SCW Woodworking Club Bylaws
FINAL DRAFT February 9, 2015
Club Phone number: (623) 546-4722
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Article I - General

Section A - Name of the Club
The name of the Club is the “Sun City West Woodworking Club”.

Section B - Purpose of Club
The purpose is to operate a Chartered Club and provide its facilities and equipment for the benefit and enjoyment of its Members in the furtherance of woodworking skills and to promote fellowship among its Members, all the while emphasizing safety in woodworking and in the operation and use of tools and powered machinery.

Section C –
These Bylaws will fully comply with the Recreation Centers of Sun City West, Inc., Articles of Incorporation, Association Bylaws, and Rules, Regulations and Procedures (RR&Ps) for Chartered Clubs. In the event of a conflict between these Bylaws and the above stated governing documents of the Recreation Centers, the Recreation Centers’ document shall prevail.

Section D
– This Chartered Club shall be operated as a nonprofit organization in accordance with applicable Arizona and Internal Revenue Tax Exempt Codes, and the Association’s Bylaws.  

Section E – Definitions – Meaning of Terms

As used in the Bylaws and the Operations Manual of the Woodworking Club  

1.  “Club” shall mean the Sun City West Woodworking Club.

2. “Board” shall mean the “members” elected as provided in the Bylaws of the Club to manage the Club in accordance with the Bylaws and Operations Manual of the Club.  

3. “Approval by the Board” shall mean approval by a majority vote of Board Members in attendance at a scheduled Board Meeting attended by a quorum.  

4. “Approval of the Membership” shall mean approval by a majority vote of Members in attendance at a scheduled General Membership Meeting attended by a quorum or at a Special General membership Meeting attended by a quorum.

5. “Rec Centers” shall refer to the recreation Centers of Sun City West, Inc. to its applicable Articles of Incorporation, to its Bylaws and Club Rules, and its Regulations and Procedures for Chartered Clubs.  

6. Conflicts between provisions in Club Bylaws and the governing documents of the rec Centers shall be resolved in favor of applicable Rec Center documents.  

7. “Card Holder” means any person who holds an Owners Membership card, associate Member Card or Tenant Activity Card issued by the Rec Centers.  

8. “Member” means a Card Holder who meets all requirements for Membership in the Club in provisions of the Bylaws and Operations Manual of the Club.  

10. “General Membership Meeting” shall mean a scheduled meeting of members attended by a quorum or a Special General meeting of members as provided in Article IV, section B and attended by a quorum.  

11. “Parliamentary Procedures” at all meetings shall follow the most recent edition of Robert’s Rules of Order unless otherwise indicated by the President of the Club. The President may appoint a Member to be a Parliamentarian and function as requested by the President.  

Article II - Membership
Section A –Open Membership Membership shall be open to all members in good standing of the Recreation Centers.
Section B – No Preconditions There shall be no other precondition for membership, nor will members be required to join any national, state, or regionally affiliated organization.

Section C
– Guest Privileges are specified in the Rules, Regulations and Procedures, chapter 3, Article II and appendix IX.

Visitors - - Any Person, without paying a fee, may be a Visitor to the Wood Shop and be given an escorted tour of the facilities.  

Guests - - A Member may bring a guest into the Wood Shop to observe. Each guest must wear a Club guest badge. A guest will not operate any machinery, power or hand tools. A guest may visit the shop or shop activities three times in a calendar year. The number of visits will be the same for rec center card holders and non rec center card holders.  

Section D –Dues
The amount of dues for each member will be determined annually on the recommendation of the Club Board and approved by a majority vote of the club members attending the meeting after a quorum¹ has been established.

Section E – Member Conduct – Disciplinary Actions
Each member is expected to follow the Safety Rules of the Club, follow Rules regarding care and treatment of tools and machinery, and to conduct themselves harmoniously in a manner not threatening to themselves or other Club members.
¹Quorum is the minimum attendance at a club membership meeting necessary to conduct elections, to approve bylaws, to approve budgets or to conduct other club business that require s a vote. A quorum shall be ten (10) percent of the club membership. However, a quorum requirement cannot be less than 20 members or more than 100.

