Constitution of The Skating Club of San Francisco, Inc.
Member Club of The United States Figure Skating Association

Adopted June 7, 2000

Amendments to the By Laws adopted by the SCSF Board April 19, 2003:
The By-Laws of The Skating Club of San Francisco, Inc., were updated by the Board to reflect the current operations of The Skating Club of San Francisco, Inc. as defined by the fiscal year of operation, September 1st through August 31st. The term "skating season" has been replaced with "fiscal year"; as The Skating Club of San Francisco, Inc., now operates on a twelve (12) month schedule instead of a nine (9) month September through May term.

ARTICLE I
NAME AND CORPORATION

Section 1. Name. The Organization shall be known as The Skating Club of San Francisco, Inc.

Section 2. Incorporation. The Club was incorporated under the Laws of the States of California in 1961.

Section 3. Officers of Incorporation. The four officers of the Club shall be the four officers of Incorporation.

Section 4. This Club shall have its headquarters in the Yerba Buena Ice Skating Center at San Francisco, California.

ARTICLE II
PURPOSE

The purposes of the Club are: to encourage in the instruction, practice and advancement of the members in any or all of the disciplines of figure skating; to encourage and cultivate a spirit of fraternal feeling among ice skaters; and to carry out the general polices and objectives of the United States Figure Skating Association.

ARTICLE III
OFFICERS

Section 1. Titles. The officers shall be the President, Vice- President, Secretary and Treasurer. All officers must be registered members of the USFSA who have designated the corporation as their home club.

Section 2. Duties of the President. It shall be the duty of the President to take charge of the Club; to preside at all meetings of the Club and the Board of Directors. The President shall have the entire supervision and management of the Club and its property pending the action of the Board of Directors; the power to suspend any member for violating the bylaws or regulations of the Club, pending the approval of the Board; to call special meetings and Club meetings. The President, together with the Secretary, shall sign all agreements and contracts made by the Club upon the approval of the Board of Directors.

Section 3. Duties of the Vice-President. It shall be the duty of the Vice-President to assist the President in the discharge of his/her duties and in the absence of the President, to assume the duties and officiate in his/her stead.

Section 4. Duties of the Treasurer. The Treasurer shall have charge of the funds of the Club and shall keep a record of all receipts and disbursements and shall render a written report at each Board meeting. Disbursements shall be made only upon vouchers approved by the Board of Directors. The Board of Directors has the power, whenever they deem it necessary, to appoint an acting Treasurer. The funds shall be deposited in the name of the Club in a bank approved by the Board of Directors, or in securities approved by the Board of Directors. All disbursements by check shall be signed by the Treasurer and the President or another designated officer of member of the Board of Directors. The Treasurer shall not withdraw from the Club's savings account or other investment any funds earned in a prior year, except upon the vote of a majority of Directors. The Treasurer shall prepare a yearly financial report and budget for presentation at the Annual Meeting and make an annual financial report to the accountant for preparation of all yearned filings for all government agencies, where required.

Section 5. Duties of the Secretary. It shall be the duty of the Secretary to keep the "minutes of the meeting"; of the Club and of the Board of Directors, to supervise all reports and documents connected with the business of the Club, and to issue notices of all meetings of the Club and Directors.

Section 6. Vacancies. If any of the foregoing offices become vacant by reason of death, resignation, removal or otherwise, the Board of Directors shall elect a successor who shall hold office for the unexpired term.

Section 7. Removal. Any officer of director of director may be removed from office by the unanimous vote of the Directors voting at a special meeting called for this purpose, except the Director under consideration for removal shall not vote.

ARTICLE IV
BOARD OF DIRECTORS

Section 1. Qualification. Directors must be voting members of the corporation who have designated the corporation as their Home Club under the applicable rules of the United States Figure Skating Association.

Section 2. Number of Members. There shall be a Board of Directors composed of a minimum of five (5) and a maximum of seven (7) Adult, Home Club members. The maximum number of ineligible or restricted members that may be on the Board of Directors shall comport with the rules and constitution of the United States Figure Skating Association.

Section 3. Term of Office. The Board shall be elected each year at the regular meeting of the membership, and they shall serve for a period of two (2) years. To ensure continuity, the term expirations of the members will be staggered: For the FY03-04, term, three (3) board member positions will be elected for a period of two (2) years and either two (2) or four (4) members, depending upon the total number of Board members, will be elected for one (1) year. For the FY04-05 term, either two (2) or four (4) members, depending upon the total number of Board members, will be elected for two (2) year terms.

