HSRC
BYLAWS
HANARRY SWIM & RACQUET CLUB, INCORPORATED
BYLAWS
ARTICLE I- NAME
This organization is a non-profit corporation under the laws of the State of Georgia by name "HANARRY SWIM & RACQUET CLUB, INCORPORATED", hereafter referred to as "The Club".
ARTICLE II- PURPOSE
The purpose of the Corporation shall be: to establish and maintain facilities for recreation for members of Hanarry Swim & Racquet Club, Inc., as defined in the Articles of Incorporation.
ARTICLE III- MEMBERSHIP
Section 1. Membership in the Hanarry Swim & Racquet Club, Inc. shall consist of anyone residing in the Hanarry Estates area, which is bounded by Highway 78 on the South, Rockbridge Road to the West, Highway 29 to the North, and Gloster Road/Oak Road/Highpoint Road to the East. (Oct.'90)
Section 2. Members in good standing shall be entitled to one vote per certificate and shall be entitled to all privileges of the Club and subject to all rules and regulations.
Section 3. Residents in the designated membership area may apply for membership by submitting a written application to the Membership Committee. Their application is subject to approval by a vote of the Board of Directors at the first meeting of the Board after receipt of the application. After an applicant has been approved for membership, the Membership Chairperson shall notify the applicant of his election and see that the applicant is given a copy of the Bylaws and Rules of the Club. Upon subscribing to these, and paying the Treasurer all dues, assessments, fees and charges, the applicant shall become an active Member and be entitled to all the rights and privileges for such a member. The Membership Chairperson shall award him a Certificate of Membership in Hanarry Swim & Racquet Club, Inc. The Certificate of Membership shall be in the name of the head(s) of household at such household address. The “Member” is defined as said head of household, but privileges of membership hereunder are extended to all persons residing at such household address, unless such privileges are limited by action of the Board of Directors, as provided herein.
Section 4.
A. Members in good standing shall be entitled to maintain their membership if they move from the membership area as listed in Section I with the approval of the Board of Directors. (March '90)
B. Any previous
member of HSRC who is no longer a member may rejoin the club regardless of
location of their home, unless their membership had been terminated for conduct
reasons and/or subject to the approval of the board of directors. (Feb 2011)
C. Anyone that does not reside in the membership area as noted in Article III, Section 1 may apply for membership by submitting a written application to the membership committee. The Board encourages the applicant to have two Members (Certificate holders) in good standing to sponsor the applicant by submitting a letter recommending the applicant for membership. The application for membership is subject to approval by a vote of the Board of Directors at the first meeting of the Board following the receipt of the membership application and, if applicable, the sponsoring letters. (Oct. '90)
D. Children (and their spouses, if applicable) of Members in good standing who move away from home will be considered as persons residing in the Member’s household until age 25. (November ’98)
Section 5. The number of active family memberships of the Club shall be established at 275.
Section 6. Once the membership is full and a waiting list has been established, the first person on the list shall be notified of an available membership and shall have ten (10) days to accept and pay all dues, assessments, and fees. If he fails to comply within ten days, he shall be considered as having declined to become a member and the membership shall be offered to the next applicant on the waiting list.
Section 7. Membership and/or a membership certificate shall not be transferable except when the Member has procured his own prospective Buyer on his own or sells his Membership to the purchaser of his home as noted in Section 8 (B) below.
Section 8.
A. A Member may sell his membership back to the Club for any reason for the face value of the certificate, providing there is a purchaser available for that certificate. The request for sale of membership must be in writing to the Membership Chairperson of the Board of Directors. Memberships will be sold in the chronological order in which they are received, unless the Selling Member is selling his membership to the purchaser of his home. . Sales will be honored as soon as the club has a purchaser available.
B. A Member may sell his membership to the purchaser of his home under the following provisions:
1. The Member must give written notice of such sale to the Board of Directors.
2. The purchaser must apply for membership and be approved by the Board of Directors.
Section 9. A Member is responsible for all dues and assessments, which may be a lien against the face value of the Certificate, until completion of the sale of his membership either to the club or to the purchaser of his home.
