BY-LAWS
DOS RIOS YACHT
CLUB
INCLUDES All
AMENDMENTS THROUGH NOVEMBER 15. 1996 AND SUPERCEDES All PRIoR COPIES OF DOS
RIOS YACHT CLUB BYLAWS
Article I
NAME
THE NAME OF THE CORPORATION SHALL BE DOS RIOS
YACHT ClUB.
Article II
PURPOSE OF THE CORPORATION
THE PURPOSE OF THIS
CORPORATION SHAlL BE FULLY SET FORTH IN ITS Articles OF INCORPORATION, and with its
IT SHALL BE THE
GOAL
THE CLUB SHALL ORGANIZE OUTINGS
AND CRUISES TO A WIDE VARIETY OF LOCATIONS THROUGH OUT THE YEAR.
OBJECTIVE
THE SIZE OF THE MEMBERSHIP FOR THE
DOS RIOS YACHT CLUB SHALL BE MAINTAINED AT A LEVEL AT WHICH THE
CLUB CAN CRUISE, AS A GROUP, TO 90% OF THE LOCATIONS IN THE AREA THAT
THE CLUB LIKES TO TRAVEL
Article III
CORPORATE POWERS
THE
CORPORATE POWERS OF THIS CORPORATION SHALL BE VESTED IN. AND EXERCISED. EXCEPT
AS HEREIN OTHERWISE PROVIDED. BY A BOARD OF NINE (9) DIRECTORS. EACH OF 'WHOM Shall
BE ACTIVE MEMBERS OF SAID CORPORATION IN GOOD STANDING. SIX (6) OF ' WHOM SHALL
BE THE COMMODORE. VICE-COMMODORE, REAR COMMODORE, SECRETARY, TREASURER AND THE
IMMEDIATE PAST COMMODORE.
Article IV
Election OF DIRECTORS
1. THE DIRECTORS Shall
BE ELECTED BY BALLOT AT A Club MEETING OF THE MEMBERSHIP HELD IN NOVEMBER TO
SERVE FOR ONE (1) YEAR AND UNTIL THEIR SUCCESSORS ARE ELECTED. THEIR TERM OF OFFICE Shall BEGIN UPON Installation
AT THE Annual CHANGE OF WATCH MEETING HELD IN JANUARY
2. MODE OF NOMINATION
AS HEREINAFTER SET FORTH MAY Include ONLY THOSE LISTED ON ACTIVE MEMBERSHIP Rolls.
ARTiClE V
VACANCIES
VACANCIES ON THE
BOARD OF DIRECTORS Shall BE FILLED BY APPOINTMENT BY THE OTHER DIRECTORS IN
OFFICE, AND EACH PERSON OR PERSONS SO APPOINTED Shall Hold OFFICE FOR THE
REMAINDER OF THE UNEXPIRED TERM OF HIS PREDECESSOR.
ARTICLE VI
POWER AND DUTIES OF DIRECTORS
1. T0 GENERALLY
MANAGE THE BUSINESS AND PROPERTY OF THE CORPORATION, TO MAKE SUCH REGULATIONS
FOR THE GOVERNMENT OF THE CORPORATION AND ITS MEMBERSHIP AS THEY MAY DEEM
EXPEDIENT, AND GENERALLY TO DO ALL THINGS WHICH MAY BE NECESSARY FOR THE
MANAGEMENT OF ITS AFFAIRS, NOT IN CONFLICT WITH THE LAWS OF THE STATE OF
CALIFORNIA OR THE BY-LAWS OF THIS CORPORATION.
2. THEY SHALL CAUSE
TO BE KEPT ALL OF THE MINUTES AND ACTS OF THEIR BOARD MEETINGS AND OF THE
ANNUAL AND SPECIAL MEETINGS OF THE MEMBERSHIP OF SAID CORPORATION.
3. THEY SHALL HAVE
POWER TO INCUR INDEBTEDNESS, BUT MAY NOT MAKE THE CORPORATION LIABLE FOR ANY
DEBT BEYOND THE MONEY WHICH SHALL, AT THE TIME OF CONTRACTING SUCH DEBT, BE IN
THE TREASURER'S HANDS OR DUE THE CORPORATION, AND NOT NEEDED FOR THE DISCHARGE
OF PRIOR DEBTS AND LIABILITIES, PROVIDED HOWEVER, THAT THEY MAY WITH THE
CONSENT OF THE MAJORITY OF THE MEMBERS PRESENT AT AN ANNUAL OR SPECIAL MEETING
DULY CALLED, OR WITH THE WRITTEN CONSENT OF THE MAJORITY OF THE CORPORATION
MEMBERS INCUR SUCH INDEBTEDNESS AS MAY SEEM NECESSARY FOR THE FURTHERANCE OF
THE BEST INTERESTS OF THE CORPORATION.
