Section 2: The purposes of the Club shall be: (a) To promote boating activities and good fellowship among its members.
(b) To Promote good seamanship. Members shall be encouraged to take instructional boating courses offered by such organizations as the United States Power Squadrons and the U.S. Coast Guard Auxiliary. The Club may provide its members with programs relating to boating safety, maritime law and other boating-related subjects.
(c) To support and assist governmental authorities having jurisdiction over the maintenance and repair of the Burnt Store Isles waterway system, including the lock and sea walls, the navigable waters of Alligator Creek, the approaches to Alligator Creek from Charlotte Harbor, and other navigable waters of Charlotte County. The Club may also cooperate with other civic organizations having like or similar interest.
(d) To support and assist the cognizant law enforcement agencies as to maritime-related matters.
Article II: Governing Board
Section 1: The activities of the Club shall be managed by a Board of Governors numbering nine (hereinafter referred to as the "Board") and consisting of four principal officers (Commodore, Vice Commodore, Rear Commodore, and Fleet Captain); a Secretary; a Treasurer; and three general members as identified in Section 8, paragraphs (g), (h), and (i). After the first year one General Board Member shall be the most recent Past Commodore available to serve. Board members shall be elected to a one-year term of office at the Annual Membership meeting, and shall take office on January 1st following their election. (Amended 11/5/90, 11/10/2000, and 11/6/2013).
Section 2: It shall be the duty of the Board to carry out the purposes of the Club as stated in Article 1 hereof. In carrying out such purposes, each Board member shall have one vote, and proxy voting shall not be permitted. Meetings of the Board shall be held as often as deemed necessary by the Commodore, but not less than once every calendar quarter. A quorum at any Board Meeting shall be five members.
Section 3: The Board may make such rules and regulations covering the affairs of the Club as it may, in its discretion, deem necessary or advisable; provided that no such rule or regulation shall be inconsistent or in conflict with these By-Laws. Any such rule or regulation shall be binding on all Club members.
Section 4: In the case of a vacancy on the Board, the Commodore shall appoint an eligible Club member to serve the remaining term of the vacant position. Such appointment shall be approved by a majority vote of the remaining Board members.
Section 5: As stated in Section 1 above, the most recent Past Commodore available to serve shall be the third general member of the Board. In the event a Past Commodore is not available to serve in such capacity, the third general member shall be nominated for election, along with the other two general members, by the Nominating Committee.
Section 6: No two Club members living in the same household shall hold office on the Board at the same time.
Section 7: Any member of the Board may be removed from office at any special meeting of the Club membership called for that purpose on a vote of two-thirds of the members present and voting.
Section 8: The Officers and Board Members of the Club shall be the following:
The four principal officers shall be:
(a) A Commodore who shall be the chief executive officer of the Club. He or she shall, when present, preside at all meetings of the membership and the Board. He or she shall have all powers ordinarily exercised by a president of a corporation subject to any limitations placed upon him or her by the Board. The Commodore shall annually prepare a full and true statement of the affairs of the Club, which shall be submitted at the Annual Membership Meeting; and
(b) A Vice Commodore who shall, in the absence of the Commodore, perform all duties of the Commodore, and when so acting shall have the powers of the Commodore, except the authority to sign and execute in the name of the club any deeds, mortgages, bonds, contracts or other instruments unless authorized by the Board. He or She shall also perform such other duties as may be prescribed by the Commodore or the Board; and
(c) A Rear Commodore who shall, in the absence of the Commodore and the Vice Commodore, perform all duties of the Commodore, and when so acting shall have the powers of the Commodore, except the authority to sign and execute in the name of the Club any deeds, mortgages, bonds, contracts or other instruments unless authorized by the board. He or she shall also perform such other duties as may be prescribed by the Commodore or the Board; and
(d) A Fleet Captain who shall assist the Commodore in the discharge of his or her duties. He or she shall have overall charge of the boating activities of the Club. Subject to the approval of the Commodore, the Fleet Captain may appoint individual Club members to take charge of individual boat cruises. While acting in such capacity, such individuals shall be known as Cruise Directors. The plans for all cruises must have the prior approval of the Fleet Captain before they are carried out.
