BY-LAWS OF THE STERLING FARMS MEN’S CLUB, INC.
ARTICLE I -ORGANIZATION AND OBJECTIVE
Section 1 NAME
The Sterling Farms Men’s Club, Inc. is an association organized pursuant to the laws of the State of Connecticut. For designation purposes, it is referred to in these By-laws as the ‘Club”
Section 2. OBJECTIVE
The objective of this Club shall be to promote the best interests of golf by bringing together a group of golfers desirous of forming a golf organization encouraging regular play and participation in Club events by its members.
Section 3. ADDRESS
The Club shall be located at Sterling Farms Golf Course, 1349 Newfield Avenue, in the City of Stamford, County of Fairfield, and State of Connecticut.
Section 4. FISCAL YEAR
The fiscal year of the Club begins on the first day of January each year and ends with the 31st day of December.
Section 5. MEMBERSHIP YEAR
The membership year of the Club begins with the mailing of the annual dues statement for the current year and ends with the mailing of the annual dues statement for the subsequent year.
Section 6. BOARD OF GOVERNORS
The Board of Governors shall hereinafter be referred to as the “Board”.
ARTICLE II – MEMBERSHIP
Section 1. CLASSES Of MEMBERSHIP
Membership shall be Regular, Senior, Junior, or Honorary Membership shall be available to all males 12 years of age or older. There shall be at least fifty (50) members. The number of members shall be unlimited.
Section 2. REGULAR MEMBERSHIP
Regular membership will be open to all males between 18 and 61 years of age.
Section 3. SENIOR MEMBERSHIP
Senior membership will be 65 years of age or older.
Section 4. JUNIOR MEMBERSHIP
Junior membership will be between 12 and 21 years of age.
Section 5. HONORARY MEMBERSHIP
An honorary member is one who, in recognition of his service to the Club, to the Community and to the sport of golf, is awarded honorary membership by a two-thirds vote of the members of the Board present at a regular meeting and voting. Honorary membership may be granted for one membership year. The honorary member shall have all the privileges of a regular member of the Club; however, he shall pay no annual fee for the honorary membership year. Honorary membership may be awarded for succeeding years in the same way as or the first, i.e., as outlined above in this section.
Section 6. DUES
The Board shall review and prescribe the annual dues to the membership at the first meeting following the budget being approved.
Section 7. REPRIMAND AND EXPULSION
The Board shall have the right, by a vote of two-thirds (2/3) of those present and voting, after due notice to the member involved, and an opportunity for the member to be present and to be heard, to warn, penalize, reprimand or expel any member of the Club for conduct which, in its opinion, is detrimental to the welfare of golf, the course on which it is played, the Club or the community generally. The member in question shall be notified in writing by the Club’s secretary ten (10) days prior to the board meeting and within thirty (30) days of the decision of the Board.
ARTICLE III – BOARD OF GOVERNORS
Section 1. ORGANIZATION
All property and affairs of the Club shall be under the control and management of the Board and subject to the provisions of these By-laws. The Board shall be composed of twenty-one (21) members, each elected to serve a three (3) year term, except that provision shall be made in the initial organization of the Board to retire and re-elect or elect replacements for seven (7) of its members each year (See Article IV). Members may stand for election and serve an unlimited number of terms on the Board. The Board, thus formed, shall elect a President, two (2) Vice Presidents, a Secretary, and a Treasurer from among its members. Former presidents of the Club may be ex-officio members of the Board for a period of five (5) years after completion of their term of office. Said position shall be advisory only and without the right to vote.
Section 2. MEETINGS
The Board shall hold regular monthly meetings during the year on such dates as it may determine and shall hold such special meetings as they are called by the President. (See Article VI Meeting Section 1 & 2)
Absence by a member of the Board from five (5) meetings during the year shall result in a hearing before the Board to determine, by a vote of 2/3 of the Board present at a meeting, if he should be removed from office and/or membership on the Board. The member in question shall be notified in writing by the Club’s secretary ten (10) days prior to the board meeting and within thirty (30) days of the Board’s decision.
Section 3. QUORUM
One-third (1/3) of the members of the Board present at a meeting shall constitute a quorum.