4. THEY SHALL AUDIT
ALL BILLS AND FINANCIAL ACCOUNTS AND APPRove OF THE SAME AS SHOWN BY THE
MINUTES OF THEIR MEETING, AND NO LIABILITY SHALL BE INCURRED OR BILLS PAID OUT
WITHOUT THE CONSENT AND APPROVAL OF SAID BOARD OF DIRECTORS.
5. THEY SHALL HAVE
THE AUTHORITY TO FIX ANNUAL MEMBERSHIP DUES, INITIATION FEES, ASSESSMENTS AND
ANY OTHER CHARGES FOR SERVICES OR PRIVILEGES RENDERED BY THIS CORPORATION.
6. THE BOARD SHALL
HAVE THE POWER TO SUSPEND OR TERMINATE ANY MEMBERSHIP FOR NON-PAYMENT OF DUES,
AS HEREINAFTER PROVIDED, OR FOR THE VIOLATION OF ANY RULES OR REGULATIONS
ADOPTED OR PROMULGATED BY THE BOARD FOR THE GOVERNMENT OF THIS CORPORATION OR
ITS MEMBERSHIP OR BOTH, OR FOR ANY UNSEEMLY, DISTURBING, EMBARRASSING OR
IMPROPER CONDUCT OF SUCH MEMBER, AND MEMBER'S FAMILY OR SUCH MEMBER'S GUESTS,
IN ANY WAY CONNECTED WITH ANY SOCIAL OR OTHER FUNCTIONS OF THE
CORPORATION, OR IN
CONNECTION WITH ANY BOATING OR YACHTING ACTIVITY WHICH IN ANY WAY, DIRECTLY OR
INDIRECTLY. MIGHT INVOLVE, REFLECT UPON OR BE ASSOCIATED WITH. THE CORPORATION.
SUCH ACTION OF SUSPENSION OR TERMINATION OF MEMBERSHIP SHALL REQUIRE A SIMPLE
MAJORITY VOTE OF THE DIRECTORS PRESENT AT THE MEETING AT WHICH SUCH ACTION IS
TAKEN. THE MEMBERSHIP UPON WHICH ACTION IS SO TO BE TAKEN, SHALL BE NOTIFIED
THEREOF IN WRITING AT LEAST TEN DAYS PRIOR TO SUCH MEETING AND THEREBY AFFORDED
AN OPPORTUNITY TO APPEAR AND BE HEARD.
7. THEY SHALL APPOINT
A COMMITTEE OF THREE OR MORE ACTIVE MEMBERS TO BE KNOWN AS THE MEMBERSHIP
COMMITTEE WITH THE RESPONSIBILITY AS HEREINAFTER SET FORTH.
8. THEY SHALL APPOINT
THE THREE MOST IMMEDIATE PAST COMMODORES WHO SHALL BE KNOWN AS THE NOMINATING
COMMITTEE, WHICH SHALL MEET AND MAIL TO THE MEMBERSHIP AT LEAST ONE MONTH
BEFORE THE ANNUAL MEETING A LIST OF THE NAMES OF NOMINEES PROPOSED BY SAID
COMMITTEE FOR CLUB OFFICERS AND DIRECTORS TO SERVE DURING THE ENSUING YEAR. ANY
MEMBER MAY MAKE A NOMINATION BY PRESENTING SAME TO THE SECRETARY AT LEAST
FIFTEEN (15) DAYS PRIOR TO THE ANNUAL ELECTION. SAID NOM-INATION SHALL BE
PRESENTED AT THE ANNUAL MEETING ALONG WITH THE REPORT OF THE NOMINATING
COMMITTEE.
