BY-LAWS
OF
CATHLAMET YACHT CLUB
ARTICLE I
NAME AND LOCATION
The name of the
Corporation shall be Cathlamet Yacht Club a Washington Non-Profit
Corporation, and the principle office of this club shall be located in
Wahkiakum County, Washington.
ARTICLE II
PURPOSE
The purpose of the
club shall be to promote boating and to develop good fellowship and
sportsmanship through recreational club activities. This may include, but is
not limited to scheduling of inter-club activities with other yacht clubs,
club cruises and on-shore activities as deemed appropriate by the Board. The
club may also own fixed and or real assets in promoting the above purposes.
ARTICLE III
MEMBERSHIP
The membership of
the club shall include the following classifications.
Section 1. CHARTER:
Those persons owning yachts herein described, attending first and or second
meetings at the time of formation of this club and registered at that time.
Their names will appear on the original charter and they will be exempt from
paying the initiation fees. Their status as Charter Members shall expire
only upon dissolution of the Corporation. Otherwise, Charter Members have
the same rights and are subject to the same obligations as active members.
Section 2. ACTIVE
MEMBER: Any person, two person unit of husband and wife or unit of domestic
partners in a single household 21 years of age or older who is a yacht
owner, who is of good moral character and who has an active interest in
boating may upon approval of the Board of Directors shall become an active
member. A yacht owner, for purposes of membership in this club, is defined
as the owner of a vessel capable of providing sleeping accommodations,
cooking and toilet facilities.
An active member in
good standing with the Cathlamet Yacht Club shall be entitled to all of the
rights of the club, to vote (voting is limited to one vote per single member
or member unit) and to hold office subject to the obligations of active
membership. Separate households who own a boat in joint ownership
arrangement must each independently apply for and separately maintain
memberships in the club. Active members no longer qualifying as a yacht
owner shall be allowed a one year grace period before loss of eligibility
for active membership; this grace period to be reckoned as the calendar year
following the year in which qualifications are no longer met.
SECTION 3.
ASSOCIATE MEMBER: A current member no longer meeting all of the requirements
of an active member may petition the Board to be placed in associate status.
Associate members shall be entitled to all the rights and privileges of
active members except they shall not have the right to vote or hold office.
Such members shall be subject to annual dues, but shall not be subject to
any assessments. When reason(s) for associate status no longer exist the
associate member shall so notify the Board, such members will automatically
revert to active status upon approval by the Board. All associate
memberships shall be reviewed by the Board at the time of annual membership
renewal.
SECTION 4. HONORARY
MEMBER: Elected by the membership by majority vote of all present at any
meeting, after recommendation by the Board of Directors. Tenure of such
members shall be one (1) year and they shall not have the right to vote or
to hold office. There shall be no more than five (5) such members at any
time and they shall be exempt from initiation fees and dues.
ARTICLE IV
RIGHTS AND OBLIGATIONS OF MEMBERS
SECTION 1. ANNUAL
DUES AND ASSESSMENTS:
A. The annual dues
will be one hundred dollars ($100) and the Initiation fee will be seventy
five dollars ($75). When deemed necessary by the Board the officers may
propose to the membership a temporary reduction in the initiation fees to
support a membership drive. The Boards proposal must specify the amount and
duration of the reduced fee and must be presented to the membership at a
regularly scheduled meeting. A two-thirds (2/3) majority approval of the
voting members at that meeting will be necessary to authorize the proposal.
B. Annual dues and
assessments shall become payable December 1st of each year and
received by the Treasurer by December 31st of that same year.
Dues payments paid after January 1st of the next year or
postmarked latter than December 31st shall be deemed delinquent.
Any member who has not paid by January 1st of that year shall be
posted as delinquent and so notified in writing by the Treasurer. Any member
still delinquent on February 1st shall be dropped from the roll
by the action of the Board at its March meeting. The member being dropped
will be notified promptly in writing by the Secretary of the action of the
Board; the membership shall be notified via e-mail.
