Article IV - Members & Guests
Section 1. Applications and Agreement.
Any person, upon application and payment of fees, shall be eligible to become a Member. Each person who submits an application agrees, upon becoming a Member, to abide by these bylaws and to accept and strictly and honorably comply with the decisions, rules and regulations of the Club and the Department. Applications shall be processed on a form and under uniform terms and conditions, established from time to time by the Board and applied in a uniform nondiscriminatory manner. Membership shall be evidenced by such means as determined from time to time by the Board.
Section 2. Dues.
The Board shall set the annual dues by category, any late payment charges, and the dates of payment and shall communicate in a timely manner that information to the Members. Any Member in arrears is suspended automatically from being a Member until the dues, and any applicable late payment charges, have been fully paid.
Section 3. Discipline.
By a two thirds vote of the Board a Member may placed on probation, suspended or expelled for refusing or neglecting to abide by these bylaws or accept and strictly and honorably comply with the decisions, rules and regulations of the Club or the Department. Except for the automatic suspension for nonpayment of dues, no Member shall he suspended or expelled without formal written charges having been made and filed with the Secretary of the Club, and an opportunity having been given to defend against the charges before the Board at a meeting duly held for such purpose.
Section 4. Good Standing.
A Member is deemed to be in good standing only if the Member timely submits an Application and pays the dues, and any applicable late payment charges, and has not resigned or been suspended or expelled. Only Members in good standing may enjoy any of the rights and privileges of the Club.
Section 5. Membership Meetings.
The Members’ annual meeting shall be held in December each year on a date selected by the Board and notice of the annual meeting shall be provided to the Members at least fifteen (15) days but not more than forty (40) days prior to the date of the annual meeting. Special meetings of the Members may be called by the Board and shall be called by the President upon the written request by at least thirty (30) Members. There shall be no fixed quorum for any annual or special meeting of the Members.
Section 6. Total Number of Members.
The Board, by a two thirds vote, may limit the total number of members in the Club subject to any restriction imposed by the Department on the right to do so.
Section 7. Guests.
Guests of Members may participate in activities of the Club, provided however, that no person shall participate in the Club tournaments as a guest more than three times in any calendar year, unless, at the time of such participation, an application for Membership has been submitted by such person and the dues for such application have been paid.
Article V - Board of Directors
Section 1. Control & Management.
The control and management of the Club’s affairs, funds and property shall be vested in the Board. It shall have 11 voting directors consisting of the following persons: (Nos. 1-4) the four persons who serve as the Officers, (No. 5) the Club’s immediate past President, (Nos. 6-8) the three persons who serve as Chairs of the Communications, Handicap & Membership and Tournament Committees, and (Nos. 9-11) three Directors-at-Large. Any of these directorships declared vacant by the Board shall be filled by an appointment by the President and ratification by the Board. The Board shall also have ex-officio (non-voting) directors which shall include Griffith Park Golf Concessionaire, the Department’s designated representative, and all past Presidents other than the Club’s immediate past President and such additional ex-officio (non-voting) directors as may be designated by the Board. The Board may limit attendance at any particular Board meeting, or portion thereof, to the voting directors and such other persons as the Board may designate.
Section 2. Term.
Each of the Directors-at-Large shall serve a term commencing on the January 1 immediately following the Director’s election and continuing for twenty four (24) months until December 31 of the following year. The terms of the Officers and the Chairs of the Communications, Handicap & Membership and Tournament Committees are provided elsewhere in these bylaws.
Section 3. Compensation.
During their term, Directors shall serve without pay or other compensation, but shall be reimbursed for reasonable expenses incurred and shall be excused from dues and fees (other than the prize money portion of any tournament fees).
Section 4. Bonds & Insurance.
Each person with authority to sign or endorse checks and other negotiable instruments shall be bonded in the sum of not less than twenty five thousand dollars ($25,000.00) each. Further, the Board may purchase Directors and Officers insurance as the Board may deem necessary or appropriate. The Club shall pay the cost of such bond and insurance.
Section 5. Required Signatures.
All checks and other negotiable instruments shall be signed by the President or Treasurer and all such items in excess of two thousand dollars ($2,000.00), other than checks for the payment of tournament green fees and cart cost, shall require the signatures of the President and either the Secretary or the Treasurer.
Section 6. Meetings & Quorums.
Regular meetings of the Board shall be held once a month at such date, time, & place as may be determined by the President. Special meetings of Board shall he called at any time by the Secretary on the order of the President, or on the written request of five Directors. A majority of the voting Directors then in office shall constitute a quorum of the Board. Directors may participate in a meeting through use of conference telephone or similar communications equipment, so long as all Directors participating in such meeting can hear one another. Such participation shall constitute personal presence at the meeting. Any action required or permitted to be taken by the Board may be taken without a meeting, if all Directors entitled to vote consent in writing to such action. Such written consent shall be filed with the minutes of the proceedings of the Board and shall have the same force and effect as the unanimous vote of such Directors.