Other members of the Board shall be:
(e) A Secretary who shall keep the minutes of all meetings, see that all notices are duly given in accordance with the provisions of these By-Laws or as required by law, shall be the custodian of all records and the corporate seal and in general shall perform all duties ordinarily incident to the office of a secretary of a corporation; and
(f) A Treasurer who shall have charge of and be responsible for all funds, securities, receipts and disbursements of the Club, and shall deposit the same in banks or other such depositories as shall be selected by the Board. He or she shall render an account of the financial condition of the Club at all Board and membership meetings, and in general shall perform all duties ordinarily incident to the office of treasurer of a corporation; and
(g) The Social Director shall be in charge of all non-boating social activities as approved by the Board. The Director shall plan all dinners, parties and events including all creative activities taking place at these events. The Director may form committees to aid in these events. (Amended 11/8/12)
(h) The Information Technology Director shall maintain the Club website and other internet presence as directed by the Board and, in general, perform all duties ordinarily incident to the position of a corporation Information Director. (Amended 11/8/12).
(i) The ninth Board member shall be the most recent Past Commodore as stated in Article II, Section 5 of the Bylaws. (Amended 11/8/12).Article III: Committees
Section 1: There shall be a Nominating Committee consisting of five members. The chairperson shall be the most recent Past Commodore available to serve.
The other four committee members shall be appointed by the Commodore with the approval of the Board by no later than August 1st of each year. The Committee shall select and place in nomination one Club member in good standing for each Board position, except that of the third general member, as set forth in Article II, Section 5 hereof. Each nominee for elected office must have agreed to his or her nomination. By no later than October 1st of each year the Nominating Committee shall submit a report of nominations to the secretary who shall attest to the eligibility of all nominees and who shall within one week, mail or deliver copies of the nominating report to all Club members of record as of that date.
At the Annual Membership meeting nominations may be made from the floor provided that each such nomination has been agreed to by the nominee.
(a) No member of the Nominating Committee may be considered for a position as an Officer or member of the Board of Governors while serving on the Nominating Committee. (Amended 3/23/91).
Section 2: There shall be a Membership Committee appointed by the Commodore, with the approval of the Board. This committee shall have responsibility for the recruitment of new members and for any other membership matters as may be prescribed by the Board.
Section 3: With the approval of the board, special committees may be appointed by the Commodore as may be deemed necessary for the operation of the Club.
Section 4: The Commodore shall be an ex officio member of every committee except the Nominating Committee.
Section 5: There shall be an Audit committee appointed by the Commodore with the approval of the Board, consisting of a Chairperson and two members. This committee shall have responsibility for reviewing all books of the Secretary and Treasurer, all financial transactions of the Club and any other information necessary to determine the financial wellbeing of the Boat club. The Audit Committee will become effective with the first day of January to carry out their inspection for the previous year and will issue a written report of their findings and recommendations to the Officers and Board by January 31. (Amended 3/23/91).
Article IV: Membership and Dues
Section 1: Membership in the Club shall be limited to adult residential property owners of Burnt Store Isles (Section 15 of the City of Punta Gorda). (Amended 11/3/98).
Section 2: There shall be two classes of members
(a) Regular members shall be residential property owners of Burnt Store Isles, and these shall be the voting members. (Amended 11/2/92).
(b) Associate members shall be residents of Burnt Store Isles who are not property owners (renters). These members shall have the privileges of the Club, but shall be non-voting members and may not hold office or chair committees.
Section 3: Regular members shall consist of adult couples living together in the same household and single persons. (Amended 11/1/99).
(a) Adult couples shall be considered "family membership units" with each person having one vote. Each person in a family membership may hold office subject to the limitation of Article II, Section 6. (Amended 11/1/99and 11/6/2013).
(b) Single persons shall be considered "individual membership units" with one vote per unit. Each single person may hold office. (Amended 11/1/99and 11/6/2013).
Section 4: Any residential property owner desiring membership shall make application in a form prescribed by the board to the Commodore or any other Board Member. Such application shall be presented at the next meeting for suitability of the applicant. A two-thirds vote of the Board shall be required to approve a membership. (Amended 11/2/92).
(a) Newly elected members shall be notified forthwith and shall pay prescribed fees and dues upon notification. Membership shall be effective as of the date of the Board's approval).
(b) An unsuccessful applicant shall be notified by the Board.
Section 5: The amount of fees and dues shall be as prescribed by the Board. (a) Once each year the Board shall consider the need for any changes and a two-thirds vote of the board shall be required for approval of any motion to make changes. Any such changes shall take effect in the following dues year.
