Board of Directors

SADDLEBROOKE SWIM CLUB BY-LAWS

Adopted November 6th, 2019

ARTICLE 1-NAME:

The name of this club/organization shall be the SaddleBrooke Swim Club – A non-profit club/organization (hereafter referred to as “The Club”).

ARTICLE 2 – MISSION STATEMENT/PURPOSE:

The purpose of this Club is to encourage  participation of all SaddleBrooke residents in swimming for fitness, recreation and the opportunity to join in competitive events within an environment dedicated to promoting the sport of swimming. 

ARTICLE 3 – AUTHORITY AND LIMITATIONS:

The Club will operate as an instrumentality of SaddleBrooke Homeowners Association #2: Hereinafter referred to as SBHOA#2 in compliance with its by-laws and regulations but will not conduct business or obligate funds in the name of SBHOA#2.

ARTICLE 4 – MEMBERSHIP:

SECTION 1 - ELIGIBILITY - No person shall be denied membership because of race, color, gender, sexual orientation, religion or national origin.

Members: Membership shall be open to any person who is a resident in good standing of SaddleBrooke  HOA#1 and HOA#2, including renters. 

SECTION 2 - ANNUAL DUES (The Club’s year is from October 1 to September 30) 

Annual dues shall be payable on or before October 31st. Members joining after November 1st shall pay their annual dues upon joining. If a member joins in the last quarter (July – September), dues will be the annual fee and considered paid for that quarter, as well as the following year. Prior to the beginning of each fiscal year, the board shall review the club’s financial needs to include a review of the adequacy of the dues structure. Any increase or decrease in the dues from year to year must be approved by the membership prior to the collection of any dues for that fiscal year.

SECTION 3 – MEMBERSHIP PRIVILEGES:

Any member shall be entitled to vote at any regular or special meeting of The Club, and to participate in all Club events. Club business shall be decided by a majority vote of those present and voting, or electronically when applicable. Proxy votes will be considered valid.

ARTICLE 5 – OFFICERS: 

SECTION 1 - The Officers of The Club shall consist of the following: President, Vice- President, Secretary and Treasurer.

SECTION 2 – Term of Office: All elected officers and committee chairmen shall hold office for a term of two years.

ARTICLE 6 – NOMINATIONS AND ELECTIONS:

SECTION 1 – Prior to the meeting for the purposes of election of officers, the Board shall appoint a Nominating Committee Chairman. The Committee Chairperson shall appoint members to this committee. Any member in good standing will be welcome to join this committee. The slate of officers proposed by the Nominating Committee shall be posted via e-mail or web posting, whichever is deemed appropriate, at least two (2) weeks prior to the election meeting.

SECTION 2 – Once the Nominating Committee has posted a slate for election, any member of The Club may nominate additional candidates, with the consent of the nominee, within one (1) week of the posting. If any additional candidates are nominated, then the new slate of candidates must be posted for two (2) weeks before the elections can be held.

SECTION 3 – A majority of those members, present and voting, at the semi-annual Spring Meeting shall elect the Officers by written ballot. If a member will be absent from the meeting, they may vote electronically by e-mailing the Chairman of the Nominating Committee prior to the election. A majority of membership votes shall elect. In the case of multiple candidates for a given office, the candidate with the greatest number of membership votes shall be elected.

ARTICLE 7 – GOVERNING BODY: 

SECTION 1 – The governing body of The Club is the Board of Directors, hereinafter referred to as “The Board”’ which consists of the following elected officers: President, Vice-President, Secretary,Treasurer and Past President.

SECTION 2 – It shall be the duty of The Board to conduct, manage and control the affairs and business of The Club between meetings of the regular membership.

SECTION 3 – Meetings:

A. The Board shall meet as often as deemed necessary.

B. There shall be a joint meeting of the outgoing and incoming Boards held after the Election Meeting and before the Regular Meeting.

SECTION 4– Quorum – Three (3) Members of The Board shall constitute a quorum.

SECTION 5 – Vacancies – The Board shall fill by appointment, vacancies occurring in any office, other than the Presidency. Should the President resign, the Vice-President will automatically assume that office.

ARTICLE 8 – DUTIES OF OFFICERS: 

SECTION 1 – PRESIDENT: The President shall be the chief administrator of The Club and shall plan the agenda of and preside over all meetings; shall be ex-officio a member of all committees, except the Nominating Committee: shall appoint, with Board approval, the Chairpersons of Committees, and at the direction of Board or membership, shall appoint special committees. In addition, the President shall co-ordinate scheduled facilities usage with the appropriate SBHOA #2 staff member as required, negotiate the club contracts, such as for equipment and instruction, and sign contracts for The Club.

