Bikerowave Cooperative, Inc.

Unanimously approved 8/3/08

Philosophy

This section states the key elements of Bikerowave’s purpose: it’s mission, philosophical approach to organization governance, inclusiveness, and not-for profit stance.

Mission Statement

Bikerowave’s mission statement, approved by unanimous vote at a meeting of the Bikerowave volunteers:

Bikerowave’s primary mission is to empower the cycling public by providing affordable hands-on education about bicycle repair and maintenance. We aim to provide the space and tools necessary to assist cyclists in repairing and maintaining their own bicycles. We also seek to serve as a community center for Westside cyclists by providing a venue for gatherings and events. We are a not-for-profit, all-volunteer organization that strives to be eco-friendly in all aspects of its operation. We believe the success of our mission will lead to a safer, stronger, larger and more vital Westside cycling community.

Governance ultimately up to volunteers

Governance of Bikerowave is ultimately up to the volunteers. The bylaws and resulting structures only exist to enable them. In particular, the board exists to facilitate Bikerowave’s volunteers, and should work to anticipate their needs, and adopt approaches in keeping with their point of view. If they don’t, the Bikerowave volunteers are encouraged to vote the bastards out.

Consensus oriented decision making

Bikerowave adopts a consensus oriented approach to decision making at the board, committee, and general body level. This means that on any issue at any level the decision making entity first seeks a unanimously supported decision. If, after a genuine effort, unanimous support is not achieved, the body can make a decision with an 80% supermajority. Supermajority refers to 80% of those voting volunteers who choose to vote, not 80% of all voting volunteers.

Equal opportunity & inclusive

Bikerowave does not discriminate on the basis of race or ethnicity, gender, sexual orientation, socioeconomic status, age, children, or political viewpoints apart from bikes. Making bicycling accessible is important to Bikerowave and therefore Bikerowave has a sliding scale for low income customers. Bikerowave seeks to be inclusive, actively welcoming new volunteers into the organization.

Not For Profit

Bikerowave is a not-for-profit organization. No group funds or property may be expended for the private benefit of any volunteer.

Ownership of resources

Bikerowave is collectively owned by volunteers. No volunteer can appropriate resources for personal use, and ultimate control of Bikerowave’s resources rests with the volunteer body.

Volunteer Status

As an all volunteer organization, volunteers are the fundamental force at Bikerowave. They hold the power to make decisions, and drive the shop forward. There are three types of volunteers. The first is the provisional volunteer who is seeking full fledged volunteer status. The two types of full fledged volunteers are the non-voting volunteer who helps Bikerowave but not often enough to be given the right to vote on decisions, and the voting volunteer who commits substantial time to Bikerowave and therefore has full voting powers. The voting volunteers are the legal members of the Bikerowave Cooperative Inc.

Volunteer Rights & Responsibilities

All volunteers are required to observe the terms of the Volunteer Code of Conduct and to act in accordance with the rights and responsibilities of their volunteer status. Should they break these terms, action may be taken according to the Volunteer Disciplinary Procedure.

Rights and Responsibilities of Provisional Volunteers

Provisional volunteers are still learning about Bikerowave, and are working towards becoming either a voting or non-voting volunteer.
A Provisional Volunteer:

• Spends at least 6 or 12 hours per month, depending on which volunteer status one is seeking, working on BRW’s behalf in approved ways, as set forth in policy. If a volunteer is seeking non-voting status with a modified commitment the board may approve a modification during the provisional period. Frequent use of this exception is discouraged.
• Adheres to the Volunteer Code of Conduct
• Has access to free shop time when space is available
• May attend volunteer meetings
• May participate on committees
• Has access to the forum’s Private section
• Receives volunteer emails
• May advertise their awezomeness as a BRW volunteer

Additional Rights and Responsibilities of Non-voting Volunteers

Non-voting volunteers make substantial contributions to Bikerowave, but they are not permitted to take part in the governance of Bikerowave to the same extent as voting volunteers.
A non-voting volunteer has all the rights & responsibilities of a provisional volunteer, as well as the following:

