WOODMONT MEN’S GOLF ASSOCIATION BYLAWS
ORGANIZATION
ARTICLE I
The name of the organization shall be the Woodmont Men’s Golf Association (“WMGA”). The WMGA is a private organization incorporated under the laws of the State of Georgia.
ARTICLE II
The object of this organization shall be to promote and enjoy the game of golf at Woodmont Golf and Country Club (the “Club”), and to promote participation in Club events. Additionally, the WMGA shall promote better golf through proper course care, better understanding of the Rules of Golf, increased competition and greater camaraderie.
ARTICLE III
All WMGA-sponsored play shall be governed by local and United States Golf Association rules.
ARTICLE IV
The WMGA will function in cooperation with the Club, and the policies, rules and guidelines established by the Club. Events will be coordinated with the management of the Club as far in advance as possible.
ARTICLE V
The fiscal year shall be the first day of January through the last day of December.
ARTICLE VI
The membership will hold an annual meeting on the first (1st) Monday of December each year, and will hold scheduled meetings published at the beginning of each year. Quarterly meetings are preferred when possible and/or necessary.
MEMBERSHIP
ARTICLE VII
All candidates for membership shall complete an application. The minimum age for membership shall be eighteen (18) years old at entry.
ARTICLE VIII
The WMGA will be financed by membership dues and, potentially, special events, as set by a Board of Directors (the “Board”). Dues are payable to the Treasurer on or before a date specified by the Board (usually before the first tournament of each new year). Dues will be based on a reasonable Annual Budget which will be prepared by the Board. There will be NO proration of dues for members joining or leaving the membership during a fiscal year.
ARTICLE IX
Section 1:
A member of the WMGA must be a Golf Member in good standing with the Club, and one who has paid his annual membership dues to the WMGA. A “Golf Member” is defined as a Club member who is allowed to play golf at Woodmont under a Golf Membership, said membership being defined by the Woodmont Golf and Country Club.
Section 2:
A WMGA member who becomes a member NOT in good standing with the Club shall have 30 days to correct whatever situation caused him to become so classified. If the member’s status is not corrected within that 30 day time frame, his WMGA membership will be terminated automatically, regardless of his position in the WMGA.
Section 3:
Members in good standing who continue to meet membership requirements are automatically entitled to membership for the ensuing year, provided the annual membership dues are paid.
Section 4:
If any member’s conduct has, or will, endanger the good name, reputation or character of the WMGA, said member will be expelled from the WMGA. Prior to being expelled, the member will be notified by the Board of the circumstances and given the opportunity to address the Board, in person, within 5 days after being notified. The member shall be allowed to have a member in good standing appear on his behalf. No Board vote on the issue will be taken until completion of said 5 day period, after which a vote of 5 of the 7 Board members is required to expel the member.
BOARD OF DIRECTORS
ARTICLE X
Section 1:
The Board of Directors (the “Board”) shall consist of 7 members. The composition of the Board is as follows: President, Vice President (VP), Secretary, Treasurer, two (2) At-Large Directors and the Immediate Past President.
Section 2:
The Board shall manage and control the affairs of the organization, approve the members thereof, and enforce the By-Laws of the WMGA. Included, but not all encompassing, in the affairs of the WMGA are the scheduling, conducting and overseeing of all WMGA competitions, tournaments, leagues and special events, as well as any other occasions that will further the enjoyment of golf at Woodmont for the WMGA membership as a whole.
ARTICLE XI
Section 1:
An election of the members of the Board will be conducted at the Annual Membership Meeting.
Section 2:
The tenure of office in the Board positions are as follows: Immediate Past President – one (1) year; President – one (1) year; Vice President – one (1) year; Secretary – two(2) years; Treasurer – two (2) years; At-Large Directors – two (2) years. Additionally, the President automatically assumes the one-year term of the Past President, and VP automatically assumes the one-year term of President (effectively giving the Board Member elected to the VP office a three (3) year term on the Board which provides stability and experience to the Board). Also, the terms of the Secretary and Treasurer will begin and end in alternating years. The terms of the At-Large Directors also will begin and end in alternating years.
Section 3:
It is hoped that such circumstances will not take place, but should it become evident that a Board member continually neglects his Board responsibilities and/or appointed duties without valid reasons, as defined by the Board, or, a Board member’s conduct is deemed detrimental or unbecoming to the Board and/or the WMGA in general, that Board member shall be removed from his office by the Board. Only after a favorable vote of at least 5 of the remaining Directors shall the Board remove said Director. The Board, at it’s discretion, will name a suitable replacement to fill the vacated position. That replacement will serve until the general membership can elect a permanent replacement to complete the unexpired term at the next annual meeting.
