Bylaws

Article I

 Membership and fees

Section 1.  

Section I. Membership of the corporation shall be subdivided into two (2) classes: (A) Member Couple, each over eighteen (18) years of age; or (B) Member Single over eighteen (18) years of age (a "Member"). Within these classes a Member may hold membership in the following categories:

• •    #40 Member Couple with Family
  •    #41 Member Single with Family
  •    #42 Member Couple No Children
  •    #43 Member Single No Children
  •    #44 Retired Member Couple
  •    #45 Retired Member Single
  •    #46 Honorary Member- after 35 years of membership - non-paying dues member

 

*Definition of the word "retired" as applied to a membership category is as follows:

1. Neither spouse shall be employed or engaged in a business or profession on a full or part time basis.

2. The spouse who was the primary wage earner has retired; and,

3. Such spouse is at least sixty-two (62) years of age.

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The Board of Governors, consisting of the Board Members of the Club, shall have power to limit the total membership and shall have the power to determine the amount of all dues and fees paid by each Member.

 

Section 2. A Member shall be the person who is over eighteen (18) years of age and who has been granted one of the categories of membership status listed in Section 1 and whose name appears on the current membership roster. Family members shall be the unmarried children of members living full time in their household. A membership shall consist of the member or members, together with the Family members who collectively form a single household.

 

Section 3. Only a Member over eighteen (18) years of age who is either part of a Member Couple or are a Member Single shall have voting power (a 'Voting Member”). Family members shall not have voting power, even if they are over eighteen (18) years old, and living full time with a member.

 

Section 4. Each Member desiring to transfer from one category of membership. to another shall make written application to the Board of Governors stating the category from which and the category to which he or she desires transfer, together with such other 

information as the Board of Governors may require. All transfers of membership shall be subject to the approval of the Board of Governors by a two-thirds (2/3) vote of those present and voting, and subject to such terms and conditions as said Board may prescribe.
                                    

Section 5. All applications for membership shall be made in writing to the Board of Governors. Each application must list at least two (2) Members with separate memberships and be accompanied by two (2) letters of recommendation or have a single sponsor letter. Each application must be referred for acceptance to the Member Chair on the Board, or other designated Board Member, and once accepted.by the Board of Governors and payment has been made, added to the current membership roster.

 

Section 6.  The Board of Governors at its first regular meeting after an annual meeting of the corporation shall elect officers (the "Officers") for a term of two (2) years from the ensuing October 1st and continuing until they have been succeeded or until the Officers by a majority vote have extended any such terms for a one (1) year period. The Board of Governors shall comprise the Officers, to include a President, a Vice President, a Secretary and a Treasurer (together serving as the Executive Committee) and shall further be comprised of Committee Chairs, as designated by the President, as well as the former President, who shall act as Trustee on the Board, not to exceed eight (8) individual Voting Members, each a "Board Member". Each such Board Member, including Officers and Committee Chairs, must attend at least eight (8) board meetings per year, as recorded by the Secretary, to maintain their position on the Board of Governors or such Board Member will be immediately removed from the Board prior to the end of his or her term. Board Members are strongly encouraged to attend Club functions.

 

Section 7.  If a member is late in paying his or her account more than two (2) consecutive months, then the Board shall have authority to determine if that Member shall be entitled to utilize any of the facilities of the Club until such account is brought current. Further, that Member may be required to forfeit his or her membership subject to a majority vote of the Board of Governors. If so forfeited, then said Member can only be re-instated by a majority vote of the Board of Governors.

               

Section 8.  Children of Senior members who marry shall be eligible for immediate membership in the corporation upon due application, posting of the application and acceptance by the Board of Governors, notwithstanding any limitation on total number of members.

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The Board of Governors may waive the admission fee with respect to the application for re-admission of any person who was formally a Member provided that the length of the periods during which such person was a Member exceeds the length of the period between the termination of the previous membership and the application for re­ admission.

                

Section 9.  Children of Voting Members who marry shall. be eligible for immediate membership in the corporation upon application and acceptance, pursuant to the procedure outlined herein, notwithstanding any limitation on total number of Members.

 

Section 10. Voting Members must provide at least thirty (30) days written notice to the Treasurer or other individual designated by the Treasurer (such as the Manager) of his or her intention to resign from the corporation, or such Member shall continue to be subject to all such obligations of a Voting Member, including, but not limited to, payment of all dues and fees.

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Article II

 Board of Governors

Section 1.  The management and control of all of the property and affairs of the corporation shall be in the hands of a Board of Governors (the "Board") chosen in accordance with this' Article.

 

Section 2. [Reserved].
Section 3. [Reserved].

 

Section 4.  A nominating committee shall be formed and comprised of at least three (3) individual Board Members that are existing Officers or Committee Chairs on the Board of Governors, and such committee will nominate at least one Voting Member for each vacancy on the Board. All such nominees' names shall be sent to the Voting Members of the corporation in writing in the form of a ballot at least thirty (30) days prior to the date of the annual meeting of the corporation. At the annual meeting, all such ballots returned to the corporation by the Voting Members shall be counted and the nominees with a majority vote shall become Board Members as of October 1st.

 

Section 5.  A majority of the Board of Governors shall constitute a quorum. In the absence of a quorum the Executive Committee, defined below in Article II, Section 6, may act by unanimous vote on behalf of the Board provided that at least three (3) Members of the committee are present and voting.

 

Section 6.  The Board of Governors, at its first regular meeting a.t\er an annual meeting of the corporation, shall elect officers of the corporation for a term of two (2) years from the ensuing October 1st. and until they have been succeeded. Such Officers shall be a President, a Vice President, a Secretary, and a Treasurer (the "Executive Committee"). The Officers shall be chosen from the membership of the Board, including newly elected Members. The office of Treasurer may be held by a person who also holds the office of Vice President or Secretary. 

