Our constitution/ Revised 2019
CONSTITUTION/BY-LAWS OF THE COLUMBIA CANOE CLUB INCORPORATED
May 29, 2019
`
PREAMBLE
We the members of The Columbia Canoe Club have incorporated in order to promote good sportsmanship among paddling enthusiasts, to provide recreation for all, to encourage water safety practices, to promote the learning of boating skills necessary for safe and enjoyable use of paddle craft and to establish rules, regulations and practices used to attain these goals. Foremost, it is established that The Columbia Canoe Club, Inc. shall be a non-profit organization and the goals of the organization shall be gained with no pecuniary gain to any member of the organization.
DEFINITIONS
Corporation: The term Corporation shall include all members of the organization whose dues are currently paid and are otherwise in good standing.
Club: The term Club shall be synonymous with the term Corporation and shall include all members of the Corporation whose dues are currently paid and are otherwise in good standing.
ARTICLE I
ORGANIZATION NAME
The name of this organization shall be: The Columbia Canoe Club, Incorporated.
ARTICLE II
PURPOSE
The purpose of The Columbia Canoe Club Incorporated shall be as follows:
a. To provide recreational use of kayaks and canoes
b. To provide basic instruction necessary for safe use of paddle craft on quiet waters.
c. To promote good sportsmanship.
d. To encourage water safety practices.
e. To promote recreational experiences and family activities for all through canoeing and kayaking
f. To conduct educational and informational programs.
ARTICLE III
GOVERNANCE
A Board of Directors composed of dues paying members of the Club shall be responsible for establishing policies and procedures to assure that the Club shall be conducted in such a way to meet its goals, obligations and its fiscal responsibilities in accord with this Constitution and By-Laws established by the Club members.
ARTICLE IV
AFFILIATIONS
In meeting its goals, the Club may choose to affiliate with The American Canoe Association and any other appropriate groups in order to promote recreational activities and safe boating practices and education.
ARTICLE V
PROPERTY
The Corporation may receive and disburse funds, and buy, mortgage, lease and hold personal property for the promotion of any and all of the above purposes. Such property transactions shall be conducted in accordance with rules set forth in this Constitution and By-Laws established in accordance with it.
ARTICLE VI
MEMBERSHIP
Any individual who subscribes to the stated purposes of The Columbia Canoe Club, Incorporated shall be eligible for membership.
ARTICLE VII
BOARD OF DIRECTORS
There shall be a Board of Directors consisting of seven members, including: Chairperson, Vice-Chairperson, Treasurer and Secretary. The Board of Directors shall make such rules and regulations as are necessary to maintain the integrity of The Club in reaching its stated goals. In addition, it shall make certain that the Club is organized in such a way as to meet its legal and financial obligations. Decisions made by The Board of Directors shall prevail except that they may be challenged and overturned by a two-thirds decision of the membership present at a legally constituted meeting of The Corporation. The Board of Directors shall be governed by the following officers:
Chairperson
The Chair shall be the executive head of The Corporation and shall be a member of and preside at all meetings of the Board of Directors and the Corporation as a whole. The responsibilities of the Chair shall include: create and distribute agendas for Board meetings, ensure that activities of The Club are compliant with the mission, goals and policies as set forth in The Club’s Constitution/By-Laws, may serve as spokesperson for the Corporation, may represent the Club at community events, acts as signatory for the Corporation as needed, provide oversight to fundraising activities, and may ensure continuity of Board activity for any succeeding Chairperson.
Vice-Chairperson
In the absence of the Chairperson or when called upon by the Chairperson to do so, the Vice-Chairperson shall preside over Board meetings and meetings of The Corporation. The Vice-Chair shall assume such other authority as assigned by the Board of Directors. The duties assumed by the Vice-Chair shall include those usually provided by the Chair when directed to do so by the absent Chair or the Board of Directors.
