Board of Directors
Name Office Email
Robert Maccario President maccario@dental-mba.com
John Mickelson Vice President jentle@earthlink.net
Kay Dean Treasurer comstockkay@yahoo.com
By-Laws
AMENDED BYLAWS OF
VIRGINIA RANGE WILDLIFE PROTECTION ASSOCIATION
PO BOX 536
VIRGINIA CITY, NV 89440
ARTICLE I
Name
The name of this corporation shall be VIRGINIA RANGE WILDLIFE PROTECTION ASSOCIATION, and for convenience, shall be referred to hereinafter as “the VRWPA.”
ARTICLE II
Objects and Purposes
The VRWPA is a nonprofit corporation organized to act as a coordinating agency for property owners in the unincorporated area in the Virginia Range north of Virginia City, Nevada, and hereinafter shall be referred to as “the Highlands.” The VRWPA shall engage in educational, scientific, developmental and range management activities on behalf of free-roaming horses and wildlife in the area, and on matters pertaining to the environment and the preservation of habitat.
ARTICLE III
Membership
Any individual, association or corporation that owns property in the Highlands is a member.
ARTICLE IV
Meetings of Members
Meetings of the members of the VRWPA shall be held annually. All such meetings shall be held in Storey County on the date, at the address, and at the time designated on the VRWPA website. If for any reason the annual meeting of the members shall not be held on the date set forth herein, a delayed annual meeting may be called and held, which notice shall be contained on the website maintained by the VRWPA.
At the discretion of the Board of Directors, monthly meetings may be held. Members of the Board of Directors may also meet by phone or computer to form a quorum when circumstances warrant, except for the annual meeting.
ARTICLE V
Board of Directors
The affairs of the VRWPA shall be managed by its Board of Directors, hereinafter referred to as “the Board.” Following the first year, all Directors shall be elected for a two-year term at the annual meeting (in May) of the members in attendance at the meeting. The Board should consist of five members. However, this number may be increased or decreased by a two-thirds (2/3) vote of the Board.
ARTICLE VI
Officers
Section 1. The officers of the VRWPA shall be a President, a Vice President, a Secretary, a Treasurer and a Director. Such officers shall be elected for a term of two (2) years. The elections should be staggered so that either two or three positions are open each year to provide continuity. Elections will be held each May at the annual meeting. Vacancies in any office shall be filled by appointment by the Board for the remainder of the term. One of the officers, selected by the Board, shall be the custodian of all records and documents pertaining to the VRWPA and its property.
Section 2. The President shall be the executive head of the VRWPA and shall preside at all meetings. The President, together with the Secretary, shall sign all contracts, deeds, bonds and other obligations of the VRWPA and other instruments authorized by the Board. Two members of the Board shall sign all checks in excess of five hundred dollars ($500.00). All other checks require only one signature.
Section 3. A Vice President shall perform, in the absence of the President or in the event of the President’s inability to act, the same duties and functions as are provided to be performed by the President.
Section 4. The Secretary shall keep fair and correct minutes and records of all meetings of the VRWPA. The Secretary shall sign with the President where appropriate all contracts, deeds, bonds and other instruments authorized by the Board. If at any meeting the Secretary is unable to perform his or her duties, the President shall appoint a Secretary pro tem.
Section 5. The Treasurer shall receive and safely keep all monies and securities belonging to the VRWPA and shall disburse the same under the direction of the Board. The Treasurer shall cause the preparation of an annual operating statement reflecting income and expenditures of the VRWPA for its fiscal year, and make it available upon request to any member. At each annual meeting and at any time when directed by the Board, the Treasurer shall submit a report on the financial affairs of the VRWPA and the status of all monies, funds and assets then on hand or received and disbursed since the Treasurer’s last report. All tax return filings shall be in compliance with all applicable Federal and State laws.
Section 6. The Board may appoint, employ, terminate, discharge, fix the compensation and provide for the duties and powers of such agents and employees as, in the judgment of the Board, shall be advisable.
Section 7 . Any officer may be removed by a majority vote of the Board at any properly called meeting for any reason deemed sufficient to the Board.
ARTICLE VII
Finances
For the purpose of securing funds to meet the capital outlays, operating expenses and other expenditures required to accomplish the objectives and purposes authorized in Article II, the Board shall be authorized to collect donations and to determine and levy charges.
ARTICLE VIII
Dissolution
In the event of the dissolution of the VRWPA, any and all assets or funds of the VRWPA shall be distributed to any nonprofit organization formed for the purposes similar to those of the VRWPA, or for charitable purposes as may be determined by the Board.
ARTICLE IX
Amending or Repealing Bylaws
New bylaws may be adopted or these Bylaws may be amended only by a majority vote of the Board at a duly called meeting.
ARTICLE X
Miscellaneous
Section 1. The Board may authorize any officer or agent to enter into any contract or execute any instrument in the name of and on behalf of the VRWPA. Such authority may be general or confined to specific instances. Unless so authorized by the Board, no officer, agent, or other person shall have any power or authority to bind the VRWPA by contract or engagement or to breach its credit or to render it liable for any purpose or to any amount.
Section 2. Unless the context otherwise requires, the general provisions, rules of construction and definitions contained in the laws of the State of Nevada relating to nonprofit corporations shall govern the construction of these Bylaws.
Section 3. The rules contained in Robert’s Rules of Order, Revised, shall govern all meetings of the VRWPA, except in instances of conflict between said Rules of Order and the Articles of Incorporation or Bylaws of the VRWPA or provisions of law.
IN WITNESS WHEREOF, the Board has hereby approved and adopted these Bylaws at a meeting thereof held on ______________.
IN WITNESS WHEREOF, I hereby certify that I am the duly elected Secretary of the VRWPA and that the foregoing Bylaws were duly adopted.
DATED this _____ day of March, 2011.
____________________________________
Secretary, Kay Dean
____________________________________
President, Jeanne Gribbin
VRWPA is a 501(c)(3) Nonprofit Entity
Shown below is the IRS letter confirming the 501 (c)(3) status