 

Section 7.  The Board of Governors shall further have authority:

1. To appoint such committees as they may from time to time deem necessary.

2. To admit, suspend, or expel members. A unanimous vote of those present and voting at a meeting of the Board of Governors shall be required to suspend r expel a member, but a member shall be admitted unless one-third of such votes are adverse.

3. To prescribe rules for the admission of guests.

4. To make rules for the use of the corporation's premises by members, and others, and for their conduct on same.

5. To establish and enforce penalties for violation of rules not exceeding the statutory limits.

6. To set dues, assessments, and initiation fees and to notify members annually of the respective amounts.

7. To remit or compromise penalties, dues, or any other obligation to the corporation.

8. To call special meetings of the corporation.

9. To suspend or waive admission fees and annual dues.

10. To solicit subscriptions for such purposes as they deem in keeping with the general objects of this corporation 

11. To fill any vacancies in the offices or committees of the corporation including any vacancies in the Board of Governors, and the person thus chosen shall hold office until the October 1st. following the next annual meeting of the corporation, and until his successor is elected.  

    1. To hold regular and special meetings at the call of the President or by its own vote.

 

Section 8.  At the annual meeting of the corporation, the President shall submit a general report of the affairs of the corporation and the Treasurer shall submit an accounting of the financial matters of the corporation.

               

Section 9.  Any Voting Member of the corporation shall be eligible for election to the Board of Governors, and any Voting Members of the corporation shall be eligible for membership on any committee of the corporation.

  

Article III

 President

The President shall preside at meetings of the corporation and of the Board of Governors, shall appoint the chairperson of all standing committees; al committee appointments to be approved by the Board of Governors shall have general oversight and management of the affairs of the corporation.

Article IV

 Vice-Presidents

The Vice-President shall, in the absence or inability of the President, assume the duties of the President.

 

Article V

 Secretary

The Secretary shall make a report of all proceedings of the corporation at its meetings and shall at appropriate times read a report of same; he or she shall also keep records of the votes, doings and proceedings of the meetings of the Board of Governors, and of the members of the corporation; he or she, or an individual that is so designated (such as a Manager), shall have general charge of the correspondence of the corporation, shall send out notices of the regular meetings of the Board, which shall be held on the same day of every month at the same time, unless otherwise determined by the Officers. shall keep a list of the Members of the corporation, and perform such other duties properly belonging to his or her office, as the Board of Governors may from time to time direct.

 

Article VI

 Treasurer

The Treasurer shall have sole charge of the finances of the corporation, subject to the direction of the Board of Governors. He or she, or an individual that is so designated, shall collect and disburse all the monies of the corporation, and shall perform such other duties pertaining to his or her office as the Board of Governors may from time.to time direct.

 

Article VII

 Auditors

An Audit Committee, appointed by the Board, not members of the Board of Governors, shall periodically audit the Treasurer's accounts and report to the corporation at its annual meeting if the Board so requests.

 

Article VIII

 Meetings

 Section 1. The annual meeting of the corporation shall be held at the Club House on the second Monday in June, in each year, or on such other date not more than ten (10) days after said date as the Board of Governors may prescribe. Notices of said meetings shall be mailed to the Members of the corporation at least thirty (30) days prior thereto, and like notice shall be posted on the bulletin board at the headquarters of the corporation by the Secretary, or such designated individual, at the time of such mailing.

 

Section 2.  Special meetings of the corporation may be called by the Board of Governors and shall be called, if requested in writing by not less than sixty (60) Voting Members of the corporation. Notice of the calling thereof shall be given in the same manner as the notice of the annual meeting, and these notices shall state the object of the meeting.

 

Section 3.  At all meetings of the corporation a quorum shall consist of not less than sixty Voting Members.    

 

Section 4.  At the annual meeting the reports of the President and the Treasurer shall be presented.

 

Article IX

 Amendment to By-Laws

 (See Article VII of Articles of Association.)

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 Section 1. By-laws for the government of the corporation shall be adopted. by a majority vote at the first meeting of the corporation and shall thereafter b subject to amendment and addition in the following manner. Such changes in the bylaws may be proposed at any regular meeting of the Board of Governors or other governing body of the corporation by any Member thereof. or at any special meeting the call for which shall include notice of the intention to introduce such change, and final action thereon shall be taken at the next following regular meeting of such governing body by a two-thirds (2/3) vote of the Members present and voting; provided, however, that prior to such final action notice in writing 9f the proposed change shall be given at least (5) days in advance of such final notice by sending by US mail or electronic form to each Member of the cotp0ration at his last known address a copy of the proposed change and a statement of the time and place at which such final action is to be taken. Any such proposed change shall be submitted to such governing body at its next regular meeting upon written request of forty (40) Members of the corporation which request may be submitted in parts. Final action upon such changes may also be taken by such governing body at any regular meeting, or at any special meeting called for the purpose, if a written consent to such final action has been signed by Members representing three fourths (3/4) of the total voting power of the corporation, which consent may be in parts.

 

These Amended and Restated Bylaws of the High Lane Club, Incorporated shall supersede all previous By-Laws of the High Lane Club, Incorporated as of the date first written herein. Motion made and passed on December 11, 2008, at the monthly Board of Governors meeting to accept these Amended and Restated By-Laws of the High Lane Club, Incorporated.

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Article X

 Intoxicating Liquors

[Reserved].

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These Amended and Restated Bylaws of the High Lane Club, Incorporated shall supersede all previous By-Laws of the High Lane Club, Incorporated as of the date first written herein. Motion made and passed on December 11, 2008, at the monthly Board of Governors meeting to accept these Amended and Restated By-Laws of the High Lane Club, Incorporated.

                                       

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