9. THEY SHALL APPOINT
AT LEAST THIRTY (30) DAYS PRIOR TO THE JANUARY MEETING, A COMMITTEE OF THREE
(3) MEMBERS OF THIS CORPORATION, WHO SHALL AUDIT THE ACCOUNTS OF THIS
CORPORATION AFTER JANUARY 1ST AND MAKE A WRITTEN REPORT THEREON AS TO THE
RESULT OF SAID AUDIT TO THE MEMBERSHIP OF THIS CORPORATION, WHICH REPORT SHALL
BE RECEIVED AT THE JANUARY MEMBERSHIP MEETING.
10. FOUR (4) MEMBERS
OF THE BOARD OF DIRECTORS SHALL CONSTITUTE A QUORUM FOR THE TRANSACTION OF
BUSINESS.
11. MEETINGS OF SAID
BOARD OF DIRECTORS SHALL BE HELD QUARTERLY; AND, IN"ADDITON, THERE MAY BE
SUCH SPECIAL MEETINGS AS MAY BE CALLED BY THE PRESIDING OFFICER OF SUCH BOARD
AT HIS DISCRETION AND ALSO HE MUST PROMPTLY CALL SUCH SPECIAL MEETING UPON THE
WRITTEN REQUEST OF FOUR (4) DIRECTORS. WRITTEN NOTICES OF ALL SUCH MEETINGS
SHALL BE SENT VIA UNITED STATES MAIL BY THE SECRETARY TO EACH MEMBER OF THE
BOARD AT LEAST FIVE (S) DAYS BEFORE THE DATE ORDERED.
ARTICLE VII
MEETINGS
1. THERE SHALL BE AN
ANNUAL MEETING AND INSTALLATION OF OFFICERS HELD DURING THE MONTH OF JANUARY.
THE ANNOUNCEMENT OF THE ANNUAL MEETING SHALL BE MAILED TO THE MEMBERSHIP AT
LEAST FIFTEEN (15) DAYS IN ADVANCE OF THE MEETING.
2. THERE SHALL ALSO
BE SUCH SPECIAL MEETINGS AS MAY BE CALLED EITHER BY THE COMMODORE, AS HEREIN
SPECIFIED, OR BY WRITTEN REQUEST TO THE SECRETARY, SIGNED BY AT LEAST ONE-TENTH
(1/10) OF THE MEMBERSHIP IN GOOD STANDING. FIFTY ONE (51%) OF THE MEMBERSHIP IN
GOODSTANDING AS OF RECORD UPON SAID ROLLS ON THE DATE OF SUCH MEETING SHALL
CONSTITUTE A QUORUM FOR THE TRANSACTION OF BUSINESS AT ANY ANNUAL OR SPECIAL
MEETING. EACH ACTIVE MEMBER SHALL BE ENTITLED TO ONE VOTE, WHICH MUST BE
PERSOHALL Y CAST AT SUCH MEETING.
3. ONLY MEMBERS
HEREINAFTER DEFINED SHALL BE ENTITLED TO VOTE AT ANY ANNUAL OR Special MEETING.
ARTICLE VIII
OFF ICERS
THE OFFICERS OF THIS
CORPORATION SHALL BE A COMMODORE, A VICE-COMMODORE. A REAR COMMODORE. A
SECRETARY, AND A TREASURER, who SHALL THEREBY BECOME MEMBERS OF SAID BOARD OF
DIRECTORS. AND SHALL BE ELECTED BY THE MEMBERSHIP OF SAID CORPORATION AT THE
ANNUAL MEETING OF SAID MEMBERS, AS IN THE MANNER UNDER THE GENERAL PROVISION
HEREIN SPECIFIED FOR THE ELECTION OF DIRECTORS, AND THEIR MOde OF NOMINATION
SHALL BE AS HEREINABOVE SPECIFIED.
ARTICLE IX
DUTIES OF OFFICERS
1. THE COMMODORE
SHALL COMMAND THE YACHT CLUB AND PRESIDE OVER ALL MEETINGS OF THE BOARD OF
DIRECTORS AND/OR THE MEMBERSHIP. HE MAY CALL A SPECIAL MEETING OF SAID BOARD OF
DIRECTORS OR SAID MEMBERSHIP AS IN HIS DISCRECTION MAY BE
WARRANTED. HE MAY
APPOINT ANY COMMITEE THAT IN HIS DISCRETION MAY BE NECESSARY OR ADVISABLE. HE
SHALL BE EX-OFFICIO A MEMBER OF ALL COMMITTIES, AND HE SHALL Generally BE THE
EXECUTIVE HEAD OF SAID CORPORATION.