Section 10. Upon cessation of membership for any cause, all indebtedness owing to the Club by the Member shall be a lien upon and charged against his Certificate, and the Certificate may be taken over by the Club to satisfy such indebtedness. In the event of the Club being unable to obtain possession of the Certificate, it may be canceled on the books of the Club, and a new Certificate issued in its place. In case of the enforcement of a lien, as provided above, neither the signature for the holder nor the delivery of the Certificate shall be necessary to complete the transfer to the Club. The Treasurer of the Club is hereby authorized to make such transfer.
Section 11. Members shall be responsible for the payment of all charges or liabilities that may be incurred by members of his family or guests.
Section 12. Code of Conduct and Corrective Action
A. Preamble
Whenever the activities or conduct of a Member (and/or, if applicable an individual in the Member’s household in good standing is considered to be less than the standards or aims of the membership, to be disruptive to the operations or enjoyment of any number of the club members or in violation of any rules governing the use of the club property, facilities, pool or tennis courts, or considered to be unbecoming a lady or gentleman, corrective action against such Member (and/or, if applicable an individual in the Member’s household - hereinafter referred to as an Accused Member) may be requested by any officer of the club, chairman of any committee or member of the club.
B. Procedure
1. All requests for corrective action must be in writing to the Board and shall be supported by reference to the specific activities or conduct which constitutes grounds for the request.
2. Within 7 days following the receipt of a request for corrective action that could result in a reduction of membership privileges a meeting of the Board will be called to consider the request. This board action will be to determine if there is cause for corrective action. The board may request statements from witnesses and the affected person regarding the activities or conduct of the Accused Member in question. This meeting will be limited to the Board and invited Members. This meeting may be held electronically if the president or presiding officer feels adequate information can be given to the board to reach a conclusion.
3. At this meeting the action of the Board on a request for corrective action shall be to determine if there is a cause of action and to proceed with disciplinary action or to reject the request for corrective action. If the member is currently under a summary suspension the board shall also recommend that the summary suspension be terminated, modified or sustained.
C. Summary Suspension
1. Any two Members of the Board or a Board member and a Committee Chair shall have authority, whenever action must be taken immediately in the best interest of the club, to summarily suspend any or all privileges of a Member’s (and/or, if applicable an individual in the Member’s household - hereinafter referred to as an Accused Member) membership and such summary suspension shall become effective immediately upon imposition.
2. The Board will meet as soon as practical after such summary suspension to recommend modification, continuance or termination of the terms of the summary suspension. The summary suspension, as sustained or as modified by the Board, shall remain in effect.
3. The Accused Member whose privileges of membership have been summarily suspended shall be entitled to a meeting before the Board in accordance with Article III, Section 12, E-G. of these bylaws.
D. Hearing Review Procedure - Right to Hearing
When an Accused Member receives a notice of cause for disciplinary action from the Board that adversely affects the Accused Member’s club privileges and/or membership, the Accused Member will be entitled to a hearing before the Board.
E. Notice of Hearing
1. Within 7 days after the Board meets and finds cause for corrective action they shall, through the President or designee of the Board, notify the Accused Member and schedule a hearing before the board. The date of the hearing shall not be less than 7 days from the date of the notification of the Accused Member of a finding of cause.
2. The notice of the board to the Accused Member shall state in concise language the acts with which the member is charged any reasons or subject matter that was considered in finding a cause for further action.
F. Conduct of Hearing
1. There shall be at least a majority of the members of the Board present when the hearing takes place, and no member of the Board may vote by proxy.
2. An accurate record of the hearing must be kept. The mechanism shall be established by the meeting Chair.
3. The personal presence of the Accused Member for whom the hearing has been scheduled shall be required. An Accused Member who fails, without good cause, to appear and proceed at such hearing shall be deemed to have waived his rights to a hearing and to accept the adverse recommendation or decision of the Board.
4. Postponement of hearings beyond the time set forth in these bylaws shall be made only with the approval of the Board of Directors. Granting of such postponements shall only be for good cause shown and in the sole discretion of the Board.
5. The Accused Member shall be entitled to be accompanied by one Member of the club in good standing.
6. The meeting will be conducted in an orderly fashion. If in the opinion of the presiding officer it is not orderly he/she shall have the right to adjourn the meeting.
