By Laws and Rules
ARTICLE I – NAME
The name of the organization shall be the TEXAS LONGBOARD SURF CLUB, hereafter referred to as the TLBSC.
ARTICLE II – MISSION STATEMENT
The mission of the TLBSC is to promote and foster the amateur sport of surfing with emphasis on good sportsmanship and citizenship, improving the public image of the surfing community, supporting the conservation of the coastal environment, and preserving beach access.
SECTION 2.01 CONTEST
TLBSC will hold an annual surfing contest to promote the amateur sport of surfing and raise money for local charities.
SECTION 2.02 LOCAL CHARITIES
TLBSC membership shall nominate and approve the charities. The TLBSC Board of Directors (“The Board”) shall decide the amount given to each charity based on funds raised.
ARTICLE III – DESCRIPTION
The TLBSC shall operate as a public non-profit corporation, pursuant to the rules and regulations of a 501(c)(3) organization.
ARTICLE IV – OFFICES
SECTION 4.01. PRINCIPAL OFFICE
The principal office for the transaction of the activities and affairs of the Corporation (“principal office”) is located at 3245 Laguna Shores Corpus Christi, Texas 78418. “The Board” may change the principal office from one location to another. Any change of location of the principal office shall be noted by the Secretary on these Bylaws opposite this section, or this section may be amended to state the new location.
SECTION 4.02. – OTHER OFFICES
“The Board” may at any time establish branch or subordinate offices at any place or places where the Club is qualified to conduct its activities.
SECTION 4.03. – STRUCTURE
The TLBSC shall consist of a general membership governed by “The Board Officers.” “The Board” Officers shall consist of a President, Vice-President, Secretary, and Treasurer, The TLBSC may also elect no fewer than three (3) nor more than ten (10) additional directors and collectively they shall be known as “The Board” of Directors.
ARTICLE V – BOARD MEMBER DUTIES
SECTION 5.01. – OFFICERS
PRESIDENT– The President shall function as the Chief Officer of the TLBSC, conduct meetings of the membership in accordance with Robert’s Rules of Order, and shall govern the meetings of “The Board” and the general membership in a manner that is not inconsistent with or in conflict with these bylaws, the Articles of Incorporation of this Corporation or the law. The President is ultimately responsible for all administrative requirements and activities conducted by the TLBSC. The President will approve, by signature, all formal correspondence and expenditures in excess of $200.00 on behalf of the TLBSC.
VICE-PRESIDENT – The Vice-President will function as a Board Member and assume the duties of the President in the event of his/her absence. In the event the President is unable to complete his/her term, the Vice-President will assume the position of President for the remainder of his/her term.
SECRETARY– The Secretary shall prepare and maintain minutes of all meetings, shall prepare correspondence for signature by the President on behalf of the TLBSC shall keep records of past members, current members, and applicants, shall keep records of all correspondence and miscellaneous files on behalf of the TLBSC, and other related duties requested by the President. Records, other than membership and financial records, will be maintained for 7 years. Membership records shall be maintained for 15 years. The Secretary will not be responsible for financial records relating to the TLBSC.
TREASURER – The Treasurer shall keep the financial records of the TLBSC and shall be responsible for the collection and disbursement of all funds for the TLBSC. The Treasurer will be required to establish and maintain a checking and/or a savings account on behalf of the TLBSC. The checking account will list the President, Vice-President and Treasurer as authorized signatures on the TLBSC Account. The Treasurer will provide a written account to “The Board” and general membership on a monthly basis. Financial records shall be maintained for a minimum of 5 years.
SECTION 5.02. – General Board Member Duties
The members of “The Board” of Directors may volunteer and/or be assigned:
• To act as the club’s Sgt. at Arms responsible for maintaining order at Board meetings, General meetings, and TLBSC activities, review new member applications, ensure procedures are followed during voting activities and that only authorized TLBSC members participate in the voting procedure.
• To support the coordination of all TLBSC surfing contests or events. A member of the Board may be assigned as the ‘Event Coordinator’ and may establish committee(s) and at his/her discretion from the general membership to assist with events. Events shall require approval from “The Board”.
• To develop a list of sponsors, establish a committee at his/her discretion to assist with identifying primary contact(s) for each sponsor and maintain accounting records, for submission to the Treasurer, of all donations of cash or products received from sponsors.
• To act as the TLBSC representative to the Coalition of Surf Clubs, and other agencies as required. The Board member assigned with this duty shall report all his/her activities in this capacity to “The Board” and to the general membership..
• A Board member may volunteer and/or be assigned other duties to include, but not limited to the activities listed above.