2. THE VICE-COMMODORE
AND REAR COMMODORE SHALL ASSIST THE COMMODORE AT HIS DISCRETION AND DIRECTION.
PRESIDE IN HIS PLACE AND STEAD.
3. THE SECRETARY
SHALL KEEP A WRITTEN RECORD OF THE PROCEEDINGS OF ALL MEETINGS OF SAID BOARD OF
DIRECTORS AND/OR THE MEMBERSHIP OF SAID CORPORATION.
HE SHALL File ALL
DOCUMENTS. RECORDS. REPORTS AND COMMUNICATIONS CONNECTED WITH SAID CORPORATION
AND SHALL GENERALLY BE RESPONSIBLE FOR ALL OF ITS RECORDS. HE SHALL NOTIFY EACH
MEMBER OF SAID CORPORATION OF EVERY SPECIAL MEETING. HE SHALL KEEP A MEMBERSHIP
BOOK CONTAINING THE NAME AND ADDRESS OF EACH MEMBER OF SAID CORPORATION.
TOGETHER WITH THE DATE OF HIS HAVING BECOME A MEMBER AND AN EXACT RECORD OF THE
DATE AND FACT OF TERMINATION OF SUCH MEMBERSHIP FOR EACH SUCH MEMBER. HE SHALL
CAUSE TO BE KEPT A LIST OF THE OWNERS. THEIR NAMES AND ADDRESSES AND THE NAME
AND GENERAL DESCRIPTION OF EACH YACHT OR OTHER VESSEL BELONGING TO THE MEMBERS
OF SAID CORPORATION. HE SHALL CAUSE THESE BY-LAWS TO LIKEWISE BE RECORDED IN A
BOOK TO BE KEPT THEREFORE. TOGETHER WITH AN EXACT RECORD OF ANY AMENDMENTS OR
OTHER ACTION RELATING THERETO. HE SHALL NOTIFY ANY MEMBER WHO IS IN ARREARS IN
HIS DUES AS PROVIDED IN ARTICLE 10. PARAGRAPH 10. HE SHALL BE REQUIRED TO DELIVER
TO EACH MEMBER A CERTIFICATE OR CARD INDICATING HIS MEMBERSHIP AND CERTIFYING
TO THE SAME IN FORM AS FOLLOWS:
DOS RIOS YACHT CLUB, INC.
A
THIS IS TO CERTIFY
THAT ________________________ IS A MEMBER IN GOOD
STANDING AND AGREES
TO COMPLY WITH
THE CONSTITUTION AND
BY-LAWS. EXPIRES
______________
___________________________________ _____________________________
MEMBER'S
SIGNATURE SECRETARY
4. THE TREASURER
SHALL Collect AND RECEIVE ALL MONEYS DUE THIS CORPORATION, EITHER FROM ITS
MEMBERS, OR OTHERWISE, AND SHALL PAY ALL BILLS CONTRACTED BY IT. ALL CHECKS
SHALL BE SIGNED BY ONE (1) OFFICER OF THE CORPORATION. HE SHALL KEEP A RECORD
OF THIS CORPORATION'S FINANCES IN FORM ACCORDING TO GOODBUSINESS PRACTICE AND
HE SHALL GIVE A WRITTEN REPORT OF THE FINANCIAL STANDING OF SAID CORPORATION AT
EACH MEETING OF THE BOARD OF DIRECTORS AND AT THE ANNUAL MEETING OF THE
MEMBERSHIP OF SAID CORPORATION.
ARTICLE X
MEMBERSHIP
THE NUMBER OF MEMBERS IN THIS
CORPORATION SHALL BE BASED UPON THE ABILITY OF THE CLUB TO MEET ITS MISSION
STATEMENT THROUGH THE GOAL AND OBJECTIVE SET
1. MEMBERSHIP IN THIS
CORPORATION SHALL BE LIMITED TO CITIZENS OF THE UNITED STATES OVER THE AGE.OF
TWENTY-ONE (21) YEARS, WHO SHALL HAVE A SINCERE INTEREST IN THE PURPOSE OF
WHICH THE CORPORATION IS FORMED AND SHALL BE OF GOOD MORAL CHARACTER.
2. THERE SHALL BE
THREE (3) CLASSES OF MEMBERSHIP IN THE CORPORATION: ACTIVE, ASSOCIATE, AND
HONORARY.
