BY-LAWS OF THE GILLETT RAIL RUNNERS ATV CLUB, INC.

ARTICLE I: NAME AND PURPOSE

SECTION 1

The name of the club shall be the GILLETT RAIL RUNNERS ATV CLUB, hereafter referred to as "The Club".

SECTION 2

The purposes of The Club are:
-to promote the general welfare and safety of ATV recreation.
-to serve the interest of ATV owners.
-to develop a fraternal spirit among local ATV owners and other recreational enthusiasts.
-to provide a medium for the exchange of ATV information.
-to assist in the upkeep and maintenance of the trails in Oconto County .
-to perform all desirable and lawful functions for the successful operation of the Club and in the general public interest.
-to assist State and National ATV organizations.

ARTICLE II: MEMBERSHIP

SECTION 1

Membership in The Club shall consist of the following classes:
Active members (in good standing)
Associate and Honorary Members

SECTION 2

Active membership is available to all ATV owners and enthusiasts without regard to sex, race, or religious beliefs.

SECTION 3

Applications for membership shall be made in writing addressed to the Secretary of The Club on the appropriate form. By applying for membership, the applicant is agreeing to abide by the By-Laws of The Club. That person shall become a member upon payment of the required dues.

SECTION 4

A family membership consists of legal guardians and children under the age of 18 living at home. Each active member over the age of 16 shall be entitled to one (1) vote.

SECTION 5

The Board of Directors may establish the qualifications and rights of Associate and Honorary Members.

SECTION 6

A member may resign from The Club at any time upon written notice to the Secretary.

SECTION 7

Membership in The Club may be terminated by majority vote of the Board of Directors in the event of non-payment of dues or for other reasons consistent with The Club's best interests. Termination of the membership of any member shall not release said member from the obligation to pay all dues and other amounts owed to the end of the period of membership.

ARTICLE III: DUES

Section 1

The amount of dues shall be pro-rated as follows:

Commercial Members     
January1 to March 31 $35.00
April 1 to June 30 $26.50
July 1 to September 30 $17.50
Oct 1 to December 31 $8.75

Family Membership
January1 to March 31 $20.00
April 1 to June 30 $15.00
July 1 to September 30 $10.00
Oct 1 to December 31 $5.00

ARTICLE IV: FISCAL YEAR

SECTION 1

The fiscal year of The Club shall commence on the first day of January
and end on the thirty-first day of December.
 
 
The Treasurer shall keep all financial records of The Club and have
charge of its funds, with the exception of the Special Events Account.
He/She shall keep all of the funds in a bank approved by the Board of
Directors and in the name of The Club. He/She shall disburse such funds
of The Club under the direction of the Board of Directors. Withdrawals
shall be made by check signed in such a manner as may be approved from
time to time by the Board of Directors. A Treasurer's report shall be
prepared and submitted at the annual meeting.
 
The Special Events account shall be in the charge of the President or
his/her designee. He/She shall keep all of the funds in a bank approved
by the Board of Directors and in the name of The Club. He/She shall
disburse such funds of The Club under the direction of the Board of
Directors. Withdrawals shall be made by check signed in such a manner as
may be approved from time to time by the Board of Directors. A Special
Events Account report shall be prepared and submitted at the annual
meeting by the President or his/her designee.

ARTICLE V: MANAGEMENT

SECTION 1

The management of The Club is vested in the Board of Directors.

ARTICLE VI: BOARD OF DIRECTORS

SECTION 1

The Board of Directors shall consist of one (1) Trail Boss two (2) Directors and four (4) Officers, at least eighteen (18) years of age, each of whom shall be an active member of The Club in good standing and has attended two thirds (2/3) of the regular meetings of the previous year.

SECTION 2

Directors and Officers shall be elected at the annual meeting of the membership and shall take office at the close of such annual meeting for a term of two (2) years. At the election of the initial board of Directors, three (3) shall be elected for a term of one (1) year, and four (4) for a term of two (2) years.

SECTION 3

If vacancies on the Board of Directors should occur by reason of death, resignation, or otherwise, the remaining Directors shall elect, by majority vote, a successor for each unexpired term.

SECTION 4

The Board of Directors shall hold it annual meeting at the place of, and shall immediately follow, the annual meeting of the membership. This meeting shall be open for all active members to attend.

