Springfield Ski Club Bylaws
Springfield Ski Club, Inc.
Incorporated,
1936
Article I
NAME
The name of
this corporation shall be SPRINGFIELD SKI CLUB, INC., a nonprofit
organization, hereinafter referred to as The Club.
Article II
PURPOSE|
The purpose
of this corporation shall be generally to foster interest in
recreational and competitive skiing and particularly to promote the
development and improvement of skiing technique among its members.
Article III
MEMBERSHIP|
Section 1 –
All persons shall be eligible for membership who are in sympathy with
the ideals of the Club and wish to promote its purposes.
Section 2 – Every
application for membership in the corporation shall be in the form
provided by the membership committee. It shall be in writing and signed
by the applicant.
Section 3 – Application
for membership shall be submitted to the membership committee. The Board
of Directors, by majority vote, may limit the number of members in the
Club.
Section 4 – Except as
otherwise provided by law, the right to vote upon any matter as to which
a vote of the member is permitted or required shall be limited to
members who have attained their 21st birthday.
Article IV
MEETINGS
Section 1 –
The Annual Meeting of The Club shall be held at such time between May 15th
and June 1st and at such place as the Board of Directors may
determine. At least 35 days prior to the date of the meeting, the
President shall notify all members of the date, time and place.
Section 2 – Special
meeting of The Club may be called by the President at any time and shall
be called by the President on the written request of ten members of The
Club at such time and upon reasonable written notice as the Board of
Directors may determine, but in no case less than 20 days.
Section 3 – Fifty
members entitled to vote shall constitute a quorum at any meeting of the
club.
Section 4 – The
majority of the members entitled to vote present at any duly constituted
meeting shall have the power to act on any business placed before said
meeting.
Article V
DUES
Section 1 –
The annual dues for membership shall be in such reasonable amount as the
Board of Directors may from time to time determine.
Section 2 – If
membership dues are not paid when determined to be due by the Board of
Directors, the delinquent member may forfeit his membership at the
discretion of the Board, but any member who has so forfeited his
membership may be reinstated by vote of the Board of Directors.
Article VI
ELECTION OF OFFICERS
Section 1 –
The officers of The Club shall be a President, a Vice President, a Clerk
and a Treasurer.
a.
The officers of The
Club shall be elected for two year periods at the Annual Meeting by
written ballot prepared in accordance with the provisions of Article XV
as hereinafter set forth. No members of The Club shall be eligible for
election to the Presidency if he has served therein during the next
preceding two-year period.
b.
No person shall be
elected to the Presidency who has not served previously as an officer of
the Club or as a member of the Board of Directors.
c.
The retiring President
shall continue as a member of the Board of Directors until the person
succeeding him as President is replaced.
Article VII
DUTIES OF OFFICERS
Section 1 –
The President shall be the general executive officer of The Club and
shall preside at all meetings of The Club and of the Board of Directors
and shall be ex officio a member of all committees, except the
Nominating Committee. Except as otherwise provided in these by-laws, he
shall appoint all chairman of the standing committees, who shall be
members of the Board of Directors, and all chairman and members of
special committees.
Section 2 – The Vice
President shall assume all duties of the President in his absence or
disability. The Vice President is also the Area Manager during the
skiing season.
Section 3 – The Clerk
shall be sworn and shall keep the minutes of all meetings. The Clerk
shall be the keeper of the corporate seal.
Section 4 – The
Treasurer shall be custodian of all funds of The Club. The Treasurer
shall keep all monies and appropriate documents belonging to the Club
and dispose the same under the direction of the Board of Directors. He
shall keep an accurate account of the finances of The Club in books
especially provided for that purpose. Such books and records shall be at
all times open for inspection and examination by the Directors. The
Treasurer shall present at the annual meeting the financial report
setting forth the true financial condition of The Club for the fiscal
year previously ended.
Article VIII
BOARD OF DIRECTORS
Section 1 –
The Board of Directors shall consist ex officio of the President, the
Vice President, Clerk, Treasurer, and immediate past President and ten
elected members, who shall be elected at the Annual Meetings from the
members of The Club.
a.
The elective members of
the Board of Directors shall be elected for two year periods; five
members being elected in even years and five in odd years, or otherwise
as may be necessary to reach the total of ten elective members serving
on the Board in any one year. Any member of the Board of Directors must
be a member in good standing of The Club.
b.
Each elective member of
the Board of Directors shall as appointed by the President directly
following the Annual Meeting, serve for one year as chairman of one of
the standing committees.
Section 2 – The Board
of Directors shall control all matters relating to the management and
development of the corporation, including the right to expel members for
any cause deemed sufficient by the Board.
Section 3 – The Board
of Directors shall meet not less than once a month from October to April
inclusive and such other times upon the call of the President, as he
shall deem necessary. Any nine members of the Board shall constitute a
quorum. The President shall call a meeting of the Board upon the written
request of any three members of the Board.
Section 4 – Any vacancy
caused by the death or resignation of any Director or Officer or for any
other reason may be filled by the affirmative vote of a majority of the
Directors at any meeting of the Directors at which a quorum is present.