Section 4. VACANCIES
The Board shall fill any vacancies occurring among the officers or members of the Board. (See Article IV)
Section 5. COMMITTEES
The President shall annually appoint six (6) standing committees. The six (6) standing committees shall be known as: Membership, Handicap, Golf, Rules and Finance, Tournament, and Community Service.
ARTICLE IV NOMINATIONS-ELECTIONS
Section 1. ELECTIONS
The Nominating Committee will prepare a list of candidates for membership on the Board to fill the seven (7) regular vacancies which occur each year and any other vacancies which shall exist or occur during the year. The candidates may be members of the existing Board whose term will expire during the current year and should include other members of the Club who have expressed an interest and willingness to serve on the Board. This list of candidates shall be submitted for additions and/or approval at the regularly scheduled meeting of the Board in December each year.
Section 2. NOTIFICATION
Candidates shall be elected to the Board by a plurality vote of the Board. Members elected to the Board will take their position at the January meeting.
Section 3. TERM
Members elected to the Board shall serve for a three (3) year term. Any vacancies on the Board shall be filled for the un-expired term as soon as practical after the vacancy by a majority vote of the members of the Board present and voting at any regular or special meeting.
Section 4. OFFICERS
The Nominating Committee shall prepare a recommended slate of officers from among the members of the Board. Selections shall be presented by the Nominating Committee at the November Meeting. In addition to the candidates presented by the Nominating Committee, other candidates for each office may be nominated by the members of the Board present at this meeting. The election for each office shall be conducted immediately following the close of nominations for that office at the November meeting. The officers thus elected shall be installed effective at the December meeting and shall hold office for one (1) year and/or until their successors is elected.
ARTICLE V DUTIES OF THE OFFICERS
Section 1. PRESIDENT
The President of the Club shall preside at all meetings of the Board and/or the general membership and shall supervise the affairs of the Club, its property, and employees. The President (or any other officer) shall execute written contracts and incur obligations in the name of the Club only with the authorization granted by a majority vote of the members of the Board present and voting at a regular or special meeting.
The President shall with the consent and approval of the Board, establish all committees, name the chairman of said committees and fill any vacancies by appointment. He shall be, ex-officio, a member of all committees.
The President shall publish his annual report to the members of the Club in November.
Section 2. FIRST VICE PRESIDENT
In the absence of the President, the First Vice President shall perform the duties of the President.
Section 3. SECOND VICE PRESIDENT
In the absence of the President and First Vice President, the second Vice President shall perform the duties of the President.
Section 4. TREASURER
The Treasurer shall collect all membership dues, receive, and disburse all money and keep the accounts of the Club. He shall provide a written report at least five (5) days prior to all meetings of the Board disclosing the amount of receipts and disbursements and the balance of cash on hand together with such other information concerning the financial affairs of the Club as the Board shall require.
All checks, drafts, or orders for the payment of money shall be approved in writing by the President and Treasurer or, if one of them are unavailable, then two of the following: President, Treasurer, or member of the Finance Committee. All checks, drafts, or orders for the payment of money approved as stated above may be signed by the President, the Treasurer, or either Vice-President. In the absence of the President and Treasurer, either of the Vice Presidents may sign said checks or drafts. Upon receipt of the necessary approvals as stated above, payments may be made electronically including, without limitation, Electronic Fund Transfer, Venmo, Zelle, PayPal, Debit Card, etc.) Electronic communications satisfy the requirement of approvals needing to be written.
Section 5. SECRETARY
A Secretary shall keep the records of the meetings of the Board, distribute same at least five (5) days prior to the next Board meeting , give notice of all such meetings, and file the corporation’s annual report with the Secretary of State in September of each year. For this purpose, a Secretary shall be elected from among the members the Board or such services may be provided by a paid secretary.
In the absence of the President and both Vice Presidents, the members of the Board present at the meeting shall determine by consensus, which of their members shall serve as presiding officer.
Section 6. FINANCE COMMITTEE
The President shall appoint the Chairman of the Finance Committee from among the members of the Board. The President shall then select two other members of the Board to serve on the committee. In addition, the Chairman of the Finance Committee may appoint up to three additional committee members from the Club membership at large. The Finance Committee is responsible for:
- Receiving budget requests from the officers and the chairmen of the standing committees for the ensuing fiscal year including, without limitation, a separate budget for each major event – Opening Event, Member/Member, Member/Guest, Closing Event, Shoreline, Club Championship, Governor’s Cup, President’s Cup/Vice-President’s Cup, and InterClub.
