By Laws of the
South Bay Cruising Club, Inc.
Adopted May 9th, 1952
(with subsequent amendments)
(last amendment approved October 7, 1999)
SECTION 1. General Meetings shall be held at least 4 times each year, one of which shall be held in early November and be known as the Annual Meeting. Notice of the time and place of holding same shall be sent to each member at least 15 days prior thereto.
SECTION 2. At General Meetings the order of business, except as ordered by the presiding officer shall be:
1.Reading and Correction of Minutes
2.Report of Officers
3.Report of Committees
4.Elections, if applicable
SECTION 3. At all meetings of the Club 15% of the voting membership shall constitute a quorum.
SECTION 4. Special Meetings may be called by the Commodore or by the Board of Governors. Notice of time and place of holding of such meetings must be sent to each voting member at least five days prior thereto. The Commodore or Board of Governors must call a special meeting of the Club when so requested in writing and signed by at least 25 voting members of the Club, and at such meetings only the special business for which the meeting was called shall be considered. The notice shall specify said special business.
SECTION 5. If a quorum is not present at a Special Meeting, the presiding officer may adjourn the meeting to a day and hour fixed by him or her, suitable notices to be sent to every voting member on the roster ten days or more prior to the meeting. Should the meeting again fail to constitute a quorum, the matter for which the meeting was called may either be brought up at the next general meeting under the heading of “new business” or ruled “of no consequence” by the presiding officer of the special meeting that has failed to constitute a quorum for the second time, and if so ruled, the matter is to be considered closed unless reopened by petition of 25 voting members for a Special Meeting.
SECTION 6. Meetings of the Board of Governors shall be held at such times and places as the Commodore shall designate. Seven members of the Board of Governors shall constitute a quorum.
SECTION 7. Special meetings of the Board of Governors may be called by the Commodore. Upon the written request of any three members of the Board, the Commodore shall call a Special Meeting of the Board.
SECTION 1. There shall be four classes of members:
a. Regular Members – Regular members shall be members elected by the Board of Governors and in good standing.
b. Honorary Life Members – The Honorary Life Member status is reserved for members having successfully served as Commodore for two consecutive years. Honorary Life Members shall be exempt from dues and assessments.
c. Junior Members – Junior Membership is reserved for Sons and Daughters of the Regular, Senior and/or Honorary Life Members in good standing.
d. Senior Members – Regular Members may change their membership status to Senior membership if:
1. Their yacht is not berthed within 150 miles of Babylon, NY, or
2. They have attained the age of 55 years, with a club membership in good standing for a minimum of ten years and no longer own a boat, or
3. They have attained the age of 65 years, with a club membership in good standing for 15 years and may or may not own a boat.
Senior status will include all the privileges of regular membership.
SECTION 2. Membership shall entitle both husband and wife as members to full participation in all club activities.
SECTION 3. No award, trophy, or office may be received or conferred upon, or held by, any member not in good standing.
SECTION 4. To be eligible for election to Regular Membership, every candidate must be the owner of a cruising auxiliary or cruising sailboat berthed on Great South Bay or nearby waters (from E. Rockaway to Shinnecock) and must be sponsored by two members in good standing. A two-thirds majority vote of the Board of Governors present shall be required for election to membership.
SECTION 5. No member shall sponsor more than four candidates for membership in one calendar year. Members are expected to serve as mentors to those whom they sponsor.
SECTION 6. To be eligible for election to Junior Membership, the applicant must have attained the age of sixteen and not yet reached his or her twenty-sixth birthday and be residing with parent who is a member in good standing. This membership is contingent upon the parent’s continued membership. Only one club mailing will be sent to each household. The Junior membership terminates upon reaching the age of twenty-six.
SECTION 7. Any member whose dues remain unpaid after April 1 shall be deemed not in good standing. Any member whose dues remain unpaid by December 31 shall have membership terminated and shall have no residual privileges of membership.
SECTION 1. The officers of the Club, as defined in Article V, Section I of the Constitution, and the seven elected governors shall be chosen by ballot at the Annual Meeting of the Club held in an odd numbered year. They are to assume office on the following January 1st. Each voting member in good standing shall be entitled to cast one vote., as described in Chapter XV Voting, for each office and a majority of the votes so cast shall be necessary to elect a candidate. Tellers shall be appointed by the presiding officer.
SECTION 2. Nominations of candidates for the foregoing offices shall be proposed by a Nominating Committee consisting of the following:
a. The current Commodore
b. Two elected members of the Board of Governors
c. Three members of the Club, appointed by the Commodore, who shall not be members of the Board of Governors.
