Board of Directors
Chair: Barry Frick - River Rats Canoe Rentals
Paul Laurent - Black River Outdoors
Ed Deal - Blueway Adventures
Paul Shaw - Swamp Fox Paddlers
2015 Executive Committee
President: Eric Thome - Folbot
Vice President: Jay Frick - River Rats Canoe Rentals
Secretary: Tillman Bradley - Nature Adventures Outfitters
Treasurer: Ralph Earhart - Kayak Charleston
The SCPIA was founded in January 2008. The Organization was founded by Richard Mikel of Adventure Carolina and Kathie Livingston of Nature Adventures Outfitters, Inc.
South Carolina Paddlesports Industry Association........Join Our Organization!
We welcome Retailers, Tour operators, Insurance Agencies, Individuals, Trade shows involving paddlesports and other Nature Based groups to join!
Fill out the application below and make a check payable to SCPIA
Name of Company or Individual Member _______________________________________________________________________ Name of Person Representing Company:_______________________________________ Address of Company/Member: ________________________________________________________________________ Phone #’s:_______________________________________________________________ Website:________________________________________________________________ Email:________________________________________________________________ What do you represent in the Paddlesports Industry? ________Retail _______Rental Outfitter (Livery) ________Guided Tour Outfitter ________Individual who paddles What Specific areas of Water and Vessels do you represent? _________Whitewater __________River _________Sea/Ocean ________Canoes _________Kayaks ____________Rafts ________ Paddleboards ____________ Other? Please list:______________________________________ How many years have you been in the business?________________________________ Are you an ACA member?___________________________ Do you or your staff have any ACA Certifications/Endorsements? ____________________________________________________________________ Do you or your staff hold any ACA Instructor or IT Certifications?_____________________ If so, which ones?________________________ Do you hold any Certified Training in Paddlesports other than ACA?_________ If so, please list: ____________________________ Are you interested in any Volunteer Opportunities with the SCPIA?______________ If so, you may be asked to help with a committee: please check which areas? Membership___________Policy__________Booth/Events__________ Ethics__________Topic Presentation__________ Hosting a Meeting/ Workshop___________ Other?____________ Are you interested in holding an Executive office or being on the Board of the SCPIA in the future?_____________________ Please send a check payable to the SC Paddlesports Industry Association for $50.00. Checks may be made out to SCPIA. This membership will be good for One Year. Thank you. Current Address to send it to our SCPIA Treasurer: Ralph Earhart, 1591 Holton Place, Charleston, SC 29407.
Membership Dues: Only $50/ year for businesses or $25/ year for individuals
Website Listing and Link: This is a great marketing tool for your business. We will also be implementing search engine optimizations as we progress. New members can be added to our site within a week of joining the SCPIA.
Educational Workshops and Field Trips: We will hold two of these a year at different locations throughout the state. You will have an opportunity to attend or host a workshop at your site and network with others in the industry. Workshops will focus on Paddlesport equipment, safety, opportunities, marketing, cooperative advertising and overall education. Field trips will coincide with our workshops to provide you different experiences in Paddlesports throughout our state.
Brochure Publication: Members will be listed on our brochure that will be distributed at trade shows and at welcome centers. "End of the Year" Gear Sale! - Every year we'll get together and hold a used and new kayak, canoe and gear sale in the fall to be held in a central location in our state! - SCPIA will market it and host it. This will help boost your year end profits and will bring hundreds of buyers to the event!
Email Newsletter: We will send out at least two newsletters a year to members and other Paddlesport entities that can include your events and latest news! This is a tremendous marketing tool.
Events and Trade Show Participation: The SCPIA will be attending trade shows throughout the year that will enable you to attend and promote your business. They will include the South Eastern Wildlife Expo, The Flowertown Festival, SC Governors Conference on Tourism and many others. You can reach thousands at these trade shows!
Partnerships: The SCPIA will partner with other Nature Based Tourism entities such as the South Carolina Nature Based Tourism Association and others.
