Bylaws
Western Pack Burro ASS-ociation Bylaws
Article I-WPBA
The name of the organization is the “Western Pack Burro Ass-ociation” (WPBA).
Article II-Purpose
Western Pack Burro Association (WPBA) promotes the burro as a teammate, fosters fellowship and good sportsmanship among members, preserves the history and culture of pack burro racing through social activities, sports activities, education, and preservation of historic race results and documents, while supporting the historical significance of burros as an essential part of historic American mining towns.
Article III-Membership
Membership is open to anyone, especially all burro enthusiasts.
a. The Board reserves the right to deny membership. Dues will be refunded if paid unless a gift was already provided.
Membership fees are due on an annual basis from January 1 to January 1. A current individual membership is required to receive member benefits, vote on bylaw changes, vote for board members, hold or run for a board position, and/or to be in contention for the Triple Crown winner titles.
Individual Membership, Age 18 and over, at a minimum includes:
Electronic Newsletter
WPBA Member gift
One vote at all voting opportunities
Youth (non-voting) Membership, age 17 and under at a minimum includes:
Electronic Newsletter
One WPBA gift
The secretary will allow a grace period for members to renew their membership from January 1-14 without a lapse in membership.
Any member whose dues are not paid prior to January 15 shall cease to be a member on January 15 and shall forfeit all claims they may have as a continuous member. After the grace period, new and returning members may still purchase memberships throughout the year. Any member who requests records will need to reference the Colorado Revised Nonprofit Act.
A member is welcome to rescind their membership at any point but will not be refunded their membership fee and will not be eligible for membership again until January 1 of the following year, at which time they may rejoin with a membership.
A member shall be eligible to hold office in the WPBA if they are a member in good standing with a current, paid membership and over 18 years of age. Members are required to agree to adhere to the Expectations of WPBA Members (See Appendix A). upon joining the WPBA.
Member in Good Standing: A member is in good standing if:
they do not have any outstanding fees (such as dues), and
are adhering to the Expectations of WPBA Members.
In the unfortunate event that a member is not adhering to the Expectations of WPBA Members, refer to Colorado Non-Profit Statutes Section 7-126-302 - Termination, expulsion, or suspension.
Triple Crown: Please refer to Article XIII for all Triple Crown rules and prize qualifications.
Article IV-Meetings
The regular meeting/banquet shall be held annually with a specific date and locations to be announced. Special meetings may be announced at any time and all members notified by email and announced on the WPBA Page or website. .
The President shall call the meeting to order at the appointed time. In all meetings, the following agenda and Robert’s Rules are used as guidance for structuring a meeting.
Membership attendance signed by membership
Reading of Minutes
Financial Report
Report of Committees/Officers
Sponsorship Committee
President’s Report
Vice President’s Report
Unfinished business
Public input-items not on the agenda
Old Business
New Business
Adjourn.
It is understood that nothing concerning the activities of this WPBA shall be projected, as either policy, or action, or finance, without specific approval by the Officers/Board of the WPBA.
30% of current, voting eligible membership shall constitute a quorum.
In the event the WPBA shall disband for any reason, the Officers/Board shall have the authority to disburse the WPBA properties, and all monies derived from such property shall be donated to organizations or programs designed to promote, educate, or adopt donkeys. The decision will be made by the current Officers/Board, by vote. Each current member will be emailed an explanation of this disbursement and an announcement will be made on the WPBA member’s website or page.
Volunteers' meals may be paid for by the WPBA at the annual meeting/banquet at the discretion of the WPBA Board.
Article V-Voting
(Adult) Memberships constitute one vote. Secure, online voting will be utilized as the primary source for changes to bylaws and voting for board members. The voting platform will be selected by the board based upon the platform’s ability to maintain a secure and confidential election process.
The online vote to elect board members will take place one week before the annual meeting. The results of the vote will be made public during the annual meeting or in the days before. The specific timing of the declaration of the election results is to be decided by the Board. Voting may be used when a quorum of 30% of current members are present.
Online voting may take place at any time, other than January 1-15, with or without a meeting, as long as 30 days' notice has been given to members via email. For online election voting, 45 days' notice will be given to members to give candidates sufficient time to submit letters of interest by the deadline.