SECTION 3. At least one month prior to the Annual Meeting of an odd numbered year, the Nominating Committee shall mail to all voting members of the Club a proposed slate to be voted upon. Additional names may be added to this slate if submitted to the Nominating Committee in writing ten days prior to the Annual Meeting by any fifteen voting members of the Club in good standing.
SECTION 4. The Flag Officers shall be the Commodore, the Vice Commodore and the Rear Commodore.
SECTION 5. The Flag Officers may not hold the same office for more than one two year term plus any unexpired term.
SECTION 6. In the event of a vacancy occurring in the elected Board of Governors or an elected Officer, the unexpired term of such vacancy may be filled by a majority vote at a meeting of the Board of Governors.
SECTION 1. The Board of Governors shall have the general management and control of the affairs and funds and property of the Club and all rights and powers connected therewith shall be vested in them.
SECTION 2. At each Annual Meeting, or within thirty days thereafter, the Commodore will appoint a Fleet Captain, Regatta Captain, Corresponding Secretary, Fleet Surgeon, Chanteyman, Membership Chairperson and such committee chairpersons and committees as deemed necessary. Chairpersons thus appointed become additional members of the Board of Governors unless otherwise provided in the appointment. They are to assume office on the following January 1st.
SECTION 3. The Board of Governors shall perform the following specific duties:
a. Manage all the affairs of the Club and take charge of Club property.
b. Hold meetings at which a quorum shall consist of at least the following seven members of the Board: one of the Commodores, one of the Secretaries or the Treasurer, five other members of the Board.
c. Keep minutes of their proceedings.
d.Reprimand or otherwise discipline any member whose conduct is detrimental to the welfare of the Club.
SECTION 1. The Commodore shall command the fleet, preside at meetings of the Club and Board of Governors, enforce the rules and regulations and appoint chairpersons of necessary committees. The Commodore may call special meetings of the Club and shall do so at the written request of three members of the Board of Governors or of twenty-five members of the Club. The Commodore may call informal meetings during a regatta or cruise but no business shall thereby be transacted unless it be of a temporary nature.
SECTION 2. The Vice Commodore shall assist the Commodore in discharging his duties, and in his absence shall succeed to the functions and perform the duties which would devolve upon the Commodore.
SECTION 3. The Rear Commodore, in the absence of the Commodore and the Vice Commodore, shall succeed to the functions and perform the duties which would devolve upon the Commodore.
SECTION 4. In the absence of the three Commodores, the Treasurer, the Recording Secretary and the senior elected member of the Board shall succeed to the above mentioned duties in that order.
SECTION 1. The Treasurer shall be custodian of the Club funds and shall maintain an accurate balance sheet of same, shall make a Treasurer’s Report at each meeting, shall advise the Board of Governors on all expenditures and disbursements, shall receive all dues and make a report of same to the Board of Governors. The Treasurer shall prepare The Annual Treasurer’s Report with the assistance of an Auditing Committee appointed by the Commodore.
SECTION 2. The Treasurer shall make all disbursements authorized by the Commodore and shall so maintain records of same that an accounting may be ordered by the Board of Governors at any time on ten days’ notice.
SECTION 3. The Membership Chairperson shall notify each member-elect of acceptance and shall furnish a membership card.
SECTION 4. The Membership Chairperson shall keep the master list of racing members, assign numbers and keep the necessary committee chairperson promptly informed.
SECTION 1. The Corresponding Secretary shall be in charge of the Club’s official correspondence and shall keep the general membership informed of the activities of the Club.
SECTION 2. The Recording Secretary shall keep a true record of all proceedings at all meetings, shall keep a current set of the Constitution and By-Laws, as amended, and make these available to members on request.
SECTION 1. The Fleet Captain shall be the chairperson of the Cruising Committee and shall be in charge of all logistics in connection with cruising activities.
SECTION 2. The Regatta Captain shall be the chairperson of the Regatta Committee and shall be in charge of all logistics in connection with racing activities.
SECTION 1. The Fleet Surgeon shall make available his or her professional skill and knowledge when an emergency so requires and shall advise the Board of Governors on matters of health and sanitation which might arise out of a proposed Club activity.