3. ACTIVE MEMBERSHIP
SHALL BE OPEN ONLY TO A BONA FIDE OWNER OF AT LEAST 50% INTEREST IN A VESSEL
EQUIPPED WITH BUNKS, A TYPE APPROVED SANITATION SYSTEM AND USED Primarily FOR
PLEASURE.
4. VOTING PRIVILEGES
IN THIS CORPORATION SHALL BE LIMITED TO THOSE INCLUDED ON ACTIVE MEMBERSHIP
ROLLS. IN NO CASE SHALL MORE THAN TWO VOTES BE ACCORDED TO A MEMBERSHIP
LISTING.
5. PROPRIETARY
INTEREST IN THIS CORPORATION SHALL LIKEWISE BE LIMITED TO ITS ACTIVE MEMBERS.
AND THEIR PROPRIETARY INTEREST SHALL CEASE UPON THE TERMINATION OF SUCH ACTIVE
MEMBERSHIP.
6. ASSOCIATE AND
HONORARY MEMBERS SHALL HAVE NO PROPRIETARY INTEREST IN THE CORPORATION OR ITS
ASSETS.
7.
(A)
PROPOSAL.. FOR ACTIVE MEMBERSHIP SHALL BE IN WRITING AND IN THE FORM PRESCRIBED
BY THE BOARD OF DIRECTORS,
(B)
EACH PROPOSAL SHALL HAVE THE ENDORSING SIGNATURES OF THREE (3) ACTIVE MEMBERS, WHO
HAVE BEEN IN GOODSTANDING FOR AT LEAST TWO (2) YEARS, AND SHALL BE PRESENTED TO
THE MEMBERSHIP COMMITTEE.
(C)
THE PROPOSAL OF A MEMBERSHIP APPLICATION CANNOT BE ACCEPTED FROM ANY MEMBER
UNTIL THEY HAVE COMPLETED ONE YEAR OF ACTIVE MEMBERSHIP IN THE CLUB. (D) THE
MEMBERSHIP COMMITTEE ACTING WITH REASONABLE EXPEDIENCE SHALL EITHER APPROVE OR
DISAPPROVE EACH PROPOSAL. IN THE EVENT OF DISAPPROVAL, THE PROPOSAL MAY BE
PRESENTED DIRECTLY TO THE MEETING OF THE MEMBERSHIP.
(E)
IF APProved BY THE MEMBERSHIP COMMITTEE, THE PROPOSAL IS TO BE VOTED ON BY THE
BOARD OF DIRECTORS, IF THE BOARD PASSES Unanimously ON THE PROPOSAL, IT SHALL
BE PUBLISHED IN THE CLUB BULLETIN.
(F)
IT SHALL BE DEEMED THAT AN APPLICANT'S MEMBERSHIP IN THIS CORPORATION BECOMES
COMPLETE, FIFTEEN (15) DAYS AFTER PUBLICATION OF SAID APPLICANT'S NAME AND HE
HAS BEEN FORMALLY INDUCTED AT A REGULAR MEETING OR SCHEDULED EVENT.
(G)
NO MEMBER CAN PROPOSE MORE THAN ONE (1) NEW MEMBER PER YEAR.
8. INITIATION FEE AND
MEMBERSHIP CHARGES SHALL BE SET BY THE BOARD OF DIRECTORS PER ARTICLE VI
SECTION (5)
9. SHOULD THE DUES OF
A MEMBERSHIP BECOME DELINQUENT BY MORE THAN TWO MONTHS, THE SECRETARY SHALL
NOTIFY THE DELINQUENT ACCOUNT BY REG/STEREDMAIL AT THE ADDRESS SHOWN ON THE
MEMBERSHIP ROLLS. A STATEMENT OF THE DELINQUENCY SHALL ADDITIONALLY ADVISE THE
SUBJECT THAT MEMBERSHIP STATUS SHALL BE SUBJECT TO CANCELLATION FOR SUCH
DELINQUENCY AT THE NEXT MEETING OF THE BOARD OF DIRECTORS. DATE OF AFORESAID
MEETING. WHETHER BY REGULAR OR SPECIAL MEETING, WILL BE STATED IN THE
DELINQUENCY NOTICE. SHOULD THE DELINQUENCY NOT BE PAID IN FULL PRIOR TO THE
DATE OF SUCH MEETING OF THE BOARD OF DIRECTORS, SAID BOARD SHALL BE ADVISED BY
THE SECRETARY AND MUST ACT TO CANCEL THE DELINQUENT MEMBERSHIP. THEREUPON. THE
SECRETARY Shall NOTIFY THE DELINQUENT ACCOUNT OF THE BOARD ACTION BY REGISTERED
MAIL. THE SUMMARY OF THE DELINQUENT ACTION, STATING THE REASON. AMOUNT OF DELINQUENCYAND
THE TERMS OF REINSTATEMENT SPECIFIED BY THE BOARD ACTION SHALL BE INCLUDED IN
THE NOTIFICATION.
