Constitution and Bylaws for the Quail Creek Tennis Club
QUAIL CREEK TENNIS CLUB (QCTC)
CONSTITUTION AND BYLAWS
ARTICLE I. NAME
The name of the organization shall be Quail Creek Tennis Club (QCTC)
ARTICLE II. OBJECT
Section I. The object of the QCTC is to ensure participation in tennis at all skill levels for members of the club. It will promote an active program of tennis by organizing men’s, women’s and mixed play, conducting tournaments, social events, intra-club and inter-club activities, supporting league play, and encouraging fellowship and good sportsmanship. The QCTC is also responsible to the Quail Creek community for the administration of an effective and equitable court reservation system.
Section 2. The QCTC shall adhere to the Quail Creek Property Owners’ Association.
Section 3. The QCTC shall not be conducted nor operated for profit, and no remainder or residue from dues or donations shall benefit any member or individual except for expense reimbursement and authorized contracts.
ARTICLE III. MEMBERSHIP
Section 1. Eligibility: Membership shall be open to all Member/Property Owners, Permanent Residents, Renters and Guests meeting the requirements of Quail Creek Property Owners’ Association Rules and Regulations.
Section 2. Dues: QCTC’s annual dues will be effective January 1 to December 31, beginning 2016.
ARTICLE IV. THE BOARD OF DIRECTORS
Section 1. The Board of Directors shall consist of the seven elected members.
Section 2. General management of the QCTC’s day-to-day operations and web site shall be entrusted to the Board of Directors. The Board will oversee and devise measures for the club’s growth and development.
Section 3. The Board of Directors shall make no capital expenditure greater than $1,000.00 unless it has been approved by a majority of the members present at a general or special meeting.
Section 4. The Board of Directors shall make recommendations regarding the hiring, termination, and performance evaluation of Tennis Center employees to the Quail Creek Property Owners Association (QCPOA), Board of Directors.
Section 5. The outgoing Board of Directors must leave sufficient funds in the treasury to satisfy the unpaid bills and obligations incurred by its administration. The Board of Directors shall incur no debt for which funds are not currently available.
ARTICLE V. OFFICERS AND COMMITTEES
Section 1. The Board of Directors shall consist of the following elected members: President, Vice President, Secretary, Treasurer, and three (3) Members-at-Large.
A. No employee of the QCTC, direct or indirect, shall be permitted to serve
as an officer.
B. Only one member per household may serve at the same time on the
Board of Directors.
Section 3. Any Board member may be relieved of office by a majority vote of the Board of Directors for malfeasance of office or behavior considered to be contrary to the proper discharge of the obligations and responsibilities of the office.
Section 4. Vacancies: Any vacancy occurring in the elected offices during the year shall be filled for the unexpired term of office by a majority vote of all the members of the Board of Directors except that the Vice President shall fill a vacancy in the office of President automatically.
Section 5. Committees: The Board of Directors may appoint standing and ad hoc committees to advance the work of the QCTC and other areas that may be well served by committees. Such committees shall always be subject to the final authority of the Board of Directors.
ARTICLE VI. ELECTIONS
Section 1. Nominations & Nominating Committee
A. The Board of Directors will open nominations for Board election
commencing on the first (1st) Monday of January or immediately after
the January Board of Directors meeting; whichever comes first. The
Board of Directors will announce the number of open positions slated for
election to the QCTC Board via the QCTC web site and Tennis Bulletin
Board. The Board of Directors shall appoint two members to the
Nominating Committee. Three volunteer members shall be solicited
from the general membership. If more than three members volunteer, a
lottery will determine the members. If less than three members
volunteer, the Board of Directors shall appoint the additional person(s)
needed. No employee of the QCTC, direct or indirect, shall serve on this
B. The Nominating Committee shall develop a slate of candidates for
presentation at the February meeting. The slate presented shall maintain
a three to four (3:4), or four to three (4:3) ratio of men to women. The
Committee shall nominate one candidate for each vacant position.
