Bylaws – proposed 04/2017
By-Laws of the Savannah Disc Golf Association Inc. – A Non-Profit Corporation
Office and Registered Agent
Section 1. Principal Office
The principal office of the Savannah Disc Golf Association shall be in the state of Georgia.
Section 2. Registered Office and Agent
The Association shall have and continuously maintain a registered office and/or a registered agent in the State of Georgia, as required by the State of Georgia Nonprofit Corporation Act. The registered agent shall be either an individual resident of the State or a corporation authorized to transact business in the State.
It is the mission of Savannah Disc Golf Association:
To promote the growth of disc sports in the greater Savannah area. To encourage honesty, integrity, good spirit and fellowship among all who play disc sports. To maintain the beauty and playability of all disc sport venues in the area.
It is the vision of Savannah Disc Golf Association:
To bring together a growing network of players who want to improve the ability to enjoy playing disc sports. Relationships will be based on freedom of choice, trust, respect and fun! Together as a group, we empower each other to achieve our goals and our mission. We value ideas, and welcome questions and potential solutions.
Section 1. Classes and Qualifications
The Board of Directors shall determine and set forth the qualifications, dues, terms, and other conditions of each level of member. There shall be the following levels of members:
- Individuals: Individual membership is open to everyone and shall not be denied to any person on the basis of age, race, sex, sexual orientation, or national origin.
- Corporate (or “Associate”): Corporate members shall consist of any corporation that supports the organization and meets any additional requirements for corporate membership as may be imposed by the Board of Directors.
- Honorary Members: The Board of Directors may designate individuals who do not qualify under the foregoing categories as honorary members, using such criteria as the Board may develop.
Section 2. Membership Costs and Responsibilities
The Board of Directors shall determine and set forth costs for the levels of membership on a yearly basis.
- Individuals: $10.00/yr
- Corporate (or “Associate”): $500/yr
- Honorary Members: no costs
- Members may be removed from the membership if convicted of illegal activities or for repeated behaviors contrary to the mission and values of the group.
- Minors are welcome as members and guests but it is required that they are accompanied by a Parent or Guardian at all SDGA functions, events and outings. Minors are at no times deemed to be the responsibility of SDGA.
Section 3. Membership Benefits
The Board of Directors shall determine and set forth benefits for the levels of membership on a yearly basis.
- Bag Tag
- Seasonal Leagues -additional fees may apply
- Rewards Programs -additional fees may apply
- Voting Privileges (To appoint new Board of Director members)
- Eligible to run for office
- Club Disc (Additional $10)
- Club shirt -additional fees may apply
- Corporate (or “Associate”):
- Logo on Club Disc
- (4) Club shirts
- Custom Disc Golf Clinic for your Organization
- Honorary Members:
- Club shirt
Section 4. Voting Rights
Only individual members in good standing shall have the right to vote at the annual meeting of the members on those items specified in Section 5 (below), as well as to vote on such other issues as the Board may choose to bring before the members. Other classes of members may attend meetings, but may not vote.
Section 5. Membership Meetings
All meetings are open to the public and the place, time, and agenda will be posted on the website at least 7 days in advance.
- There shall be a regular meeting every three months consisting of the Board of Directors and is open to all members. During the regular meeting, only the Board of Directors may vote and Roberts rules of Order will govern the meetings. The President will preside over Board meetings and decides the agenda. The President only votes in the case of a tie vote from the other board members.
- There shall be an annual meeting of the members upon such date, time and place as the Board shall determine (end of fiscal year-sometimes in the month of November). During the annual meeting, voting members shall have the right to vote on the following matters only: election of the Board of Directors and officers, approval of the annual budget proposed by the Board, approval of any amendments to the Bylaws that may be proposed by the Board, and any issues the Board deems necessary.
- Special meetings of the members may be called by the President or upon the request of 67% (2/3) of the voting members. Members shall receive not less than 3 days prior notice of special meetings. Notice shall be given in the manner specified in Section 2 of Article 7 of these bylaws, and the notice shall state the purpose of the special meeting.
Section 6. Quorum and Voting
Each voting member in good standing shall have one vote at any meeting of the members. A quorum shall consist of 51% of the total voting members present either in person or by proxy. A majority of the votes cast at a meeting at which a quorum is present shall constitute the action of the members.
The quorum for board meetings is 51% of the board.
Board of Directors
Section 1. The Board of Directors
The board will consist of 6 members and shall serve without pay. The President is a non- voting member except in case of a tie vote.
Section 2. Elections
Elections to the Board of Directors shall be held at the annual player’s meeting (end of fiscal year-sometime in the month of November). Officer elections shall be staggered, i.e., President, Treasurer on even numbered years; Secretary, V.P, on odd numbered years. There are currently no term limits.
Section 3. Duties
- Board members will serve a two-year term.
- The Board of Directors will quarterly at their mutual convenience to be determined no later than 14 days prior to the meeting.
- The Board of Directors will make all decisions by vote and inform the general membership of such decisions.
- The Board of Directors will post agendas and minutes via newsletter.
- The Board of Directors must have a majority of board members to vote on issues. If majority are not present, the meeting must be rescheduled within 7 days.
- All Board Members must attend 75% of monthly meeting or be dismissed from their position.