SECTION 1. The Chanteyman shall lead in the singing of appropriate ballads when so requested by the Commodore and may from time to time render such original compositions which the moment might demand.
a. Regular and Junior Members shall pay annual dues and other fees as fixed by the Board of Governors.
b. Members who wish to race in Club events shall pay a racing fee which, if imposed, will be set by the Board of Governors each year. In the event the member has two boats or more and requires two or more handicaps, then two or more racing fees shall be paid.
c.. New Regular Members shall pay an initiation fee as fixed annually by the Board of Governors.
d. Candidates for Junior Membership will not be required to pay the initiation fee. A Junior Member, on reaching twenty-six years of age may apply for Regular Membership without the required initiation fee. All other requirements for Regular Membership must be met.
e. Honorary Members shall not be required to pay any dues during the period of their honorary membership but shall pay the racing fee if they race.
f. Senior members shall pay dues fixed at one-half the regular membership fee and such other fees as fixed by the Board.
g. Dues are payable on January 1 and shall cover the period from January 1 to December 31. Dues shall not be prorated for a portion of the year. If elected to membership after October 31, dues will be applied to the following years dues.
SECTION 1. To qualify as a vessel in the Club Fleet, a yacht must be a sailing yacht or auxiliary equipped for cruising under sail or a power boat equipped for cruising. Questions of doubt will be resolved by the Board of Governors.
SECTION 2. To be eligible to race in Club sponsored races a yacht must have the same characteristics as set forth in Chapter II, Section 4.
SECTION 1. Nautical customs and traditions shall be observed at all times, particularly while cruising.
a. Flag officers shall fly the appropriate signal on their own yachts unless cruising with another club.
b. All members may fly the Club burgee unless participating in a cruise or regatta sponsored by another organization to which they belong.
c. Other authorized flags and pennants may be flown when appropriate.
d. The Club burgee may be flown continuously while a vessel is in commission.
SECTION 1. The Chairperson of a standing committee shall be a member of the Board of Governors and shall perform the duties assigned by the Commodore or the Constitution or By-Laws. In the event the Chairperson cannot attend a Board of Governors meeting, the Chairperson shall contact the Commodore to mutually select an alternate representative.
SECTION 2. A Vice-Chairperson may be selected by the Chairperson with the Commodore’s approval.
SECTION 1. Regular, Honorary Life, and Senior Member families in good standing shall be entitled to one vote at all Club meetings, subject to the following provisions:
a. One vote may be cast by each family. By mutual agreement either the wife or the husband may cast one vote.
b. Individual dues paying members may cast one vote.
c. Junior Members are not entitled to vote.
d. No member by reason of owning more than one yacht, shall be entitled to more than one vote.
e. A vote must be cast by the member in person and not by proxy.
SECTION 2. At Board of Governors meetings, all members of the Board shall be entitled to one vote. In the event more than one representative per committee is present, only one vote may be cast per committee.
SECTION 1. Any officer, committee chair or member, after due hearing, adjudged guilty of conduct injurious to the character or welfare of the Club, may be removed from office or expelled from the Club by two-thirds vote of the Board of Governors present.
SECTION 1. To the extent permitted, and in the manner prescribed by law, the Club shall indemnify any person made, or threatened to be made, a party to any action, suit or proceeding, civil or criminal, by reason of the fact that such person, such person’s testator or intestate is or was a trustee, a member of the Board of Governors, officer or committee member of the Club, or of any other corporation of any type or kind, domestic or foreign, which such person served in any capacity at the request of the Club, against judgments, fines, amounts paid in settlement and reasonable expenses (which the Club may advance), including attorney’s fees, actually and necessarily incurred as a result of such action, suit or proceeding, or in any appeal therein. The foregoing right of indemnification shall not be exclusive of any right to which any such person may be entitled.
SECTION 2. The Board of Governors in their discretion, may authorize the Club to indemnify any person other than a trustee, Board of Governor, or officer for expenses incurred or other amount paid in any civil or criminal action, suit or proceeding to which such person was, or was threatened to be, made a party by reason of the fact that such person, such person’s testator or intestate, is or was an agent of the Club.
SECTION 1. Amendments to the By-Laws may be adopted at any General Meeting by a two-thirds vote provided that the notice of the meeting shall have contained such amendments in full, such notice having been sent to each voting Member of the Club at least fifteen days prior to the proposed meeting..
SECTION 1. In order to encourage the companionship of our crew who race and cruise with us but do not own qualifying cruising sailboats of their own, and who have never been regular members in the past, the Club offers the hospitality of its functions and the convenience of its mailings. Upon sponsorship by two members in good standing, approval by the Board of Governors, and payment of such initiation fee and annual dues that the Board may deem appropriate, such individuals shall receive copies of all regular Club mailings, specifically invitations, newsletters, and one yearbook. They will be welcome at all Club functions but will have no membership privileges. It is required that they will immediately apply for membership in the event that they acquire a cruising sailboat, and that the Board will levy whatever additional fees may be deemed appropriate at that time.