G. Final Decision by Board
1. Within 7 days after the conclusion of the hearing, the Board shall make its final decision in the matter and shall send notice to the Accused Member, by certified mail, return receipt requested. The decision of the Board shall be immediately effective and final and shall not be subject to further hearing or appellate review.
2. Recommended actions of the board will include three modes of discipline: warning, suspension, and expulsion. Generally, these will be used by the Board sequentially. However it is possible that an infraction would be serious enough to justify any level of discipline. The Board may impose, as it deems necessary, any level of discipline against any or all individuals in an Accused Member’s household.
3. During a period of suspension, the suspended Member shall not have any club privileges and shall be restricted from being on club property and attending club functions.
Section 13. Membership may be terminated by two-thirds (2/3) vote of the Board of Directors for:
1. Non-payment of dues, assessments, charges, or
2. Following corrective action procedures per Article III, Section 12,
Memberships
subject to termination for non-payment of dues shall be notified in writing in
advance of the termination date stating the reason for termination, the date of
termination and a person to contact if the member thinks the club is in error.
(Feb 2011)
Section 14. Upon the involuntary termination, a Member shall be reimbursed for the face value of the Membership Certificate less any charges, assessments and pro-rated dues owed to the Club plus a $50 penalty charge. (Refer to Article III, Sections 9 & 10.). No dues shall be refunded for the time period that a Membership has been suspended due to disciplinary action.
Section 15. Membership certificates shall be $400, plus an initiation fee or transfer fee if applicable. (March '95)
A. Transfer fees and initiation fees can be changed at a vote by the membership at a general or special meeting. .
Section 16 – Non-Members playing on HSRC sponsored ALTA or USTA Club Tennis Teams
A. By-Laws Membership III Section 16 – Non-members, adult and juniors are allowed to play on HSRC sponsored tennis teams as discussed in the HSRC tennis rules (located on same website).
ARTICLE IV - GOVERNMENT
Section 1. The government and management of the Club is confided to the Board of Directors and the Committee Chairpersons, who shall by majority vote, unless otherwise stated, govern the affairs of the club in accordance with these Bylaws. Committee Chairpersons will each be allowed a separate vote; however, in the case of one family occupying two or more positions, they will be allowed one vote per position except for general meetings where they will be allowed only one vote per family membership. (Oct. '87). No one who has been suspended by the Board for a disciplinary measure may serve on the Board as an Officer or Committee Chair for one year from the end of the suspension period.
Section 2. Members of the Board of Directors shall be the following: (Nov. 00)
· President
· Vice-President
· Secretary
· Treasurer
· Immediate Past President
· Bookkeeper
· All Committee Chairpersons
Section 3.
A. The Board of Directors and Committee Chairpersons shall be elected on an annual basis at the Fall general meeting for a one-year term beginning January 1. All members of the Board and Committee Chairpersons shall serve without compensation. (Oct.’96)
B. If a member of the Board or a Committee Chairperson fails to perform -in the duties of the office, he may be removed from office by a two-thirds (2/3) majority of the full Board of Directors and the Committee Chairperson.
C. Unexpired terms of office vacated for any reason shall be filled by an appointee, nominated by the President, and approved by a two-thirds (2/3) majority of the full Board of Directors and Committee Chairperson.
Section 4. Duties of Officers, Committees and Committee Chairpersons.
A. Officers:
1. The President shall preside at the meetings of the Club and of the Board of Directors. He shall be the administrative officer of the Club. He shall appoint, subject to confirmation by the Board of Directors and the Committee Chairperson, any Special Committees, as may be directed.
2. The Vice-President, in the absence or disability of the President, shall act in his stand.
3. The Secretary shall give notice of all meetings, shall keep the minutes, and attend the club correspondence.
4. The Treasurer shall deposit all funds of the Club received by him/her in the name of the Club, in such depository as is authorized by the Board and Committee Chairpersons. The Treasurer will be responsible for collecting items from the PO Box, collecting membership dues payments, making copies of such payments and depositing them into the bank. . (March '94)
B. Committees and Committee Chairpersons.
1. The Building Committee shall attend to the improvement and maintenance of the clubhouse.
2. The Grounds Committee shall attend to the improvement and maintenance of the grounds.
3. The Clubhouse Rental Committee shall establish rules for the use of the Clubhouse and its equipment and shall administer the rental of the Clubhouse.