Section 4. Vacancies. In the event of a vacancy on the Board of Directors, it shall be filled by vote of the remaining directors by a senior member in good standing who has been a Club member for at least 6 months. Such appointed Directors shall fill the un-expired term of the vacated Directors position or shall complete the year.

Section 5. Quorum. Two- thirds of the Board shall constitute a quorum.

Section 6. Meetings. The Board of Directors shall meet periodically during the fiscal year with a minimum of nine (9) monthly meetings. The date of such meetings shall be stated by the President or, in his/ her absence, by the Vice President.

Any two-thirds (2/3) members of the Board may call a Board meeting upon written notice to all the members of the Board of Directors at least seven (7) days prior to the meeting. The notice shall state the date of the meeting, the purpose for which the meeting is called, and the names of two-thirds (2/3) members requesting the meeting.

Section 7. Authority. The Board shall have the entire authority in the management of affairs and finances of the Club and shall have general control of all its property. All rights and powers connected therein shall be vested in them. The Board shall make such rules as they deem proper respecting the use of the Club's property; prescribe rules for the admission of strangers; fix penalties for offenses against the rules; and make rules for their own government and for the government of the committees appointed by them. The Board shall appoint a Membership Chair, a Test Chair, and other committee chairs as the board may choose to create from time to time.

Section 8. Financial Duties. All appropriations from the funds of the Club shall be made by the Board of Directors. The Board of Directors shall audit records of the Secretary, Treasurer, and other committees. They shall prepare and submit to the stated annual meeting a program of anticipated expenditures for the coming year together with proposals of sources of revenue to meet same. The Board shall be responsible for filing federal and state income tax returns yearly and perform any other duties deemed necessary by the Board. The Board shall have the power to limit the indebtedness of a member of the Club.

Section 9. Board Member Limitation. The office of the board member shall be ipso facto vacated:

If he/ she is found to be mentally incapacitated.

If he/ she is convicted of a felony.

If by notice in writing to the Club he/ she resigns his office.

Section 10. USFSA Delegates. The Board shall appoint from among its eligible members a number of delegates in proportion to the total number of registered members of such member Club during the preceding fiscal year as specified in the USFSA Bylaws, Article XV. The delegate(s) shall be representative(s) between the Club and the Association and shall attend the USFSA Governing Council meeting, either in person or by proxy. Said Club shall file a certificate of such appointment with the Association and the certificate shall be provided by the Association.

ARTICLE V
ELECTIONS

Section 1. Time. Elections shall be held at least one month before the beginning of the fiscal year (September 1st through August 31st) for which such officers and directors are chosen.

Section 2. Nominating Committee. Each year a nominating committee shall be appointed by the Board of directors OR President at least sixty (60) days in advance of the annual election. This committee shall consist of three (3) members of the Board and two (2) Adult Home Club members of the Club who are not members of the board of directors OR three (3) members of the Board. The names of the candidates selected by the nominating committee shall be mailed to each member in the form of a ballot at least four (4) weeks prior to the annual meeting.
Section 3. Voting. Ballots shall be mailed to all Adult Home Club members of record on June 30 each year at least twenty (20) days before the date set for counting votes. Members may cast their ballots by mail addressed to the Secretary or in person at a meeting held solely for the purpose of counting the ballots. Ballots not received in the mail in time to be counted shall be invalid. This meeting shall be open to all members, though the actual counting of the ballots shall be conducted under the supervision of the Secretary or such other person as the Board of Directors may designate.

Section 4. Records. The Secretary shall preserve the records of an election for at least one year.

ARTICLE VI
MEMBERSHIP

Section 1. Candidates for membership shall be individuals interested in the objects of the Club who conform to the eligibility rules as specified in the rules and constitution of the United States Figure Skating Association.

Section 2. Classes of Membership.
Adult Membership: Any person who conforms to the Eligibility rules as defined in the By-Laws of the United States Figure Skating Association an is eighteen (18) years of age is eligible for Adult membership. Only Adult members shall be eligible to vote for elections to the Board of Directors.

Junior Membership: Any person who conforms to the Eligibility rules as defined in the By-Laws of the United States Figure Skating Association and is under eighteen (18) years of age is eligible for Junior membership.

Associate Membership: Any person who conforms to the Eligibility rules as defined in the By-Laws of the United States Figure Skating Association is eligible for associate membership. Associate members must be Home Club members (as defined by the United States Figure Skating Association) of another Member club of the United States Figure Skating Association, or an Individual member of the United States Figure Skating Association. The Board of Directors shall determine the privileges to which such membership is entitled.

