Review and Comment

The Club is currently revising its bylaws to bring them into compliance with Nevada law and provide a foundation for the operation of the corporate functions of the Club and it’s Board. This major revision to our existing bylaws reduces the number of elected positions on the Board of Directors, clarifies membership requirements and notifications, changes the way the Club conducts elections, aligns the Club’s record keeping to a calendar year, and establishes two standing committees to operate key functions of the Club.

Your comments will help make this a better foundation for our Club.  Below you will see the draft bylaws.

This draft represents the work of several of our board members; however, as stated above, I believe that smaller leadersip teams are more eficient and this draft reflects that persepctive.  Other Board members have no opinion or beleive the Board should be at least 7-9 in number.

Reference material

Commenting

Comments will be moderated. Comments that use profanity, disparage the club, its members, or its Board of Directors, or contain substantially inaccurate information may be edited or deleted.  Comments from non-members may be deleted.

The comment period will end May 24th.  Comments will be consolidated or included in the the revised draft which will be presented to the membership for a vote on June 3rd.

Click here to open the draft by laws in a new window

Review and Comment Posts

  • Draft Bylaws May These are the draft bylaws. You can comment below on text you would like to see added, deleted, or changed.  Use the link above to open the draft in a separate window so you can read and comment at the same time.  You do not need to provide your full name or a web address. If you have problems with making this work, please contact me at 775-720-6423 or chris@chriscarver.org

Comments 10

  1. Section 5
    Currently reads “…must be members of the club will be residents…”

    Should probably read “…must be members of the club and have been residents…”

    Art VI section 3 b
    Add: “Subject to revocation by general membership per Art VI section 2 (c)

    Art VI section 4 b
    “…who do not have not supplied…”. Should read “…who have not supplied…”

    Article xI

    Consider adding “good of the club” to order of business. This is for sharing information or discussion that does not require a motion, action, or vote, but which may guide the board or membership to begin thinking about an issue or event.

  2. Section 3. Add Nevada Firearms Coalition.

    Section 4. remove “There will be no proxy voting in the Club, nor may anyone vote in absentia.”

    Section 5 edit to “Elected Officers and Directors must be members of the club, and be residents of
    the State of Nevada for at 1 least year (365 days).

    Section H. subsection B 1. add at the end of paragraph “The Ethics Committee may make the following rulings:”

    Article 5

    Section 2 change ” On an annual basis the Club will elect from its own membership one officer for: President, Vice President, Treasurer, Secretary, and Executive Officer. The election of these officers is to occur during the December General Membership meeting. Terms will run from January 1 through December 31 of each calendar year”
    to
    elections will be held annually on Odd years the President, Treasurer, and Executive Officer will be elected, on Even years the Vice President, Secretary, and Chief Range Safety Officer will be elected.

    Article VI: Meetings
    subsection 2 c – change to members present at “any regularly scheduled” Monthly Meeting

    Article VII: Officers
    Section 1: Number and Election
    add Chief Range Safety Officer as a Board Member Position
    also reword to match Article 5 section 2 about election cycles.

    Article VII: Officers
    Section Add 6. Club Chief Range Safety Officer (CCRSO) is responsible for the organization and efficient conduct and training of all Volunteer Range Safety Officers (RSO’s) (or appointing another NRA Certified and Club Approved CRSO to accommodate training in their absents. CRSO will also serve on any ethics committee relating to any reported mis-conduct of any RSO. CCRSO will also be directly involved in any Safety issue or concern relating to club events and to work as liaison with the city as an adviser as assigned by the Club President.

    I am out of time, but will update more later if I find other areas of concern
    Just my 2 cents (feel free to give me change)

  3. Following the vote by the membership on 6 May, the draft was edited to state the board would be comprised of at least seven members, including two “at large” members.