• Spends at least 6 hours per month working on BRW’s behalf in approved ways, as set forth in policy. In special cases this parameter may be changed by a board consensus. Frequent use of this exception is discouraged.
• May store project materials according to current policy of the Inventory Committee

Additional Rights and Responsibilities of Voting Volunteers

Voting volunteers consistently commit enough time to be familiar with the organization and can therefore vote and run for offices. Voting volunteers are the legal members of the coop.
A voting volunteer has all the rights & responsibilities of a provisional volunteer, as well as the following:

• Spends at least 12 hours per month working on BRW’s behalf in approved ways, as set forth in policy.
• May store project materials according to current policy of the Inventory Committee
• May vote in votes of the general body
• May vote for elected positions
• May run for elected positions

Code of Conduct

All volunteers should act to further Bikerowave’s Mission Statement in accordance with Bikerowave’s philosophy, bylaws, and policies.

Violations of the code of conduct will be dealt with in accordance with the Disciplinary Procedure.

Board & Decision Making

Bikerowave elects a board of facilitators from its body of voting volunteers in order to improve decision making and place accountability for Bikerowave’s administration at one source. The board is charged with making decisions that best reflect the volunteers’ points of view as well as the board members’ judgment. When board members’ best judgment of volunteer sentiment differs from their own point of view it is the member’s responsibility to resolve this conflict by discussing the conflict with volunteers, or by submitting to the volunteer sentiment. The best board candidates are active and communicative people who will make an effort to talk with volunteers, and will genuinely consider other points of view.

Board Seats

The board will consist of five members:

• The Chair is responsible for chairing board and volunteer meetings.
• The Secretary is responsible for minutes at board and volunteer meetings, maintaining policy and bylaws, and managing business paperwork.
• The Treasurer is responsible for finances and oversees the Finance-Committee. The Treasurer (or their committee) must monitor and approve all expenditures, sign all checks, and monitor all bank accounts. The treasurer must present a financial report for the previous month at each board meeting.
• The General Manager is responsible for enforcing standard operating procedure and shop policies and acting as liason between the board and in-shop-volunteers.
• The Public Relations Officer serves as the official contact person for non-volunteers and works with those committees organizing events and promoting the Bikerowave.

Elections

Board members are elected to one year terms with elections occurring every six months for an alternating amount of two or three board seats. All Board members are eligible for re-election. There are no term limits
The Election Committee establishes election procedures (to be ratified by a super majority of the voting volunteers) and runs elections.
Should a board seat become vacant, the seat will be filled by the next highest vote getter in the last election for the remainder of their term.
Any qualified voting volunteer can run for the board.

Board Responsibilities

The Board’s is responsible for ad hoc decisions necessary to guarantee smooth daily business, the continuing maintenance of the organization’s health and it’s long-term planning. The Board may also act as a regulatory body and may adjudicate in special occasions.

Board/Volunteer Body Interaction

At least one Board Member is required to attend volunteer meetings as a representative of the board. If any special agenda item must be heard by the board, the volunteer body can request a Board Hearing with the support of 1/3 of the volunteer body.

Resignation, Termination, and Absences

Resignation from the Board must be made to the Secretary in writing.
A Board member shall be dropped for excess absences from the Board if (s)he is absent from more than 2/3 of regular Board meetings in a year.
A Board member may be removed for other reasons by a 4/5 vote of the remaining Board members or an 80% supermajority of the voting volunteer body.

Board Meetings

Who can attend

Volunteers can attend any meeting of the board. Non-volunteers may not attend unless the board votes otherwise.

Quorum

4/5 board members must be present for a quorum in any board meeting. Board members may attend a board meeting electronically.

