Bylaws
IPSWICH OUTBOARD CLUB, INC.
January 2014
ARTICLE I
NAME AND PURPOSE
Section I. Name: The name is the Ipswich Outboard Club, Inc
Section II. Location: The address of the Club is 21 Water Street, Ipswich, Massachusetts
Section III. Purpose: The purpose of the Ipswich Outboard Club, Inc., a non-profit organization, is to stimulate interest in safe boating among all citizens in the area served by the Club, to develop a fraternal spirit among boating enthusiasts, to provide a medium for the exchange of boating information, to own or lease property for Club use, such as dock facilities and launching ramps and to do all other things which will tend to further interest in boating generally.
ARTICLE II
MEETINGS
Section I. Annual Meeting: The Annual Meeting of the Club shall be held within 30 days after the close of the financial books, during the month of January unless otherwise changed by a vote of the Board of Directors. Such meeting shall be for the purpose of electing officers and directors and any other business as may legally come before this meeting.
Printed notice shall be mailed or electronically transmitted to each member of the Club by the Secretary or by any other officer of the corporation, at least 10 days before such meeting. Said notice shall include the time, place and purpose for which the meeting has been called. Any motions or items of new business should be submitted to the Board of Directors 60 days prior to the meeting.
Section II. Special Meetings: Meetings of the Club other than the Annual Meeting may be called for special, time-critical, or for a specific purpose, by any of the following:
- The Commodore
- A majority of the Board of Directors
- Any officer upon written application of five (5) or more members of the Club; said application shall state the time, place and purpose of the meeting.
Printed notice shall be mailed or electronically transmitted to each member of the Club by the Secretary or by any other officer of the corporation, at least 10 days before such meeting. Said notice shall include the time, place and purpose for which the meeting has been called.
Section III. Quorum. At any membership meeting of the Club, twenty-one (21) members shall constitute a quorum for the transaction of business.
ARTICLE III
ELECTED OFFICERS
Section I. Officers: The officers of this Club shall be a Commodore, a Vice Commodore, a Treasurer and a Secretary, all to be elected at the Annual Meeting and qualified. They shall hold office until their successors are elected and qualified. The same person may hold more than one office unless otherwise prohibited by law.
Section II. Board of Directors: The Board of Directors shall consist of nine (9) members, made up as follows: The four (4) officers elected annually and five (5) directors. Directors shall be elected for a three year period.
Section III. Officers and Directors: All officers and directors of the Ipswich Outboard Club, Inc. shall be members in good standing. The majority of officers and directors shall be residents of Ipswich, Massachusetts.
Section IV. Vacancies: The Board of Directors shall fill any vacancy in any elective office by majority vote of the Board to hold office for the unexpired term.
Section V. Officer or Director Removal: Officers or Board members may be removed from duty at anytime by proper motion at a meeting of the membership in accordance with the terms of Article II. Motion must pass by a two-thirds majority of the meeting.
ARTICLE IV
DUTIES
Section I. Commodore: The Commodore shall be the Chief Executive Officer of the Club; he shall preside at all meetings of the Club and Board of Directors and see that all resolutions passed therein are carried into effect. He shall appoint all committees.
Section II. Vice Commodore: The Vice Commodore shall in the absence of the commodore, perform such duties as would be performed by the Commodore. He shall be custodian of property.
Section III. Treasurer: The Treasurer shall be the general finance officer. He shall be bonded and/or insured at the discretion of the Board of Directors. He shall keep full and accurate accounts of receipts and disbursements and shall deposit all moneys in the name and to the credit of the Club in such depository as may be designated by the Board of Directors. He shall disburse the funds of the Club as ordered by the Board of Directors, taking proper vouchers for such disbursements. He shall issue and sign all checks for the Club. He shall render to the Club or Board of directors thereof such reports or receipts and disbursements as they may from time to time request.
Section IV. Secretary: The Secretary, who shall be sworn, shall keep an accurate record of the proceedings of all meetings of the Club and Board of Directors. The Secretary shall also be responsible for maintaining an accurate listing of members, their vehicles and boats, filing and safe keeping of the Club’s legal documents, contracts, seal, tax returns, Club affiliations, etc. In the absence of the Treasurer the Secretary may issue and sign checks upon approval of the Board of Directors. In the absence of the Secretary, a Secretary Protempore shall be appointed by the Commodore.