    I want to make clear the reasoning behind my preference for a smaller board. As stated in the Attorney General’s guidance, the directors “…govern the organizations effort to accomplish its charitable or public purpose. In this regard, the law imposes upon directors the fiduciary duties of care, loyalty and obedience to the law.” As I stated last night, roughly 85% of our membership do not participate in the Club’s matches and matches are not the primary source of our revenue. Yet past board members have almost exclusively focused on matches and most of the current board does not support the “public purpose” of our charter. This had led to some unfortunate gaps in our corporate responsibility, specifically the duty to care. My case for a smaller board of principle officers is this: The board represents the intent of the membership; we are the caretakers of the funds and policies that ensure our club does what you want it to do. As your president, I have spent countless hours trying to bring the corporate part of the club into compliance with our own bylaws and the requirements of state law. The board has not met frequently enough and with enough diligence to make this a timely process for the membership. Consequently, I am in opposition of a large board without specific assigned responsibilities because, as in our current configuration, we cannot deliberate and decide important issues with any sense of urgency. Case in point is this revision of the bylaws which is now two months behind schedule. I am in favor of committees to run the aspects of the club that need advocacy (like the matches) but not on the corporate side of our management.

    The fear that “three people would wind up running the club” is ridiculous. The membership has the power remove anyone from office every month. Moreover, each of you can ask for a resignation whenever it suits you. What you have is a right to is an efficient and ethical board that reflects the intent of our majority.

  4. Under Membership Eligibility, I suggest the following language.

    “Members must be of good repute and should subscribe to the objectives and purposes of the Club. Any persons who has been convicted of a felony or a crime of violence, or who is ineligible to possess firearms under Nevada Revised Statute or Federal law is not eligible for membership.”

    Under Dues, it’s enough to say “Dues will not be prorated.”

    Under Section 4, instead of Randall Brooks’s language I suggest “Members must be present to vote”.

    Sections G and H should be changed to Sections 6 and 7 to be consistent with the rest of the document

    In Section G, change “resignation in writing sent U.S. mail or submission in person” to “providing written notification”

    I suggest changing the title of Section 2 in Article IV to “Prohibited Conduct”

    Article V, Section 2 talks about duties *and* the election cycle. The election piece should be in a separate section since it has nothing to do with duties.

    I suggest changing the first sentence in Article VI, Section 1 to read, “Monthly Membership meetings will be held on a date and at a location determined by the Club President”

    Article VI, Section 2a the language should be changed to say, “…Club President. Board Members shall be notified at least seven days prior to the meeting”

    Article VI, Section 4 Should the Annual meeting be the first monthly meeting of the year or the LAST monthly meeting of the year?

    Article VI, Section 4b, I suggest changing the language to say, “mailed via U.S. mail to those
    who have not supplied a valid email address, or refuse electronic notice.”

    Article VI, Section 5c, change “provided by law” to “required by law”.

    Article VII, Section B needs to be labeled Section 2. I recommend changing “responsible” to “authorized” where it appears with respect to disbursing funds.

    In Article VII, Section 2 paragraph 4, it is implied that the Treasurer can spend money. Is this our intent? If so, then perhaps the Treasurer also needs to be authorized to disburse funds and authorize checks. If not, the language should come out.

    The rules around spending money are a little fuzzy, especially since I don’t know whether only one signature is required on a check or two are required. Limiting the people who can sign checks to the President and Vice President is fine. I suggest spending authorization be left with either the President or the Board and no one else (like the Treasurer).

  5. I said during the public comment portion of the previous general meeting that I supported a larger board. I would like to explain my reasoning for that.

    We are a large club with a long history. Having a larger board gives us broader representation of various interests and preserves institutional memory in our club. We have seen the value of this institutional memory most recently during the inventory when a long-term member was able to clarify the source and location of some of our property. It is this kind of knowledge we should preserve on our board, not abandon so our board can, as we have been told, “. . .deliberate and decide important issues with any sense of urgency.” Urgency does not depend on size, it depends on the importance given the matter by the membership of the board, and particularly by its leadership. When we were faced with possible loss of access to the range, we acted with urgency.

    The size of our board should by now be a settled matter — the membership voted at the last general meeting to keep it the size it is. It is time to move on.

