Article I. The name of this organization is the Trails Club of Rossmoor.

Article II. The purpose of this organization is to provide information and leadership for Rossmoor residents interested in hiking. Activities shall include hiking in groups with similar rates of speed and endurance, safaris, and social activities to promote club fellowship.

Article III. Membership is open to any Rossmoor resident interested in the above purpose and willing to observe the rules of the club. The Rules, Policies and Procedures of the Golden Rain Foundation of Walnut Creek, including the GRF Guest Policy, are hereby incorporated by reference into the rules for membership in this Organization, and compliance therewith is expressly made a requirement for membership.

A. A Rossmoor resident is defined as anyone approved by GRF and issued a valid ID card. Expiration or any other invalidation of the ID card cancels the membership.

B. Members are bound by the rules of the club as adopted, approved or amended by the Board. Repeated violation of any of these rules may result in cancellation of Club membership.

C. A person shall become a Member as follows:

1. Submit an application.

2. Pay annual dues upon joining and thereafter annually.

Article IV. Dues shall be approved by the Board at a regularly scheduled meeting. Dues shall be sufficient only for defraying expenses and maintaining sufficient working capital for Club activities.

Article V. Board of Directors. The Members of the Board are the Officers, the immediate Past President, and the Members-at-Large.

A. The Officers are the President, Vice President, Secretary, and Treasurer, and their duties, in general, are:

1. The President is responsible for assuring that the Club’s activities run smoothly and shall appoint a chair for all standing and ad hoc committees.

2. The Vice President shall assume the duties of the President, if the need arises.

3. The Secretary shall maintain attendance records, and minutes of the Board meetings. Minutes of the Board meetings can be submitted to the Board members for additions or corrections by email. Once the Secretary has heard from all members of the Board, the Secretary may have the Tech Coordinator post the minutes on the website.

The Secretary shall maintain a Board Binder. The Binder will contain detailed and current descriptions of the officers’ and members’-at-large responsibilities, supporting positions, committee chairs responsibilities, and club policies, all as adopted with Board approval.

4. The Treasurer shall handle all financial matters including collecting dues, paying bills, reporting financial information, and preparing a successor.

B. Should a vacancy occur during the term of an Officer, the selection of a replacement for the balance of the term shall be voted on by the Board.

Article VI. Members-at-Large

A. In order to insure that all hiking groups are represented on the Board, Members-at-Large shall be elected. They consist of two members elected from each of the four hiking groups.

B. The Members-at-Large of each hiking group shall begin in July to find nominees to fill the position of the Member(s)-at-Large whose term is ending. A request for nominees shall go to all members of the respective hiking group who are in the directory. The request may be given by email.

C. If more than one nominee offers to fill a position, the Members-at-Large shall call for a meeting to select, by secret ballot, the new Member-at-Large. The person receiving the greatest number of votes of those present at the meeting shall be elected to that position.

D. Should a vacancy occur during the term of a Member-at-Large, the position will be filled for the balance of the term of the vacating member by asking for volunteers from that same hiking group, and if more than one person volunteers for the position, selection shall be voted on by the hiking group via email.

Article VII. Terms of Office

A. All Directors shall serve a term of two years. The Vice President, after serving as Vice President the first year of the term, shall become the President in the second year, fulfilling the two year requirement. For the first year in which these Bylaws are in effect, one Member-at-Large for each hiking group shall serve for one year, and the second willserve two years. After this first year, all Members-at-Large will serve two year terms.

B. Terms of office begin on January 1.

C. Directors may serve more than one term, provided that no Director shall serve for more than two terms in immediate succession.

D. Should a Director fail to attend three consecutive regular meetings of the Board without an excepted excuse, the Director shall be considered as having resigned from the Board, and the position is vacant.

Article VIII. Supporting Positions

A. Membership Coordinator

B. Technical Coordinator

C. Registrar

D. Hike Leader Training Coordinator

E. Publicity Reporter

F. Rossmoor News Coordinator

G. Hike Calendar Coordinator

H. Trail Steward

Article IX. Conducting Business

A. Board meetings shall be conducted using Robert’s Rules of Order. All Board meetings shall be open to the Members, and Members are entitled to speak to the Board. A reasonable time limit for members to speak shall be established by the Board, and may be changed by the Board at any time. Only Board members may make motions or vote on any matters before the Board.

B. A quorum of the Board shall be 51% of the Board members and shall include the President or Vice President.

Article X. Meetings

A. The Board shall meet bi-monthly beginning in January. The President may call additional Board meetings as deemed necessary. Notice of regular Board meetings will be published in the Directory/Calendar of Events. Members will be notified of special Board meetings within ten days after scheduling.

B. The Annual Meeting of the membership shall be in October. During this meeting:

1. The Members shall elect new officers to serve on the Board. The slate prepared by the Nominating Committee shall be received, and the persons listed on it are nominated for the positions indicated in the slate.

If there is only one person nominated for each Officer position, then the Members may vote by acclamation.

If the Nominating Committee’s slate contains more than one nominee for an Officer position, then a secret ballot election shall be held to determine who shall be elected.

2. The Members shall vote on amendments to the Bylaws, as provided in Article XII.

Article XI. Nominating Committee

A. The Past President, President, and Vice President, plus one Member-at-Large from each hiking group shall make up the Nominating Committee. If two Members-at-Large from the same hiking group wish to serve on the Nominating Committee, they shall draw lots to determine which one will serve.

B. The Nominating Committee shall send an email notice to all members in July to recruit volunteers to serve as Officers on the Board.

C. The Nominating Committee shall propose at least one nominee for each Officer position on the Board which will become vacant on the following January 1.

D. The Nominating Committee shall complete its work in time to publish the slate of nominees on the Club website at least one month prior to the Annual Meeting.

Article XII. Amendment of Bylaws

These Bylaws may be amended by the affirmative vote of a majority of members voting at a Membership Meeting, provided notice of the proposed amendment, together with the text of the proposed change, shall have been given to the Members at least one month prior to the date of the meeting at which the amendment is presented for consideration.

Effective date: These Bylaws are effective upon adoption.

The Memorandum of Organization was adopted February 14, 1968

Bylaws Amended: October 20, 1998; October, 2005; December 8, 2011; October 2013; October 2016, October 2024.