Section 4:
In the event a Board Member resigns in the middle of his term, the Board will act in accordance to the procedure outlined in Section 3 above.
ARTICLE XII
The Board shall meet every other month, plus any special meetings called by any Board Member. Specific rules of order shall be followed at each meeting. Minutes of each meeting will be kept, and, subsequently, posted on the WMGA web-site for review by the membership. There must be at least four (4) Board members present to have a valid Board meeting. Two of the four members in attendance must be Officers (i.e. President, Vice President, Secretary or Treasurer).
ARTICLE XIII
Section 1:
The President shall perform all duties as may be incidental to the office which include, but are not limited to: presiding at all meetings of the Board and General Membership; being responsible for completing an annual budget at the beginning of the year, and completing, with the Treasurer, a year ending financial report; submitting a year-end review of the events of the year, to include competition winners, etc.; being the point of contact with Management of the Club; and appointing various committees as deemed appropriate by, and with the oversight of, the Board. As a specific duty of the office, the President will, with direction from the Board, represent the WMGA entity, as well as it’s members collectively, in any negotiations or situations where an official representation of the WMGA is necessary and/or needed.
Section 2:
The Vice President shall perform the duties of the President, in his absence. He will also perform any other duties as determined by the Board.
Section 3:
The Secretary will keep a record (minutes) of all meetings, which include meetings of the Board and the General Membership, of the WMGA. In the Secretary’s absence, one of the At-Large Directors will be responsible for keeping the minutes of any meeting. Additionally, the Secretary will be responsible for posting said minutes on the WMGA web-site. He will also perform any other duties as determined by the Board. The Secretary will be responsible for maintaining all of the permanent records of the WMGA. These records include the official By-Laws of the WMGA as well as all written policy and procedure documents as approved by the Board.
Section 4:
The Treasurer will be responsible for financial operations of the WMGA. Included, but not all encompassing, in those duties are: maintaining appropriate financial documents; maintaining a dual signature checking account; making financial reports as directed by the Board, but in no case less than quarterly to General Membership; aiding the President in the preparation of the annual budget; receiving, and the subsequent reporting of, annual dues; paying any incurred billings as directed by the Board; completing the returns for any State and Federal taxes. He will also perform any other duties as determined by the Board.
Section 5:
The At-Large Directors serve at the direction of the Board. At least one At-Large member will be available to take minutes at any meeting if the Secretary is absent. They will also perform any other duties as determined by the Board.
Section 6:
The Past President shall serve at the direction of the Board. He will preside at any meeting where neither the President nor Vice President is in attendance. He will also perform any other duties as determined by the Board.
GENERAL STIPULATIONS
ARTICLE XIV
Any WMGA Member may make suggestions or complaints, propose alternatives to events or submit any other administrative or policy changes, in writing, to the Board for consideration. The Board will address the issue at the next Board Meeting (called or regularly scheduled) by reviewing the validity of the issue, properly vetting all sides of the issue and by implementing any action(s) called for in the decision, if any, accordingly. The member will be notified of any decision, and the minutes of the meeting will be posted on the WMGA web-site.
ARTICLE XV
Section 1:
All proposed amendments and/or revisions to the By-Laws of the WMGA must be submitted in writing to, and approved by, the Board and will be voted on by the General Membership.
Section 2:
All By-Law amendments or revisions will become effective only after they have been approved by two-thirds vote of at least a quorum of the membership, and shall be enacted within thirty (30) days after approval. A quorum is defined as 25% of the General Membership.
ARTICLE XVI
Section 1:
Items requiring a vote of the membership shall include Election of the Board of Directors and Amendments and/or Revisions to the By-Laws. The Board, at it’s discretion, can request a vote of the General Membership on other items.
Section 2:
Any vote of the General Membership must involve a quorum, which has been defined as 25% of the membership. Attendance at General Membership meetings, where discussion of issues takes place, and physical voting is the preferred method of registering votes. However, this procedure is not intended to rule out balloting by e-mail. E-mail voting, as approved and monitored by the Board, can take place.
Section 3:
Prior to any vote of the General Membership, a thirty (30) day notification period is required delineating the subject for which the vote will be taken. The Board will post the notification on the WMGA web-site, send individual emails and take whatever other action(s) deemed appropriate to notify the General Membership of the Date the vote is to be taken, the subject matter/reason for the vote and the approximate amount of time that will allocated for discussion during the meeting.
(Passage Date)