Annual Meeting and Conference: The SCPIA will host Annual meetings with educational seminars and field trips at different locations in South Carolina. We'll focus these meetings in different parts of the state to cover all of South Carolina!
Legislative Support: SCPIA will continue to work with our legislature to help introduce liability immunity and non-competition of Government Entities for Paddlesport companies in South Carolina. We will also focus on other issues and concerns affecting our businesses.
For reference, below you will find a copy of the SCPIA bylaws (Updated 2/25/2010 & 7/14/12. Binding copy on file with the Association)
BY LAWS OF THE SOUTH CAROLINA PADDLESPORTS INDUSTRY ASSOCIATION
ARTICLE I - PURPOSE
The purpose of this Association shall be to: Promote safety, preservation, education and opportunities in the South Carolina Paddlesports Industry and to promote growth of Paddlesports recreation and business; To provide a unified voice for action; advertise and promote paddlesports recreation and opportunities to the public; provide professional development opportunities for individuals who work in the paddlesports industry; ensure fair governmental policies that support the growth of the paddlesports industry; support the collection, tabulation, and distribution of statistical data on the economics of the paddlesports industry; maintain friendly relations among members of the Association; promote environmental stewardship; and conduct all other activities necessary in the furtherance of the interests of the paddlesports industry.
ARTICLE II - MEMBERSHIP
SECTION I - The Board of Directors shall determine and set forth in separate documents any qualifications, dues, terms, and other conditions of each class of member. There shall be the following classes of members:
SECTION II - FULL MEMBERS
Any person, agency, firm, corporation, partnership, not-for-profit corporation, or estate who operates a paddlesports livery, rental, instruction, or outfitting service; or that engages in the manufacture, wholesale, import, and/or retail of paddlesports equipment; or that provides services or products including but not limited to: insurance, printing, non-technical apparel, consulting, computer software and/or hardware, and/or technical assistance to any other member, may become a member of the Association upon written application and subsequent verification of membership criteria as established by the Board of Directors and by paying the membership dues.
Only full members in good standing shall have the right to vote at the annual meeting on those items specified below, as well as to vote on such other issues as the Board may choose to bring before the members. Other classes of members may attend meetings but may not vote.
SECTION III - SUPPORTING MEMBERS
Any person, agency, firm, corporation, partnership, not-for-profit corporation, or estate that is not engaged in the livery, rental, outfitting, manufacture, wholesale, retail, import, or instruction of paddlesports recreational equipment and/or selling products and/or services to those that do, may join the Association as a supporting member and enjoy the benefits of membership approved by majority vote of the Board of Directors and recorded in the minutes of the Association. Supporting members shall have no voting privileges and may not hold office as a Director of the Association. Supporting Members shall be eligible for membership in this Association upon written application and subsequent verification of membership criteria and by paying the Supporting membership dues.
SECTION IV - HONORARY AND AFFILIATE MEMBERS
The Board of Directors may designate individuals who do not qualify under the foregoing categories as honorary or affiliated members, using such criteria as the Board may develop. Honorary and affiliated members shall have no voting privileges and may not hold office as a Director of the Association. Affiliated members shall be granted reciprocity in privileges and membership status.
SECTION V - ADDITIONAL MEMBERSHIP CLASSES
Upon the majority vote of the Board of Directors, the Board may add or delete membership classes as it deems fit to carry forth the business of the Association.
ARTICLE III - MEMBERSHIP MEETINGS
SECTION I - ANNUAL MEETING
An annual meeting of the membership shall be held once per year. The Board of Directors shall decide the specific meeting dates and location. Notice of the annual meeting shall be made to all members at least thirty (30) days prior to the meeting date. No quorum shall be necessary at the annual meeting.
SECTION II - SPECIAL MEETINGS
Special meetings of the Association may be called by the Chair or by the written request of the majority of the Board of Directors. Written notice shall be given by the Secretary of the time, place, and purpose of such meetings by mailing such notice to each member of the Association at the last known place of business, at least sixty (30) days prior to such a meeting. No quorum shall be necessary at special meetings.