C. Each member and
two person unit, upon payment of the annual dues shall be given a yearly
membership card(s) with the year indicated thereon and signed by the
Commodore and Treasurer.
D. Each active
member shall be required to complete annual work hours deemed necessary by
the Board and approved by the membership with a two-thirds (2/3) majority
approval of the voting members present at a regularly scheduled meeting. The
annual work commitment shall be three (3) hours until modified by the
membership.
E. The annual
membership dues, initiation fees and any other fees or assessments shall be
proposed by the Board to the membership from time to time at a regularly
scheduled meeting. Approval of any changes to dues or other fees by the
membership requires a two-thirds (2//3) majority approval of the voting
members at that meeting.
SECTION 2.
APPLICATION PROCEDURE
A. Membership in
this club shall be by application, accompanied by the initiation fee and one
(1) year’s dues or applicable portion thereof. Appropriate application forms
will be provided by the Secretary. Completed applications shall be filed
with the Secretary who will record and promptly forward them to the Chairman
of the Membership Committee for confidential consideration and
recommendation to the Board. All applications must have at least two
sponsors. Sponsors are club members who guide applicants through the
membership process and assist with their introduction to the Club. The Board
will assist applicants by assigning sponsors if needed. All fees and dues
will be refunded if the candidate is not approved.
B. The membership
shall be notified of all applications under consideration by the Board. This
shall be published by the Secretary by e- mail to all members.
C. Acceptability of
any proposed candidate shall be determined by the Board after notification
to the membership of the application.
D. Any member in
good standing may protest the acceptability of a proposed candidate in
writing for cause to a Board member within five (5) days of publication of
the proposal.
E. Any written
objection received by the Board will be discussed in executive session with
the objecting club member present only to discuss that particular objection.
The voting on the proposed candidate shall be done in private by the Board
and the results communicated to the objecting member as to the decision and
then the candidate will be notified in writing as to the rejection by the
Board President or acceptance by the Board Secretary.
F. If no protest of
any candidate is received in writing by the Board within the prescribed
time, the candidate shall be approved and shall be so notified by the
Secretary by mail and invited to the next club meeting for induction.
SECTION 3.
REMOVALS
A. Any member may
be removed from membership for cause by a unanimous vote of the Board at any
Board meeting. The Board must allow the subject member the right of hearing
before the vote is cast. Conduct prejudicial to the best interests of the
club, in the judgment of the Board, will be considered sufficient cause for
removal. Written notification of such Board action shall be made by the
Secretary to the membership and to the former member.
B. Appeal from the
Board’s decision may be made in writing within thirty (30) calendar days
after notification through the Secretary. In such a case, the dropped member
shall be allowed to present his/her appeal personally to the membership at
the next regular meeting. A two-thirds (2/3) majority vote of the membership
present may override and nullify the action of the Board.
ARTICLE V
QUORUMS
Section 1. Twenty
percent of the active membership (each member present being in good
standing) shall constitute a quorum at any Annual, Regular or Special
Meeting of the membership of the club. All voting will be by secret ballot
and any member or member unit will have one vote. When necessary to
establish a quorum for the purposes of voting at an Annual, Regular or
Special meeting, the meeting may be extended for three days for voting by
email by the membership not in attendance.
Section 2. Five
Board Members including one officer shall constitute a quorum at any meeting
of the Board of Directors.
ARTICLE VI
GOVERNANCE
Section 1.
OFFICERS:
The officers of the
club shall be a Commodore, a Vice Commodore, a Rear-Commodore, a Secretary
and a Treasurer. The first three shall be Flag Officers. No flag officer can
fill any other position during their term as a Flag Officer.
Section 2. BOARD OF
DIRECTORS:
The Directors, also
known as the Board, of this club shall be the officers (Section 1) and four
Directors. Three (3) Directors shall be elected from the membership and the
fourth Director shall be the immediate Past-Commodore.
Section 3. ELECTION
OF OFFICERS AND DIRECTORS: Elections shall be held at the November meeting.
