THE IOSCO SPORTSMEN'S CLUB, INC.
CONSTITUTION AND BYLAWS
Revised October 16, 1996
ARTICLE I
NAME AND OBJECT
Section 1. Name. This organization shall be known as "The Iosco
Sportsmen's Club, Inc." (herein the Club).
Section 2. Purpose. This organization is created for the purpose of
fostering conservation and conservation education, promoting and
educating in the areas of sportsmanship, camaraderie, fairness and
safety in all aspects of outdoor sports including hunting, fishing
and shooting sports, and such other activities as members of the
Board of Trustees may endorse from time to time.
Section 3. Organization. This Club shall be organized as a
non-profit organization for forwarding of educational, scientific,
and charitable purposes as recognized under Section 501(c)(3) of the
Internal Revenue Code of 1954 or the corresponding provision of the
current Internal Revenue Service Code. In furtherance of these
causes, the Club is authorized to engage in any lawful activity
including the collection of funds and the authority to create
contracts. The principal office and Registered Agent for the Club
shall be in Iosco County Michigan at a mailing address to be
determined from time to time by the Board of Trustees.
ARTICLE II
MEMBERSHIP
Section 1. Qualifications. Subject to the approval of the Board
of Trustees, membership may be granted to anyone who supports the
purpose and goals of the Club. Applicants who are 18 years of age or
older shall be deemed Regular members. Applicants under the age of
18 shall be deemed Junior members and without voting privileges.
Widows and widowers of paid up members in good standing are
considered as honorary members without voting privileges. Paid life
members are deemed regular members. Honorary members are considered
members without voting privileges.
Section 2. Rights and Privileges. Regular members who are in good
standing shall be entitled to vote, hold office, and enjoy all
privileges and activities of this organization. Junior members,
widow and widower honorary members, honorary members, and the spouse
and children under the age of 18 of the individual holding a regular
or life membership shall enjoy all the privileges of a Regular
member except that they are ineligible to vote or hold an elected
office. All members are encouraged to actively participate in all
activities and programs espoused by the Club.
Section 3. Membership Dues. The annual dues shall be set by vote of
the membership from time to time as recommended by the Board of
Trustees. Annual membership dues are payable on or before May 31 of
each year. New member's dues shall be prorated from and including
the entire month of approval of membership to the end of the fiscal
year being May 31. Renewal of membership shall not be prorated. Any
member 30 days delinquent in payment of dues or any other
indebtedness of the club shall be suspended until full payment has
been made. Junior membership shall be 50 percent of regular
membership dues and life membership shall be 10 times the annual
membership dues charged at the time the life membership is paid.
Section 4. Suspension and termination. Any member who is convicted
of a conservation law violation, acts in violation of these bylaws,
or is charged with any other act contrary to the ideals and goals of
the Club shall be served written notification of complaint either by
certified mail or in person. The member shall have 15 days to
respond to the complaint and place facts before the Board of
Trustees for their review. If the Board finds that the complaint is
accurate, the membership of the individual may be revoked by a 2/3
affirmative vote of the Board.
ARTICLE III
BOARD OF TRUSTEES
Section 1. Board of Trustees. The Board of Trustees shall consist
of 12 members who shall serve without receiving any wages, salaries,
or other financial benefits or compensation, although expenses may
be reimbursed. Four of the trustees shall be elected annually for
three year terms by the Club's general membership at the Club's
annual meeting. Any regular member in good standing is eligible for
election. Nominations shall be made either from the Nominations and
Elections Committee or accepted from the floor at the Annual Meeting
by any member. The Board may be increased or decreased by a 2/3 vote
of the general membership attending a general membership meeting.
Section 2. Termination. Any Trustee absent without reasonable excuse
from three consecutive Trustees Meetings shall be subject to removal
from the Board, if so voted by a majority of the Board of Trustees
who comprise a quorum of Trustees at the meeting where the vote is
taken.
