Thunderbird Sailing Club

THUNDERBIRD SAILING CLUB BYLAWS

Oklahoma Chartered Corporation Affiliated with:
United States Sailing Association & Central States Sailing Association
Adopted April 27, 1970; Revised 4-15-83; 6-15-91; 3-21-97

ARTICLE I
MEMBERSHIP

1.	ELIGIBILITY. Any person of good moral character, who is interested in sailing and water safety, is eligible for membership. Admittance to be in accordance with Club Standing Rules (hereafter referred to as Standing Rules).
2.	OBLIGATION. Any person who accepts membership thereby agrees to be bound by the Bylaws and Standing Rules.
3.	TERMINATION. Any member who has not paid dues or assessments after being notified, shall forfeit membership by March 31.
4.	REMOVAL. A member may be removed for conduct unbecoming a member by a two-thirds majority vote of the Board of Directors (hereafter referred to as Board). The member may appeal within thirty days. In such cases, the membership shall hold a hearing within thirty days, and if two-thirds of the members present approve the action of the Board, the action is final. Pending the decision of the membership, the verdict of the Board shall stand.
5.	CLASSES. Classes of membership shall be as set forth in the Club Standing Rules (Sections 1., 2.).
6.	TRANSFER. Transfer of membership shall be allowed only as set forth in Club Standing Rules (Section 4.).

ARTICLE II
DUES, ASSESSMENT AND FEES

1.	FISCAL YEAR. The fiscal year shall be from November 1st to October 31st.
2.	INITIATION. Initiation Fee shall be twenty dollars. A dropped membership may be reinstated by paying current dues only.
3.	DUES. The annual dues shall be set annually by the membership and shall be published in the Standing Rules (Section 5., 8.).
4.	ASSESSMENTS. Special assessments can be made only by a two-thirds majority vote of the entire Board and the members present at a meeting called for discussion of the assessment.
5.	EXPENSES. The Club is not responsible for expenses incurred by a member on behalf of the club unless prior approval has been given by the treasurer in accordance with Article IV E. Disbursements over fifty dollars, except those adopted in the annual budget, must have prior approval of the membership.
6.	REFUNDING. Refunding of dues or assessments will be a set forth in Club Standing Rules (Section 6., 7.).

ARTICLE III
MEETINGS

ANNUAL. The annual business meeting shall be held in October at a time and place selected by the Board. The election of officers shall be held at this meeting.

A.	Voting shall be in person or by absentee ballot. Absentee ballots must be received by the Commodore prior to the meeting. Proxies shall not be permitted.
B.	Voting shall be by secret ballot. If not elected by a majority on the first ballot, a plurality shall elect on the second.

SPECIAL. Special business meetings may be held at a time and place selected by the Board, or on the direction of the membership.

A.	A petition of ten percent of the membership will constitute a directive.
B.	A majority of the Board may order a meeting.
C.	The Commodore may order a meeting.

NOTICE. A written notice of any meeting must be mailed to the membership seven days before the date of the meeting, giving time, place and purpose of the meeting.

QUORUM. A quorum shall consist of a majority of the membership. In the event that a quorum is not present, a majority of the Board present may declare a quorum present, and the meeting open for the business. Once a quorum is present, it is considered present for the entire meeting.

VOTE. A majority of members present shall decide all questions unless otherwise prescribed in these Bylaws.

EVENTS. Events (social, regattas, etc.) shall be as prescribed by the Board and approved by the membership or by a committee given this authority by the Board and Membership. A written list of scheduled event shall be furnished membership by the Activities Committee. If a special event is called, a written notice shall be mailed to the membership seven days in advance of the event.

ARTICLE IV
GOVERNING BODY

MEMBERSHIP. The Governing Body is the Board, which consists of six elected officers and the immediate Past Commodore. If there is no immediate Past Commodore, the elected officers will appoint another member to serve in that capacity.

QUORUM. A quorum consists of two-thirds of the Board.

TWO-THIRDS. Two-thirds of the seven Board members means five.

VOTE. A majority of the Board members present decides a question unless otherwise provided in the Bylaws.

RULES. The Board may make other rules to conduct their business. If these rules are approved by the membership, they become part of the Standing Rules.

OFFICERS. The officers are Commodore, Vice-Commodore, Rear-Commodore, Secretary, Treasurer, and Fleet Captain.