Honorary Membership: Any person who has rendered distinguished service to the club or who is a person of eminence in figure skating may be elected to honorary membership. An honorary member shall be exempt from initiation fees, skating fees, dues and assessments.

Professional/Coach Membership: This membership is limited to skating professionals to satisfy the USFSA’s registration requirement for all professionals/coaches with competitors in USFSA qualifying competitions (e.g. Regional, Sectional, National) by registering the professional/coach with the USFSA. This membership class is not eligible to vote in the election of the Board members or hold office as a Board Member. Fees for skating any club session shall be assessed at the non-member rate.

Special Membership: The Board of Directors may grant special membership to any person and shall determine the privileges to which such membership is entitled.

Section 3. Application for Membership. Applications for admission, with appropriate fees, shall be submitted to the Membership Chairman and the Membership Chairman shall submit all applications to the Board of Directors for their approval. Membership applications shall be voted on by the Board within sixty (60) days of receipt. No person shall be elected a member if three or more members of the Board of Directors shall object to the election of such person. Rejection may not be discriminatory as to race, age or religious preference. Each new member shall be notified by the Membership Chairman.

Section 4. Termination & Suspension of Membership. Any member's membership may be terminated by a majority vote of the Board of Directors. Notice shall be given to said member by registered mail at his or her address as it appears on the Club records within ten (10) days of the termination. Termination and/ or suspension of membership does not relieve the terminated or suspended member from any obligations for charges incurred, services or benefits actually rendered, dues, assessments, or fees arising from contract or otherwise. Appeal rights shall be as governed by the USFSA rules and bylaws.

Section 5. Voting Rights. The Board of Directors shall determine the classes of membership and the criteria for voting membership, and the rights, privileges, preferences, restrictions and conditions applicable to each class of membership. There is no requirement that each class of membership have the same rights, privileges, preferences, restrictions and conditions.

ARTICLE VII
CLUB MEETING

Section 1. Time. There shall be at least one annual stated Club membership meeting each year.

The Annual Meeting shall be held at least thirty (30) days before the end of the Fiscal Year (August 31st) or thirty (30) days after the start of the Fiscal Year (September 1st).

Section 2. Special Meeting. The Secretary shall call special meetings at the direction of the President, or upon the written request of ten (10%) percent of the Club Adult Home Club members in good standing.

Section 3. Quorum. Thirty percent (30%) off all Adult Home Club members who are entitled to vote and are in good standing shall constitute a quorum for the transaction of business.

Section 4. Notices. Notices of stated and special meetings shall be mailed by the Secretary to every member at least ten (10) days in advance thereof and/ or shall be posted by the Secretary for the same length of time on the Club bulletin board.

Section 5. Special Meeting Limitation. No business shall be transacted at a special meeting except that of which notice was given.

ARTICLE VIII
DISCIPLINE

Complaints. Any member or members having complaint against another member for the infraction of any law or rule, or for conduct injurious to the Club, may report the same, in writing, to the Broad of Directors. Such complaint shall set forth the facts of the case, together with the names of witnesses, if any. After receiving such complaint, a meeting of the Board of Directors shall be held as soon as practicable to investigate the same. The complainant(s) and the member complained against shall be given copies of any written statements regarding the complaint and shall be notified at least seven (7) days prior to a hearing date.

ARTICLE IX
FEES, DUES AND ASSESSMENTS

Fees. The annual dues payable to the corporation shall be in such amount as determined from time to time by the Board of Directors.

ARTICLE X
FISCAL YEAR

The fiscal year shall run from September 1 through August 31 until such time as the Board of Directors adopts a different fiscal year.

ARTICLE XII
MEMBERSHIP IN THE USFSA

The Club shall maintain its membership in the USFSA and conduct its affairs in a manner consistent with the bylaws of that association. Members shall conduct themselves in a manner consistent with the codes and ethics as stated by the USFSA and the United States Olympic Committee.

The Club shall follow the provisions of U.S. Internal Revenue Code. Sec. 501(c)(7).

ARTICLE XII
AMENDMENTS TO BY LAWS

These bylaws may be amended by a two-thirds vote at a regular annual meeting of the Adult Home Club members who are entitled to vote and are in good standing, provided a thirty (30) day notice of the general nature of the proposed amendment(s) has been mailed to all voting members. These By-Laws may also be amended by the affirmative vote of all members of the Board of Directors provided that the proposed amendment or revision shall have been mailed to the directors as part of the notice of the meeting at which such proposal is to be considered. Following such action, the secretary shall notify all members in writing of the change or changes made. Proxies may be used for voting purposes.

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