NEWPORT SKI CLUB BY-LAWS

Approved by Membership 4/08/04

Amendments:
4/14/05 (raised membership cap)
6/08/06 (corresponding secretary as archivist; technology chair)

I.       NAME AND PURPOSE

A.           NAME

The name of this club shall be: Newport Ski Club (referred to as “the Club").

B.           PURPOSE

The purpose of the Newport Ski Club is to provide an environment in which members may participate as a community, primarily in recreational snow sports, as well as in other sports and social activities.

II.     MEMBERSHIP

A.           POLICY

1.      It is the policy of the Newport Ski Club that all its Active Members have equal opportunity to avail themselves of the activities and facilities of the Club, and have all the rights, privileges and obligations as set forth for Active Members by these By-laws.

2.      The governing policy of the Club is set out in this document and the document “An Invitation to Ski” as described in Article XIII herein.

B.           CATEGORIES OF MEMBERS

1.   Active Members 

a.   An Active Member is an individual 21 years of age or older, who has been admitted to Active Membership according to Article II E, is current in the payment of dues and assessments, and has fulfilled Active Member obligations as set forth in Article II.D.1a. 

b.   All Active Members as defined in this section have full voting rights and all other rights and privileges of the Club (see section II.D.1). 

c.   Active members fall into three (3) subcategories:

(1)  Individual Active Member: An individual (regardless of marital or parental status).   The Individual Active Member's spouse and dependent children, if any, have no membership rights. 

(2)  Single Parent Active Member: An individual (regardless of marital status) with Qualifying Dependent Children as described in paragraph d of this section. The spouse of a Single Parent Active Member, if any, has no membership rights. 

(3)  Family Active Members: A husband and wife, with or without Qualifying Dependent Children.

d.   Qualifying Dependent Children are dependent children of Single Parent or Family Active Members, who are under the age of 21 or full-time students.  They are not members, but shall have Child of Member status with respect to lodge reservations priority and rates.

2.   Retaining Member: A former Active Member who is current in the payment of dues and assessments.  The Retaining Member has no voting rights and has limited privileges as set forth in Article II.D.2.b.

3.      Honorary Life Member: A member to whom the Active Membership grants, by unanimous vote, all rights and privileges of the Newport Ski Club without the obligation of annual dues or the obligations other members must fulfill to maintain Active or Retaining Member status.

C.           SIZE OF ACTIVE MEMBERSHIP

The number of Active Members is limited to a ceiling of 200 (not including Honorary Life Members).  To avoid overcrowding of the lodge facilities, however, the Board of Directors may elect to operate the Club below the ceiling number.

D.          OBLIGATIONS AND PRIVILEGES

1.      Active Members:

a.       To maintain Active status, each Active Member must

(1)  Be current in payment of Club dues and assessments.

(2)  Demonstrate sustained participation in Club affairs by attending meetings and social functions.

(3)  Participate in a regular Club work weekend within three years of the date of his/her last attended work weekend.

(4)  Demonstrate responsible conduct reflecting favorably on the Club, its members and its reputation.

(5)  Satisfy current year obligations by fulfilling any one of the following six (6) requirements, or must pay an assessment as described in the next paragraph:

(5.1)    An elected officer of the Club

(5.2)    A member of a standing or ad hoc committee

(5.3)    A lodge manager

(5.4)    An assistant lodge manager

(5.5)    A reservationist for an official ski weekend or work weekend.

(5.6)    Work on an official Club work weekend, or equivalent work party as validated by the Board of Directors.

b.  If an Active Member fails to satisfy any one of the six current year obligations listed in the preceding paragraph, he or she shall pay an assessment in an amount to be determined by the membership along with the dues and budget in the previous June (see section X.C.2).

(1)  Note that this assessment is a penalty for failure to fulfill the annual obligation, and is not intended as a manner of fulfilling the obligation.

(2)  The member may appeal this assessment to the Board of Directors, setting forth the extraordinary reasons or conditions that prevented the member from fulfilling current year obligations.  The Board will evaluate the appeal, and either waive the assessment or require that the assessment be paid.

(3)  This assessment applies to the year in which it was incurred, and will not be forgiven as a result of change of membership class or resignation.

