member based on race, color, religion, or motorcycle type, brand, or model. 

3. MEMBERSHIP

Regular members (GS Giant/s) in this organization shall be those interested in supporting the purpose stated above. Each member shall have voting rights and full privileges. Membership applications may be reviewed and approved prior to being granted full membership privileges. Regular members will be required to pay dues annually.  The only regular membership requirement is payment of annual dues for the current year.  If dues lapse, the status will change to a non-member status. The Board of Directors may provide for special types of membership, such as honorary, life, charter, but not restricted thereto. 

4. NON-MEMBER GUESTS

Non-members are welcome at rides and social gatherings of the organization so long as they agree to abide by club rules, standards of conduct, and agree to the associated liability waivers.  Additional non-member participation costs may be charged to the non-member. 

5. DUES

The Board of Directors of the organization shall establish the rate of dues required to support club activities.  This will be reviewed annually in the fourth quarter Board of Directors meeting and approved changes will take effect on January 1 of the next calendar year (fiscal year is the same as calendar year). The active rate will be published on the GS Giants website and on the application for membership. In the event of dissolution of the club, all funds in the treasury shall be donated to a local charity selected by a majority vote of the membership. 

6. CONDUCT

Any member may be dismissed from membership as a result of inappropriate behavior.  The member shall be warned by the Board of Directors concerning such inappropriate conduct.  The following shall be the basis for, but not limitations on, disciplinary measures: Wild, unsafe riding habits, especially any activity which jeopardizes the safety of other persons. Obnoxious behavior that is detrimental to the image of the Organization. Conviction of Driving Under the Influence (DUI) while riding a motorcycle.

7. TERMINATION OF MEMBERSHIP 

Membership shall terminate upon the occurrence of any one or more of the following:

a. Death of a member.
b. Failure of a regular member to pay his or her annual dues on or before their due date
c. Receipt by the Board of Directors of the written or typed resignation of a member.
d. Vote of dismissal by a majority of the Board of Directors

8. BOARD OF DIRECTORS

The club shall be administered by the following Directors who shall collectively function as the Board of Directors: President, Vice President, Secretary, Treasurer, Social Media Director, Marketing Director, Membership Director, Scholarship Director, and Store Manager. All Directors must be regular members in good standing.

a. Election of Directors     

The Vice-President shall be elected by general membership each odd year. Secretary, Social Media Director, and Membership Director shall be elected by general membership upon vacancy.

b. Appointments

The Treasurer, Marketing Director, Scholarship Director and Store Manager shall be appointed positions. Selection by the Board of Directors shall be from current regular members in good standing.

c. Duration of Terms

The Vice-President shall serve in that capacity for two years and then ascend to the presidency for two additional years. All other Director positions shall serve an indefinite term until removed from office as stated in 8)d).

d. Directors may be removed from office as follows:

i. Resignation of the Director

ii. Vote of "NO CONFIDENCE/DISMISSAL" by a majority of the Board of Directors

iii. Dissolution of the position

9. MEETINGS

a. Meeting of the members (townhall meeting) shall be held at the location of the annual "Go Big Rally" or at such other place within or without the State of Pennsylvania as previously announced in the Club Newsletter at the direction of the Board of Directors.

b. Board of Directors members shall meet at least every two months

i. General members (GS Giant/s) are not entitled to attend the Board of Directors meetings.

ii. Meetings shall be governed by Roberts Rules of Order, as such rules may be revised from time to time, insofar as such rules are not inconsistent or in conflict with these by-laws, the Articles of Incorporation of this Corporation, or with the law of the State of Pennsylvania, or the United States.

10. OFFICERS

The Organization shall have Officers appointed by the Board of Directors. All officers must be regular members in good standing. These non-voting offices may be created or dissolved by the Board of Directors in order to best conduct business essential to the organization. Officers shall be selected to an indefinite term. Officers may be removed from their office as follows:

a. Resignation of the officer

b. Vote of “DISMISSAL” by a majority of the Board of Directors

c. Dissolution of the position

 11. RENUMERATION

Directors and Officers shall be eligible for reimbursement for reasonable expenses incurred during the administration of club business.  Purchases must be preapproved by the President or Treasurer. No member of the Board of Directors may receive remuneration of any kind for services to The GS Giants.

12. AMENDMENTS

Notification of proposed changes to the Bylaws of the GS Giants will be made through the GS Giants website at least one month prior to the meeting at which changes in the Bylaws are to be approved.  Bylaws may be changed by a simple majority vote of the Board of Directors members present.  The Secretary shall summarize the results of the voting and publish the results on the GS Giants website.   Bylaw changes will take affect immediately upon approval. Changes to the Policies and Operating Procedures document may be made at any time by a majority vote of the Board of Directors.

13. CORPORATION POWERS

Except as provided otherwise herein, the Board shall exercise all powers of management of the Corporation directly or through one or more committees or through individual officers as the Board may direct.  It shall be the policy of the Corporation for the Board to seek diligently and with reasonable frequency to ascertain the views of the membership concerning management and activities of the Corporation.

14. PERSONAL LIABILITY

All persons or corporations extending credit to, contracting with, or having claim against the Board or the Corporation, shall look only to the funds and property of the Corporation for the payment of any debt, damages, or judgment that may become due and payable from the Corporation or the Board so that neither the members of the Corporation nor the officers are personally liable therefore.

Approved by the majority of The GS Giants Board of Directors on the 11/24/2020 meeting.

The GS Giants Inc., is a non-profit corporation club under the laws of the State of Pennsylvania and a 501(c)(7) social club under the regulations of the United States Internal Revenue Service. Our mailing address is 219 N. Main Ave #117 Scranton, PA 18504-3307, United States.

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