Section 3. Vacancies. In the event of any vacancy on the Board of
Trustees, said Board will be empowered to fill vacancies by a
majority vote of the Board. The member elected by the Board to fill
the vacancy will serve the remaining portion of that term.
Section 4. General Powers The Board of Trustees shall have all the
powers granted to them by Act 327 of the Public Acts of 1931 as
amended, including, but not limited to management of the Club,
supervision of the membership, supervision of the Club’s employees
and agents, the power to collect revenues and incur expenses, and
power to create contracts. The Board shall have entire and sole
jurisdiction over these matters.
Section 5. Specific Powers. The Board of Trustees shall have the
following specific powers:
A.
To appoint delegates to associations of which the Club may be a
member, or for the purpose of conferring With any association or
club respecting any matter in which the Club may be concerned;
B.
To make rules for the conduct of members of the Club and their use
of the Club property;
C.
To suspend or expel a member for any conduct in violation of the
rules or improper conduct, or conduct prejudicial to the interest of
the Club;
D.
To fix and enforce penalties for violations of the rules; E. To
remit penalties for offenses against the rules;
E.
To prescribe for the admission of strangers and guests to the
privileges of the Club;
F.
To call special meetings of the Board of Trustees or Club to
consider special subjects;
G.
To make, alter and amend the rules for the Board's own government,
and fix and enforce penalties for the violation of such rules, and,
H.
To prescribe additional duties for any use of the Trustees in
addition to those herein set forth.
ARTICLE IV
OFFICERS
Section 1. Officers. The Club shall have the following Officers:
President
Vice President
Recording Secretary
Treasurer
Program Chairman
Chief Range Officer
Section, 2. Election. All officers shall be elected from the Board
of Trustees to one year terms by election of the Board of Trustees
at a session called to order immediately upon adjournment of the
General Membership annual meeting. The terms of the officers shall
begin immediately upon their election.
Section 3. Duties of the President. The President shall preside over
all meetings of the general membership and Board of Trustees
as Chairman of the Board. At the first Board of Trustees Meeting
following the Annual Meeting, the President shall appoint any
committees deemed necessary by the Board of Trustees of the general
membership with the approval of the Board of Trustees, including,
but not limited to Auditing, Bingo, should state licensed bingo be a
club activity, Range, and Nominations/Elections. The President, with
approval of the Board of Trustees, also may appoint a Membership
Secretary. The President shall enforce all rules and regulations of
the Club and perform any other duties as imposed on him by
resolution of the Board of Trustees. After approval of the Board of
Trustees, the President, along with the Treasurer, shall have the
authority to sign all written contracts and written obligations of
the Club. The President shall be spokesman of the Club and have
authority over its management.
Section 4. Duties of the Vice President. The Vice President will
assume the duties of the President in absence or incapacity of the
President and assume other duties assigned by the President or Board
of Trustees.
Section 5. Duties of the Recording Secretary. The Recording
Secretary is responsible for keeping accurate minutes of each
meeting, a record of all votes, and other official reports of the
Club. The Recording Secretary shall conduct all official
correspondence of the Club, including coordination of a quarterly
newsletter which may be published more often if club activities so
require. The Recording Secretary shall be responsible for the safe
keeping of all documents relating to the Club in a place to be
designated by the Board of Trustees. The Recording Secretary shall
not divulge the mailing list to any person or organization unless it
is necessary for facilitating Club business and has been approved by
the Board of Trustees. In the absence of the President and the Vice
President, the Secretary shall perform the duties of the President.
Section 6. Duties of the Treasurer. The Treasurer shall be bonded.
The Treasurer shall keep an accurate account of all income received
and have the responsibility to deposit all funds promptly in the
name of the Club in the bank designated by the Board of Trustees.
The Treasurer shall pay all expenses as prescribed under the Bylaws.
At each Board of Trustees and membership meeting the Treasurer shall
present a financial report on the condition of the Club. All
financial records shall be audited annually by the Auditing
Committee, during the Month of May prior to the Annual Meeting. The
Treasurer is authorized to keep a $200 emergency fund for use by the
Board of Trustees for unexpected expenditures incurred by or on
behalf of the Club.