Treasurer
The Treasurer shall receive and disburse the funds of the Corporation under the direction of the Board of Directors and shall submit financial reports at meetings as directed by the Chairperson of the Board of Directors. No sum of money greater than $100 shall be spent without the vote of the Board of Directors. The treasurer shall be custodian of all papers or documents belonging to or relating to the property or financial business of the Corporation. The Chair shall keep a full and accurate account of all monies received and paid out, which at all times, shall be open to inspection by any officer of the Corporation. The Treasurer and Chairperson of the Corporation shall sign or execute, on behalf of Corporation, all checks, notes, bonds, deeds, mortgages, contracts, or other instruments or documents which the Board of Directors shall authorize to be signed or executed. In the event of the absence or disability of the Treasurer, the duties shall be performed by such person or persons as the Board of Directors may designate. The Treasurer, before taking office, shall agree in writing to turn over to the Board of Directors all funds and documents in her/his possession upon termination of office.
Secretary
The responsibilities of the Secretary shall include: attending all meetings of the Board of Directors, recording the Minutes of all meetings including: date, time and location of the meeting, list of those present and absent, list of items discussed, list of reports presented, list and text of motions presented and related votes on motions, keeping copies of the By-Laws of the Corporation, maintaining lists of officers, Board members, committees and General Membership, keeping copies of Minutes of all meetings and of all correspondence related to Corporation business and offering access of these records to all Board members, distributing copies of Board meeting Minutes to all Board members in a timely fashion, signing official documents as appropriate to the Secretary’s duties, orienting a new Secretary as needed, notifying all Members of The Club of the Annual General Meeting, and may chair a Board meeting in the absence of the Chair or Vice-Chair. The Secretary shall facilitate communication within the Corporation and shall be responsible for notifying directors and members of meetings.
ARTICLE VIII
MEETINGS
Corporation
The annual meeting of the Corporation shall be held in either November or December of each year at such time and place as the Board of Directors shall determine. Other meetings may be held as voted upon by the Board of Directors. The Board of Directors shall be required to call a meeting of the Corporation within ten days of receipt of a petition from any ten members of the Club to do so. Notice of meetings shall be made at least five days before said meetings.
Board of Directors
The Board of Directors shall meet as often as is necessary to transact the business of the Corporation, but no fewer than two times per year. The Board of Directors shall be required to call a meeting within ten days of receipt of a petition from any ten members of the Club
Quorum
A simple majority shall be required to conduct business in meetings of the Board of Directors or the Corporation as a whole.
ARTICLE IX
ELECTION OF OFFICERS
Nominations
The Board of Directors shall establish a nominating committee for the purpose of recommending prospective Board members; said committee shall forward nominations to the Corporation to be considered at the annual election. Additional nominations may be made by any member of the Corporation at the annual meeting.
The election of officers shall take place at the annual meeting
The term of office for members of the Board of Directors shall be three years. Terms of office for the first election shall be determined by lot or volunteer. Following the election of new members of the Board of Directors, the Board of Directors shall conduct its election of officers at the Annual General Meeting.
Removal From Office
Any officer may be removed from office by a two-thirds vote of those members present at a legally constituted meeting of the body which elected the officer to the position.
Special Elections
In the event of removal of an officer or of the resignation of an officer, a special election shall be held by the Board of Directors within thirty days to replace said officer. In the interim, the Board of Directors shall delegate the responsibility for the position to another Board of Directors member as may be necessary to continue carrying out the business of the Club.
ARTICLE X
AMENDMENTS
The Constitution and By-Laws of the Corporation may be amended by a two-thirds vote of those present at a legally constituted meeting of the Corporation providing due notice has been given and the substance of the proposed amendment or amendments has been included in the notice of the meeting.
ARTICLE XI
DISSOLUTION OF THE CORPORATION
Upon dissolution of the Corporation, any property owned by the Corporation shall be first offered to the highest bidder within said membership of the Corporation (a minimum of two-year membership is required) and then shall be offered for sale on the open market. Any funds on hand upon dissolution of the Corporation shall be donated to the United States Canoe and Kayak team.
ARTICLE XII
PARLIAMENTARY RULES
Meetings of the Corporation shall be conducted under Robert’s Rules of Order, Revised, unless Robert’s Rules conflict with this Constitution and its By-Laws.
Note: The Columbia Canoe Cub, Incorporated, was certified by the State of Connecticut as a non-profit organization on January 28, 1966.
The Corporation was classified by the United States Treasury Department, Internal Revenue Service as Charitable and Educational on November 30, 1966.