SECTION III- VOTING
Votes of the membership may be conducted in person, by mail, by proxy, or by electronic means. Each full member is entitled to one vote.
ARTICLE IV - REVOCATION OF MEMBERSHIP
SECTION I - MEMBERSHIP DUES and DELINQUENT DUES
The Association shall send a bill or invoice for dues to all members at least once each year. In the event payment of dues is not received within 60 days of annual renewal date, membership shall be termed delinquent and all membership privileges forfeited. Any member receiving such action and who shall later desire to become reinstated shall follow the procedure for new members. The board may grant extensions due to weather or civil related catastrophes.
SECTION II - REVOCATION OF MEMBERSHIP
Upon receipt of a written complaint concerning the membership of a member of the Association or upon the Boardï¿½s own initiative, the president of the Association shall appoint a committee to investigate the membership of any member and at the same time notify said member of the complaint in writing at her/his/its last known place of business.
Upon receipt of a committee report recommending removal of a member from the Association, the Board shall send written notice by registered mail to the member whose membership is under investigation that at the next regular scheduled meeting of the Board of Directors the member shall come forth and have a hearing on his/her/its membership status.
After notice and hearing, the Board of Directors shall vote on the membership of the member and upon a two-thirds vote of a quorum of the Board of Directors voting for removal of the member, the membership of the member in the Association shall be terminated.
ARTICLE V - BOARD OF DIRECTORS
SECTION I - INDIVIDUAL MEMBERS OF THE BOARD OF DIRECTORS
The initial Board of Directors will be determined by the 3 persons who created the incorporation of the South Carolina Paddlesports Association. These persons can also serve as officers of The Board of Directors. The Board of Directors shall serve a term of 3 years. Upon rotation of The Board of Directors completing their terms, Replacements for The Board of Directors shall consist of persons elected by the general membership, appointed by the nominating committee and approved by the elected members of the Association. Only one representative from a member company may hold a seat on the Board of Directors at a time. Those directors appointed by the nominating committee are not required to be owners or employees of member companies.
SECTION II - POWER, AUTHORITY, AND DUTIES
There shall be a Board of Directors of this Association which shall supervise and control the business, property, and affairs of the Association, except as otherwise expressly provided by law, the Articles of Incorporation of the Association, or these bylaws. The Board of Directors shall have the power to elect officers and fill any vacancies among its officers and the Board. The Board shall have the power to remove any officer or member of the Board of Directors for due cause in accordance with the guidelines set forth in these Bylaws. The Board shall have the duty to hire, review, and terminate, if necessary, the President of the Association.
SECTION III - MEMBERSHIP OF THE BOARD OF DIRECTORS
The Board of Directors shall consist of no fewer than three (3) members that are elected by the full members of the Association. The Board of Directors will consist of a Chair, Vice-Chair and one member at large. Persons voted into office of the Board of Directors shall serve for a three-year term. A Chair may not serve more than six consecutive years.
The Board of Directors shall consist of members elected from each regional district established by the Board. The Chair of the Board of Directors shall serve as a non-voting member of the Board.
A nominating committee shall be appointed by the Board of Directors. The committee shall make every effort to seek out qualified candidates to ensure, as much as possible, that the Board comprises a diverse representation of the paddlesports industry. The membership committee will seek to fill positions from the following specific paddlesports sectors: rental/livery, outfitting, manufacturing, retailing, instruction, and sales representation. Persons identified as candidates for Board positions from specific paddlesports sectors shall be indicated as such on the ballot.
In addition, the immediate past Chair of the Board of Directors shall serve in an advisory capacity for an additional one-year term upon expiration of her/his term of office if it coincides with the expiration of her/his term on the Board. The immediate past-Chair shall serve as an advisor to the current Chair.