SECTION 2 – VICE-PRESIDENT: The Vice-President shall assist the President and shall, in his/her absence, perform the duties of that office. The Vice-President is responsible for coordinating The Club’s presence at the annual SaddleBrooke Activities Fair. This involves setting up the table with The Club banner and informational materials; and, obtaining club members to cover the table and answer questions from the public. Unless delegated to another club member, the Vice-President shall be responsible for the ordering and sales of all of The Club merchandise (t-shirts, swim caps, parkas, etc.)

SECTION 3 – Secretary: The Secretary shall record the minutes of regular and special meetings of The Board and Membership; shall be in charge of all records ot The Club, other than the Treasurer's;  shall be responsible for correspondence as required by the members of The Board; and shall make available, in written or verbal form, any reports required by the SBHOA#2 Board.

SECTION 4 – TREASURER: The Treasurer is the chief financial officer and shall be responsible for collecting the annual dues of the members and other monies, if required. The Treasurer shall pay all bills owed by The Club, and shall present financial reports to The Board or membership as requested.

ARTICLE 9 – COMMITTEES:

Standing Committees: To be appointed when deemed necessary.

ARTICLE 10 – FISCAL AND FINANCE:

         SECTION 1 – The fiscal year shall be October 1st through September 30th. 

SECTION 2 – The Treasurer and at least one other officer shall be authorized to sign checks or use a credit card for up to $250. To write checks or use a credit card for greater than $250, shall require written/electronic approval of The Board.

ARTICLE 11 – MEMBERSHIP MEETINGS: 

SECTION 1 -Scheduled membership meetings shall be held twice a year at a convenient date in October or November and a convenient date in March or April. The President shall post scheduled meeting dates via e-mail or web posting, whichever is deemed appropriate, at least  ten (10) days prior to such meeting date.

SECTION 2 - Special meetings may be called at any time by the President, or by any two (2) members of The Board provided notice of such meetings has been given via e-mail or web posting, whichever is deemed appropriate, at least five (5) days prior to such meeting date. Additional meetings may be requested by any member who contacts The Board with a related issue of interest to the membership.

ARTICLE 12 – AMENDMENTS:

SECTION 1 -These by-laws may be amended by a two-thirds (2/3) vote by the members either using electronic polling (or paper ballot if e-mail is unavailable), or at a regular or “special” meeting of The Club, provided written notice of each proposed amendment, or proposed new by-laws, have been posted two (2) weeks prior to the meeting. Proxy votes will be considered valid.

SECTION 2 - All proposed amendments to these by-laws are subject to final approval by SBHOA#2 Board of Directors or its designee.

ARTICLE 13 – LIABILITIES

A vote of the members will be taken before any liabilities are assumed by The Board in excess of $250. A simple majority (obtained by either a show of hands, electronic polling, or paper ballot if e-mail is unavailable) of the memberships voting will be considered binding. The Club cannot assume a debt greater than its cash assets.

ARTICLE 14 – DISSOLUTION:

If dissolution is contemplated, the members will be electronically polled (or paper ballot if e-mail is unavailable) for their vote on the issue. A simple majority of those voting shall be sufficient to dissolve the organization. Dissolution will not be initiated until all outstanding debts are satisfied. The President may direct the use of any and all assets to satisfy outstanding debts, provided the majority of The Club membership has voted for the President to do so. Any remaining assets will be turned over to SBHOA#2, a non-profit corporation.

ARTICLE 15 – GUESTS:

SECTION 1 – Guests of SaddleBrooke residents, as defined by SBHOA #2 rules and regulations, may participate in scheduled club practices and in competitive swimming events such as Club-organized recreational swim meets or sanctioned US Masters Swimming Meets. The Club shall obtain authorization from the Fitness, Wellness & Recreation Committee and SBHOA#2 General Manager prior to conducting any competitive events.

SECTION 2 – Guests may attend club events under existing regulations stipulated in SBHOA#2 Rules and Regulations.

 SECTION 3 -   Non-residents who are not guests of SaddleBrooke residents, as guests are defined by SBHOA#2 rules and regulations, may participate in swim clinics conducted by the Club.  Participants must be members of USMS and their participation is to be sanctioned by the Club Board of Directors and is to be consistent with any license or other agreement between the Club and HOA#2.