The President and Vice President candidates will agree on at least one and up to three, Vote Moderators/Certifiers. The person(s) will oversee the voting process and certify the vote.
When a vote is announced, a person needs to be a member prior to the announcement (record date) in order to participate in that vote.
Article VI-Officers/Board of Directors (BOD)
1. The Officers of the WPBA shall be President, Vice-President, Secretary, Treasurer, and Public Relations /archivist. If positions cannot be filled, then Officers shall be President, Vice President/Treasurer, and Secretary. The position of Public Relations/archivist will then become an appointed committee of at least two, but no more than three, members. These officers shall be collectively known as "the Board."
2. The Committees of the WPBA shall be chosen as needed by the Board.
3. Members, including board members seeking re-election, who wish to run for office must submit an email or letter of interest for a specific board position which can contain why they want to run for candidacy and what they hope to accomplish. The letter or email must be submitted to the current secretary no later than 30 days in advance of the vote. All members will be notified of who has declared their desire to seek office and will be provided the letter of interest 30 days in advance of the vote.
4. A member may only run for one office position during the election. Should a combined office position (President, Vice President, or Secretary) have no candidates the Board will first ask the members who have elected to run for an office position if they would like to switch which position they are running for. If no candidate would like to switch then the Board may allow other qualified members to announce candidacy within the 30 day deadline, but no less than 15 days before the vote.
5. In order to be eligible to run for office, members must meet the following criteria: on the day of the election, and
a. members must have been a member of the WPBA for a minimum of any two (2) years, and
b. have participated in, volunteered at, and/or race directed (or any combination thereof) a minimum of two (2) burro races, and
c. be in good standing within the WPBA as defined in Article III, Section 6 in the bylaws.
d. Over 18 years of age.
6. No officer, individual, or committee shall render the WPBA liable for any amount of money exceeding the appropriation authorized by the WPBA. An Officer of the WPBA can access funds through any electronic currency or checking. Amounts exceeding $100 must have approval from more than one board member. The WPBA shall maintain financial transparency to all members who request the financial records. A receipt is required for any reimbursement.
7. Officer/Board members may be removed by a majority vote of the membership.
8. A duly elected officer of the WPBA shall serve a two (2) year term.
9. Officer positions shall be elected in staggered terms. President, Secretary and Public relations/archivist shall be on the ballot together and elected in odd years; Vice-President, and Treasurer shall be on the ballot together and elected in even years.
10. If an office is vacated for any reason prior to the end of a term, the board may choose to appoint a replacement member to the newly-vacated position for up to six months. An election to replace the board member may be held within six months from the point the office was vacated; the election will follow the timeline requirements set forth in Article VI, Section 3 .. The member appointed to the position must meet all the requirements set forth in Article VI, Section 5 describing eligibility to run for office.
11. Officers may not serve more than three (3) consecutive terms in any position but remain eligible for other board positions. After not serving in a position for one term the former-officer is eligible for the position again.
12. All serving board members shall sign and adhere to the WPBA Conflict of Interest (COI) (see Appendix B) agreement.
Article VII-Duties of the President
1. The President shall execute all duties imposed upon them at the time of the election.
2. The President shall enforce the By-Laws and that other Officers/Board members shall fulfill their duties correctly.
3. The President shall appoint special committees whenever necessary; however, they cannot appoint special committees that conflict with any standing committees.
4. The President shall call special meetings at his/her discretion.
5. The President will be responsible, or delegate the responsibility, for the member gifts.
6. The President shall be responsible for organizing the annual meeting.
7. The President shall review records requests and review the records gathered by the Vice-President as outlined in Article VIII Section 5.
8. The President shall work with the Vice-President and Treasurer to create a yearly budget.
Article VIII-Duties of Vice-President
1. In case of the President’s absence or inability to act, the Vice-President shall act in their stead.
2. The Vice-President shall be responsible for the planning of all WPBA programs.
3. The Vice-President shall be responsible for door prizes for the annual banquet.
4. The Vice-President shall be responsible for reviewing requests, the nonprofit records and emailing the records which are maintained by the Secretary.
a. A Request for Records will be handled in accordance with Colorado Revised Nonprofit Act Article 136.
9. The Vice-President shall work with the President and Treasurer to create a yearly budget.
Article IX-Duties of the Secretary
The Secretary shall conduct all correspondence of the WPBA.