SECTION IV - DEFINITIONS OF BOARD MEMBER CATEGORIES
Regional members are defined as members whose business residence is located within the geographic boundaries of a region as defined by the Board of Directors from time to time. The geographic regions shall be defined by the Board to be as equal as possible in membership. Members-at-large are to be voted on by the entire membership of the Association not withstanding the business residence of the member running for a position on the Board as a member-at-large.
SECTION V - ELECTION OF MEMBERS OF THE BOARD
To ensure continuity and smooth transition of members to and from the Board of Directors, there shall be three classes elected to the Board to serve three-year terms.
SECTION VI- RESIGNATION, REMOVAL, VACANCIES
Any director may resign at any time by giving written notice to the Chair of the Board of Directors. Such resignation shall take place effect at the time specified therein, or, if no time is specified, at the time of acceptance thereof as determined by the Chair of the Board of Directors.
Any director may be removed from such office, with or without cause, by a three-fourths vote of the voting members at any general or special meeting of the members called expressly for that purpose.
Vacancies shall be filled by majority vote of the remaining members of the Board of Directors for the unexpired term.
SECTION VII - COMPENSATION FOR TRAVEL AND EXPENSES
Members of the Board of Directors shall serve without compensation. Board members and members acting on behalf of the association shall be entitled to reasonable reimbursement for expenses subject to the Association's budget and approval. In the event of dispute, the Executive Committee of the Board shall approve submitted expenses. Unless otherwise approved in advance by the Board of Directors, cooperative members are excluded from travel compensation to and from Board meetings.
ARTICLE VI - COMMITTEES OF THE ASSOCIATION
SECTION I- COMMITTEES OF DIRECTORS
The Board of Directors, by resolution adopted by a majority of the directors in office, may designate and appoint one or more Committees. Said committees shall have and exercise the authority of the Board of Directors in the governance of the Association. However, no committee shall have the authority to amend or repeal these bylaws, elect or remove any officer or director, adopt a plan of merger, or authorize the voluntary dissolution of the Association.
SECTION II - AD HOC COMMITTEES AND TASK FORCES
The Board of Directors may appoint ad hoc committees and task forces as necessary to serve the purposes of the Association. Members of an ad hoc committee may be composed of members of the Board of Directors, members of the Association, Honorary or Affiliated members, and persons who are not members. Such committees and task forces shall have the power and duties designated by the Board of Directors, and shall give advice and make non-binding recommendations to the Board. Ad hoc committees shall have a maximum length term of one year from the date of their appointment or organization and may be extended at the discretion of the Chair. Ad hoc committees shall report to the Chair or to such person as he/she assigns.
SECTION III - STANDING COMMITTEES
The Association shall have standing committees as follows: Executive, Finance, Audit, Public Policy, Nominating, Membership and Ethics. The membership, upon a majority vote, may create or disband any standing committee, as they deem necessary. Standing committees shall serve at the discretion of the membership. Members of standing committees may be composed of members of the Board of Directors, members of the Association, Honorary or Affiliated members, and persons who are not members but who are approved by a majority vote of the Board of Directors and whose experience and counsel will benefit the work of the committee. All standing committees will report to a designated member of the Board of Directors serving as committee chair, and be under the supervision of the Chair of the Board.
SECTION IIIa - EXECUTIVE COMMITTEE
The executive committee will serve a two-year term. The executive committee shall consist of the President, Vice President, Secretary, Treasurer, and one other member at large. The executive committee shall only act as a whole. The Board shall set forth the powers of the executive committee for the operation of the Association in the interim period between Board meetings. The executive committee will have responsibility for compensatory review of the President.
SECTION IIIb - FINANCE COMMITTEE
The finance committee shall consist of the treasurer, the President and other members appointed by the Chair of the Board. The finance committee will assist the treasurer in preparing an annual budget, monitoring the financial health of the Association, recommend adjustments to the budget, spending, and investments of surplus funds.
SECTION IIIc- AUDIT COMMITTEE
The audit committee will include at least one member of the Board of Directors and a financial expert. The audit committee will provide independent oversight of the organizationï¿½s accounting and financial reporting and oversee the organizationï¿½s annual external and internal audits and/or reviews. The audit committee will ensure an annual financial audit or review is conducted, pursuant to available funding.