Article VI - Officers
Section 1 Officers.
The Club shall have four Officers: President, Vice-President, Secretary and Treasurer.
a. President. The President shall be the general manager and chief executive officer of the Club; preside at all meetings of the Board and the Members; and appoint, subject to the ratification by the Board, the Chairs of the committees as provided in these bylaws.
b. Vice President. The Vice President shall assist the President in the performance of the President’s duties and, in the absence or the inability of the President to act, perform all the duties of the President.
c. Secretary. The Secretary shall keep or cause to be kept minutes of all proceedings and meetings of the Board or the Members; give such notice to the Board and the Members as these bylaws require; conduct the official correspondence of the Club; and, if the President and the Vice-President both shall be absent from any meeting of the Board or the Members, call the meeting to order and act as Chair until a temporary Chair of the meeting has been chosen.
d. Treasurer. The Treasurer is the chief financial officer of the Club and shall keep and maintain, or cause to be kept and maintained, adequate and correct books and records of the Club’s finances; collect all funds and deposit them in a depository selected by the Board; disburse funds only upon checks or other negotiable instruments signed by the proper Officers and for purposes authorized specifically or by class by the Board; report on the Club’s financial affairs both to the Board at each of its regular meetings and to the Members at their annual meeting; and, from time to time, submit the Treasurer’s books and accounts to audit in accordance with procedures approved by the Board.
Section 2. Term Limits.
The Officers shall serve for a period of two years commencing on January 1 immediately following their election and continuing twenty four (24) months through December 31 of the following year. No person shall serve in the same office for more than two consecutive terms.
Article VII - Elections of Officers & Directors-at-Large.
Section 1. Nomination & Election Committees.
On or before the last Friday immediately preceding July 31st of each odd numbered year, the
President shall appoint, and the Board shall ratify, the Chair and other Members of both the Nominating Committee and the Elections Committee. The appointment and ratification shall be subject to the following restrictions: Each Committee must have at least three Members, including the Chair; no Member may serve on both committees in the same year; and no Member may be a candidate for any Elected Position in the same year that the Member serves on either Committee. Promptly after the appointment of the Chair and the Members of the Nominating Committee, the Secretary shall cause to be posted on the Club’s WEB page notice of how and when any Member may propose other Members to be considered for nomination by the Nominating Committee.
a. Nominating Committee.
On the last Friday immediately preceding August 31st of each odd numbered year, the
Nominating Committee shall submit to the Secretary a written candidates list, signed by the Chair, designating the candidates for the Elected Positions nominated by the Nominating Committee. Upon receipt of the written signed candidates list, the Secretary shall cause to be published on the Club’s Web page and e-mailed to the Members (whose e-mail addresses are then on the Club’s Computer Members List) both the candidates list and the procedure by which Members may nominate other candidates.
b. Nominations by Members.
On or before the Friday immediately preceding September 30th of each odd numbered
year, any Member may submit to the Secretary a written list, signed by not less than thirty (30) Members, identifying candidates the signing Members nominate for any of the Elected Positions. Upon receipt of that list, the Secretary shall cause the candidates list posted on the Club’s Web page to be amended to include the candidates nominated by the Members.
Section 3. Election of Elected Officials.
Election for the above shall be conducted by vote of the members present at the scheduled fall/winter general membershjip meeting of each odd numbered year. The results of the election shall be posted on the club's website.
Article VIII - Committees.
The Committees of the Club shall be the Standing Committees and such other special committees as may be appointed by the President and ratified by the Board. The Board shall act as the Finance Committee and the President shall act as its Chair. The Chair and the Members of all other committees shall be appointed, and may be discharged, by the President and ratified by the Board.
Article IX - Amendment, Construction & Interpretation
Section 1. Amendment.
These bylaws may be amended or repealed and replaced by new bylaws adopted by a two thirds vote of the Board at any regular or special meeting of the Board called for that purpose, subject to ratification of a majority of the Members present at the next meeting of the Club.
Section 2. Construction or Interpretation.
On all questions of construction or interpretation of these bylaws, the decision of the Board shall be final.
Article X - Effective Date
These amended by laws are effective as of January 1, 2008 if by that date they have been approved by the Board and the Members.
January 4, 2008
The undersigned hereby certifies that the forgoing Constitution and Bylaws of the Griffith Park Golf Club, consisting of 6 pages, were adopted by its Board of Directors at its meeting on November 6, 2007 and approved by its Members at their Annual Meeting on December 14, 2007.
Michael Beruman, Secretary
Griffith Park Golf Club