Section 7. Duties of the Program Chairman. The Program Chairman
shall head the Entertainment Committee, if any. The Program Chairman
shall be responsible for arranging programs of interest for the
membership including speakers on relevant topics. The Program
Chairman shall also bring to the Board of Trustees any ideas or
recommendations for activities and events consistent with the Club's
objectives.
Section 8. Duties of the Chief Range Officer. The Chief Range
Officer shall head the Range Committee and shall have primary
responsibility over the shooting and archery ranges. The Chief Range
Officer shall have responsibility for and over direction of the
Range Officers, shall provide and enforce safety rules and
regulations, shall make recommendations for improvements of the
ranges, shall arrange for maintenance of the range grounds and
facilities, and shall perform any other responsibilities the Board
of Trustees sees fit to award.
Section 9. Duties of the Membership Secretary. A non-voting
Membership Secretary may be appointed by the President and with
approval of the Board of Trustees to handle specific functions of
the Club. The Membership Secretary does not necessarily need to be a
regular member of the Club. The Membership Secretary shall keep and
maintain all records of the membership including membership lists,
dues records and records of the issuance of membership cards and
assume other duties assigned by the President with approval of the
Board of Trustees.
ARTICLE V
MEETINGS, BOARD OF TRUSTEES
Section 1. Meetings. The Board of Trustees shall meet the First
Wednesday of each month. The general membership may attend and
participate in discussions, but may not vote. Only the Trustees may
vote at a Board meeting. The President or any five Trustees may call
any additional meetings as deemed necessary as long as 48 hours
notice is given.
Section 2. Quorums. A quorum for a Board of Trustees meeting shall
be seven Trustees and a majority vote of the quorum shall prevail.
Section 3. Meeting by Remote Electronic Means. Meetings via remote
electronic means, such as the telephone, where all Trustees can hear
and speak or otherwise effectively communicate with each other,
shall have the same effect as a normal meeting.
Section 4. Expense Authorization. The maximum expense the Board is
authorized to undertake for a single Club project is $2,000. Any
greater amount must be approved in advance of the undertaking by the
general membership.
ARTICLE VI
MEETINGS, GENERAL MEMBERSHIP
Section 1. Meetings. The General Membership shall meet quarterly
beginning with the annual meeting on the first Wednesday in June and
with the balance of the General Membership meetings being the first
Wednesday of September, December and March. The fiscal year will end
May 31st of each year. Other meetings maybe held as called by the
President, by the Program Chairman, or by any five members. At least
30 days notice must be given as to the time and place for the
meeting.
Section 2. Quorums. At General Membership Meetings, at least 10
members must be present to constitute a quorum and a
majority vote of the quorum shall prevail.
Section 3. Place of Meetings. All membership meetings shall be held
at the clubhouse of the Iosco Sportsmen's Club, Inc., unless clearly
specified otherwise within the notices to the membership.
Section 4. Rules of Conduct. Any rules of order adopted by the Board
of Trustees shall govern the Club in all areas where applicable but
not inconsistent with these Bylaws. A motion may be placed before
the membership by any regular or life member if it pertains to the
matters under discussion at that time. The motion must be seconded
before it may be put to a vote of the general membership. Membership
votes are advisory votes only to be considered and acted upon by the
Board of Trustees, except as otherwise provide for in these bylaws.
A majority of regular or life members present at any General
Membership Meeting may create other rules of conduct pertaining to
the Club's affairs.
ARTICLE VII
COMMITTEES
Section 1. Standing Committees. There shall be two standing
committees:
Nominations and Elections Committee
Range Committee
Each committee shall consist of at least three members recommended
by the respective Chairmen and approved by the Board of Trustees.
Subsection A. Nominations and Elections Committee. The Nominations
and Elections Committee shall be responsible for soliciting
nominations from the general membership for election to the Board of
Trustees. The Committee shall notify the general membership of the
candidates for the election at least seven days prior to the Annual
Meeting. The committee shall be in charge of conducting the written
ballot election, tabulating the votes, and reporting the results to
the general membership. The Chairman shall be appointed by the Board
of Trustees.