(4)  It should be noted further that the assessment applies only to failure to satisfy CURRENT YEAR Active Member obligations (II.D.1.a.5).  Failure to meet other Active Member requirements (II.D.l.a.1 through 4) will not result in any additional assessments, but will be grounds for dropping the member from Active Membership.

c.   The Active Member and the Honorary Life Member:

(1)  Enjoy full voting rights at regular and specially convened meetings of the general membership

(2)  Enjoy full rights and privileges of the Club lodge as described in Article XIII.

(3)  Shall receive a Club membership card annually.

2.      Retaining Members:

a.   To maintain status as a Retaining Member, the individual must:

(1)  Be current in the payment of Club dues and assessments and any other financial obligations due the Club.

(2)  Demonstrate responsible conduct reflecting favorably on the Club, its members and its reputation.

b.   The Retaining Member:

(1)  Is encouraged to participate in Club activities except voting.

(2)      Shall receive all general mailings.

(3)  May make reservations at the lodge, and may pay his/her own fees. 

(4)  Has preferred status with respect to lodge reservations priority one weekend per year; at all other times he/she shall be considered an ordinary guest. 

(5)  Pays guest rates, and has no unbumpable weekends.

(6)  Does not qualify for a Club membership card.

(7)  Has the right of automatic reinstatement to Active status upon written request to the Board of Directors, provided

(7.1)  He/she is current with respect to dues and assessments.

(7.2)  He/she has performed a work weekend within the last 3 years of his/her previous Active Membership or within the previous calendar year, and

(7.3)  There is an opening in the number of Active Memberships allowed in accordance with Article II.C.  A Retaining Member's reinstatement takes precedence over acceptance of any applicant.

3.   Former Members:

a.   Former members are those individuals who have been dropped from membership for any of the following reasons:

(1)  Voluntarily by written request.

(2)  Failure to pay dues, assessments or other financial obligations due the Club.

(3)  Failure to fulfill member obligations in accordance with Articles II.D.1 (a and b) and II.D.2.a.

(4)  Expulsion.

b.   Former members can be reinstated to Active Membership only through the procedures set forth for new applicants.  There is no option to return to Retaining Membership status.

E.     APPLICATION FOR MEMBERSHIP

1.      Applicant Status.

a.   Membership is open for skiing enthusiasts and others who desire to affiliate with the Club through active participation in skiing and/or other sports and social activities of the Club.

b.   Application can be made only for Active membership.

c.   An applicant must be 21 years of age or older.

d.   Neither race, nor creed, nor color, nor sex, nor age (subject to the preceding subparagraph) shall be a consideration for membership.

2.   Application for membership is accomplished by submission of an application form along with an annual non-refundable application fee to the Chairperson of the Membership Committee.  All applications are screened for completeness, and, if an application is found to be in order, with no information of a prohibitive nature regarding the applicant's suitability for the Club existing at the time of submission, the application is officially placed on file, and the individual is formally welcomed as an applicant with all rights and privileges of that status.  The Club reserves the right to limit the number of applicants to a manageable number.

3.   Prospective Member Status

a.   A prospective member is an applicant who is actively participating in Club activities by:

(1)  Being current with respect to applicant fees.

(2)  Attending Club meetings.

(3)  Attending sports and/or social functions of the Club.

(4)  Attending work weekends.

(5)  Attending ski weekends at the lodge.

(6)  Demonstrating responsible conduct reflecting favorably on the Club, its members and its reputation.

b.   An applicant or prospective member

(1)     Is encouraged to participate in club events as stated in the preceding paragraph, but has no vote.

(2)     Receives Club mailings.

(3)     May make reservations at the lodge, and pay his/her own fees.

(4)     Has reservation preference above an ordinary guest, but pays guest rates.