DUTIES. Their Duties are:

A.	Commodore is the Chief Executive Officer, responsible for seeing that orders and resolutions of the membership are effected. The Commodore is responsible for the general well-being of the club, and has the authority to re-assign duties to various members of the board as needed. The Commodore will preside over all meetings of the Board, the Membership, and the Executive Committee. The Commodore is, ex-officio, a member of all committees. The Commodore will become acquainted with the activities of all the officers and see that all committees function and all the officers do their duty.
B.	Vice-Commodore shall perform the duties and exercise the powers of the Commodore during the absence of the Commodore, and shall succeed to the office of Commodore in the event that office is vacated. The Vice-Commodore serves as Chair of the Publicity and Public Relations Committee as set forth in the Club Standing Rules (Section 10., D.), oversees the programs for Club meetings, and provides for public relations and press releases for events as necessary.
C.	Rear-Commodore shall fill the office of Vice-Commodore in case the officer is absent and succeeds to the office in case the office of Vice-Commodore becomes vacant. The Rear-Commodore shall oversee the social activities of the Club, arrange for refreshments at meetings and events, and shall plan events to increase participation and fellowship among club members. The Rear-Commodore serves as chair of the Activity Committee, and coordinates social events with the Fleet Captain as set forth in the Club Standing Rules (Section 10., B.).
D.	Secretary shall have custody of all Club correspondence, keep chronological records of all mailings, maintain membership list, maintain copies of Bylaws and Standing Rules, keep minutes of meetings in permanent book, and keep membership advised of pertinent outside correspondence.
E.	Treasurer shall have custody of all Club funds, deposit all funds as directed in the Standing Rules, disburse funds (obtaining receipts) as ordered by the Commodore, sign all disbursements in the name of the Club, obtain co-signature dollars, keep account of all transactions the Club Books, obtain an audit of the books annually, process membership additions and advise the secretary, report on club finances at the annual business meeting and at the request of any elected officer.
F.	Fleet Captain will be in charge of all Club Regattas and Club Racing, will chair the Race, Protest, and Measurement Committee, and will prepare an Event Schedule informing Club members of race events. The Fleet Captain will be custodian of the Club Sailing Instructions, and will be responsible for updating these as needed.

TERM. Term of each officer will be from election to end of fiscal year or until a successor is elected or appointed.

VACANCY. A vacancy in an elective office shall, except as otherwise provided in these Bylaws, be filled by appointment by the Commodore, and ratified by a majority of the Board.

10.

IMPEACHMENT. Two-thirds of the Board, (excluding the officer involved) may recommend that an officer be removed from office. Thirty percent of the membership may petition that an officer be removed from office. To be effective, this must be brought before the membership, and if approved by two-thirds of the members present, the officer will be removed.

ARTICLE V
COMMITTEES

1.	EXECUTIVE. The Executive Committee shall consist of the Board of Directors. It shall meet prior to each business meeting to discuss and condense business for action by the membership. This committee may initiate and submit recommendations for consideration by the membership and shall carry out orders of the membership as directed. This committee may act in an advisory capacity to any officer or committee chairman on matters not requiring membership action or approval. The committee will prepare an annual budget for approval by the membership.
2.	RACE PROTEST MEASUREMENT. The Race, Protest, and Measurement Committee will be chaired by the Fleet Captain. It will be made up of no fewer than five members. The Fleet Captain will appoint members to fill any vacancies. The Committee shall conduct regattas and racing series and may delegate duties to other persons or committees, but shall generally supervise those activities. The Committee shall have jurisdiction over all matters connected with the present race, series, or regatta, and shall arrange for all equipment. The Committee may condemn the rigging of any boat or refuse entry of any contestant. A majority of the Committee shall constitute a quorum, and a majority decision of the quorum shall decided all questions. The Committee must operate under the most current version of the boat racing rules published by USSA, as amended by the bylaws, standing rules and racing circular. However, parts one, four and five of USSA racing rules may not be changed in any way by the Club. This committee will work closely with the Activities Committee in scheduling events.
3.	OTHER STANDING COMMITTEES. Other standing committees and their duties will be as described in the Standing Rules (Section 10.). The Commodore will appoint the chairmen and members of other standing committees. If at any time a committee member is not fulfilling the duties of the office, the Commodore may appoint a replacement.