- Consolidating these requests in an overall Club budget and submitting same to the Board for review, revision, and final approval.
- Conducting the annual audit or arranging of the financial records of the Club for audit if approved by a majority vote of the Board at its December meeting.
Section 7. ADDITIONAL COMMITTEES
-Membership – to solicit new members, provide information and guidance for new members, investigate and act upon all applications for membership, and to report appropriate action to the Board.
-Handicap – responsibility to establish a fair and proper system of handicaps in accordance with procedures set forth in the USGA Handicap System Manual.
-Golf – to arrange and schedule with the management of Sterling Farms Golf Authority as necessary and conduct all inter-Club and intra-Club competitions.
-Rules – to maintain consistent rules with the U.S.G.A. and the application of those rules to play at Sterling Farms Golf Course to adjudicate all questions on course rules.
-Tournament – to propose an annual schedule for all Club events, including the major events: Opening Event, (Member/Member, Member/Guest, Governor’s Cup, President/Vice President’s Cup, Club Championship, and Closing Event) for approval by a majority of the Board. Assign responsibility to members of the Board for organizing, coordinating, and supervising all Tournament play.
-Communications – to produce rules videos, and publicize activities, events, and results for the Club on the bulletin board, website, and social media.
_Outreach – to support and provide opportunities for the Club to encourage youth to become involved in the sport of golf.
Section 8. REMOVAL AND/OR REPLACEMENT
The President shall, with the approval of a majority of the Board, have the power to remove and or replace the Chairman or members of any of the aforesaid standing committees.
ARTICLE VI MEETINGS
Section 1. REGULAR MEETINGS
Regular meetings are held on the second Tuesday of each month. All members are encouraged to attend to maintain membership on the Board. Agenda items should be submitted to the Secretary at least six (6) days prior to the meeting. Time will be provided to members of the Club to address the Board. Meetings may be held virtually or at the Golf Authority at 7:00 pm.
Section 2. SPECIAL MEETINGS
Special meetings of the Officers and/or the Board may be called by the President at any time upon at least five (5) days’ notice. Special meetings of the general membership may be called by the President at any time upon two (2) weeks’ notice given to the members. Special meetings of the general membership may also be called by a written petition submitted to the President by at least 25% of the membership. The President will call and conduct a meeting within two weeks of receiving the petition. Only issues/concerns submitted in the petition may be considered at the special meeting of the membership. After the special meeting of the membership the Board will determine what action will be required, if any, and notify the membership.
Section 3 ORDER OF BUSINESS
The following order of business shall be observed at all meetings of the Board or general membership of the Club:
– Review and approval of minutes
– Re orts of Officers
– Reports of Committee Chairmen
– Unfinished Business
– Good and Welfare
– Audience Input
– Adjournment
The rules contained in ROBERTS’ RULES OF ORDER, REVISED shall not govern the meetings of the Club where they are applicable and not inconsistent with these By-Laws unless two-thirds (2/3) of those present vote to invoke the rules.
ARTICLE VII AMENDMENTS TO THE BY-LAWS
Section 1. PROCEDURE
Proposed amendments to these By-Laws shall be submitted, in writing, at a regular or special meeting of the Board. After review, the Board shall, at its next meeting, approve or disapprove the proposed amendments. A majority vote of the members of the Board present and voting is required for approval provided a quorum is present.
Section 2. AMENDMENTS APPROVED
In the event that the proposed amendments are approved by the Board, they shall become effective immediately and the changes shall be included in a revision of the By-Laws and published within thirty (30) days of approval.
Section 3 Amendments Disapproved
In the event that any of the proposed amendment(s) are rejected by the Board, then they must be submitted to a vote by the general membership within sixty (60) days after the vote by the Board, provided the rejected amendment(s) are brought before the Board by a petition signed by twenty-five (25) or more members of the Club. The President shall call a special meeting of the general membership and if twenty-five (25) percent of the general membership are present, a majority vote is required to approve the rejected amendment(s). The special meeting shall take place within sixty (60) days after the president receives the petition.