(5)     Is limited to applicant/prospective member status for a period not to exceed 2 years, unless extended by the Board of Directors (see paragraph II.E.3.f).

c.   In order to facilitate the transition from applicant to member, each applicant will be assigned a sponsor who will ensure that the applicant becomes familiar with Club regulations, customs and procedures, and most importantly, ensure that the applicant understands his/her responsibilities as an applicant and our general philosophy of accomplishment through participation and sharing of responsibilities.  In most cases, the sponsor will be that member who recommended the Club to the applicant.  In those cases where an applicant applied without having known a member, the Membership Committee will sponsor that applicant until such time as an Active Member becomes familiar with the applicant and agrees to be his or her sponsor.

d.   After a period of sustained interest and having fulfilled all the requirements set forth in Article II.E.3.a (1 thru 5) above, the Prospective Member shall be considered a candidate for Active Membership in the event such a vacancy exists.  In this regard, after consulting with the Board of Directors, the Chairperson of the Membership Committee shall give notification of recommendation for Active Membership at the next meeting of the membership (the minutes of the meeting to include such notification).  Active Members shall have the right to advise the Board of Directors on the suitability of the candidate for Active Membership, and such advice shall be submitted in writing to the Board of Directors within ten (10) days to allow the Board the opportunity to consider it at its next regular meeting.

e.   After reviewing all information regarding the candidate’s status, the Board will approve or disapprove the candidate for Active Membership.

f.    If the candidate is approved for Active Membership by the Board, he/she will be informally accepted into Active Membership at the next general Club meeting (notification to be made in the minutes of the meeting).  Official acceptance into Active Membership will not be realized, however, until the candidate has paid the lodge deposit (initiation) fee and annual dues.  Such payment must be within sixty (60) days of informal acceptance.

g.   In the event that the candidate is disapproved for Active Membership by the Board, the Club President or Membership Chair will inform him/her personally or by telephone prior to the next general meeting, and his/her name will be removed from the list of candidates to be offered membership.  This notification will be followed up within ten (10) days by a letter from the Board to the candidate, explaining in detail the reasons for non-approval along with any recommendations the Board deems appropriate.

h.   If a candidate has not been accepted into Active Membership by the close of the ski year, the annual application fee must be renewed to maintain status as an applicant, and to cover the costs of mailings.  It is expected that until accepted into Active Membership, the candidate will continue to participate in Club functions and activities as a demonstration of sustained motivation for Club membership.

i.    If an applicant shows no subsequent interest in Club activity for a period of one (1) year, or fails to satisfy the requirements for Active Membership within two (2) consecutive years from the date of initial application, the Board of Directors will conclude that the applicant has not arranged his/her priorities in such a manner as to demonstrate adequate motivation for membership in the Club.  In such cases, the chairperson of the Membership committee shall inform the applicant of the Board's evaluation, and notify the applicant that unless outstanding requirements are fulfilled at the next possible opportunity, he/she will be dropped from the roster of applicants without refund of any application fees paid.

4.  Spouses of members:

a.   In the event that a member marries while in Active Member status, the Member and spouse immediately qualify for Family (or Life) Membership.  

b.  The Spouse of an Honorary Life Member is an Honorary Life Member.

c.  Under all other circumstances, a Member's spouse must complete the requirements of this section (or Section II.D.2.B(7)) to qualify for membership.

F.      EXPULSION

1.   Members or Applicants may be expelled by the Board of Directors for, but not limited to, any of the following reasons:

a.   Failure or refusal to pay dues, assessments, lodging fees, or other financial obligations due the Club, and, for members, failure/refusal to satisfy the requirement to participate at a work weekend within three (3) years of the date of the last attended work weekend.

b.   Conduct reflecting unfavorably on the Club, its members and its reputation.

c.   Willful or deliberate destruction or defacement of Club property.

d.   Non-attendance at four consecutive meetings (Active Members only).  However, an Active Member who is no longer able to attend regularly scheduled Club meetings may be excused from meeting attendance requirements by written application to the Board of Directors.  The Board shall be empowered to waive meeting attendance requirements providing that the percentage of members so excused shall not exceed twenty-five (25) percent.

e.   Failure to abide by the Club By-Laws (this document) or the “spirit” of the details included in “An Invitation to Ski.”

