The name of the organization shall be Trail Dames Charitable Foundation.


The following are the purposes for which this organization has been founded:
The Foundation focuses on three areas:

  1. Trail Dames Educates- Education
  2. Trail Dames Maintains- Trail Maintenance
  3. Trail Dames Gives Back- Charitable work focused on women, the outdoors, and community

The Trail Dames Foundation Mission Statement

The Trail Dames Charitable Foundation was created to support charitable work focused on women, the outdoors and the community. We want to enable and inspire women by providing education, maintaining trails and giving back to other nonprofit organizations that do the same.


The Trail Dames Charitable Foundation is tax-exempt under Section 501(c)(3) of the Internal Revenue Code, and gifts to the Foundation are tax-deductible under Section 170(b)(1)(A)(vi) of the Code.


The Board of Directors shall have the control and management of the affairs and business of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its Chair after due notice to all the directors of such meeting. Meetings shall be held at least quarterly on a date agreed upon by the members.

Section I: Board Elections

The business of this organization shall be managed by a Board of Directors consisting of a minimum of 5 members including the Officers: Chair, Vice Chair, Secretary, and Treasurer. At least one of the directors elected shall be a resident of the State of Georgia and a citizen of the United States.
For existing vacancies, the current Board of Directors shall nominate and interview potential new members who will be approved by a quorum vote at a regular Board of Directors meeting. The members of the Board of Directors shall serve for a term of 2 years. At the end of the 2 year term, members are eligible for re-election by a quorum vote of the Board of Directors. There are no limits to the number of consecutive terms a board member may serve.

Section II: Voting

66% percent of the members of the Board of Directors shall constitute a quorum, which is required to conduct official Board business. Each director shall have one vote and such voting may not be done by proxy. When a quorum is present, a majority vote, that is a majority of the votes cast, is sufficient for the adoption of any motion that is in order.

Section III: Resignation, Termination

Resignation from the Board must be in writing and received by the Secretary. A director may be removed when sufficient cause exists for such removal. A Board member may be removed by a quorum vote by the remaining Board of Directors. The Board of Directors may entertain charges against any director. A director may be represented by counsel upon any removal hearing as it may in its discretion consider necessary for the best interests of the organization.

Section IV: Officers

Officers shall by virtue of their office be members of the Board of Directors. No officer shall for reason of her office be entitled to receive any salary or compensation, but nothing herein shall be construed to prevent an officer or director for receiving any compensation from the organization for duties other than as a director or officer. The officers of the organization shall be as follows:

The Chair shall preside at all board meetings. She shall present at the final meeting of the calendar year, an annual report of the work of the organization. She shall see all books, reports and certificates required by law are properly kept or filed. She shall be one of the officers who may sign the checks or drafts of the organization. She shall have such powers as may be reasonably construed as belonging to the chief executive of any organization.
The Vice Chair shall in the event of the absence or inability of the Chair to exercise her office become acting chair of the organization with all the rights, privileges and powers as if she had been the duly elected chair. She will serve in a support role to the Chair.
The Secretary shall keep the minutes and records of the organization in appropriate books. It shall be her duty to file any certificate required by any statute, federal or state. She shall send out meeting announcements, distribute copies of the minutes and agenda to each Board member, and assure that organizational records are maintained. She may be one of the officers required to sign the checks and drafts of the organization.
The Treasurer shall have the care and custody of all monies belonging to the organization and shall be solely responsible for such monies or securities. She shall provide quarterly financial reports at Board meetings, chair the Finance Committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and the public. She shall be one of the officers who may sign the checks or drafts of the organization. No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it.

Section V: Order of Business

  1. Roll Call
  2. Approval of the minutes of the preceding meeting
  3. Reports of Committees
  4. Reports of Officers
  5. Old and Unfinished Business
  6. New Business
  7. Adjournments


The Board of Directors shall hire and fix the compensation of any and all employees which they in their discretion may determine to be necessary for the conduct of the business of the organization.


All committees, both temporary and permanent, of this organization shall be appointed by the Board of Directors. The permanent committees shall be:


A member of the Board of Trustees or of a committee appointed by the Board of Trustees may participate in a meeting by conference telephone or similar communications equipment by means of which all people participating in the meeting can hear one another. Participation in a meeting in this manner constitutes presence in person at the meeting.


These By-Laws may be altered, amended, repealed or added to by an affirmative vote of not less than 66%, or a quorum, of the current members of the Board of Directors.