ARLINGTON YACHT CLUB,
INC.
ARTICLE I.
The name of this organization shall
be the ARLINGTON YACHT CLUB, INC., referred to as Club.
It
shall be the object and purpose of the Club to sponsor and to conduct all types
of yachting events; to encourage and to promote yachting; and to provide
educational and social events for the membership.
The Seal and Burgee of the Club shall
be as shown on the attached illustration.
Other insignia, and the usage of the insignia and flags, shall follow
the customs that are established by the New York Yacht Club.
ARTICLE II.
The membership of the Club shall
consist of three classes of membership as follows; Regular, Non-resident, and
Honorary. Dependent children under age
21 of members in good standing shall have the same privileges to which the
member in that classification is entitled, exclusive of both voting and the
right to hold Flag or Line Office.
Any person 18 years of age or older
and of good moral character shall be eligible for regular membership. Any regular member (husband and/or wife, each
having a vote) may hold office in the Club, and serve on its Committees,
subject to other provisions of the Constitution and By-Laws.
ARTICLE
II. MEMBERSHIP, DUES
Any person 18 years or older and of
good moral character not living in
The Directors may elect a person to
Honorary Membership in the Club and will review the list for continuing
membership on an annual basis. Honorary
members shall not hold office nor shall they have a vote. They may serve on Committees and enjoy all
the privileges of the Club.
A. Any person desiring to become a member of the
Club shall make written application for the appropriate class of membership in
such a form as may be prescribed by the Directors. Recommendation by a Club member shall be
required, and the signature of the sponsoring member shall be a part of the
application form. All applications for
membership in the Club shall be acted upon by the Membership Committee, who
shall then recommend final action to the Directors through the Commodore.
B. Election to
membership in the Club in any class shall require affirmative vote of
two-thirds of the Directors. The
election shall take place at a meeting of the Directors.
Notice
of election to membership in the Club shall be given to the newly-elected member,
together with a statement of the amount of the initiation fee and the dues
payable. Payment of said amount shall
constitute acceptance by the new member of such election and his agreement to
abide by the Constitution and By-Laws and the Rules of the Club. Failure to make payment within 30 days upon
such notice of election shall render such election void.
Any member in good standing may
transfer to another class of membership more appropriate to his present situation
upon application to the Board of Directors.
Any member
may terminate his membership in the Club by written notice to the Directors,
provided that there shall be no indebtedness to the Club at the time such a
request is made.
ARTICLE
II. MEMBERSHIP, DUES
A. A member may be expelled from the Club by
action of the Directors for (1) non-payment of dues or assessments; (2)
Continuing outstanding indebtedness to the Club; or (3) Cause.
B. Any member whose conduct shall have been
considered injurious to the good order, peace, interests, or welfare of the
Club, or whose conduct shall have been contrary to the purposes, Constitution
and By-Laws, or the Rules of the Club may be censured, suspended, or expelled
for cause by action of the Directors. In
such an event, the Directors on their motion and upon written complaint of any member, may cite the offending member in writing to appear
before them at a specified time and place to answer to the complaint. The Directors shall investigate all such
complaints in a manner deemed most appropriate and, after the necessary
investigating and hearing, may clear said member entirely of any wrongdoing,
censure him, suspend him, request his resignation, or expel him from membership
in the Club. A request for resignation
or a notice of expulsion from the Club shall require unanimous action of the
Directors. The action of the Directors
in any matter of this sort shall be promptly communicated to the member
concerned in writing.
The rights
and interest in the property of the Club shall be vested in the regular
membership only. Termination of
membership for any reason shall operate as a release of all such rights and
interests in any asset of the Club. No
member or officer shall be legally responsible as an individual for the
indebtedness of the Club.
The
Directors may admit to the privileges of the Club visiting members from other
recognized yacht clubs, and guests of the membership. The Directors shall be the sole judges of the
period during which such guest privileges may be enjoyed.
A. Each member unit (except as may be provided
for elsewhere in this Constitution and By-Laws) upon admission to membership
shall pay to the Club an initiation fee and such annual dues as are established
for the various classes of membership.
B. The amount of initiation fee, the annual
dues, and any assessments deemed necessary for the continued operation of the
Club shall be set by the General Membership at an Annual or special meeting of
the Club, upon the advice of the Directors.
ARTICLE
II. MEMBERSHIP, DUES
C. Annual dues are payable on or before October
1 of each year. Dues shall commence from
the time of election to membership, and shall include a proportion of the
current annual dues as determined by the Treasurer and approved by the
Directors. The Club year shall extend
from October 1 through September 30 of the following year.
D. Dues
notices shall be mailed to the membership on or before September 1 of each
year. Members will be dropped from the
rolls automatically by the Secretary if payment of dues has not been made prior
to the Annual Meeting. Reinstatement to
membership in good standing shall require the payment of a reinstatement fee in
an amount prescribed by the Directors. Payment
of the reinstatement fee shall, in no case, be waived.
E.
Eligibility to vote requires that dues and assessments be
paid.
OFFICERS
The officers of the Club shall
consist of the following:
Commodore
Vice-Commodore
Fleet Captain
Secretary
Treasurer
Race Captain
These officers
upon election shall assume their duties of their offices on October 1st. Terms of office shall be one year.
