Silverstone holds the licence from Bernie Ecclestone - an honorary member of the BRDC - to run the British Grand Prix until 2001, when the contract is due to be renegotiated. The club plans to build a pounds 15m luxury hotel overlooking the racetrack and a 400,000 square foot hi-tech business park next door.
Lord Hesketh, BRDC president, said the plans, formulated with Dresdner Kleinwort Benson, were designed to "protect the club, protect Silverstone and enfranchise the members".
Under the restructuring the core assets of the BRDC, chiefly the Silverstone racetrack, will be ring-fenced and a board of guardians appointed to oversee them.
The club will retain the track's freehold and rent it to a new company, Silverstone Circuits Group (SCG), which will commercialise the club's operations.
At least three parties have expressed an interest in taking over Silverstone: Tom Walkinshaw, owner of TWR; Nicola Foulston, owner of rival track Brands Hatch; and John Lewis, a former BRDC director.
The BRDC was founded after the Second World War for racing drivers such as Stirling Moss and Jack Brabham, and to promote British racing. Its emergence as a potentially lucrative bid target has taken many of its 834 members by surprise.
The club's members, comprising 526 current and former racing drivers and 308 associated and honorary members, will be able to buy shares in SCG. Lord Hesketh said the company may float in around five years' time, giving members such as Jackie Stewart, Damon Hill and Martin Brundle a possible payout.
"We will make a presentation to members at the annual meeting on 23 April and then there will be an extraordinary meeting for them to vote on the proposals," said Lord Hesketh, who himself built Grand Prix cars and ran the team for the late James Hunt in the 1970s.