The audit committee will have oversight responsibilities for association governance and procedures, ethics, and records and reports. The audit committee will be responsible for oversight regarding the association's tax-exempt status and identifying activities that could jeopardize this status. The audit committee will also ensure protection of employees raising concerns about serious accounting or auditing irregularities.
SECTION IIId - PUBLIC POLICY
The public policy committee will include at least two members of the Board of Directors. The public policy committee shall, with the assistance of the President or staff, develop policy positions for approval by the Board of Directors. The committee shall also monitor, seek to favorably influence, and challenge as necessary governmental agencies at the local, state and national level to set laws and regulations that will benefit the paddlesports industry.
SECTION IIIe - ETHICS COMMITTEE
The Ethics committee will include at least one member of the Board of Directors. The ethics committee shall, with the assistance of the President, develop ethics standards for the association with approval by the Board of Directors. The ethics committee will oversee relations and actions among members for the purpose of the association to maintain friendly relations amongst each other and within the Association. Actions deemed unethical by the committee may be referred for review and due process of Article IV, section II of the Associations bylaws.
SECTION IIIf- BOARD OF REGENTS
The Board of Regents will include at least one member of the Board of Directors. The Board of Regents shall, with the assistance of the President develop policy positions for approval by the Board of Directors. The committee has authority over the professional development activities of the association with oversight provided by the Board of Directors.
ARTICLE VII - MEETING OF DIRECTORS
SECTION I - SCHEDULE
Meetings of the Board of Directors shall be at least two (2) times per year including one (1) meeting during each annual conference. The dates of other meetings will be set by the Directors. Notice shall be sent to each Director by US mail or by verified email at least thirty (30) days in advance of any meeting of the Board of Directors to the Directors' last known address.
SECTION II - QUORUM
Five (5) members or ï¿½ the number of the total Board members + 1, which ever is greater, shall constitute a quorum.
SECTION III - MEETINGS
In the interest of expediency, fiscal responsibility and at the discretion of all the officers of the Board of Directors an issue may be brought forward, considered, and voted on by means of phone, facsimile, or other forms of telecommunications as necessary to conduct the normal business of the Association. Such actions shall require a quorum and the recording of minutes. These actions may be taken to assist in creating a quorum of the Board of Directors during regular Board Meetings. Such actions may also be taken instead of a face-to-face Board meeting whenever weather, budget, or other factors prevent the Board from gathering together for a meeting.
SECTION IV - NOTIFICATION
Any member of the Board of Directors who can not attend a Board meeting shall notify the Secretary at least ten (10) days prior to the meeting.
SECTION V - ABSENCE
Any member of the Board of Directors who is absent for two (2) consecutive meetings without being excused by a vote of the Board, shall be deemed to have resigned. Her/his place shall be filled as provided by these Bylaws.
ARTICLE VIII - OFFICERS
SECTION I - OFFICERS
The Board of Directors shall hold an election of the officers of the Executive Committee at the first Annual meeting of each year. The election will be recorded in the minutes and due consideration will be given those candidates proposed by the membership. The Executive Committee officers shall serve for a one-year term.
SECTION II- PRESIDENT
The President shall be the principal elected officer of the Association and subject to the control of the Directors and shall supervise and control all of the business and affairs of the Association. He/she shall, when present, preside at all the meetings of the membership and of the Directors. She/he may sign, with the secretary or any other proper officer of the Association authorized by the Directors, any deeds, mortgages, bonds, contracts, or other instruments which the Directors have authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Directors or by these Bylaws to some other officer or agent of the Association, or shall be required by law to be otherwise signed or executed; and in general shall perform all duties incident to the office of President and such other duties as may be prescribed by the Directors from time to time.
The President of the Executive Committee shall serve a one (1) year term. If not presently serving on the Board as a Director immediately after the election of a new President, the immediate past President shall serve a one year term to help ensure continuity, advise and as necessary to serve as tie breaker for Board decisions.