The Secretary shall keep the minutes of all meetings.
The Secretary shall oversee sending meeting notice emails.
The Secretary will compile and distribute an agenda to the other officers prior to the annual meeting.
The secretary will ensure the Public Relations/Archivist produces and distributes at least one newsletter per year.
The Secretary will be responsible for Thank You cards for sponsors and Awards to be awarded at the annual meeting.
The Secretary will bring a signup sheet and member list to the annual meeting and be responsible for signing people in.
The Secretary shall keep all records pertaining to his or her office.
The Secretary will keep a list of current members.
The Secretary is responsible for determining who is eligible to vote.
The secretary will be responsible for the administration of online voting.
The Secretary, at the conclusion of the term of office, shall turn over all records kept during the year to the newly elected successor.
Article X-Duties of the Treasurer
The Treasurer shall keep all money records of the WPBA and keep an accurate account of all expenses incurred and all monies received.
The Treasurer will present a Treasurer’s report at the annual meeting.
The majority of the WPBA Board needs to approve WPBA expenditures over $50.
The Treasurer shall keep all receipts and books pertaining to the WPBA’s monies. The WPBA will maintain a $1000 reserve in the WPBA checking account for awarding to the Triple Crown Winners
The Treasurer shall keep a standing inventory of all the WPBA’s assets and property.
The Treasurer shall collect all monies payable to the WPBA, of which a complete and accurate account will remain in the WPBA’s checking account.
The Treasurer will maintain that all financial books and records of the WPBA shall be open upon requests for inspection and examination by members.
The Treasurer, at the conclusion of the term of office, shall turn over to the newly elected successor, all monies, books, records, and any other property belonging to the WPBA, with the proper bookkeeping setup; with both the outgoing Treasurer and the newly elected Treasurer present and doing the checking.
The Treasurer will immediately notify the President of any shortages of money and or property.
The President is to call a special meeting to report those shortages to the membership.
The Treasurer will renew the Colorado Periodic Report yearly. (Submitting a Periodic Report allows an entity to update the current name and address of its registered agent and its principal office address, which helps ensure current information is available to the public. Submitting the Periodic report also maintains the “Good Standing” of the entity with the Secretary of State.)
The Treasurer shall work with the President and Vice-President to create a yearly budget.
The Treasurer is responsible for filing the "990-N Epostcard" annually as well as taking any additional steps to maintain the 501c3 status.
Article XI-Banking
A checking account shall be established for use by the WPBA.
Other accounts may be established as deemed appropriate by the Officers/Board. In all cases, accounts will have at least two Officers/Board members with signatory authority. Triple Crown winners will receive winnings from the WPBA.
Article XII-Duties of the Public Relations Officer/Archivist (PROA)
The PROA shall be responsible for obtaining and distributing positive information about WPBA and its efforts to promote the WPBAs purpose.
The PROA will announce all events hosted/sanctioned by the WPBA posting on social media and/or on the WPBA website.
The PROA will oversee updating, posting, managing, and responding to the Facebook sites of the WPBA (Pack Burro Racing, Colorado’s Summer Heritage Sport and Western Pack Burro Racing sites).
The PROA shall contact/receive information from clubs, newspapers, radio, magazines, and other public media venues where the purpose of the WPBA may be included.
The PROA or appointed representative will be the lead communicator for media concerning the WPBA, at events posted on the race calendar.
The PROA is responsible for obtaining and maintaining sponsorships.
The PROA will be responsible for collecting and posting to the website all race results.
The Public Relations/Archivist will produce one email newsletter per year or delegate the responsibility to a member.
Article XIII-WPBA Triple Crown
All who wish to compete for the WPBA Triple Crown award, must become a WPBA member by paying membership dues prior to the beginning of the first race of the Triple Crown.
To qualify for the WPBA Triple Crown award, the team (1 runner + 1 burro) must:
place first in their division in each of the three designated Triple Crown races, and
when there are multiple distances in a race, the longest course is the recognized WPBA Triple Crown distance.
be a current member of the WPBA and in good standing, and
The runner must race with the same burro throughout the three WPBA Triple Crown events.