4. The Executive Committee shall prepare the annual budget and shall advise the Board on all financial transactions of the Club. All unbudgeted expenditures must have approval of this Committee. Any decision of the Executive Committee may be over-ruled by a majority of the full Board and Committee Chairpersons. Members of the Executive Committee will be the President, Vice President, Secretary, Treasurer and Membership Chair.
5. The Bookkeeper’s function is to keep the accounts of the Club and pay its bills as approved by the Board of Directors and the Committee Chairpersons. The Bookkeeper will have the authority to sign checks and make regular reports on the financial condition of the Club as required by the Board of Directors and the Committee Chairpersons.
6. The Membership Committee shall provide information to residents of the Club area when requested. This information shall pertain to the facilities available and the procedure for applying for membership. This Committee shall maintain all records regarding sale and purchase of memberships and shall publish and distribute a Directory of Membership bi-annually. The Membership Committee shall also prepare current membership pool tags and supply them to the Pool Committee prior to pool opening along with a current list of memberships.
7. The Pool Committee will be responsible for the proper maintenance of the Pool. The Pool Committee will also interview and hire the pool manager and all lifeguards or a Professional Pool Management Co. subject to the approval of the Board of Directors. This Committee will establish the duties of the pool manager and lifeguards, serve as their supervisor, and will administer the payroll of these employees if a Management Co. is not used. The Committee will distribute the new membership tags at the beginning of the swim season, and arrange for Gate Persons to check membership pool tags for the days deemed necessary by the Committee. The Pool Committee will establish the rules for the use of the pool, which insures the safety of the members and their guests. At any time this Committee may be split into two separate Committee Positions as needed.
8. The Publicity Committee shall keep members informed of all Club activities and business, serve as liaison between the membership and Board of Directors and shall publish and distribute the Dispatcher at the discretion of the Board of Directors and the Committee Chairperson.
9. The Social Committee shall plan and organize social activities for adults and children.
10. The Tennis Committee shall establish rules and activities for use of the tennis courts, and other activities, as they may arise. The Tennis Committee will schedule matches and practice times for all teams entered in ALTA or USTA competition. Only Club teams and members may schedule court time for any purpose. All members of Club teams must be Club members except as noted in Article III, Section 16. (March '91).
11. The Swim Team Committee shall coordinate all activities and functions of the Swim Team. The Swim Team Committee shall consist of parents and persons interested in the development of the youth of our Club through the Swim team and other related activities. All members of the Swim Team must be Club Members.
12. The Long Range Planning committee will forecast future needs, poll the memberships on present and future needs and advise the Board accordingly.
13. The Work Session Committee will organize periodic membership work sessions, coordinating necessary work to be done in the clubhouse, pool and grounds. (Oct. '91)
C. Each committee will consist of up to three persons, which will be appointed by the chairperson.
D. Rules and policy established by committee shall be submitted to the Board and the Committee Chairpersons for approval. Committees may meet at their discretion and make their reports at board meetings.
Section 5. Meetings and business of the Club and the Board of Directors shall be conducted by rules of parliamentary procedure, and Robert's Rule of Order Revised shall be the authority for all questions of parliamentary law not covered by the Club's Bylaws.
Section 6. Indemnification.
A. Each person who acts as Director or Officer of the Club shall be indemnified by the Club against expenses actually and necessarily incurred by him in connection with the defense of action suit or proceedings in which he is made a party by reasons of his being or having been a Director or Officer of the Club, except in relation to matters to be liable for gross negligence or willful misconduct in the performance of his duties.
B. The right of indemnification provided herein shall insure to each Director or Officer referred to in (a) whether or not he is Director or Officer at the time such costs or expenses are imposed or incurred, and in the event of his death shall extend to his legal representatives.
Section 7. The Board of Directors, when in the best interest of the Club, may extend the use of the facilities to any person or persons.
ARTICLE V - MEETINGS
Section 1. Board of Directors.
A. Meetings of the Board of Directors shall be held at the discretion of the Board. There shall be no fewer than six meetings a year.