SECTION III - VICE-PRESIDENT
In the absence of the President or in the or in the event of his/her death, inability or refusal to act, the Vice-President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the Chair. The Vice-President shall perform on behalf of the President until such times as the President returns or the Board elects a new President during the next scheduled Board of Directors meeting. The Vice-President shall perform such other duties as from time to time may be assigned to him by the President or by the Directors.
The Vice-President shall serve a one-year term.
SECTION IV - SECRETARY
The secretary shall keep the minutes of the membershipï¿½s and Directorsï¿½ meetings in one or more books provided for that purpose, see that all notices are duly given in accordance with the provisions set forth in these bylaws or as required, ensure staff members keep the corporate records and seal of the Association and keep a register of the post office address of each member which shall be furnished by such member, have general charge of the membership records of the Association and in general perform all duties incident to the office of the secretary and such other duties as from time to time may be assigned to him/her by the President or by the Directors.
The secretary shall serve a one-year term.
SECTION V - TREASURER
The Treasurer shall be responsible for and oversee all financial administration of the Corporation. The Treasurer shall ensure staff members properly receive and give receipts for moneys due and payable to the Corporation and deposit all such moneys in the name of the Corporation in appropriate banks, and in general perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the Board of Directors.
The Treasurer shall serve a two-year term.
ARTICLE IX- ASSOCIATION MANAGEMENT
SECTION I - ABILITY TO CONTRACT FOR MANAGEMENT SERVICES
The Board of Directors shall have the power and sole authority as the Board of Directors of the Association to contract for the day-to-day operations of the Association.
ARTICLE X - AMENDMENTS
These Bylaws may be amended by a majority vote of the membership of the Association at any annual meeting or any special meeting for that purpose, provided the proposed amendment is filed in writing with the Secretary sixty (60) days prior to such meetings. The Secretary shall send a copy to all members at least thirty (30) days prior to said meeting.
ARTICLE XI- ORDER OF BUSINESS
SECTION I - ORDER OF BUSINESS
The order of business of the meeting of the Association and the Board of Directors shall be as follows:
Call to Order
Roll Call (quorum is not needed at annual and special meetings)
Reading of the Minutes
Presidents or Chair of Board Report
Reports of Any Committees
SECTION II - RULES OF ORDER
Roberts Rules of Order shall govern the conduct of the business of the Association in all cases not especially provided for by these bylaws.
ARTICLE XII- BYLAWS BINDING
The Bylaws and amendments thereto shall be binding on all members of the Association, providing no Bylaws shall be in conflict with the Articles of Incorporation, the Constitution or the laws of the United States.
ARTICLE XIII - CORPORATE SEAL AND LOGO
Changes to the seal and logo may be made from time to time by majority vote of the Board of Directors.
ARTICLE XIV- DEFINITIONS
The following terms as used in these Bylaws shall be defined as follows:
Shall mean this Association as Incorporated under the laws of the State of South Carolina on January 28th, 2008.
The Bylaws of the Association as amended and as directed by the Articles of Incorporation.
Board of Directors:
The body of members elected by membership of the Association in accordance with the Articles of Incorporation and these Bylaws.
ARTICLE XV - FISCAL YEAR AND ANNUAL REVIEW
The fiscal year of the Association shall be the normal calendar year that begins on January 1 and ends on December 31. As soon as possible after the completion of the fiscal year, the audit committee shall conduct or contract for an independent financial review or audit if funding is available.
ARTICLE XVI - DISSOLUTION
In the event that this Association shall cease doing business and under the conditions as prescribed by law and statute for non-profit Associations, any assets shall first be used to reimburse members for their membership dues. The balance shall be dispersed in accordance with the provisions set forth in the Articles of Incorporation.
Approved by a majority vote of the membership of the South Carolina Paddlesports Association, Inc., doing business as the South Carolina Paddlesports Industry Association, this 28th day of January, 2008.