Section 5 – Each member
of the Board of Directors shall prepare and submit annually to the Board
of Directors for approval, an operating budget for his/her standing
committee and/or office. Each chairman of the standing committee and
officer is authorized to spend those funds approved by the Board of
Directors.
Article IX
COMMITTEES
Section 1 –
Nominating Committee – The Nominating Committee shall consist of nine
members and shall be elected annually at the Annual Meeting of The Club
by written Ballot prepared in accordance with Article XV of these
by-laws. Any vacancy occurring on the Nominating Committee from any
cause shall be filled by the Board of Directors in the same manner as
vacancies of officers or Directors as outlined in Article VIII Section 4
of the by-laws. No member, except the immediate past President, shall be
eligible for election to the committees if he/she has served thereon
during the next preceding two consecutive years.
No Officer or Director
excepting the immediate past President shall serve as a member of the
Nominating Committee while serving as an Officer or Director of the
Board of the Springfield Ski Club, Inc.
Section 2 – The
standing committees of The Club shall consist of:
1)
Area
2)
Competition
3)
Entertainment
4)
Lodges and Building
5)
Ski School (Snow Sports
Education)
6)
Junior Program
7)
Marketing
8)
Membership
9)
Ski Patrol
10)
Lift and Tows
Each committee shall
consist of at least three members appointed by the Chairman of the standing
committee. Standing committee members shall be submitted to the Board of
Directors by the September meeting following the Annual meeting.
No Committee, or member
thereof, shall have the power to enter into any contract in the name of The
Club or obligate The Club in any manner whatsoever unless given such
authority by a majority vote of the Board of Directors, and such authority,
if given, shall apply to only such specific instance.
Article X
CALENDAR
The fiscal year
or The Club shall be twelve months ending on the 30th day of
April.
Article XI
PROCEEDURES
“Robert’s Rules
of Order” shall be the parliamentary authority for all matters of procedures
not specifically covered by the by-laws or by special rules of procedure
adopted by the corporation.
Article XII
CONTRACTS AND BONDS
Section 1 – All
contracts, powers of attorney, leases, deeds, mortgages, bills of sale, and
similar obligations shall be executed on behalf of The Club by the President
or in his absence by the Vice President, and by the Treasurer, and the
corporate seal shall be affixed to such instruments.
Section 2 – All receipts
and vouchers for payments made by The Club shall be signed by the officer or
standing committee chairman whose area of responsibility the expenditure is
made or by such person as designated by the Board of Directors.
Section 3 – All checks,
drafts, promissory notes and other negotiable instruments made, accepted or
endorsed by The Club and all other bonds, stocks, and other securities owned
or held by The Club on transfer and delivery for sale or otherwise, shall as
to their execution, endorsement, or both, be signed by the President or by
the Treasurer or by such other persons as the Board of Directors may
designate. Any Check or draft exceeding the amount as determined by the
Board of Directors will require the signatures of two officers.
Section 4 – The Board of
Directors may require a fidelity bond of any officer or employee handling
funds of The Club but the expense of such bond shall be borne by The Club.
Article XIII
AMENDMENTS
These by-laws
may be amended by a vote of the majority of the members entitled to vote at
any duly constituted meeting. The amendment of amendments shall be submitted
in writing to the membership at least twenty days prior to such meeting. The
amendment or amendment proposed must be approved by the Board of Directors
prior to submission to the membership for approval.
Article XIV
CORPORATE SEAL
The Club shall
have a seal, consisting of a circular flatfaced die, with the name of the
corporation, the year of its organization, and the words, “Springfield,
Massachusetts” so engraved on its face that it can be embossed on paper by
pressure.
Article XV
NOMINATIONS
At least
forty-five days prior to the Annual Meeting, the Nominating Committee shall
present to the Board or Directors nominations for President, Vice President,
the Clerk, and Treasurer as prescribed by article VII and the number of
Directors as prescribed by Article VIII, and a Nominating Committee or nine
members, three of whom shall be selected from among former members of the
Board of Directors of The Club, one of whom shall be the immediate past
President, this slate to be voted upon at the ensuing Annual Meeting.
At least thirty-five days
before said Annual Meeting, the President shall notify all members of the
nominations to be acted upon at the Annual Meeting received from the
Nominating Committee, together with the names of the Nominating Committee
and a statement of the provisions for additional nominations as herein set
forth, and such notice shall also contain the date of the Annual Meeting.
Any seven or more members
of The Club desiring to make further nominations shall submit such
nominations in writing and signed by them to the Clerk within twenty days
after the foregoing notice of the Annual Meeting is sent out.
At least 10 days before the
Annual Meeting, the Clerk shall cause to have prepared and will send to each
member of The Club entitled to vote, a list of all nominations received,
whether made by the Nominating Committee or groups of individuals.
No person, not nominated as
herein provided, shall be a candidate for election against a person
nominated in accordance with the foregoing procedure.
END
|
HOME