Upon learning of a Member’s alleged misconduct, the Board shall conduct a hearing with such Member to determine a course of disciplinary action. The Board may take Disciplinary Action against a Member for reasons included in but not limited to the following:
    The Member steals from the Club or from another Member,
    The member is abusive toward another member,
    The Member creates turmoil, disruption or dissension among Club Members,
    The Members uses offensive language,
    The Member blatantly disregards safety Rules,
    The member damages Club machinery or tools, whether caused by lack of knowledge, accident or intent, and either:
         1. Fails to acknowledge his action to a Monitor or to the Shop Manager, or
         2. Refuses to pay for the cost of damage upon the Board’s request.  

The Disciplinary action which may be taken by the Board is as follows:
         1.   First Offense - a written warning from the Club Board  
         2.   Second Offense - a short-term temporary suspension (up to two weeks) from the Club, with notice of the suspension provided to the Recreation Activities Manager of the Rec Centers within two days of such suspension.  
         3. Third Offense – a longer term suspension by the club not to exceed two weeks   
         4. Fourth Offense – longer suspension or termination recommended by the Recreation Centers General Manager to the Governing Board.

A suspended or terminated club Member has the right to appeal any disciplinary action taken against them to the Governing Board of the Rec Centers. (RR&Ps Chapter 3, Article I, F, 4)

Section F –Communications to Members

Information to members by the Board including but not limited to the time and place of Board Meetings and General Membership Meetings shall have occurred when such information is posted or placed in the Club’s Bulletin Board area or when it is published in the Club’s News Letter.
Article III – Officers

Section A – The club board must consist of (at a minimum) four officers: a president, a first vice president, a secretary and a treasurer.

This board will also consist of five officers at large. Only elected officers may have a vote on the board.

A Board member shall serve without compensation and normally may not serve as an independent contractor.

Section B – Newly elected or appointed officers, within fourteen (14) days of taking office, shall attest that they have read and understand the Association’s Rules, Regulations and Procedures for Chartered Clubs by signing the Form CR-5 (New Club Officers and Rules, Regulations and Procedures for Chartered Clubs Affirmation Report) and forwarding it to the office of the Recreation Activities Manager.

Section C
– The club board shall be elected by a majority vote of those present at the club’s annual membership election meeting after a quorum is established. The elected offices shall serve without compensation. An officer normally may not serve as an independent contractor. (RR&Ps,
Chapter 4,Article VI, L).

  Section D –The president, or their appointed board member will be the person responsible to submit the CR-15 membership report to the Recreation Activities Manager by Feb. 1st of each year.

Section E – Term of Office

A Board member’s term of office shall be for one year beginning on April 1 of the Calendar year for which the election took place.

Term Limits – there will be a limit of ten one year terms for each office listed above. At the conclusion of the tenth term, the board may allow additional years on a year to year basis.

1. President
The President is the Chief Administrator and Operating Officer of the Club. The president will preside over all meetings of the General Membership and of the Board. The president will not preside over any Election Meeting if the president is a candidate for election at that meeting or if the president has any other personal interest in the outcome of the meeting. The president will, subject to approval by the Board, assign duties and responsibilities to all Board Members, taking care to base such assignments on an evaluation of their knowledge and experience. The president will be responsible to see that all reports and records required by the Rec Center are properly prepared and delivered in a timely fashion.

2. First Vice President
The First Vice President will assume the duties of the President if the President is unable to perform his duties

3. Secretary
The Secretary will keep minutes of all official Board Meetings and General Membership Meetings, and ensure that timely notices of such meetings are conspicuously posted on the Club bulletin board and/or in the Club newsletter. The Secretary shall preserve all minutes, records and reports for a period of at least three years except that financial records and reports shall be kept for a period of seven (7) years. (Prior to current year)

4. Treasurer
The Treasurer, as chief financial officer of the Club as provided in Article V, Section A, shall keep careful accounts of all monies received and expended by the Club, and include the nature and purpose of each receipt and expenditure. The Financial records of the Club shall be audited annually as provided in Article V, Section A.

