THE CONNECTICUT GOLF CLUB, INCORPORATED
The name of this Club is The Connecticut Golf Club, Incorporated.
The Club is organized to maintain a golf course, Clubhouse and appurtenances thereto and to provide recreational facilities for members and their authorized guests.
Membership shall be limited to persons who are, with the exception of Junior members, twenty-one years of age, who shall satisfy the requirements herein set forth, and who shall be approved and duly elected by the Board of Governors.
There shall be the following classes of members:
|I.||Young Executive Members|
The qualifications, rights and privileges of these respective classes of members shall be as set forth in the Certificate of Incorporation. Except where indicated otherwise herein, the term “members” or “membership” includes all classes of members.
(a) The Board of Governors shall fix the amount of dues, initiation fees bonds and assessments as it shall deem proper.
(b) Any indebtedness due to the Club shall be payable as determined by the Board of Governors, whose duty it shall be to require that all members be current in accordance with its rules.
c) The Board of Governors may grant leave of absence upon written request, suspend any member in arrears, suspend or expel any member for reasonable cause, and may alter payment, decrease or reinstate any payment required of any member, in accordance with its rules.
Government of Membership
The Board of Governors shall, consistent with The Certificate of Incorporation, prescribe the manner of application for membership and of election thereto.
The Board of Governors shall be in charge of the management of the Club and its affairs and property. The Board of Governors shall consist of (13) thirteen members. Members of the Board of Governors shall be duly elected by the members entitled to vote.
The Board of Governors shall meet at the call of the President or upon written request presented to the President, of any three members of the Board.
Any vacancy in the Board of Governors shall be filled by the concurring vote of the Governors holding a majority of the Governorships then in existence. If a vacancy exists because of an increase in the number of Governorships, then for purposes of this provision the number of Governorships constituting a majority shall be based upon the number of Governorships existing prior to the increase which created the vacancy.
There shall be an Annual Meeting of the members of the Club to be held in October, November or December as designated by the Board of Governors on no less than ten days’ written notice to the membership. Other meetings of the membership may be called by the President or shall be called upon written request of twenty percent (20%) of the total membership.
Where Governors are to be elected or any other action is to be voted upon by Executive members, the Board of Governors, in its discretion, may determine that such election shall be conducted, or such action shall be voted upon, by mail under terms and conditions specified by the Board, consistent with the laws of the State of Connecticut.
The principal officers of the Club shall be elected by the Board of Governors. The principal officers of the Club shall be President, an Executive Vice President, and a Secretary/Treasurer, who shall hold office for a period of one year, and until their successors are elected and qualify in their stead. Any Officer elected by the Board of Governors may be removed at any time by the affirmative vote of a majority of the entire Board of Governors. If the office of any officer becomes vacant for any reason, the vacancy shall be filled by the Board of Governors. The Board of Governors may choose additional Vice Presidents and one or more Assistant Secretaries and one or more Assistant Treasurers.
The Board of Governors may appoint such other officers and agents as it shall deem necessary, who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board of Governors.
The President – The President shall be Chief Executive of the Club. He shall preside at all meetings of the membership and Board of Governors, shall be Ex-officio, a member of all committees and shall have general and active management of the affairs of the Club and shall see that all orders and resolutions of the Board are carried into effect. He shall execute in the corporate name, together with one other officer of the corporation, designated by the Board of Governors, all authorized deeds, mortgages, bonds, contracts or other instruments, except in cases in which the signing or execution thereof shall be expressly delegated by the Board of Governors to some other officer or agent of the Club.
The Executive Vice President – The Executive Vice President shall act in absence or disability of the President.
The Secretary/Treasurer – In his capacity as Secretary, the Secretary/Treasurer shall attend all sessions of the Board of Governors and all meetings of the membership and shall record all votes and the Minutes of all Proceedings in a book to be kept for that purpose. He shall give, or cause to be given, notice of all meetings of the membership and special meetings of the Board of Governors. He shall keep in safe custody the books and records of the corporation, and shall perform such other duties as may be prescribed by the Board of Governors or President under whose supervision he shall act.
The Secretary/Treasurer – In his capacity as Treasurer, the Secretary/Treasurer shall have the custody of the Club funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Club and shall deposit all monies and other valuable effects in the name and to the credit of the Club in such depositories as may be designated by the Board of Governors. He shall disburse the funds of the Club as may be ordered by the Board of Governors. At the regular meetings of the Board, or whenever they may require it, he shall provide an account of all his transactions as Treasurer and shall report on the financial condition of the Club.
There shall be such standing committees (excluding the nominating committee) as may be determined, from time to time, by the Board of Governors. The President shall appoint the chairmen of the standing committees for the ensuing year at the first meeting of the Board of Governors held after the Annual Meeting of the Club.
The President shall have the power to appoint such other committees as he may deem expedient. The President shall be an exofficio member of each of the committees.
The Board of Governors shall appoint a nominating committee consisting of five (5) Executive Members, none of whom may be a current member of the Board of Governors. This committee shall develop a proposed slate of Governors to fill the open positions on the Board of Governors, whether for the new three-year term or to fill openings in existing terms. The proposed slate of Board of Governors shall be submitted to the membership together with the notice of the
Annual Meeting scheduled for a designated date in October, November or December. Additional nominations may be made by petition of not less than ten (10) members entitled to vote. Such petitions shall be filed at least ten days prior to the date of the Annual Meeting of the Club.
Each Governor shall hold office for a period of three years unless elected to fill a vacancy in the Board of Governors. Each Governor shall hold office for the period of his term and until a successor is elected and qualified in his stead.
At all meetings of the Board of Governors, the presence, in person or by proxy, of Governors representing at least one-third of the Governorships then in existence shall be necessary to constitute a quorum for the transaction of business.
At all meetings of the membership, the presence of twenty-five (25) members or a majority of the members entitled to vote shall be necessary to constitute a quorum for the transaction of business, whichever shall be less.
These By-Laws may be altered or amended at any regular or special meeting of the Board of Governors. Prior notice of the proposed alteration or amendment shall be contained in the notice of such meeting and such alteration or amendment shall require the affirmative vote of Governors holding the majority of Governorships then in existence.
All alterations or amendments of these By-Laws shall be effective immediately upon the adoption thereof, but such alterations or amendments shall be subject to ratification by a majority of the members entitled to vote at the next Annual Meeting of the membership.
Rules and regulations adopted by the Board of Governors will be enforced by the Governors and Club employees so designated by the Board. Members and their guests are expected to conduct themselves in an appropriate manner and to observe the rules relating to the Club, rules relating to guests and all the rules of golf and golf etiquette.