10. ASSOCIATE
MEMBERSHIP:
A.
SHOULD ANY ACTIVE MEMBER DIVEST HIS INTEREST IN HIS VESSEL, HE SHALL RETAIN
ACTIVE MEMBERSHIP FOR THE BALANCE OF THE YEAR IN WHICH HIS DUES ARE PAID. HE
MAY AT THE END OF THAT YEAR BE PLACED ON ASSOCIATE STATUS AT THE DISCRETION AND
DIRECTION OF THE BOARD OF director. UPON
ACQUIRING A REPLACEMENT VESSEL HE MUST REQUEST A REINSTATEMENT TO ACTIVE
MEMBERSHIP WITHIN SIX (6) MONTHS OF PURCHASE OF THE VESSEL SUBJECT TO UNANIMOUS
APPROVAL OF THE MEMBERSHIP COMMITTEE AND THE BOARD OF DIRECTORS. THE MEMBERSHIP
MAY BE REINSTATED BY PAYMENT OF DUES PRORATED FOR THE BALANCE OF THE MEMBERSHIP
YEAR.
B.
WHILE ON ASSOCIATE STATUS, SAID MEMBER SHALL NOT BE ENTITLED TO VOTE AT ANY
MEMBERSHIP MEETING OF SAID CORPORATION OR TO HOLD OFFICE IN SAID CORPORATION
AND ANY (OFFICE HELD BY HIM Shall BE DEEMED SURRENDERED AND VACATED UPON HIS
ENTRY INTO ASSOCIATE STATUS AND HE SHALL, WHILE REMAINING IN SAID STATUS, NOT
HAVE OR GAIN ANY PROPRIETARY RIGHTS IN SAID CORPORATION AND ANY CERTIFICATE OR
CARD EVIDENCING HIS MEMBERSHIP SHALL INDICATE HIS ASSOCIATE STATUS. SUCH MEMBER
ON ASSOCIATE STATUS BEING OTHERWISE IN GOOD STANDING AND NOT IN DEFAULT OF HIS
DUES IS ENTITLED TO ALL OTHER RIGHTS, BENEFITS AND PRIVILEDGESOF MEMBERSHIP IN
THIS CORPORATION.
11. nO TEXT
12. HONORARY MEMBERS
ANY PERSON DEEMED WORTHY
BY THE BOARD OF DIRECTORS OF THIS CORPORATION MAY, BY ACTION OF THIS BOARD, BE
DESIGNATED AND CARRIED ON THE ROLLS OF THIS CORPORATION AS AN HONORARY MEMBER,
EITHER FOR LIFE, OR FOR A STATED PERIOD OF TIME. SUCH ACTION MAY BE TAKEN BY
SAID BOARD WITHOUT OTHER FORMALITY, AND SUCH HONORARY MEMBER SHALL NOT BE
CALLED UPON FOR THE PAYMENT OF INITIATION FEES OR DUES, BUT MAY PARTICIPATE IN
THE SOCIAL AND RECREATIONAL EVENTS OF SAID CORPORATION, BUT HE SHALL NOT, BY
REASON OF SUCH MEMBERSHIP, BE ENTITLED TO VOTE OR GAIN THEREBY ANY PROPRIETARY
RIGHTS IN SAID CORPORATION, AND ANY CERTIFICATE OR CARD INDICATING HIS
MEMBERSHIP SHALL SHOW ON ITS FACE THE FACT THAT SAID PERSON IS AN HONORARY
MEMBER.
13. TERMINATION OF
MEMBERSHIP
MEMBERSHIP IN THIS
CORPORATION SHALL BE TERMINATED:
(A)
BY THE FACT AND UPON THE DEATH OF A MEMBER.