Announcement

Any meeting must have its time and location made known to the volunteer body two weeks beforehand. The meeting agenda will be announced one week prior to the meeting. Volunteers may request agenda items. The minutes will be distributed one week after the meeting.
In case the meeting is on an emergency basis it must be listed immediately after the decision to hold the meeting. In such cases the need for a meeting on short notice must be approved by a 2/5 vote of the board. Bylaws may not be altered at any meeting with less than two weeks notice.

Frequency

The board will hold at least one properly announced meeting in each calendar month.

Volunteer Meetings

Who can attend

Volunteers can attend any meeting of the volunteer body. Non-volunteers may attend if approved by a supermajority (80%) of the volunteers present.

Quorum

1/3 of voting volunteers must be present for a quorum at a meeting of the general body of volunteers. Volunteers may participate by teleconference, but only as practicable.

Announcement

Any meeting must have its time and location made known to the volunteer body two weeks beforehand. The meeting agenda will be announced one week prior to the meeting. Volunteers may request agenda items. The minutes will be distributed one week after the meeting.
In case the meeting is on an emergency basis it must be listed immediately after the decision to hold the meeting. In such cases the need for a meeting on short notice must be approved by a 2/5 vote of the board. Bylaws may not be altered at any meeting with less than two weeks notice.

Petitions to Appeal

Any Bikerowave decision, whether made by a committee, the volunteer body, or the board may be appealed. Support of 1/3 of voting volunteers is required to file a petition, which must be phrased as a yes/no proposal.
Appeals will be placed on the agenda of the next volunteer or board meeting (whichever is applicable according to policy) where it will be voted on. The usual 80% supermajority of the voting volunteers or 4/5 of the board will be required to pass the policy. Any volunteer may request an item be added to a meeting agenda for discussion (but not for vote) without going through the petition process.

Proposals

Any voting volunteer (with support of 3 other voting volunteers), committee, or the Board may make proposals for new policy or amendments to the bylaws. Proposals must be in yes/no form.
Proposals will be placed on the agenda of the next volunteer or board meeting (whichever is applicable according to policy) where it will be voted on. The usual 80% supermajority of the voting volunteers or 4/5 of the board will be required to pass the policy. Any volunteer may request an item be added to a meeting agenda for discussion (but not for vote) without going through the proposal process.

Discipline of board members

Board members are volunteers, and as such can be disciplined according to the Volunteer disciplinary procedure. If a Board member is suspended as a volunteer their duties and status as a board member are also suspended.

BRW Representatives

• Only persons authorized to represent BRW may speak on behalf of BRW.
• Only persons authorized to represent BRW may enter into any legal agreements on behalf of BRW.

Authorization will be granted by the Board in accord with BRW bylaws and policies.

Committees

The volunteer body or the Board may establish or disband committees in accordance with BRW bylaws & policies.

Board/Committee Interaction

A member of each committee must report to the Board at regular intervals in accordance with policy.

Amending bylaws

Bylaws can only be amended by consensus or super majority of the general body. Bylaws amendments may be proposed by the board or by volunteer petition. See Petitions to Appeal/Proposals. Any proposals for changes shall be reasonably noticed to the volunteer body prior to their consideration.

Annual Review

An annual review of the Bylaws shall be completed by the Board prior to the Annual Meeting in order to allow any proposed changes to be voted on during the Annual Meeting. Any proposals for changes shall be reasonably noticed to the volunteer body prior to their consideration.

Finance Committee

The Treasurer is chair of the Finance Committee.

Taxes

The Finance Committee is responsible for filing taxes in accordance with Local, State and Federal laws.

Annual Budget

The Finance Committee is responsible for developing and reviewing fiscal procedures and the annual budget with the other Board members.
The Board must approve the budget, and all routine operating expenditures must be within the budget.
The Budget shall be presented to the Volunteers at the Annual Meeting

Annual Financial Report

It is the responsibility of the Treasurer to have an Annual Financial Report prepared at the close of each fiscal year. The report shall be presented at the Annual Meeting.