A perpetual trophy denoting the Year, Runner's Name, and Burro's Name is added and affixed to the base of the WPBA Triple Crown Trophy. The WPBA will pay for and get the plaque placed on the trophy. When the plaque at the base of the trophy is full, the WPBA will add an additional base to the WPBA Triple Crown Trophy to accommodate future winners.
Each WPBA Triple Crown winner receives a framed certificate denoting their Title, the Year, Runner's Name, Burro's Name, the name of each WPBA Triple Crown race, and their finishing time.
The WPBA will present an award of $500.00 to the year’s WPBA Triple Crown division winners ($500.00 for the male division; $500.00 for the female division) when the threshold for winning has been met. The WPBA recognizes the excellence of the runner and their burro, as well as their demonstrated commitment to the sport of pack burro racing, and its promotion. If the threshold for claiming the award is not met, the award will remain unclaimed for the year.
Article XIV-Amendments and Notes
1. These By-Laws may be altered, amended, repealed, or added to by a majority affirmative vote at the annual meeting or by a majority of members at any time.
2. All propositions to alter or amend these By-Laws shall be submitted in writing, or email, each member receiving a copy of such proposed amendments, by mail, or email or posted to the WPBA’s website no later than 14 days prior to the vote to be acted upon at the time of declared vote called by the President giving members a 30 day notice of the meeting or vote.
3. When otherwise not indicated in the above by-laws, refer to the Colorado Revised Nonprofit Corporation Act.
These By-Laws were approved by majority via online vote on 4/23/2023.
Appendix A: WPBA Member Expectations
As a condition of membership in the Western Pack Burro Ass-ociation this affirms that I will meet the following expectations: I will promote the burro/donkey as a teammate, foster fellowship and good sportsmanship among members and the race community. I will support the history and culture of pack burro racing through social activities, sports activities, education, and preservation of the historic significance of burros as an essential part of American mining towns. I further agree that these domestic animals thrive on a productive, purpose filled life and have the right to a life free from abuse and neglect.
Appendix B:
WPBA CONFLICT OF INTEREST AGREEMENT
Nonprofit Conflict of Interest Policy
Name of Organization: Western Pack Burro ASS-ociation (the "Organization")
Article 1 - INTRODUCTION:
The WPBA is committed to observing the highest standards of ethical conduct in its operations and expects its board members to do the same. The WPBA Board has adopted this Nonprofit Conflict of Interest Policy to ensure that the organization remains committed to its purpose and in compliance with 7-128-501 of the Colorado Revised Nonprofit Act.
Article 2 - PURPOSE:
The purpose of this Policy is to protect the WPBA’s interest when it is considering a transaction that might exclusively benefit a Board Member.
The WPBA seeks to avoid the appearance of impropriety, as even potential conflicts of interest can be damaging to the Organization's reputation. Therefore, all potential conflicts of interest must be treated with due care and disclosed according to the procedures outlined here.
Article 3 - DUTY OF LOYALTY:
WPBA Board members, committees, or focus group members, and those acting as representatives for the WPBA (referred to as "Interested Parties" or singularly, "Interested Party"), Interested Parties will avoid using their position with the WPBA for personal advantage or gain. Interested Parties must also avoid any action, including voting, if applicable, where the Interested Party's personal interest, including financial interest, could conflict with the interests of the Organization.
Article 4 - DEFINITIONS:
a. Conflict of Interest: A conflict of interest occurs when an Interested Party has an interest in any matter involving the WPBA in opposition with the interests of the ass-ociation. Specifically, conflicts of interest can occur when Interested Parties have competing financial interests or personal relationships in opposition to the WPBA (referred to as "Direct Conflicts of Interest"), or are related to someone with a competing financial interest (referred to as "Indirect Conflicts of Interest"). The Interested Party may be related by blood, marriage, or business affiliation. Conflicts of interest may also arise where an Interested Party has decision-making authority in an entity that may be involved in a business relationship or financial transaction with the WPBA.
b. Potential Conflict of Interest: A potential conflict of interest occurs when an Interested Party recognizes that a conflict of interest may take place if ameliorating action is not taken. Potential conflicts of interest do not always lead to actual conflicts of interest.