B. Special meeting of the Board may be called by the President or by a majority of the Board, by giving not less than 24 hours notice.
C. All meetings of the Board shall be open to attendance by Members. The Board may ask for non-Board attendees to leave when discussing Code of Conduct (Article III, Section 12) complaints, financial or other concerns of individual Members or other serious matters it deems necessary for closed deliberations.
D. After going through the proper channels, i.e. the appropriate Committee and or designated Officer, the member has the right to appear on the agenda of a meeting of the Board upon notification to the Secretary or President prior to the meeting. The speaking time for each member attending a board meeting will limited to approximately 15 minutes to allow for the timely conduct of the Board Meeting.
E. One-half of the full Board of Directors and Chairpersons as noted in Article IV, Section 2 shall constitute a quorum. A quorum is necessary for conducting the business of the club.
F. A Board Member (out of town or physically unable to attend) may participate in a Board Meeting (including voting on motions proposed) via telephone/conference call. The Board Member on the phone can only vote on motions in which the deliberations have been heard on the call.
Section 2. Membership
A. The membership shall be notified in writing or by email at least fourteen days prior to general meetings.
B. There will be a semi-annual general meeting in the fall. This meeting will cover the following club business:
1. Election of Officers for next fiscal year Approval of Budget for next fiscal year,
2. Approval of Club bylaw amendments
C. There will be a semi-annual general meeting in the spring. This meeting will cover the following club business:
1. Approval of the Nominating committee for next year’s Board,
2. Approval of revisions to current fiscal year’s Budget,
3. Approval of Club bylaw amendments.
D. Special meetings may be called by a majority of the Board of Directors and Committee Chairpersons or by twenty percent of the Membership on not less than five days notice stating the agenda.
E Ten percent of the voting membership shall constitute a quorum and shall be necessary to conduct business at any meeting. The President may declare a quorum with ten voting members, if a 10% quorum is not present 30 minutes after the designated opening of a General Meeting.
F. Vote will be by a show of hands. Any voting member has the right to request a roll call vote or a written ballot.
G. Proxies are prohibited at any official meeting of HSRC, Inc.
Article VI - DUES
Section 1. Annual dues for each membership will be $350.00 (Nov '02) plus the annual workday assessment of $50.00 (refundable) as prescribed in Article X, Section 3 for a total amount due of $400.00. The dues for the calendar year are due on or before March 15 (Nov ’02). A late penalty will be assessed on all dues not collected by the March 15 payment due date - see Section 2 below for late fee amount. A membership is subject to written notification as outlined in Article III, Section 13 for failure to pay dues and late payment penalties within thirty days after scheduled payment date. (March '95).
Section 2. Late Fees. Any dues payment received after March 15 will be subject to the following late fees:
After March 15, but prior to April 15 $10.00;
After April 15, but prior to May 15 $20.00;
After May 15, but prior to June 15 $30.00;
After June 15, but prior to July 15 $40.00
After July 15, $50.00
The late fees would apply to any partial dues that are owed including Members making payments except for Members who have just joined and arranged for a payment schedule of the first year’s dues and the Membership Bond.
Section 3. Members not making payments or payment in full will be considered “not in good standing” and those Members and their families will lose privileges such as Team membership on HSRC ALTA or USTA tennis teams or Swim Team. They will also not be able to vote in a General meeting, and/or rent the clubhouse for member's rate.
Section 4. Special assessments, if needed, shall be proposed and voted on at the Fall or Spring general meeting (Oct.’96) or any special meeting (as described in Article V Meetings) and should be payable at a time specified at the meeting. Payments received after the due date shall carry a $25 penalty. A two-thirds (2/3) majority of voting members present is required to approve special assessments.
Section 5. No part of the dues or the assessments shall be refunded in the event the operation of the pool or other facilities are required to be suspended for any period.
Section 6.
A. Upon termination of membership, annual dues (but not the workday or any other assessment) shall be refunded on a prorated basis.