The membership shall be presented with the slate of candidates prior to the
November meeting. All elections shall be conducted by secret ballot.
Flag Officers shall
be elected for a term of one year. The Secretary and Treasurer shall be
elected for a term of one year and may be re-elected. One Director shall be
elected each year for a term of two years, with the term to overlap the
remaining Director by one year. Directors may be re-elected. Elected
officers and Directors shall assume their duties on January 1 of the
following year.
Section 4. DUTIES:
A.The Commodore
shall be the Chief Executive Officer of the Corporation and shall preside at
all membership meetings and meetings of the Board of Directors. The
Commodore shall be an ex-officio member of all standing and special
committees except the nominating committee.
B. The
Vice-Commodore shall assist the Commodore in the discharge of their duties
and in the event of the Commodores absence shall officiate in their stead.
C. The
Rear-Commodore shall assist his/her superior officers and in the absence of
the Vice Commodore shall assume their duties.
D. The Secretary
shall keep a record of all the proceedings of the Club and Board meetings
and have charge of all Corporation records. The Secretary shall also be
responsible for other duties listed in the By-Laws.
E. The treasurer
shall be custodian of all corporate funds, keep a complete and accurate
record of all transactions, report and provide quarterly statements to the
membership at the time of regular meetings.
Section 5. BOARD OF
DIRECTORS
A. The affairs of
the Corporation shall be managed by the Board of Directors as herein before
provided.
B. The Board of
Directors shall fill any vacancy in any flag officer or Director position
occurring for any reason within thirty (30) days: such appointment to run
for the balance of the term for that officer or Director position.
C. The Board will
consider and adjudicate any grievance relative to the Club or its members of
which notice is received in writing. It will take disciplinary action
against any member when necessary even to the extent of suspension or
expulsion as outline in Article IV, Section 3. The Board also has the power
to reinstate.
D. The Commodore,
with the advice and consent of the Board of Directors, shall appoint and may
remove Committee Chairmen and Fleet Captains as the Commodore may deem
necessary or as the By-Laws direct. Appointees shall hold office for one
year or for the duration of a special function for which they were
appointed. There will be two (2) standing committees; nominating and
membership.
6. AGE
RESTRICTIONS
All members must be
twenty-one (21) years of age or older. The age restrictions on all members
shall automatically be amended in these By-Laws to coincide with any change
in the State of Washington laws governing the legal age to consume alcoholic
beverages.
Section 7. ROBERTS
RULES OF ORDER
The Roberts Rules
of Order, Revised shall be the governing rules for any meetings of the
Cathlamet Yacht Club, unless in conflict with these By-Laws.
Section 8. CLUB
FISCAL YEAR
The club fiscal
year shall be from January 1st to December 31st for
Internal Revenue Service (IRS) reporting and normal budgeting purposes.
Section 9. FLAG
ETIQUETTE
The insignias and
pennants of the officers of the club shall be designated for such office by
the latest revision of Chapman’s Piloting, Seamanship & Small Boat Handling.
ARTICLE VII
MEETINGS
Section 1.The
general membership meetings will be held at a time and place selected by the
Board.
Section 2. Special
meetings may be called by the Board of Directors or by written requests of
ten (10) members filed with the Secretary who will give due notice to all
members by e-mail.
ARTICLE VIII
AMENDMENT OF BY-LAWS
The By-Laws may be
amended via the following steps:
A. Present proposed
amendment(s) as a motion from the floor at a quarterly meeting or directly
in writing to the Board at any time.
B. Proposed
amendments will be published and sent to all Cathlamet Yacht Club members by
the secretary via e-mail.
C. Proposed
amendments (or floor modifications thereof) must receive a majority vote of
two-thirds (2/3) of voting members present at the next quarterly meeting.
ARTICLE IX
DISPOSITION OF FUNDS
In the event of the
dissolution of the Club any remaining assets after discharging all
liabilities and obligations shall be returned to the active members in equal
shares, such disposition to be made by the last Board of Directors to hold
office.

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