ARTICLE VI
SPECIAL COMMITTEES

1.	SPECIAL. Special committees may be appointed by the Commodore to perform functions not performed by the Standing Committees. They shall serve until the special purpose for which they are appointed has been fulfilled, or until dissolved by the Commodore. The Commodore shall appoint special committees as directed by the membership.
2.	NOMINATING. At least thirty days prior to the annual business meeting, the Commodore shall appoint a Nominating Committee. This committee shall prepare a list of nominees, which will be mailed to the membership at least seven days prior to the meeting.
3.	HOST. The immediate Past Commodore, or member acting for him/her will act as official host for all Regattas and social events.

ARTICLE VII
STANDING RULES

1.	RULES. Specific operating regulations necessary to carry out the meaning of these Bylaws shall be provided in the Standing Rules as adopted by the membership. These rules may be divided into parts such as governing, racing, house and grounds, etc.
2.	LAW. Rules shall be consistent with the Laws of Oklahoma, Little River State Park Regulations, and Rules of the United States Sailing Association, and these Bylaws.

ARTICLE VIII
AMENDMENTS

BYLAWS. These Bylaws and the Standing Rules may be amended by a two-thirds majority of the membership present the meeting called for this purpose.

ARTICLE IX
PARLIAMENTARY

AUTHORITY. Parliamentary Procedure at a Glance by Garfield Jones, based on "Robert's Rules of Order", shall be the authority on all matters not covered by these Bylaws.

ORDER. Special Business Meeting order of business:

Call to order

Roll Call to ascertain:

(1)	Voting membership present and in good standing.
(2)	Quorum present

Proof of mailing of notice.

Reading of minutes

Reading of correspondence

Business, including Officer's and Committee Reports, if any.

Remarks for the good of the Club

Adjournment

Annual Business Meeting Order of Business:

Call to order

Roll Call to ascertain:

(1)	Voting membership present and in good standing.
(2)	Quorum present

Proof of mailing of notice.

Reading of minutes of Last Special Meeting and/or Last Annual Meeting

Reading of correspondence

Reports of Officers and Committees (Except Nominating)

Old Business

New Business to include:

(1)	Report of Nomination Committee
(2)	Election
(3)	Installation

Remarks for the good of the Club

Adjournment

ARTICLE X
BURGEES AND PATCHES

Burgees and Patches will be as described in the Standing Rules.

ARTICLE XI
LIABILITY

1.	BOARD COMMITTEES. No member of the Board of Directors or any committee, by reason of their membership shall be liable to any member, family of member, or guest for any negligent act or omission of the Club.
2.	All boats entered in an event or racing shall be subject to the direction of the committee in charge, but it shall be the sole responsibility of each yacht whether or not to start or continue an event or race.
3.	The Club and its officers assume no liability whatsoever for any accidents or resulting injury, whether personal or otherwise, in the operation of the Club or activities in connection therewith, or any equipment owned or operated by the Club.
4.	All non-member entrants or crews in a race shall sign a document furnished by the Club, and this document shall contain a waiver and hold harmless agreement.
5.	A member is responsible for any guest. A non-member crew is a guest. Guests must be accompanied by a member.

ARTICLE XII
DISSOLUTION

1.	QUITTING BUSINESS. If, for any reason, this Club (corporation) is dissolved, property will be liquidated, and debts paid. If any money is left, it will be pro-rated to regular members in good standing.
2.	LAWS. Law of Oklahoma regarding dissolution must be met.

ARTICLE XIII
ESTABLISHMENT OF ADDITIONAL ORGANIZATIONS

ESTABLISHMENT OF ADDITIONAL ORGANIZATIONS. The Thunderbird Sailing Club is hereby empowered to organize, incorporate, or establish additional corporations to extend and enhance sailing and other water related educational activities. These corporations shall be incorporated as their purposes dictate and shall include but not be limited to the following: for-profit, not-for-profit, educational, and not-for-profit educational 501(c)(3).

Each organization shall be managed by their own Board of Trustees who shall report to the Thunderbird Sailing Club Boardof Directors. Articles of Incorporation and Standing Rules shall be developed for such organizations as approved by theThunderbird Sailing Club Board of Directors. Any membership requirements shall be determined by the Articles ofIncorporation and Standing Rules of said organizations.

The Thunderbird Sailing Club Board of Directors shall have the authority to request financial and program reporting as deemednecessary. The Thunderbird Sailing Club shall receive copies of any and all local, state and federal reporting requirementsin effect at the time.

The Thunderbird Sailing Club Board of Directors shall have final approval to determine the continued operation or dissolutionof such organizations.