B. Upon purchase of a membership, annual dues shall be payable on a prorated basis.
ARTICLE VII - NOMINATING COMMITTEE
Section 1. The Nominating Committee shall be selected at the General Meeting of the membership in the spring (Oct.’96). It shall consist of three appointees by the Board of Directors. The responsibilities of the Nominating Committee are to secure one or more candidates for each office and chairperson for each standing committee. The Nominating Committee is to also obtain previous consent from each nominee, and to present the slate at the Fall Meeting (Oct. ‘96) for the vote of the Membership.
Section 2. If a Nomination Committee is not formed, then a slate of possible officers and Committee heads may be derived by: nomination by a single Board member, nomination of a member by another member, or nomination of a member by oneself. In the first two cases the member being nominated must give his prior consent. This list of candidates nominated, Officer or Committee vacancies, and notice that the slate of nominations (and multiple nominations for any position) is still open to the floor at the General Meeting will be published in the Dispatcher (by mail or email) prior to the General Meeting.
Section 3. Nominations may be made from the floor at the Fall general meeting with the prior consent of the nominee.
Section 4. In the event that there are unfilled positions or positions become vacant for an office or committee chair, then the position is open until the President or if there is no President a majority vote of the Board designates an appropriate candidate and the candidate is approved by majority vote of the Board at any Board meeting.
ARTICLE VIII - DISSOLUTION
Section 1. In the event of the dissolution of the Club, in any manner or for any cause, and in no other event, upon the effective date of dissolution of the Club, Certificates shall be lien upon the proceeds of the sale of the property of the Club, after the payment of all its just debts and obligations to the extent of the then value of Certificates as fixed by these Bylaws, subject to set-off of all debts, dues and obligations owed by the holder of the Certificate. After payment of all Certificates outstanding, upon the effective dissolution of the Club, the surplus remaining shall be paid and distributed pro-rata among the then members of the Club.
ARTICLE IX -AMENDMENTS OF THE BYLAWS
Section 1. The Bylaws of the Club may be amended at the Semi-Annual general meeting of the Membership in the Fall and Spring (Oct. ‘96) or at any special meeting (as described in Article V Meetings). Anyone may submit bylaw changes to the Board of Directors. Notice must be given to the Board (not for approval purposes) at the Board Meeting in the month preceding the general meeting (Oct. '88). Notice of proposed amendments must be given in writing or by email distribution to the membership at least 14 days prior to the Semi-Annual general meeting.
Section 2. A two-thirds (2/3) majority of voting members present is required for any Bylaw Amendment to be approved.
ARTICLE X - WORK SESSIONS
Section 1. Work sessions will be scheduled as needed. The proposed dates will be published in the Dispatcher, distributed by email and listed on the web site (www.hanarry.org) with as much advance notice as possible. One adult member from each family or certificate holder will be required to participate in one work session each year in order to have the $50 work day assessment refunded. Families who have members serving on the Board of Directors or Committee Chairpersons will have fulfilled their work session obligation and will have the $50 assessment refunded. Work sessions are a minimum of three hours.
Section 2. As an option to workday and in order to have the $50 assessment refunded, a Member may elect to perform a task for a Board Member or Committee Chairperson. .
Section 3. It is the responsibility of the Member to contact a Chairperson for a specific task or attend a workday in order to have his/her $50 assessment refunded. (March '96) Members will be assessed the $50 workday fee with their annual dues at the beginning of the year. Once a workday is performed and reported to the Workday Chairperson, the $50 will be refunded to the Member. (Nov. 00)
Article XI - Cash Reserves (Oct '95)
Section 1. The HSRC Board of directors shall maintain a minimum cash reserve of not less than $10,000. If the Board of Directors shall determine a need to temporarily utilize a portion of the cash reserve they must do the following.
1. Notify the membership in writing prior to the next scheduled general meeting of the need, the dollar amount to be utilized and the anticipated time before the reserve shall be replenished.
2. Receive a majority approval from a Semi-annual general meeting of the membership to utilize the amount stated in item number one.
Section 2. If the HSRC Board of Directors wishes to borrow money on behalf of Hanarry Swim & Racquet Club, Inc. it must do the following:
1. Notify the membership in writing prior to the next scheduled general meeting of the need for the borrowing and the dollar amount.
2. Receive a majority approval from a Semi-annual general meeting of the membership to borrow the amount stated in item number one, above.