(B)
BY ACTION OF THE BOARD OF DIRECTORS, FOR THE REASONS, AND IN THE MANNER, SET
(C)
BY RESIGNATION OF THE MEMBER, IN WRITING, DIRECTED TO THE BOARD OF DIRECTORS
AND EFFECTIVE AS OF THE DATE OF PRESENTATION TO SAID BOARD OF DIRECTORS AT A
REGULAR OR SPECIAL MEETING THEREOF, SUCH RESIGNATION SHALL TERMINATE ALL PROPRIETARY
AND OTHER RIGHTS OF SAID MEMBER IN THIS CORPORATION, BUT SHALL NOT AFFECT HIS
THEN Liabilities THERETO.
14. LEAVE OF ABSENCE
(A)
LEAVE OF ABSENCE OF A MEMBER MAY BE GRANTED BY THE BOARD OF DIRECTORS IN ITS
DISCRETION, WHEN REQUESTED IN WRITING, FOR A STATED PERIOD OF TIME. IF
FAVORABLY ACTED UPON BY SAID BOARD. All OF SAID MEMBERS RIGHTS AND Privileges
AND PROPRIETARY INTEREST IN SAID CORPORATION SHALL LAPSE DURING HIS ABSENCE,
SUB..ECT ONLY TO HIS RIGHT OF REINSTATEMENT WITHIN SAID PERIOD OF TIME. SUCH
REINSTATEMENT SHALL NOT BE AUTOMATIC, BUT SHALL BE GRANTED UPON REQUEST IN
WRITING BY SAID MEMBER TO THE BOARD, UNLESS GOODCAUSE APPEARS TO THE CONTRARY.
IF, AT THE TERMINATION OF SAID PERIOD OF LEAVE, SAID APPLICATION IS NOT MADE,
IT SHALL BE DEEMED FOR ALL PURPOSES, THAT SAID MEMBER RESIGNED AT THE DATE OF
HIS ORIGINAL APPLICATION FOR LEAVE OF ABSENCE. AND THAT HIS MEMBERSHIP BECAME
TERMINATED UPON THE DAY OF HIS HAVING BEEN GRANTED SAID LEAVE OF ABSENCE BY
SAID BOARD OF DIRECTORS.
(B)
UPON THE TERMINATION OF MEMBERSHIP BY ANY OF THE MEANS OR FOR ANY OF THE CAUSES
AFORESAID, ALL RIGHTS. PRIVILEGES OR BENEFITS OR PROPRIETARY INTEREST OF SUCH
INDIVIDUAL MEMBER IN SAID CORPORATION SHALL CEASE AS OF THE DATE OF SAID
TERMINATION.
ARTICLE XI
FLAGS
THE COMMODORE.
VICE-COMMODORE AND REAR COMMODORE SHALL FLYTHE REGULATION COMMODORE,
VICE-COMMODORE AND REAR COMMODORE FLAGS.
EACH MEMBER MAY HAVE
A PRIVATE DISTINGUISHING SIGNAL FLAG, THE DESIGN OF 'WHICH SHALL BE RECORDED
WITH THE SECRETARY.
ARTCLE XII
ORDER OF BUSINESS
REPORT OF THE
DIRECTORS
REPORT OF OFFICERS
COMMUNICATIONS TO
SECRETARY
REPORT OF SPECIAL
COMMITTEES
REPORT OF STANDING
COMMITTEES
ELECTIONS, UNFINISHED
BUSINESS
NEW BUSINESS
GOOD AND WELFARE
ARTICLE XIII
ADOPTION OF AMENDMENTS
THE BOARD OF
DIRECTORS SHALL HAVE POWER TO AMEND THESE BY-LAWS BY A MAJORITY VOTE OF THE
BOARD MEMBERS AT ANY REGULAR OR SPECIAL MEETING, AND IN THE EVENT OF ANY SUCH
AMENDMENT IT SHALL CAUSE TO BE PUBLISHED; AND, PROVIDED FURTHER, THAT ANY ACT
OF THE BOARD OF DIRECTORS, INCLUDING AMENDMENT OF THESE BYLAWS, MAY BE OVER-RULED
AND NULLIFIED BY A TWO-THIRDS VOTE OF THE MEMBERSHIP OF THIS CORPORATION
PRESENT AT ANY REGULAR OR SPECIAL MEETING CALLED FOR THAT PURPOSE.