The Commodore shall be elected from
the regular membership at the Elections Meeting. The Commodore shall take command of the
fleet; preside at all meetings of the Club and of the Directors; appoint the
standing and special committees of the Club; and shall be a member ex-officio
of all standing committees, except the Nominating Committee.
The Vice-Commodore shall be elected
from the regular membership at the Elections Meeting. The Vice-Commodore shall aid and assist the
Commodore as requested; and in the absence of the Commodore shall exercise the
power of the
ARTICLE
Commodore
until his return, or until such other provisions as
may be required shall have been made by the Directors.
The Fleet Captain shall be elected
from the regular membership at the Elections Meeting. The Fleet Captain shall serve as the
Executive Officer to the Commodore; as Regatta Committee Chairman for inter and
intra-club racing and cruising; and shall arrange for the presentation of
trophies.
The Secretary
shall be elected at the Elections Meeting from the regular membership, and
shall keep the minutes of the Club and its Directors. All correspondence of the Club shall be
conducted through the Office of the Secretary.
The Secretary will keep an inventory listing of Club property and
equipment.
The Treasurer
shall be elected from the regular membership at the Elections Meeting. The Treasurer shall keep the financial rolls
and accounts of the Club; and shall have custody of all the financial records
of the Club; and shall prepare and mail financial statements. The Treasurer shall maintain a current
membership roll and shall present at each meeting of the Club and of the
Directors a report of the status of the membership. All monies received by the Club shall be
deposited by the Treasurer to the account of the Club; and this officer shall
have the authority to disburse, by check only, the funds of the Club upon direction
of the Directors. The Treasurer shall
present a financial report at each meeting of the Club and its Directors. This officer shall ensure that all taxes are
paid and reported to the appropriate authorities; and shall turn over to the
succeeding treasurer promptly all of the records and assets of the Club in
his/her possession. The accounts of the
Club shall be subject to inspection by any Club member upon written request and
shall be audited by the Auditing Committee at least once each year.
The Race Captain shall be elected by the membership at
the Elections Meeting and shall serve as Chairman of the Race Committee. The Race Captain shall oversee all AYC racing
programs (series and regatta); shall maintain the AYC Sailing Instructions in
accordance with US Sailing Racing Rules of Sailing (RRS); shall record;
tabulate, and post the results of all series and regatta racing events for each
fleet; and shall be responsible for the maintenance and operation of all Club racing equipment.
Section
8. Succession
No officer shall succeed him or herself more than once in
the same office.
ARTICLE
Section
9. Vacancies in Office
Any vacancy in an elective office of the Club, for
whatever cause, may be filled for the duration of the unexpired term by action
of the Directors.
ARTICLE IV
MEETINGS
Section
1. Annual Meeting
The Annual Meeting of the general membership shall be
held on any Saturday in October of each year for the purpose of installing
officers and directors and for the transaction of such business as may properly
come before the membership. A notice of
the time and the place of this meeting shall be mailed (including the use of
Electronic Mail (email)) to each member in good standing at least two weeks in
advance of the meeting.
Section
2. Special Meetings
Special meetings may be called by the Commodore when in
the Commodore’s judgment such a meeting will serve a useful purpose to the
Club. Notices of the time and the place
of such a special meeting, together with the agenda, shall be mailed (including
the use of Electronic Mail (email)) to the membership in good standing, not
less than seven days prior to such a meeting.
No other business except that on the agenda will be transacted.
Section
3. Quorum
A quorum necessary for the transaction of business at any
meeting of the Club shall be the Regular Members present.
Section
4. Rules of Order
The conduct of the business at all meetings of the Club
or of its Committees shall customarily be governed by Robert’s Rules of Order Revised.
Section
5. Special Events which are traditional are:
A. The
Commodore’s Ball for recognition of officers and presentation of awards shall
be held on any weekend in November – except the week of Thanksgiving.
B.
A Founders Day
celebration may be held annually. The date
should be as close to February 15 as practical.
C. An
Invitational Regatta may be held annually.
D. Other
events to make awards may be held.
ARTICLE
IV. MEETINGS
An Elections
Meeting of the general membership shall be held during the third or fourth week
of August of each year at the call of the Commodore for the purpose of electing
Officers and Directors. Members elected
to office at this meeting shall be considered “officers-elect”, and shall serve
without vote with the regular officers of the Club until October 1st
when they assume their full responsibilities.
DIRECTORS
A. The
Directors shall be elected by the membership at the Elections Meetings and shall
consist of the Commodore, Vice-Commodore, Fleet Captain, Secretary, Treasurer,
and Race Captain.
B. The
Directors shall act for the membership between meetings. They shall have the general control of all
property of the Club, supervise the finances of the Club, examine reports of
the Committees of the Club, approve the incurrence of obligations and
indebtedness other than those of routine nature, makes such rules for the
operation of the Club as may be required within the provisions of this Constitution
and By-Laws, take final action on the admission of new members, and under the
provisions of Article II, Section 9, shall investigate reported offenses of a
member and fix any penalty therefor.
