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
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’s 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.