Section V. Board of Directors: The Board of Directors shall have charge of all property, real and personal, belonging to the corporation, and sign all documents, papers, etc. relating to the Club. It shall exercise all the powers of the Club except such as are required by law or those bylaws to be exercised by members of the Club. They shall also serve as the Board of Appeals. They shall approve all the bills against the Club before they are paid by the Treasurer. A notice shall be mailed to the membership by the secretary calling a special meeting at which action involving the expenditure of over five thousand dollars ($5,000) for capital items (those having a life of over two years) is to be taken. Such notice shall be mailed at least ten (10) days prior to the meeting date and shall state the purpose and amount of the proposed expenditure.
Section VI. Directors’ Meetings: Meetings of the Board of Directors may be held at such time and place as the Board of Directors may fix from time to time, and may be called by the Commodore, Secretary or any two or more Directors, and may be held at such time and place as shall be stated in a notice mailed to each Director at least 48 hours before such meeting. Listed adult members in good standing may request an invitation to attend Board meetings upon approval of the Board of Directors.
Section VII. Quorum: A majority of the Board of Directors shall constitute a quorum for transaction of business. No business shall be transacted unless a quorum is present. An affirmative vote of a majority of the directors present shall be necessary to the decision of any question brought before it.
Section VIII. Auditor: To be appointed by the Commodore, will make a thorough audit of the records of the Treasurer and Secretary. Shall present a written report on the condition of books at the end of each fiscal year for the Annual Meeting.
ARTICLE V
MEMBERSHIP
Section I. Adult Membership: Any person, eighteen years of age or over, having completed a recognized Safe Boating Course, wishing to become a member shall obtain an application and shall submit same properly filled out to the Secretary for placement on “New Applicant Waiting List.” The standings shall be determined by postmark date on the transmittal envelope and filed with other applications. Further action will be dependent on the action of the Board of Directors and membership quota limitations. Such applications must be sponsored by a member in good standing, here after called the “Sponsor”.
A member shall qualify as individual or an immediate family. Each such family member over the age of 18 shall constitue one membership for voting.
All applications shall be reviewed by the Board of Directors, voted and accepted before a request for payment of Initiation Fee and Annual Dues is forwarded to the applicant. Upon payment, the applicant shall receive notice of membership along with copies of Rules and Regulations, Bylaws, and such other paraphernalia pertaining to membership in the Ipswich Outboard Club, Inc. The Sponsor shall be responsible for the new members’ orientation and compliance with the rules and regulations of the club.
If an applicant is not accepted, the applicant shall be so notified.
Section II. Junior Membership. Any person under eighteen (18) years of age, who is the son, daughter or grandchild of a member in good standing, and who has successfully completed a recognized safe boating course, may apply for a Junior Membership. The rules of application and acceptance shall be the same as for adults except:
- Their application shall be accompanied by the written consent of their parent, or guardian.
- There shall be no initiation fee if their parent or guardian is a member in good standing.
- Annual dues shall be assessed by the Board of Directors.
- A Junior Member shall have no vote in the Club.
- Junior Membership is not entitled to parking privileges.
A person holding a Junior Membership in good standing for at least four years, may apply for an Adult Membership. If accepted, the applicant shall be given an Adult Membership upon payment of the annual dues. The Initiation Fee shall not apply.
Section III. Membership Identification: Membership Identification shall consist of Membership Card, Boat Sticker and Vehicle Emblem. If the style of vehicle emblem in use for a given year would result in a security issue for the member’s use, the member may request from the Board of Directors an alternate style of emblem, i.e. hangtag or sticker. Upon approval of the Board of Directors and return of the issued Emblem, the alternate Emblem will be issued. Replacement of Vehicle Emblems will be made at no cost providing the remnants of the original Emblem are returned. Without the return of the original emblem, a fee, determined by the Board of Directors, shall be charged for replacement. If after paying a replacement fee the original emblem is returned, the fee will be rendered.
Section IV. Violation of Maritime Law: Any member of the Club who is convicted of breaking the maritime laws may be expelled from membership by a majority vote of the Board of Directors. Members of the Club wishing to make complaints of violation of maritime laws in the name of the Club to the Harbor Master or Coast Guard shall do so through the Commodore or the Secretary, they to notify the Harbor Master or the Coast Guard. All such communication shall be in the name of the Club.