C. Notwithstanding
any powers otherwise herein conferred upon the Directors, they shall have no
power to mortgage or otherwise place in lien upon, or dispose of, or sell any
of the real property or improvements thereon belonging to the Club or execute
contracts longer than three months, except with the authority specifically
granted for that purpose by a two-thirds vote of the regular membership present
and voting at a special meeting of the Club called for that purpose.
An Executive Committee, consisting
of a Chairman and two members, shall be appointed at the discretion of the
Directors at such time an Executive Committee is needed to carry on the
business of the Directors and the Club between meetings of the Directors. Duration of membership on the Executive
Committee will be determined by the Directors.
ARTICLE VI
COMMITTEES
The Standing Committees of the Club
shall include: the Membership Committee, the Race Committee, the Regatta
Committee, the Nominating Committee, the Auditing Committee, the House and
Grounds Committee, the Harbor and Boat Yard Committee, the Public Relations
Committee, and the Social Committee.
A.
Membership
Committee
The
Membership Committee shall consist of a Chairperson and two members appointed by
the Commodore. This Committee shall
investigate and make recommendations to the Directors through the Commodore
concerning all applicants for membership in the Club.
The
Race Committee shall consist of the Race Captain as Chairperson and at least
two other members. The Chairperson shall
be elected by the general membership at the Annual Meeting. The committee members shall be appointed by
the Commodore and shall serve at the pleasure of the Commodore. The Race Committee shall exercise general
management and control over all yacht racing events held by the Club, making
such rules as are needed to govern these matters subject to the general
supervision of the Directors.
C. Regatta Committee
The Regatta
Committee shall consist of the Fleet Captain as Chairperson, and two members
appointed by the Commodore and serving at the Commodore’s pleasure. It shall plan, arrange, and supervise the
conduct of regattas and cruises held by the Club, except that it shall not have
responsibility for the actual conduct of races (see Article VI, Section
1B). The activities of this committee
shall be under the general supervision of the Directors.
D. Nominating Committee
1) The Chairperson of the Nominating Committee
shall be elected by the Directors from among its own members (except the
Commodore) at its first meeting.
2) The Committee shall consist of the
Chairperson, and two additional members elected by the membership at the
Elections Meeting.
3) The Committee shall submit to the Commodore
a slate of candidates for the elective offices, including the committee members
of the Nominating Committee. The slate
shall be submitted to the Commodore at least four weeks prior to the Elections
Meeting.
ARTICLE VI COMMITTEES (Section 1 Cont’d)
4) The Commodore shall direct the Secretary to
deliver the list of nominations submitted by the Nominating Committee to the
general membership at least three weeks prior to the Elections Meeting.
5) Additional nominations may be received by
the Secretary from the general membership under the following conditions:
(a) Nominations will
be received by the Secretary at the Elections Meeting.
(b)
Nominations made by the general membership shall be signed
by five regular members in good standing, and shall have the consent of the
nominee.
E. Auditing Committee
The Commodore shall,
not less than one month prior to the date of the Annual Meeting, appoint an
Auditing Committee to consist of at least three members of the Club. This committee shall examine the accounts and
records of the Treasurer and make a report of its findings to the Directors,
and to the general membership at the Annual Meeting.
F. House and Grounds Committee
The House and Grounds Committee shall consist of a
Chairperson appointed by the Commodore and sufficient members to ensure that
routine maintenance activities are performed in a timely manner upon Club
property and grounds, and to recommend necessary improvements to the
Directors. The Chairperson shall be
responsible for providing the Secretary with a current inventory of all club property
under his/her supervision.
G. Harbor and Boat Yard Committee
The Harbor and
Boat Yard Committee shall consist of a Chairperson and sufficient members to
ensure orderly use of boat storage facilities and repair and maintenance of
docks and ramps. They shall be appointed
by and serve at the Commodore’s pleasure.
The Chairperson shall be responsible for providing the Secretary with a
current inventory of all Club property under his/her supervision.
H.
Public
Relations Committee
The Public Relations Committee shall consist of two
members appointed by the Commodore and serving at the Commodore’s
pleasure. It shall undertake to inform
the public of the object and purpose of the Club, and to make available to the
public-information media the nature and the results of the activities of the Club.
I. Social
Committee
The Social
Committee shall consist of a Chairperson and additional members as may be
required; all appointed by the Commodore, and serving at the Commodore’s
pleasure. It shall provide for and
manage all social events that are sponsored by the Club.
ARTICLE VI
COMMITTEES
Special Committees may be appointed
from time to time and for a particular purpose.
Such committees serve at the pleasure of the appointing authority.
ARTICLE
AMENDMENTS
The
Constitution and By-Laws may be amended, or repealed, at any Annual Meeting, or
at a special meeting, of the Club provided that:
1)
a majority of the
regular membership present and voting shall vote in the affirmative thereof;
2)
such amendment or amendments shall have been proposed in
writing to the Directors prior to their submission to the general membership at
any meeting; and
3)
notice of the
proposed amendment or amendments shall have been contained in the call of the
meeting at which it or they are to be brought before the general membership for
action.
Revised
and amended, October, 1999