SECTION 5.03. – ELECTIONS
“The Board” shall be elected by the Charter membership of the TLBSC. Only those members in good standing are eligible to be members of “The Board”. The election of Board members will be conducted at the November general meeting. “The Board’, shall be elected by secret written and email ballots by a majority vote of the general membership of members in good standing present at the November meeting. The elected members will serve their term for one year from January 1 thru December 31.
Board members may be removed from their office under the following conditions: personal or health issues preventing the member from performing the duties required as a Board member, fall from good standing with the TLBSC, or resignation.
In the event a Board member’s position becomes vacant, an election by secret written and email ballot will be conducted to fill the vacant position at the next general meeting following the date of vacancy, with the exception of the position of President which will be filled by the Vice- President for the remainder of the term.
Officers and Board of Directors shall serve without compensation except that they shall be allowed reasonable advancement or reimbursement of expenses incurred in the performance of their regular duties.
SECTION 5.04. – MEETINGS
A meeting of the general membership shall be held monthly at the discretion of “The Board”. The President, at his discretion, shall hold a monthly Board meeting. Additional meetings may be set by “The Board”. Visitors and potential applicants for membership may attend general meetings.
Some issues may be sensitive and at any time any member of the general membership may call for a closed session. Only members in good standing may attend closed sessions.
SECTION 5.05. – QUORUMS
In order that the TLBSC may vote on any issue at a general meeting a quorum of the membership must be present. A minimum of one third of the general membership will constitute a quorum for the purpose of voting at a general meeting. Results will be determined by a simple majority voice vote on all issues unless otherwise stated in these bylaws. Voting may be conducted by electronic (email) or written ballots if requested by any general member provided justification for such a vote is approved by the President. The presence of six (6) Board members will constitute a quorum for voting purposes at Board meetings.
ARTICLE VI – MEMBERSHIP
SECTION 6.01. – MEMBERSHIP CLASSIFICATIONS
Charter Member – Is a TLBSC member that was an original member of the TLBSC upon its conception, and/or identified by the overall consensus of ‘The Board’ and maintains a status of good standing with the TLBSC. A Charter Member will be afforded all rights and benefits of the general membership, and will not be required to pay annual dues.
General Member – Is a TLBSC member that has current paid dues and is in good standing with the TLBSC. A General Member is afforded all benefits offered by the TLBSC and may participate in all general membership votes.
Junior Member – Is a TLBSC member in good standing with current dues that is under the age of 21 years and is permitted to vote. Junior Members may sponsor persons under the age of 18 for Junior Membership. Except for the described restrictions, Junior Members are afforded all other rights and benefits of a general member. Junior Members under 18 must have signed approval from a parent or legal guardian to join the TLBSC.
Suspended Member – A General Member, Charter Member, Junior Member may fall into the category of a Suspended Member under the following conditions: during disciplinary action, allowing dues to become delinquent (excluding Charter Members), or other unusual situations that” The Board” determines suspensions are required. If a General or Junior Member fails to renew his/her membership by paying dues within the allotted time (See Section 6.03 Dues) that member’s membership will be terminated. If a Terminated Member desires to again become a TLBSC member, he/she may re-apply for membership by following the application procedure as a New Member. A Suspended Member shall not be allowed to vote, represent TLBSC or participate in a surfing contest as a TEXAS LONGBOARD SURF CLUB member.
SECTION 6.02. – APPLICATION FOR MEMBERSHIP
The TLBSC strives to maintain a membership that supports the TLBSC Mission by including surfers with a high level of ability as well as those developing their skills, and/or those who demonstrate a passion for the surfing lifestyle. TLBSC Members will conduct themselves in a lawful, respectful manner and follow established surfing etiquette. To ensure a strong TLBSC membership the following procedures have been established.
There are two applications; one for an Individual General Membership and Junior Member, and one for a Family General Membership. New applicants must complete the TLBSC Application for Membership and submit it to a General Member in good standing for sponsorship. If a new applicant does not know a general member, they may complete the application and come to an TLBSC General Meeting and submit the application in person. The application will require a signature from the applicant(s) that he/she has read, understands and will abide by the bylaws, and all information is true and correct. The applicant must submit the application to “The Board” for review. Upon review, “The Board” may invite the applicant to a general meeting to continue the application process.
The General Member sponsors must present the applicant and family members if applicable, to the General Membership and speak to the attributes of the applicant(s), to include, but not limited to the applicant(s) surfing skill level and experience, reason for desired membership, background, integrity, what the applicant brings to the TLBSC, and other points of interest. The applicant(s) will present themselves at the general meeting and respond to any questions by the General Membership.