Subsection B. Range Committee. The Range Committee shall be
responsible for managing and overseeing the ranges, including
directing, appointing and scheduling the Range Officers; providing
and enforcing safety rules and regulations, and making
recommendations to the Board of Trustees for improvements of the
ranges and arrangements for maintenance of the range grounds and
facilities.
Section 2. Other Committees. The Board of Trustees may create and
appoint any other committee it deems necessary to fulfill the
objectives of the Club. The President shall be an ex-officio member
of all committees.
ARTICLE VIII
RECORDS, FINANCES AND CONTRACTS
Section 1. Records. The Club shall keep complete and accurate
financial records and minutes of all meetings. These records shall
be available for inspection by members for proper purposes and at
reasonable times.
Section 2. Deposits. All income and revenue shall be deposited
promptly by the Treasurer in bank accounts designated by the Board
of Trustees.
Section 3. Payment of Invoices and Expenses. The Treasurer is
authorized to remit payments on expenses of the Club. All payments
must be approved by the Board of Trustees either by motion or by
resolution. All payments must be made by check or pre-approved
transfer only with the exception of the $200 petty cash fund the
Treasurer is authorized to keep for payment of unexpected expenses
of the Board of Trustees in regards to Club business. All
expenditures must be duly noted and accounted for.
Section 4. Fiscal Year. The Fiscal Year shall end on May 31 of each
year.
Section 5. Gifts. The Board of Trustees, jointly or severally, may
accept any gift, bequest, or contribution given to the Club for any
general or specific purpose. The Club shall not give or donate any
of its funds without express authorization by a vote of the Board of
Trustees or its members.
Section 6. Contracts. All contracts must be specifically approved by
a vote of the Board of Trustees or the members. The President and
Treasurer must then execute the contract for it to be valid and
enforceable.
Section 7. Affiliation. The Board of Trustees is authorized to
affiliate the Club with any other organization for the furtherance
of the Club's goals and objectives.
ARTICLE IX
LIABILITY AND INDEMNIFICATION
Section 1. Liability. To the extent permitted by law, any officer,
trustee or non-director volunteer shall not be personally liable to
the Club or the general membership for monetary damages in
connection with a breach of fiduciary duty. The Club assumes all
liability to any person other than the Club or its members for all
acts or omissions of an officer or trustee or non-director
volunteer.
Section 2. Insurance. The Board of Trustees shall be authorized to
purchase and maintain liability insurance should any area of
personal liability to the officers, trustees, employees, agents or
representatives of the Club be determined.
Section 3. Indemnification. To the fullest extent provided by
Michigan law, the Club shall hold harmless, defend and indemnify all
officers, trustees, employees, agents and non-director volunteers.
The Club will provide indemnification reimbursements only in amounts
not covered by any applicable insurance.
ARTICLE X
AMENDMENTS OF BYLAWS
Section 1. Amending the Bylaws. These Constitutions and Bylaws may be amended by a two-thirds vote of a quorum of members eligible to vote at any General Membership Meeting, but only after approval of the amendment by the Board of Trustees. The proposed amendment along with the details thereof shall be provided in the call for the meeting at least 60 days in advance of the meeting.
ARTICLE XI
DISSOLUTION
Section 1. Vote for Dissolution. The corporation may be dissolved
only by a two-thirds vote of the entire membership eligible to vote
in a General Membership Meeting. All members must receive by mail a
notice at least 60 days in advance of the proposed vote
Section 2. Disposition of Assets. After all outstanding debts and
liabilities have been provided for, the remaining assets of the
corporation shall be transferred to the appropriate court in Iosco
County for dispersal in accordance with Michigan law with a proviso
that these assets shall, as possible, be distributed among those
public universities in the State of Michigan maintaining active
educational programs in natural resource management. Such dispersal
shall be solely at the discretion of the court.
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