By-Laws

(Revised 5/22/18)                               

Article 1: Name and Purpose

Section 1. The name of the organization is PGI Seafarers Cruising Club, a boating club operating within the authority and sanction of the Punta Gorda Isles Civic Association (PGICA).

Section 2: The purpose of this club is to create camaraderie among our members through the fun and enjoyment of boating.  The Club will sponsor extended cruises, day cruises, boating education, social activities and other related activities.

Article 2: Membership and Dues

Section 1: New members must be current adult members of the PGICA who own a boat located and operated in Charlotte Harbor, FL. For the purposes of membership, dinghies, canoes, kayaks, and personal watercraft, etc, do not qualify as a boat.  Freedom Boat Club (FBC) members will be considered as qualifying boat owners if they are in good standing with the FBC, have been a member of the FBC for a minimum of 3 months and will maintain their membership with the FBC for an additional 9 months.  Prior to acceptance for membership by the Board of Directors, at least one member of each family membership is required to provide evidence of successfully completing a safe boating course.10-23-07

Section 2: Membership is targeted at 300 so that members may develop the camaraderie inherent in small groups.  The actual membership limit shall be evaluated and set by the Executive Board from time to time. 02/28/12

Section 3:
a. Membership dues, fees and special assessments shall be recommended from time to time by the Executive Board.  Such recommendations are subject to the approval of the general membership.  Dues shall be specified as an amount to be paid annually by each individual member and shall be due and payable by January first of each year.  Members joining after June first of any year shall pay one half of the annual dues for the balance of the year.

b. Membership shall be terminated as of February 1 for any member whose dues remain unpaid for that year.  Any member so terminated may apply to the Executive Board for reinstatement for good cause shown.

Section 4: Membership: Simultaneous membership in the Seafarers and any other PGICA sponsored boating club is not permitted.

Section 5: Application for membership will be submitted to the Membership Committee on established forms.  The committee will recommend, after evaluation, the acceptance/rejection of the candidate(s) to the Executive Board who shall have authority to approve/reject candidates.

Section 6: The Executive Board may terminate the membership of any member, at any time, for good cause.  Written notice of intent to consider termination shall be given to such member at least ten days before the meeting at which such termination is to be considered and such member shall have the right to attend and speak at such meeting.

Section 7: Club membership information is to be used solely for club purposes and is not for general distribution or business solicitation.

Article 3: Meetings

Section 1: General Membership meeting will be held on the fourth Tuesday of each month, unless from time to time another meeting date is set by the Commodore.  In such event, notice shall be given to the members in a timely manner.

Section 2. Executive Board meetings shall be held once a month prior to the scheduled General Membership meeting.  The date, place and time of each Executive Board meeting shall be noted in the club's STANDING RULES AND OPERATING POLICIES and posted on the Calendar in the month prior to said meeting.

Section 3: Club members may attend meetings of the Executive Board, but they may not speak unless accepted by the Board to be put on the agenda.

Section 4: The Commodore or a designated alternate will preside at all general meetings and meetings of the Executive Board.

Section 5: The November General Membership meeting shall be the Annual Membership Meeting, unless changed for cause by the Executive Board.  The primary purpose of this meeting is the election of the Executive Board for the ensuing term.

Section 6: Nominations for Executive Board positions may be made from the floor only at the October General Meeting each year, provided that each nominee has agreed to serve if elected.

Section 7: Those elected at the Annual Membership Meeting shall take office on January 1 of the following year.

Section 8: Special meetings of the membership may be called by the Commodore, a designated alternate or by the Executive Board.

Section 9: A quorum to conduct Club business of the general membership shall be 20% of the members entitled to vote (each member having one vote).  A quorum to conduct business of the Executive Board shall be five members of the Executive Board or their alternates.  A simple majority of the voting members present at the meeting shall be required to carry the question.  Voting may be by voice, show of hands, or ballot as deemed appropriate by the presiding officer.

Article 4 Organization

Section 1. The activities of the Club shall be managed by an Executive Board of Directors numbering ten and consisting of four principal officers (Commodore. Vice Commodore, Secretary and Treasurer,) five Directors, one each with responsibility for Membership, Cruising, Social, Education, and Communications, and the most recent Past Commodore available to serve.  Two persons may share an office but each office shall have one vote.

Section 2. It shall be the duty of the Executive Board to carry out the purposes of the Club as stated in Article 1 in accordance with the Bylaws, Standing Rules and Operating Policies, as adopted from time to time.

Section 3: The general duties of each officer and director are the following:
a. Commodore: The Commodore is the chief executive officer of the Club.  The Commodore, when present, shall preside at all meetings of the membership and the Executive Board, and shall have all the powers ordinarily exercised by the president of an organization, subject to the limitations imposed by the Executive 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.

b. Vice Commodore: The Vice Commodore shall, in the absence of the Commodore, perform all the duties of the Commodore and, when so acting, shall have the powers of the Commodore as authorized by the Executive Board.

c. Treasurer: The Treasurer shall have charge of all funds, securities, receipts and disbursements of the Club and shall deposit the same in banks or other depositories selected by the Executive Board.  The Treasurer shall render an account of the financial condition of the Club at all Executive Board and General Membership meetings. The Treasurer shall perform all duties incident to the office of a club treasurer

d. Secretary: The Secretary shall keep the minutes of all meetings, shall be the custodian of all Club records, and shall ensure that all required notices are timely given in accordance with the Bylaws or as required by law.  The Secretary shall keep a separate register of all rules and operating policies adopted by the Executive Board.  The Secretary shall perform all the duties incident to the office of a club secretary. 

e. Directors: The five Directors shall be responsible for the efficient and effective operation of those committees under their jurisdiction.  They sit and are entitled to vote at all Executive Board meetings and shall have such powers and duties as may be assigned by the Executive Board and the Commodore.

f. The most recent Past Commodore available to serve as a member of the Executive Board and shall, in addition to chairing the Nominating Committee, perform such duties as may be assigned by the Commodore.