    We have been told we are shirking our public purpose, particularly a duty to care. But we do care. In the case of range access, we cared enough for a number of members to get required training and to act as volunteer RSOs. This is no small matter: a number of people have given personal time to get qualified, then given more time to serve the range so it could stay open. If there are are other actions we should be taking as a club, actions that we are not now taking, the membership needs to internalize a similar sense of urgency; we will respond. I would suggest that finding members who want to lead committees to accomplish specific actions would be the best way to accomplish a wider public purpose. I heard the beginnings of such a movement at the last meeting, when a member in the back of the room spoke out in favor of an outreach program to women shooters.

    I will close with a big thank you to all the club members who have volunteered time and effort to the Carson Rifle and Pistol Club. I have belonged to several such clubs in other cities, and I recognize the importance of such volunteer efforts to keeping club focused and active. Those of you who read the newspaper article I wrote about the history of our club know we have had our ups and downs, but we have a 100 year history of fostering safe firearms training and competition. I for one would like to see us carry on.

  6. Article V, section 5b states “At any scheduled or special meeting of the Board of Directors, three (3) Club Officers will constitute a quorum.” If the BOD is now officially 7 members ( 5 officers and 2 at large) then I think the general sense of the membership is that a quorum should be at least 4 members. If necessary it could be “at least 3 officers for a total of 4 members to make a quorum”. But I think it is important to have a majority of the BOD required for a quorum.

  7. Article I, Section 3: the club is listed on the NVFAC web site as an affiliate. I would agree this affiliation needs to be noted in the by laws.

    Article III, Section 1: I would strike ‘Most persons will be eligible to be a member of the Club’. I would rewrite the language after as follows: ‘A person who wishes to be considered for membership shall be of, and must remain, good repute and should subscribe to the objectives and purposes of the Club. Any persons who are ineligible to possess firearms under Nevada Revised Statute or Federal law will not be eligible for membership. ‘ I mention this because a person who was previously convicted of a prohibiting crime but who has had their rights restored would be barred even though they should preemptively not be.

    Article III, Section 3 (c) : Should read; ‘ Members will abide by the club’s Code of Conduct and Ethics, as defined in Article IV of Club Bylaws’.

    Article III, Section 4 : Proxy voting and voting in absentia are problematic in some organizations. I would keep the language in but modify it a bit as follows; ‘All active members will be entitled to one vote on any issue raised for vote at any meeting of the membership. Members must be present when the vote is called, voting by proxy or in absentia is not allowed unless the board defines a special rule for the vote on any specific matter.’

    Article IV, Section 2 : ‘Other Good Cause’… that’s a very broad and poorly defined brush that leaves the door open to shenanigans down the road. Unless cause can be specifically defined, I would stay away from any clause that looks like a Catch 22.

    Article VI, Section 5 : I read (a) that a quorum at a monthly meeting requires 15% of the active membership to be present. Do we get to that number at meetings? And should the president announce the presence of a quorum, or the absence? If a quorum is absent, does business proceed?

    Article VI, Section 5 : In (d) the use of an “informal adaptation of the most current revised edition of Roberts Rules of Order” is called out. Where can this adaptation be found? This language makes it sound like we’ll make the rules up as we go along, or pick and choose, which rules to follow. I’m not sure that kind of open ended language is good in a set of by laws.

    Article VIII, Section 1 c. : ‘Candidates may be nominated for more than one office’ . Then in d. ‘Candidates elected to two or more
    offices will select the office for which they will serve and the election for the now vacant office be re-conducted’. This feels like it has the potential for chaos down the road. I would recommend nomination for one office at a time.

    Article VIII, Section 1 f. : ‘The Election Committee will be dissolved at the when all housekeeping or other issues are resolved’. This sentence needs revision. I would recommend; ‘The Election Committee will be dissolved at the direction of the president when all housekeeping or other issues related to the election are resolved’.

  8. I agree with Fred LaSor’s comments concerning the extra Board members. I feel that it is very important
    that the board has a member representing the competitive aspect of the Club.

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