Article 5 - CONFLICT DISCLOSURE:
a. Disclosure. Any individual who suspects a conflict of interest or potential conflict of interest might arise with respect to any activity is obligated to disclose such conflict or potential conflict to the Board as soon as practical so that the situation may be evaluated. Interested Parties are not to unilaterally assess conflicts. Interested Parties must disclose at least all of the following details to the Board, but in any case, enough information for the Board to obtain a clear picture of the potential conflict:
a. All material facts;
b. Any potential or existing financial interest;
c. Any potential or existing competing interests; even if not financial
b. Disclosure of conflicts of others. If an individual becomes aware of a potential conflict of interest involving another party, that individual should report such potential conflict to the Board/person.
c. Party for disclosure. Disclosure can be made to any Board member.
d. Recusal. Interested Parties must also notify the Board when they intend not to attend a meeting of the Board or a committee based upon their belief that the Board or Committee will vote or act regarding a matter in which the Interested Party may have a conflict.
Article 6 - CONFLICT PROCEDURES:
a. Interested Parties shall disclose potential conflicts of interest to the Board as soon as is practical after becoming aware of the potential conflict, as described above.
b. Evaluation. After the Board receives any potential conflict or conflict disclosure from an Interested Party, the Board may request follow-up discussions or additional information. At this point, the Board will decide whether an actual conflict exists and whether it involves financial interest, material competition, or any other type of conflict. The Interested Party shall be screened from any discussions or voting regarding the conflict. The Board may fully determine the issue on a vote or may refer it to a specialized committee for additional investigation. Evaluation of conflicts is made on a case-by-case basis.
c. Factors for consideration. The Board may consider any factor it wishes in determining whether a conflict exists. Some of the factors for consideration may include:
- Whether the Interested Party's financial interest is minimal, in relation to the transaction
- How involved the Interested Party is with the other entity involved in any transaction with the Organization
- The degree to which the Interested Party could personally benefit from the transaction or relationship at issue
d. Determination of transactional conflict. If the Board or committee determines that an actual conflict exists involving a financial transaction or arrangement, the Board will consider alternative scenarios that would not present a conflict. If the Board determines an appropriate alternative exists, the Board shall pursue that avenue. If an appropriate alternative does not exist, the Board shall determine whether the original proposed course of action is in the WPBA's best interest and take a vote on such issue, in which a majority is required.
e. Determination of other conflict. In any other scenario in which the Board or committee determines a conflict exists, the Board or committee shall recommend a reasonable and appropriate course of action to protect the WPBA.
Article 7 - POLICY VIOLATIONS:
If an Interested Party fails to disclose a conflict, the Board shall first request an explanation from the Interested Party. The Board may then determine appropriate action.
Article 8 - RECORDS:
The Board or relevant committee shall retain all records of discussions and votes regarding any presented conflict or potential conflict. The records must specifically include:
a. The name of the Interested Party or Parties;
b. How the conflict was brought to the attention of the Board (whether disclosed or found out);
c. The nature of the possible conflict, including financial interest involved;
d. The Board or committee's actions regarding fact-finding and investigation on the conflict or potential conflict;
e. The Board or committee's discussions, decision, and vote;
f. The names of all parties present for any discussion or votes.
Article 9 - Board Member Compensation:
Board members do not receive financial compensation for their service on the board.
Article 10 - ANNUAL STATEMENTS:
All individuals required to abide by this Policy must sign a statement each year attesting that they have received a copy of the Policy, they read and understand the Policy, and they agree to comply with the Policy.
Article 11 - REVIEWS:
The WPBA will periodically review certain subjects to maintain alignment with its purposes.
This Policy is intended to supplement but not replace any state and federal laws governing conflicts of interest applicable to nonprofit organizations.
Certification: Eric Lynn: President, Alexis Knight: Vice- President, Lisa Sandoval: Secretary, and Shane Weigand: Media Relations Officer do certify this is a true and correct copy of the Organization's Conflict of Interest Policy and that this Policy was adopted by the Board on April 26th, 2022.
Board Signatures:
ANNUAL CONFLICT OF INTEREST FORM
The undersigned, as _______________________________ (Board member, focus group member, committee member) of Western Pack Burro ASS-ociation acknowledges:
1. he or she has received a copy of the Organization's Conflict of Interest Policy;
2. he or she has read and understands the Policy;
3. he or she has agreed to comply with the Policy;
Signature: ________________________________
Name: ___________________________________
Title: ____________________________________
Date: ____________________________________