Section V. Violation of Club Rules and Regulations: Any complaints submitted by members concerning board or club members actions considered injurious to the well being of the club, member(s), boaters in Ipswich and adjacent waterways, club bylaws, rules or standards, will be submitted to the board of directors. The board of directors will then proceed with a confidential and non-biased investigation on the substance and merits of the complaint, making every effort to obtain a responsible resolution. Resolution may include up to termination of the member’s membership, rights, and privileges with a two-thirds vote of the board of directors.
The board of directors shall ensure a fair and equitable hearing and conclusion with appropriate disciplinary action or acquittal.
Any board of director member originating or associated with the complaint shall recuse themselves from a role in the disciplinary process. Outside individuals and/or members may be called upon by the board to participate in complaints or disciplinary proceedings and/or provide non-biased review, opinion, and recommendations to the board.
Disciplinary action by the board of directors maybe appealed by a signed petition of not less than 5 active members in good standing. Upon appeal the action must be referred to a special meeting of the membership. A two-thirds vote of the members present and voting at the special meeting will be required to set aside the action of the board of directors.
Section VI. Fees: The annual fee shall be assessed by the Board of Directors due and payable March 1st. Dues shall be on a calendar year basis and shall not be proportionable.
The receipt of the Secretary shall be sufficient evidence of payment of dues and assessments by member, his rights to the privileges and of his assent to the rules of the Club.
Members who are delinquent after March 1st, will no longer be a member of the Ipswich Outboard Club, Inc.
For just cause, the Board of Directors, by a majority vote, shall authorize a member’s reinstatement, after payment of their dues, including a twenty-five dollar ($25.00) reinstatement fee. The reinstatement fee is subject to change by the Board of Directors.
Section VII. Transfer of Membership: Membership shall not be transferable, except within the immediate family with the approval of the Board of Directors.
Section VIII. Leave of Absence: Any member in good standing, who will not be using the facilities of the Club for a period of one or more years and who wishes to maintain membership may do so by requesting a leave of absence and paying an annual fee to be determined by the Board of directors, payable the first day of March. The leave of absence is mandatory for a year in which it was granted. The absentee member is to have no voting or facility usage privileges.
Any reinstatement to full privileges during the year of absence may only be granted by a majority vote of the Board of Directors at a regular or special meeting. Such reinstatement may not exceed the membership limitation set for that year. The reinstatement must be accompanied by the annual dues plus a five dollar ($5.00) reinstatement fee.
Any member on a Leave of Absence status desiring to be reinstated as an active member at the beginning of a new calendar year shall so note on the Annual Dues Notice. Such members will be given preferential treatment when filling the limit of membership for the ensuing year.
Section IX. Termination of Membership: The rights and interest of any member in the privileges of the Club shall cease with the termination of their membership.
Section X. Honorary Membership: By a unanimous vote of the Club at any regular meeting, Honorary Membership may be conferred upon any person whom the Club considers entitled to such mark of esteem. Honorary members shall have all the privileges of the Club and shall be exempt from all dues and assessments.
Section XI. Limitation of Membership: The Board of Directors shall annually establish the limit of memberships in the Ipswich Outboard Club, Inc. Such membership limit shall be exclusive of Absentee, Honorary and Junior Memberships.
ARTICLE VI
LIABILITY
The Ipswich Outboard Club, Inc., shall not be held liable or responsible for personal injuries, loss of life or property damage caused or sustained by any member, their family, guests, friends, any persons known or not known, animals, equipment or property, while on or about the Club premises for any reason or activity including transporting to or from the Club premises or during any boating or other activity on or off the Club premises. Any and all liabilities, responsibilities and remedies in these regards in no way involve the Club, its officers and directors or members, past, present or future.
On or before each annual membership renewal, all Club members are required to understand and accept the risks and liabilities that the member, their family or guests may have or cause during Club and boating activities, and have boating insurance coverage and/or self-insurance capacity to pay any and all personal injuries, loss of life or property damage.
ARTICLE VII
AMENDMENTS
These Bylaws may be altered or amended by a two-thirds vote at any meeting of the Club.
ARTICLE VIII
PARLIAMENTARY AUTHORITY
Parliamentary Authority Rules contained in the current edition of Robert’s Rules of Order Newly Revised shall guide the club unless they are inconsistent with these bylaws or special rules of order as the club may adopt.