2.   Procedure -- In such cases that may require expulsion from the Club, complaints must be filed with the Board of Directors in writing.  All complaints will be specific as to the nature of the conduct, time(s) and place(s), and the frequency of commission or omission.  The Board will provide a list of the complaints along with the names of those persons filing them to the individual in order that he/she may prepare a case for consideration.  The Board will meet at the earliest practical date to consider the complaints, and as early as possible following its deliberations the Board will convene to meet with the individual to hear such matters the individual may wish to present in his/her defense.  At the conclusion of this hearing, the Board will notify the individual of its decision, or if additional deliberations are required, inform the individual that the case is being reconsidered, and that a decision would be forthcoming within ten (10) days by letter.  In all cases where a hearing or further deliberations are required, the specific conduct of the individual and the rationale forming the basis for expulsion must have been presented to the individual in order to allow for a proper defense.

a.   A five-sixths (5/6ths) majority vote of the Board of Directors is required for the expulsion of a member or applicant.

b.   The decision of the Board to expel a member or applicant may be appealed to the general membership.  Reinstatement may be obtained by a two-thirds (2/3rds) vote of a quorum at a regular or special meeting of the general membership.

G.    RESIGNATIONS (Membership)

1.   Resignations of Membership shall be made, in writing, to the Membership Chair.  The Membership Chair may accept same as one in good standing, if all indebtedness to the Club is paid.

2.   Lodge Deposits will be refunded according to section X.A.

III.    OFFICERS OF THE CLUB

A.           The Club Officiate consists of:

1.   President

2.   Vice President

3.   Treasurer

4.   Recording Secretary

5.   Corresponding Secretary

6.   Member-at-Large

B.           The above six positions shall comprise the Board of Directors.

C.           The term of office for all members of the Board of Directors shall be one year, for the period 1 June through 31 May inclusive.     

D.           No Member of the Board of Directors may serve in the same office for more than three consecutive (3) years.  Additionally, no Member of the Board of Directors may serve on the Board for more than eight (8) consecutive years.

IV.    DUTIES OF THE CLUB OFFICERS

A.           The President shall preside at all meetings, sign all official papers, appoint the chairpersons of all standing and special committees, and serve as required as a member ex-officio of all such committees.  The President shall also be responsible for annually auditing the Club’s financial records (in conjunction with the chairman of the Finance Committee and two other Active Members).  The President shall also plan the agendas of all meetings of the Board of Directors, Executive Board and Club Membership.  The President shall also sign all checks should the Treasurer be unable to do so for any reason.

B.           The Vice President shall assist the President in the performance of his/her duties; assume such duties in his/her absence.

C.           The Treasurer is responsible for collection of all fees and assessments and other financial obligations due to the Club; custody of funds; payment of bills; maintenance of an accurate roster of all members with their status of payment of dues, assessments and lodge deposit fees and shall render a report at all general membership meetings.

D.           The Recording Secretary shall keep a true record of the proceedings at all meetings of the Club Membership, and reproduce and distribute this record to the membership.  He/she shall have the authority to appoint a committee to assist in the mailings.

E.            The Corresponding Secretary shall coordinate the external correspondence of the Club including, but not limited to, that correspondence required by Club officers and committee heads, and when directed by the President, initiate actions required to notify members of all special meetings.   Responsible for maintaining the historical records of the Club. including minutes of all past meetings, films, videos, photo albums, deeds, blueprints of lodge design, etc.

F.            The Member-at-Large shall have been an elected officer of the Club who has served during the past ski year or the preceding year.  He/she shall provide year-to-year continuity in facilitating Club operations.

V.     THE BOARD OF DIRECTORS RESPONSIBILITIES

The Board of Directors' major responsibility is to take a keen interest in the long-range future of the Club.  As noted in Article VII.F, the Board will hold regular meetings to stimulate ideas for Club development.  The Board of Directors shall:

A.           Function in an advisory capacity and be empowered to investigate such matters referred to it by the Club Membership, and to make reports of their findings and recommendations thereon.

B.           Supervise the handling and disposition of all funds, legal affairs, and properties of the Club.  To facilitate the handling of routine, recurring expenses, such as taxes, insurance, heating oil, electricity, telephone, and lodge food expenses, the Treasurer shall be empowered to expend general Club funds, as required.  For non-routine expenditures in excess of $1000 and not of an emergency nature, prior approval of the Club Membership (by motion and majority vote) shall be required.  In those cases where an emergency condition at the lodge requires the immediate expenditure of funds in excess of $200 to prevent a severe problem or prevent a condition from worsening, the Lodge Manager shall make a reasonable attempt to contact the President (in his absence, the Vice President or Treasurer) for permission to expend such funds.  In each such case, the Lodge Manager shall, time permitting, explore all the feasible alternatives and associated costs, and make recommendations to facilitate the Board Member's decision.