Nominees are required to be active, playing members of the QCTC and
year round residents. Any QCTC active, playing member in good standing
may nominate him/herself for any open board position commencing four
(4) weeks prior to the February general membership meeting. All
candidates must meet the following provisions:
(1) Membership dues paid up and owing no fines or fees to QCTC.
(2) Member currently not on probation or suspension.
(3) All individual nominations shall be received by the Board
C. The secretary shall post the approved slate of candidates via the QCTC
website and the Tennis Bulletin Board two (2) weeks prior to the
February general membership meeting.
Section 2. Elections
A. When there is only one candidate for each open board position, the
QCTC membership present at the February general meeting may install
board candidates by a majority vote.
B. If necessary, elections shall take place at the regularly scheduled March
QCTC meeting. Voting shall be by secret written ballot in a contested
election. Candidates shall be considered elected who receive a majority of
Section 3. Term of Office
A. The Board of Directors shall be elected for a two-year term to serve from
April 1 to March 31.
B. Board members may not serve more than four consecutive years.
C. Procedure to redefine terms of office:
1. The positions of President, Secretary and one Member-at-
Large will be elected for a term of two years commencing
April 1, in odd number years.
2. The positions of Vice-President, Treasurer, and two (2) Members-at-Large will be elected for a term of two years commencing April 1, in even numbered years.
3. Thereafter, when the two-year terms conclude, each position
will be elected for subsequent two-year terms.
Section 4. Transition of Administration: The outgoing Board of Directors shall meet with the incoming Board of Directors prior to April 1. At that meeting the outgoing Board of Directors shall review old business and payables and turn over all records to the new Board.
ARTICLE VII: DUTIES OF OFFICERS
Section 1. President: The President shall:
A. Preside at all meetings of the Board of Directors and general and
special membership meetings of the QCTC.
B. Appoint the committee heads with the approval of the Board of
C. Fill vacant board positions with the approval of the Board.
D. With the approval of the Board of Directors, sign all contracts.
E. In the absence of the Treasurer, the President is authorized to pay bills
and sign checks.
Section 2. Vice President: The Vice President shall:
A. Perform the duties of President in his or her absence and perform such
other duties as are assigned by the President.
Section 3. Secretary: The Secretary shall:
A. Keep the roster of attendance of all meetings.
B. Record the minutes of all proceedings of the Board of Directors and
C. Be responsible for all correspondence of the QCTC and prepare notices
D. In the absence of the President and the Treasurer, the Secretary is authorized
to pay bills and to sign checks.
Section 4. Treasurer: The Treasurer shall:
A. Collect and receive all monies due or belonging to the QCTC.
B. Pay all authenticated bills of the QCTC.
C. Make financial reports, including expense projections, at all membership
D. Submit an annual report upon completion of the term of office.
E. Assure a current membership list is maintained and keep an accounting
of dues collected.
F. The books of the Treasurer shall be open for inspection at all times by all
G. Electronically file form 990-N yearly with the IRS in the month of May.
Section 5. Members-at-Large: Members-at-Large shall:
A. Perform such duties as assigned by the President.
ARTICLE VIII. CLUB YEAR AND MEETINGS
Section 1. Club Year: The QCTC’s year shall begin May 1 and end April 30.
Section 2. Regular Meetings: There shall be general membership meetings held on the first Wednesday of February, March, and November. Motions will pass or fail based on a simple majority vote.
Section 3. Special Meetings:
A. The President of the Board of Directors may call special meetings for
specific requests. Measures may be passed by a majority of members in
B. Notice and purpose of special meetings shall be posted via the OCTC
website and Tennis Bulletin Board ten days in advance of such meetings.
No business other than that stated in the notice may be transacted.