Contributions are tax deductible.
May 29, 2019
`
PREAMBLE
We the members of The Columbia Canoe Club have incorporated in order to promote good sportsmanship among paddling enthusiasts, to provide recreation for all, to encourage water safety practices, to promote the learning of boating skills necessary for safe and enjoyable use of paddle craft and to establish rules, regulations and practices used to attain these goals. Foremost, it is established that The Columbia Canoe Club, Inc. shall be a non-profit organization and the goals of the organization shall be gained with no pecuniary gain to any member of the organization.
DEFINITIONS
Corporation: The term Corporation shall include all members of the organization whose dues are currently paid and are otherwise in good standing.
Club: The term Club shall be synonymous with the term Corporation and shall include all members of the Corporation whose dues are currently paid and are otherwise in good standing.
ARTICLE I
ORGANIZATION NAME
The name of this organization shall be: The Columbia Canoe Club, Incorporated.
ARTICLE II
PURPOSE
The purpose of The Columbia Canoe Club Incorporated shall be as follows:
a. To provide recreational use of kayaks and canoes
b. To provide basic instruction necessary for safe use of paddle craft on quiet waters.
c. To promote good sportsmanship.
d. To encourage water safety practices.
e. To promote recreational experiences and family activities for all through canoeing and kayaking
f. To conduct educational and informational programs.
ARTICLE III
GOVERNANCE
A Board of Directors composed of dues paying members of the Club shall be responsible for establishing policies and procedures to assure that the Club shall be conducted in such a way to meet its goals, obligations and its fiscal responsibilities in accord with this Constitution and By-Laws established by the Club members.
ARTICLE IV
AFFILIATIONS
In meeting its goals, the Club may choose to affiliate with The American Canoe Association and any other appropriate groups in order to promote recreational activities and safe boating practices and education.
ARTICLE V
PROPERTY
The Corporation may receive and disburse funds, and buy, mortgage, lease and hold personal property for the promotion of any and all of the above purposes. Such property transactions shall be conducted in accordance with rules set forth in this Constitution and By-Laws established in accordance with it.
ARTICLE VI
MEMBERSHIP
Any individual who subscribes to the stated purposes of The Columbia Canoe Club, Incorporated shall be eligible for membership.
ARTICLE VII
BOARD OF DIRECTORS
There shall be a Board of Directors consisting of seven members, including: Chairperson, Vice-Chairperson, Treasurer and Secretary. The Board of Directors shall make such rules and regulations as are necessary to maintain the integrity of The Club in reaching its stated goals. In addition, it shall make certain that the Club is organized in such a way as to meet its legal and financial obligations. Decisions made by The Board of Directors shall prevail except that they may be challenged and overturned by a two-thirds decision of the membership present at a legally constituted meeting of The Corporation. The Board of Directors shall be governed by the following officers:
Chairperson
The Chair shall be the executive head of The Corporation and shall be a member of and preside at all meetings of the Board of Directors and the Corporation as a whole. The responsibilities of the Chair shall include: create and distribute agendas for Board meetings, ensure that activities of The Club are compliant with the mission, goals and policies as set forth in The Club’s Constitution/By-Laws, may serve as spokesperson for the Corporation, may represent the Club at community events, acts as signatory for the Corporation as needed, provide oversight to fundraising activities, and may ensure continuity of Board activity for any succeeding Chairperson.
Vice-Chairperson
In the absence of the Chairperson or when called upon by the Chairperson to do so, the Vice-Chairperson shall preside over Board meetings and meetings of The Corporation. The Vice-Chair shall assume such other authority as assigned by the Board of Directors. The duties assumed by the Vice-Chair shall include those usually provided by the Chair when directed to do so by the absent Chair or the Board of Directors.