Section 4: In the case of a vacancy on the Executive Board, the Commodore, with the approval of the remaining members of the Executive Board, shall appoint an eligible Club member to serve the remaining term of the vacant position. All Executive Board members shall name an alternate who will serve on the board in the event of the board member’s absence. The alternate shall have voting rights when serving in the absence of the elected board member.

Section 5: The Executive Board may make Standing Rules and Operating Policies as it may, in its discretion, deem necessary or advisable, provided that no such rules and policy shall be inconsistent or conflict with these Bylaws.  Any change to the Standing Rules and Operating Policies deemed necessary by the Executive Board will be announced at the general meeting preceding the month that the change will go into effect.  Any such rules and operating policy shall be binding on all Club members and will be recorded by the Secretary and placed on the Club’s website.

Section 6: The term of office for all positions on the Executive Board shall be the calendar year.

Section 7: Voting by the General Membership shall be required for financial budgets and obligations exceeding $500.00 that cannot be met from uncommitted available funds, dues or fees; for Bylaw changes and for the annual election of Executive Board positions.  Each member present is entitled to one vote and simple majority will prevail.

Section 8: Members are expected to participate in some Club activities each year.  The participation may take the form of social, cruise, program or educational planning or other committee participation.  The Executive Board may adopt minimum participation requirements from time to time, as a basis for continued membership.  Any such adoption shall become effective only upon approval by vote of the General Membership.

Section 9: No two individuals residing in the same household can hold offices on the Executive Board at the same time.

Section 10: An officer or director shall not serve for more than two consecutive terms in the same office.  The Commodore shall only serve one term.

Article 5 Committees

Section 1: There shall be seven Standing Committees as follows:
a. There shall be a Nominating Committee consisting of three members and chaired by the most recent Past Commodore available to serve.  The other two committee members, not current office holders, shall be appointed by the Commodore with the approval of the Executive Board no later than August 1 of each year.  The Committee shall select and place in nomination all members who are in good standing and who have registered for a Board position.  Each nominee must agree to serve if elected.  At least one week before the October General Membership meeting each year, a report of the Committee detailing the slate of nominees will be published.

b. There shall be a Membership Committee chaired and appointed by the Membership Director.  This committee shall have responsibility for maintaining membership records and for any other membership matters prescribed by the Executive Board.

c. There shall be a Cruise Committee chaired and appointed by the Cruising Director.  The committee shall have responsibility for the overall boating activities of the Club. The Cruise Director may appoint individual Club members to take charge of certain cruise activities.

d. There shall be a Social Committee chaired and appointed by the Social Director.  The committee shall have responsibility for the overall social activities for the Club.

e. There shall be an Education Committee chaired and appointed by the Educational Director.  The committee shall have responsibility for the overall education of the Club membership.

f. There shall be a Review Committee appointed by the Commodore, with the approval of the Executive Board, consisting of a Chairperson and two members.  This committee shall have the responsibility for reviewing all the books of the Secretary and the Treasurer, all financial transactions of the club and any other information necessary to determine the financial well being of the Club.  The Review Committee will become effective on January 1st to carry out their inspection for the previous fiscal year and will issue a written report of their findings and recommendations to the Executive Board by the February Executive Board meeting.  A summary report will be made at the February General Membership meeting.

g. A Financial Budget Committee chaired by the Treasurer will prepare an annual budget of income and expenditures based on requirements of the various Directors and committees.  The Budget Committee will present a tentative budget plan to the Executive Board for review at its November meeting.  The Executive Board will review the plan and present a final budget recommendation to the membership for a vote at the regular January meeting.

h. A Communications Committee chaired by the Communication Director shall be responsible for communications, publications, and digital media.

Section 3: With the approval of the Executive Board, special committees may be appointed by the Commodore as deemed necessary for the operation of the Club.

Article 6: Rules of Order

Section 1: Robert’s Rules of Order, latest revision, shall govern the conduct of the all meetings of the General Membership and the Executive Board.  The presiding official may appoint a parliamentarian for interpretation or clarification of any rules, should the need arise.

Article 7: Revision of the Bylaws

Section 1: These Bylaws may be amended by a two-thirds majority vote of the membership attending any general meeting or a special meeting called for that purpose.  Any such special meeting shall not take place until at least two weeks have elapsed from the giving of notice as provided in Section 3 of this Article.

Section 2: A proposed change to the Bylaws may be submitted by any Club member in writing to the Secretary, who shall provide copies to the Executive Board.  After review of the proposed change, the Executive Board will vote to decide whether the change should be presented to the total membership for amendment to the Bylaws.

Section 3: Written notice of any proposed amendment(s) shall be provided to the membership by the Secretary at the General meeting preceding, the meeting at which the proposed amendment(s) are to be considered and voted upon.  Notice shall include the proposed amendment(s), an explanation for the proposal(s) and the date of the general meeting at which they will be considered.  The Secretary also shall cause the same information to be posted on the club web page at least 30 days prior to the date of the general meeting at which the proposal(s) are to be considered and voted upon.  Both of these actions shall constitute timely and sufficient notice to the membership of a proposed revision to the bylaws.

Article 8 Dissolution:

Section 1: In the event of dissolution of the Seafarers, the remaining net assets of the Club shall be donated to the Punta Gorda Isles Civic Association. 

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