Section 4. Board of Directors Meetings: Meetings of the Board of Directors may be called by the President prior to the general meetings and as needed to conduct the business of the QCTC. A quorum of the Board of Directors’ meetings shall be a majority of the Board of Directors. A majority vote shall prevail to conduct business. If no majority is reached, the decision must be tabled until a majority vote does exist. All Board of Directors’ meetings shall be open to the general membership except those that pertain to personnel matters or disciplinary hearings. The Secretary will post notice of Board meetings in advance.
ARTICLE IX. ORDER OF BUSINESS
The order of business at regular meetings shall be:
A. Call to Order
B. Introduction of guests, new members, officers and directors
D. Reading of the Minutes
E. Treasurer’s Report
F. Report of Officers
G. Committee Reports
H. Unfinished business
J. New business
ARTICLE X. PARLIAMENTARY AUTHORITY
The rules contained in Robert’s Rules of Order: Simplified and Applied shall govern meetings where they are not in conflict with the bylaws or other rules of the club.
ARTICLE XI. AMENDMENTS
Section 1. The President shall appoint a committee approved by the Board of Directors to review and evaluate the bylaws as necessary. The committee shall have two months to review, revise and submit the amended bylaws to the Board of Directors prior to being voted upon.
Section 2. Amendments to the bylaws may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by 20% of the members. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members for approval with recommendation of the Board. The Board must submit the amendments for a vote within two months of the date when the Secretary received the petition or the recommendations of the Bylaws Committee.
Section 3. The bylaws may be amended or revised by an affirmative vote of two-thirds (2/3) of all members present at a meeting designated for that purpose. A copy of the proposed amendment(s) shall be posted for 30 days prior to the meeting via the QCTC web site. Copies of the proposed amendment(s) will be on the Tennis Bulletin Board during this 30-day period and made available to any member upon request.
ARTICLE X11. DISCIPLINE
Section 1. A claim against the good standing of any member must be made in writing by at least two QCTC members, or one QCTC member who has witnessed or been a part of the same transgression for at least two consecutive incidents. Said claim must be filed with the Board of Directors within five days of the alleged incident.
Section 2. Upon receipt of the claim, the Board shall appoint a three person ad hoc committee to investigate the claim. All persons involved in the incident will be interviewed. A written report, including a specific recommendation, will be presented to the Board within ten calendar days of the committee’s appointment.
Section 3. The charged member shall be notified by the Board in writing of the committee’s recommendation and shall have the right to participate in a special closed meeting of the Board, at which time the incident and/or charges will be considered.
Section 4. By an affirmative vote of three fourths (3/4) of the Board, the member may be given a warning, placed on probation, suspended by QCTC activities for a specified period of time, or membership may be terminated. If an affirmative vote is not reached, then the charges and/or incident will be dropped. All matters shall remain confidential.
ARTICLE X111. DISSOLUTION
Section 1. This club may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the members. In the event of dissolution of the club, whether voluntary, involuntary or by operation of law, none of the property of the club, any proceeds thereof, or any assets of the club shall be distributed to any member.
Section 2. In the event of dissolution, all material possessions of the organization shall be sold. After all debts of the organization have been paid, the remainder shall be disposed of in a manner determined by a majority of the dissolving members.
ARTICLE XIV. LIABILITY
To the fullest extent permitted by law, neither the QCTC, nor any committee of the QCTC, nor any officer of director of the QCTC, shall be liable to any member of the QCTC or any other person or entity for any action or inaction made in good faith which he or she reasonably believed to be within the scope of his or her duties.
CERTIFICATE OF ADOPTION
The undersigned Secretary does hereby certify that the foregoing Bylaws were adopted by a majority vote of the members at the regular meeting held on the 6th day of April 2015.
PRESIDENT: Mike Wagner
VICE PRESIDENT: Gary Jones
SECRETARY: Cindy Pokorski
TREASURER: Pam Pensyl
MEMBERS-AT-LARGE: Dan Flynn, Dave Kidwell, Lorene Martin