At the conclusion of the meeting, “The Board” may conduct interviews with the sponsor(s) and the applicant. “The Board” shall review application for membership and if the applicants review is favorable, the President will present the applicant at the following general meeting. Upon the initial $50.00 payment of dues for all individual memberships, those applicants shall be considered members of the TLBSC.
SECTION 6.03. – DUES
All General Members and Junior Members shall be subject to the payment of their initial 1st year dues in the amount of $50 per single applicant. Thereafter, annual dues are $35.00 per year per person for General Membership, and $25.00 per year per person for Junior (under 21) Membership. A second tier for dues has been established for families, herein referred to as, Family General Membership or (FGM). FGM dues are $100.00 annually. FGM includes the General and Junior Member, his/her spouse and any children under the age of 18. Dues cover a term of 12 months, beginning January 1 and expiring December 31. Members not paying dues by January 30 are considered delinquent. Dues not paid by February 28 will result in suspension of membership.
New members joining after July 1st are subject to dues consisting of $20.00 for General Membership and $30.00 for FGM for the remainder of the first year only.
SECTION 6.04. – DISSOLUTION
In the event the disbandment or dissolution of the TLBSC, the funds held by the TLBSC after all debts are paid shall be disposed of in accordance with the state laws governing non-profit organizations.
SECTION 6.05. – DISPLAY OF EMBLEM
When displaying the TLBSC emblem or logo or conducting business on behalf of the TLBSC, all members shall conduct themselves in a lawful, respectful manner.
SECTHON 6.06. – DISCIPLINE
Members, who violate the bylaws of the TLBSC, are convicted of a felony or a misdemeanor involving moral turpitude~ or fail to maintain dues, or bring disgrace to the TLBSC, are subject to discipline. If any Board Member is made aware of violations as listed above he/she shall make a report to ‘The Board” for review of the reported violation. Any disciplinary action recommended by “The Board” will be reported, at the discretion of the President, to the \General Membership. ‘The Board’ will vote on the recommended disciplinary action. The vote will be determined by a simple majority of ‘The Board’ members present, with the exception of expulsion which shall require a 2/3 majority vote of’ The Board’ members present. Discipline for failure to pay dues will be reviewed by “The Board” and is also not subject to a general membership vote.
Discipline shall range from suspension for set periods of time determined by “The Board” to permanent expulsion from the TLBSC.
A suspended member shall have no voting rights in the TLBSC during the period of suspension, nor shall a suspended member be allowed to participate in any TLBSC event, including meetings and contests. Persons who have been excluded from the OLSC by a vote of expulsion shall have no rights of membership.
ARTICLE VII – TRANSACTIONS, INDEMNIFICATIONS AND REPRESENTATION
SECTION 7.01. – EXPENDITURES
“The Board” may cause the expenditure of the TLBSC funds for the payment of the normal costs (P.O Box fees, website fees, club store/raffle goods, cookouts, etc.). All other expenditures of TLBSC funds shall be subject to approval by vote of the General Membership
SECTION 7.02. – DEBTS
Only “The Board” or its designees may incur debts in the name of the TLBSC. Any member who incurs debt(s) in the name of the TLBSC without authorization from “The Board” shall be solely responsible for said debt(s) and the TLBSC shall not be held liable for said debt(s). The Treasurer will prepare and submit a monthly statement of the TLBSC account to “The Board” at the monthly Board meeting.
SECTION 7.03. – NONLIABILITY OF BOARD MEMBERS
A member of ‘The Board’ shall not solely, because of such membership, be personally liable for the debts, obligations, or liabilities of the Corporation.
SECTION 7.04. – REPRESENTATION
Only’ ‘The Board” or its designees may represent the TLBSC. Only those members authorized by. ‘The Board” shall make, or cause to be made, public statements or representations in the name of the TLBSC. Only’ ‘The Board” or its designees may make agreement with other entities which are binding upon the TLBSC.
TLBSC – Texas Longboard Surf Club Corporation, a Texas Non-Profit Corporation
EXECUTIVE SESSION – Meeting with attendance restricted to the executive board members and those invited
CLOSED SESSION – Meeting with attendance restricted to general members and those invited
GOOD STANDING – A member who has their dues up to date and does not owe any debts for surf contests, store goods, etc.
SHALL – Mandatory
MAY – Optional
The By-laws of the TLBSC may be amended after receiving a two thirds majority vote of the general members present.
AMENDMENTS TO BYLAWS and RULES
All previous amendments have been incorporated into the above listed by-laws.
This is to certify that the foregoing is a true and correct copy of the bylaws of the TEXAS LONG BOARDww SURF CLUB and those bylaws were duly adopted by The Board of directors of said corporation on the date set forth below.
Zach May, President
James McInnis, Vice-President
Zach May, Treasurer