SECTION 5

Other meetings of the Board of Directors shall be held at such time and place as may be fixed from time to time by resolution of the Board of Directors or by call of the President. Upon the written request of a quorum of Board members, the Secretary shall call a special meeting of the Board of Directors.

SECTION 6

A majority of the Board of Directors shall constitute a quorum for the transaction of Club business. Any formal action taken at any meeting of the Board of Directors shall require a majority vote of those Directors present. Each Director shall be entitled to one (1) vote with the exception of the President. The President will vote only in the case of a tie by the Directors.

SECTION 7

The Board of Directors may, at its discretion, by the affirmative vote of the entire Board, appoint an Executive Committee of the Board to act in its stead in emergencies. The Board of Directors may appoint Club committees, fill any vacancies, or change the membership in Club committees. The Board may, by resolution, delegate such authority to the President. The Board of Directors shall have the power to abolish any committee.

SECTION 8

The Board of Directors may employ whatever personnel they deem necessary, and for which funds are available, to aid in the management and programs of The Club; and may authorize the expenditures of the Club funds in any other manner, provided such actions are in the proper furtherance of the purposes of The Club.

ARTICLE VII: OFFICERS

SECTION 1

The Officers of The Club shall be: President, Vice President, Secretary and Treasurer, or the offices of Secretary and Treasurer can be combined into one office.

SECTION 2

The Officers shall be elected from the full membership of The Club by plurality vote of the members at their regular annual meeting. Vacancies occurring between such elections shall be filled for the unexpired term by the board of Directors at any board meeting. Any Officer may be removed from office by the affirmative vote of two thirds (2/3) of the entire Board of Directors.

SECTION 3

The President shall preside at all meetings of The Club and of its Board of Directors, shall oversee and coordinate such committees as are authorized by the Board of Directors, shall be a member ex-officiate of all such committees, and shall carry on those other responsibilities assigned to him/her by these By-Laws and by the Board of Directors.

The Vice President, during the absence or temporary incapacity of the President, shall perform the duties and have the powers of the President.

The Secretary shall keep The Club records (except financial records) including minutes of meetings, roster of members, list of committees and their members; shall send out notices of meetings; receive applications for membership; and shall discharge all of the usual secretarial function of the office required by these By-Laws or the Board of Directors.

The Treasurer shall keep all financial records of The Club and have charge of its funds. He/She shall keep all of the funds in a bank approved by the Board of Directors and in the name of The Club. He/She shall disburse such funds of The Club under the direction of the Board of Directors. Withdrawals shall be made by check signed in such a manner as may be approved from time to time by the Board of Directors. A Treasurer's report shall be prepared and submitted at the annual meeting.

The Office of Secretary/Treasurer, if this office is filled by one person, that person shall assume all duties and responsibilities of both offices combined.

All Officers shall have such other powers and duties as are required by law.

ARTICLE VIII: GENERAL MEMBERSHIP MEETINGS

SECTION 1

The annual meeting of the members of The Club shall be held at the time and place designated by the Board of Directors.

SECTION 2

Regular meetings of the members of The Club shall be held monthly at the time and place fixed by resolution at the previous meeting or as designated by the President or Board of Directors.

SECTION 3

Special meetings of The Club may be called by the Board of Directors, or the President, or by any group of 25% active members by giving adequate notice of the time, place, and purpose of such special meeting.

SECTION 4

Written notices of the time and place of the annual and all other meetings of the membership shall be prepared and distributed to the membership by the Secretary.

SECTION 5

The active members present at any duly called meeting shall constitute a quorum. Any formal action taken at any meeting of the membership shall require a majority vote of those active members present. Each member, age 16 and older, shall be entitled to one (1) vote.

SECTION 6

Anyone in attendance of a meeting shall conduct themselves in an orderly fashion.

ARTICLE IX: ELECTION PROCEDURES

SECTION 1

Nominations for the Board of Directors may be made by any qualified member present at the annual meeting. Any qualified member present may be nominated for the Board and such nomination must be seconded by a qualified member present. Any nomination may be declined.

A tally committee of three (3) qualified members present shall be appointed to count the ballots and announce the names of those elected to the Board of Directors for the various terms. All ties will be decided by a run-off ballot.

ARTICLE X: AMENDMENTS

SECTION 1

These By-Laws may be amended by the affirmative vote of a majority of the qualified members at the annual meeting or at any meeting of The Club provided twenty (20) days notice of intent to amend is published.

DULY ADOPTED: ___________________________January 23, 2006

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