- Any vacancy within the Board of Directors will result in a special election to fill the position.
- All Board Members should expect to chair at least one committee (as described in article V, section 2.)
Section 4. Resignation and Removal
- Any Director may resign at any time by delivering written notice to the President of the Board of Directors. Such resignation shall take effect upon receipt or, if later, at the time specified in the notice.
- Any Director may be removed as specified in this organization’s constitution or any Director may be removed from such office, with or without cause, by a three-fourths vote of the voting members at any regular or special meeting of the members called expressly for that purpose. Any Director under consideration of removal must first be notified about the consideration by written notice at least seven days prior to the meeting at which the vote takes place.
Section 5. Responsibilities
- President: The President runs the meetings and directs the organization to adhere to the SDGA mission. The President is responsible for keeping record of all SDGA policies and procedures and for making them accessible.
- Vice President: The Vice President will assist the President in the performance of his/her duties; shall exercise any and all responsibilities specifically delegated to him/her by the President; and shall exercise all the powers of the President in case of resignation, incapacity, or death.
- Treasurer: The Treasurer will have the responsibility of assisting in preparing an annual budget and any budget revisions for review and approval by the Board of Directors; keep and account of all moneys received and expended for the use of the Association; provide financial reports for the Board of Directors during regular scheduled meetings; pay all outstanding bills and payroll within appropriate timetable; notify the Board of Directors of any expenditure exceeding approved budget, prior to the disbursement of funds; submit an annual financial report in a form satisfactory to the Board of Directors; and prepare or have prepared appropriate tax returns for submission to the Internal Revenue Service and Georgia Tax Department.
- Secretary: The Secretary is responsible for the recording of the minutes of the meetings and sending the minute to the Board members. The Secretary will notify the Board members of meetings; maintain all organizational records; keep a historical record of all Board actions; keep an official copy of the Bylaws; record approved amendments made; keep a list of all approved Board Members, committee members, individual members, corporate or “associate” members, and honorary members.
- Membership Director: The Membership Director is responsible for promoting and developing association membership within the community; signs up new members and gathers contact information to provide to the Secretary; accepts new membership dues to be delivered to the Treasurer; is the keeper of club discs, club shirts, and bag tags.
- Activities Director: The Activities Director is responsible for running association events or ensuring a responsible member be present at each event to run the event; develops new events and/or evolves current events throughout the year; collects event fees and presents the Treasurer with a breakdown of fees collected.
Section 6. Compensation
Directors shall not receive any salaries or other compensation for their services, but, by resolution of the Board of Directors, may be reimbursed for any actual expenses incurred in the performance of their duties for the Organization. The Organization shall not loan money or property to, or guarantee the obligation of, any Director.
Section 7. Fiduciary Responsibility
In accordance with custom and law, the Board shall be vested with the fiduciary responsibility for the expenditures and income of the organization. Each Board Member will, within the reasonable capacity of his or her abilities and background, ensure that the expenditures of the Organization are providing reasonable value to the Organization for the amount expended and that income from whatever source is safeguarded in a reasonable manner and accurately credited to the Organization. Additionally, the Board, collectively, shall ensure that a reasonable means exist to publicly account for the expenditures and income of the Organization. These means shall include, as a minimum, an annual, internal, financial audit and biennial financial audit conducted by a competent party external to the Organization. Summary reports of these audits shall be made available to the league membership upon request and as otherwise determined by the board. Complete results of these audits shall be safeguarded and stored in such a manner as specified by the Board so as to be available to government officials upon demand within a reasonable time of such demand for a period of, at least, seven annual audits and, at least, three biennial audits.
Section 8. Due Care
In accordance with custom and law, Board Members are expected to discharge their duties to supervise the activities of the Organization in a reasonable and diligent manner. The Board, collectively, shall ensure that practical procedures and other means exist to provide reasonable governance to all organization members and volunteers in the performance of Organization functions. As a minimum, the Board shall issue guidance in published policies and procedures available to all members and volunteers, provides information to minimize risk to the Organization that may arise during the performance of various functions for the Organization by any member or volunteer. Additionally, the Board shall establish means to reasonably ensure that all members of the Organization who are minors are not under the care of supervisions of any Organization members or volunteers who have been previously convicted of, or as under indictment for, any felony or misdemeanor involving pedophilia, sexual abuse or a minor or other infamous crime.
Section 9. Duty of Loyalty
In accordance with custom and law, Board Members are expected to avoid self-dealing. Self-dealing occurs when a director places his own interests ahead of those of the SDGA. Under many circumstances, it is not necessary that the Organization be shown to have suffered an injury as a consequence of the self-dealing; a violation of the duty of loyalty is so serious that even the appearance of misconduct is not permitted. Board Members are expected to rescue themselves from any vote or participation in any activity that gives the perception of impropriety.
Amendments to By-Laws
Section 1. Amendments to Bylaws
These Bylaws may be amended or new Bylaws adopted upon the affirmative vote of three-fourths of the voting members at any regular or special meeting of the members. The notice of the meeting shall set fourth a summary of the proposed amendments.
Section 1. Fiscal Year
The fiscal year of the corporation shall be January 1 to December 31.
Section 2. Communication
Current members regardless of classification will be provided all necessary information and noticed electronically via newsletter/email and website and/or facebook.
submit comments below