Treasurer
The Treasurer shall receive and disburse the funds of the Corporation under the direction of the Board of Directors and shall submit financial reports at meetings as directed by the Chairperson of the Board of Directors. No sum of money greater than $100 shall be spent without the vote of the Board of Directors. The treasurer shall be custodian of all papers or documents belonging to or relating to the property or financial business of the Corporation. The Chair shall keep a full and accurate account of all monies received and paid out, which at all times, shall be open to inspection by any officer of the Corporation. The Treasurer and Chairperson of the Corporation shall sign or execute, on behalf of Corporation, all checks, notes, bonds, deeds, mortgages, contracts, or other instruments or documents which the Board of Directors shall authorize to be signed or executed. In the event of the absence or disability of the Treasurer, the duties shall be performed by such person or persons as the Board of Directors may designate. The Treasurer, before taking office, shall agree in writing to turn over to the Board of Directors all funds and documents in her/his possession upon termination of office.
Secretary
The responsibilities of the Secretary shall include: attending all meetings of the Board of Directors, recording the Minutes of all meetings including: date, time and location of the meeting, list of those present and absent, list of items discussed, list of reports presented, list and text of motions presented and related votes on motions, keeping copies of the By-Laws of the Corporation, maintaining lists of officers, Board members, committees and General Membership, keeping copies of Minutes of all meetings and of all correspondence related to Corporation business and offering access of these records to all Board members, distributing copies of Board meeting Minutes to all Board members in a timely fashion, signing official documents as appropriate to the Secretary’s duties, orienting a new Secretary as needed, notifying all Members of The Club of the Annual General Meeting, and may chair a Board meeting in the absence of the Chair or Vice-Chair. The Secretary shall facilitate communication within the Corporation and shall be responsible for notifying directors and members of meetings.
ARTICLE VIII
MEETINGS
Corporation
The annual meeting of the Corporation shall be held in either November or December of each year at such time and place as the Board of Directors shall determine. Other meetings may be held as voted upon by the Board of Directors. The Board of Directors shall be required to call a meeting of the Corporation within ten days of receipt of a petition from any ten members of the Club to do so. Notice of meetings shall be made at least five days before said meetings.
Board of Directors
The Board of Directors shall meet as often as is necessary to transact the business of the Corporation, but no fewer than two times per year. The Board of Directors shall be required to call a meeting within ten days of receipt of a petition from any ten members of the Club
Quorum
A simple majority shall be required to conduct business in meetings of the Board of Directors or the Corporation as a whole.
ARTICLE IX
ELECTION OF OFFICERS
Nominations
The Board of Directors shall establish a nominating committee for the purpose of recommending prospective Board members; said committee shall forward nominations to the Corporation to be considered at the annual election. Additional nominations may be made by any member of the Corporation at the annual meeting.
The election of officers shall take place at the annual meeting
The term of office for members of the Board of Directors shall be three years. Terms of office for the first election shall be determined by lot or volunteer. Following the election of new members of the Board of Directors, the Board of Directors shall conduct its election of officers at the Annual General Meeting.
Removal From Office
Any officer may be removed from office by a two-thirds vote of those members present at a legally constituted meeting of the body which elected the officer to the position.
Special Elections
In the event of removal of an officer or of the resignation of an officer, a special election shall be held by the Board of Directors within thirty days to replace said officer. In the interim, the Board of Directors shall delegate the responsibility for the position to another Board of Directors member as may be necessary to continue carrying out the business of the Club.
ARTICLE X
AMENDMENTS
The Constitution and By-Laws of the Corporation may be amended by a two-thirds vote of those present at a legally constituted meeting of the Corporation providing due notice has been given and the substance of the proposed amendment or amendments has been included in the notice of the meeting.
ARTICLE XI
DISSOLUTION OF THE CORPORATION
Upon dissolution of the Corporation, any property owned by the Corporation shall be first offered to the highest bidder within said membership of the Corporation (a minimum of two-year membership is required) and then shall be offered for sale on the open market. Any funds on hand upon dissolution of the Corporation shall be donated to the United States Canoe and Kayak team.
ARTICLE XII
PARLIAMENTARY RULES
Meetings of the Corporation shall be conducted under Robert’s Rules of Order, Revised, unless Robert’s Rules conflict with this Constitution and its By-Laws.
Note: The Columbia Canoe Cub, Incorporated, was certified by the State of Connecticut as a non-profit organization on January 28, 1966.
The Corporation was classified by the United States Treasury Department, Internal Revenue Service as Charitable and Educational on November 30, 1966.
Contributions are tax deductible.