C.           When investing Club funds, the Board of Directors shall not sacrifice preservation of capital for the sake of increased return on investment.  Additionally, no investment should be made which would leave an insufficient amount of liquidity to handle routine expenses and an allowance for extraordinary expenses.  Any investment that would either jeopardize preservation of capital or incur a potential cash flow problem must be approved by two-thirds (2/3rds) majority vote at a meeting of the general membership.

D.           Act in cases wherein expulsion of a member is in the best interests of the Club.

E.            Stimulate and motivate the Club Membership to originate ideas and activities to make the Club more interesting and rewarding to the membership.

F.            Act on all matters and motions that require action between successive meetings of the general membership.  A report of actions taken shall be made in full to the general membership at each meeting.

G.           In the event of an Officer’s Resignation, the remaining Board Members shall be empowered to function as an AD-HOC Nominating Committee.  (See Article IX - Elections)

H.           The Board shall ensure that the By-Laws are reviewed at least every three (3) years to ensure that all up-dates have been made from the previous calendar year and to ensure that all matter contained therein is accurate and relevant.

VI.    COMMITTEES

A.           The Board of Directors and the chairpersons of standing committees, collectively, comprise the Newport Ski Club Executive Board, which shall be charged with conducting the general operations of the Club. 

B.           The following standing committees shall be established each year. In each case the current President appoints the Committee Chair, who in turn forms a committee of volunteer Club members.  Each Committee Chair reports to the Executive Board and gives a monthly status report to the Membership.  Expenses planned by each committee voted on by the Club Membership. 

1.  MEMBERSHIP - Maintains a current membership list, applicant list and records of participation; collects applicant fees and provides said fees to the Treasurer; distributes "An INVITATION TO SKI" to all new applicants; determines applicants ready for membership and presents them to the Executive Board for review; coordinates mailing of yearly dues billings in July and sends out delinquent notices, as necessary; keeps database manager informed; issues membership cards to new members, and sends letters of cancellation to those applicants who have not been participating during the ski year.

2.  LODGE MAINTENANCE - The Maintenance Committee oversees all normal maintenance of the ski lodge property.  This includes upkeep of plumbing, electrical, general maintenance, grounds, and the overall building structure.  This committee will have a supervisory representative present at all work weekends. 

3.  MAJOR MAINTENANCE - This Committee oversees major projects and normally long range expenditures that are greater than routine maintenance.  The Chairman of the Maintenance Committee should be a member of this committee. 

4.  LONG RANGE PLANNING - Responsible for developing long range plans regarding maintenance and improvement of Club property.  Works closely with the Maintenance and Major Maintenance Chairs.  Submits a long range plan to the Executive Board for approval in accordance with section VII of this document, and develops procedures to implement those specific plans approved by the Board and the Club Membership.

5.  LODGE OPERATIONS - Oversees lodge operations and procedures; coordinates the schedule of managers and reservationists during the ski season and authorizes use of the lodge to the membership during the off-season.  The activities of this committee shall be coordinated with those of the Lodge Inventory, Procurement, and Control Committee.

6.  LODGE INVENTORY, PROCUREMENT, AND CONTROL - Responsible for planning lodge menus, procurements of staples, wood, paper goods, taking and maintaining inventory of lodge consumables; contracting for trash and snow removal.  Committee activities shall be coordinated with Lodge Operations Committee.

7.  SOCIAL - The Social Committee is comprised of the Social Committee Chairperson and the individual Social Event Coordinators who organize and plan social activities for the Club such as cocktail parties, Christmas party, annual banquet, picnics, sail weekends and such other social activities desired by the membership.

8.  FINANCE - Responsible for financial planning, reviewing Club financial operations, recommending fee structures, and, based upon past year's lodge utilization, recommends Active Membership cap for the coming year.  Responsible for preparing a proposed budget and fee structure for approval at the June membership meeting.

9.   TECHNOLOGY - Manages and maintains the Club website, including posting all updates as provided by the Executive Committee and Committee Chairs.   Shall also be responsible for the implementation, maintenance and management of all technology approved for the lodge. 

10.  DATA BASE MANAGEMENT - Computerize and maintain Club data such as names, addresses, and phone numbers of the me