(b) The dues year shall be from January1st through December 31st. (c) The dues of continuing members are payable by December 31st of each year. Dues notices shall be sent by November 30th of each year and any member whose dues are not paid by January 15th shall be dropped from membership on January 15th. Members will have the option to pay annual dues in increments of one, two or three years. Members resigning during paid membership will be refunded dues on a pro-rated basis after the first year’s dues are paid. (Amended 11-10-2000)
(d) Any former member who was dropped from membership solely for non-payment of dues may make application to the Board for reinstatement and, if approved, shall pay fees and dues as established for new members. (Amended 11/2/92).
Section 6: Any regular or former member who lost membership in the Burnt Store Isles Boat Club, Inc., solely because they were no longer a residential property owner, may apply for reinstatement of membership. When approved, the former member shall pay only the current annual dues. (Amended 11/2/92; 11/7/94; 3/13/95).
Article V: Meetings and Voting
Section 1: The authority for all rules and procedures governing meetings of the members and the Board shall be Roberts Rules of Order, latest Edition. The Commodore or presiding officer at any meeting may appoint a Parliamentarian for interpretation or clarification of any rules should the need arise.
Section 2: Meetings of the board shall be as stated in Article II, Section 2 hereof.
Section 3: There shall be an Annual Membership Meeting of the Club to be held within the first two weeks of November each year. The Secretary shall cause to be mailed or given to every member in good standing a notice stating the time and place of such meeting, said notice to be mailed or given not less than two weeks prior to the date of such meeting. The primary purposes of the annual meeting shall be to consider any proposed changes to the By-Laws and the election of officers and Board members. Other business of the Club may also be undertaken. (Amended 11/1/99).
Section 4: Special meetings of the membership may be called at the discretion of the board or when requested in writing by ten or more voting members. Notice and purpose of any such meeting shall be given as in Section 3 immediately above. No other business but that specified in the notice may be transacted at any such special meeting.
Section 5: A presence of 10% or more of the members entitled to vote shall constitute a quorum and shall be necessary to conduct the business of the Club, but a lesser number may adjourn the meeting for a period not exceeding more than two weeks from the date of scheduled meeting. The Secretary shall cause a notice of the adjourned meeting be sent to all members within five days of such adjourned meeting and announcing date, time and location of second such meeting. At any such second meeting, a quorum for the transaction of business shall consist of the members present at such meeting and entitled to vote. (Amended 4/30/90; 11/7/94).
Section 6: The meetings of committees shall be held at the discretion of the committee chairperson. Meetings of the Nominating Committee shall be held as often as may be necessary to meet the dates stated in Article III, Section 1 hereof.
Section 7: (a) Each member entitled to vote shall have one vote on each question at any membership meeting. (See Article IV, Section 3(a) hereof for the voting privileges of "family membership units".
(b) Voting at any membership meeting shall be by voice, show of hands or ballot as deemed appropriate by the Commodore or presiding officer. If a majority so requires, any question on the agenda may be voted upon by ballot.
(c) When a vote by ballot is required, ballots shall be provided. Prior to commencement of balloting the Commodore or presiding officer shall appoint a committee of three to act as "Inspectors of Election". The committee shall hand out the ballots and collect them, and at the conclusion of balloting shall certify in writing to the Commodore or presiding officer the results of the balloting.
(d) Voting by proxy or absentee ballot shall not be permitted on any question.
Article VI: Amendments to the By-Laws
Section 1: These By-Laws may be amended by a two-thirds affirmative vote of the members entitled to vote at any annual meeting or at any special meeting called for that purpose.
Section 2: Notice of any proposed amendment(s) shall be given at least two weeks prior to any meeting at which such amendment(s) is to be voted upon.
Article VII: Miscellaneous
Section1: The Corporate Seal of Burnt Store Isles Boat Club, Inc., shall be circular and in the form of the seal imprinted on the copy of these By-Laws adopted and filed in the Minute book of the Club.
Section 2: The fiscal year of the Club shall be the same as the calendar year.
Section 3: There shall be a Club burgee of triangular shape in the colors and design of the original held by the Secretary.
Section 4: There shall be no official Club uniform. Blazers, shirts and sweaters with appropriate Club emblems and insignia denoting office may be worn at any meeting or activity. The Commodore may request certain attire for members, Officers and Board Members on special occasions.
Section 5: A yearbook roster, fleet list or newsletter may be authorized by the Board at its discretion or as may be requested by the members.
Original By-Laws Adopted 3/7/89: Amended -4/30/90; 11/5/90; 3/32/91; 11/4/91; 11/2/92/; 11/7/94; 3/13/95; 11/3/98, 11/1/99; 11/8/12.