5. Officers at Large
Five Officers at Large will perform duties as assigned to them by the President, subject to approval by the Board, providing such duties are consistent with the Officer’s and Officers at Large experience and expertise. Members of the Board shall be elected according to the following procedure:
    1. Nominations of Officers shall be made at the Scheduled February General Membership Meetings and shall be closed to nominations at the end of the February General Membership Meeting. A Member who runs for office will describe their background, experience and interest in serving the Club and their availability to accept assignments.
    2. If the election is uncontested, (that means there are no contested positions on the ballot) a voice vote will be held at the March General Membership Meeting to approve the slate of officers. Nominations from the floor will be entertained prior to the vote being made. This vote will follow the guidelines in Article IV paragraph 2, Section B. General Membership Meetings.
    3. If the election is contested (that means there is one or more contested positions on the ballot):
            a. The Nominating and Election Committee will prepare ballots to be used at the March General membership Meeting.
            b. At the March General Membership Meeting the Nominating and Election Committee will give ballots to Members as they sign-in for the meeting. The ballots will be available for 10 minutes passed the time the meeting is called to order. Nominations from the floor will be entertained prior to the vote being made
            c. As the ballots are completed they will be placed in a container supervised by the Nominating and Election Committee.
           d. At the time the ballot distribution is closed and all ballots have been caste the election will be announced as closed by the Nominating and Election Committee.
           e. The Nominating and Election Committee Chairman and at least two randomly selected Members will count the ballots and announce the winners.  

Section F–Vacancies on the Board
   If a Member vacates a Board position for any reason, the President shall fill such vacancy promptly by appointing a new Board Member, subject to approval of a majority of the Club Board. The appointee shall serve until the end of the current club year. The appointment shall be subject to approval by a majority by the club board and the general membership.
Section G – Impeachment   To impeach an officer or fill a vacancy, Robert’s Rules of Order must be followed. If the impeachment is successful, the election of a new officer must follow immediately. (The procedure is available from the Recreation Activities Manager).
Section H – It is the responsibility of each officer to pass the Rules, Regulations and Procedures book on to their successor.
Article IV – Meetings

Section A –General Meetings There will be a general membership meeting conducted during each quarter of the calendar year. February meeting is designated as the election meeting.  

Meeting dates: membership
Nine General membership Meetings shall be held annually at such times and places posted on the Bulletin Board, as approved by the Board. A special General Membership Meeting, for specific purposes only, may be called by the President, the Board, or by petition to the Secretary, signed by at least thirty-five Members; such meeting shall be scheduled within 14 days thereafter or at the next scheduled General membership Meeting, whichever occurs first. If such a meeting occurs on a scheduled date for a General membership Meeting ,the subject of the call shall be the first item of new business on the agenda.  

Meeting Dates Board
Board meetings shall be scheduled on dates approved by the Board and posted on or near the Club’s Bulletin Board. These meetings will typically occur one week prior to the general meeting. All meetings will be open to interested persons to attend, except when disciplinary actions or personal matters are presented. Only elected board members may vote at board meetings.  

Section B – Provisions for calling and recording meetings:
Minutes will be taken by the secretary to document all business sessions, and approved by the club president. Minutes, as well as other pertinent administrative records, will be retained for a period of three (3) years. Minutes should be available to the membership before the next general meeting.

For a grievance or reasonable cause, thirty five (35) members are necessary to require the Board to call a special membership meeting? A fourteen (14) day notice must be given to all members is a special meeting is called.  

A special General Membership Meeting, for specific purposes only, may be called by the President, the Board, or by petition to the secretary.  

Section C – Voting and Quorum Requirements:

     1  Club Board Meetings – A quorum of five (5) Board Members must be present for the Board to conduct business. Approval of any action of the Board shall require a majority vote of the Board Members present. Voting shall be in the manner declared by the President, but shall be by secret ballot if requested by any Board member

     2.  A quorum is the minimum attendance at a club membership meeting necessary to conduct elections, to approve bylaws, to approve budgets to conduct other club business. There can be no proxy votes. The required majority must be of those present at a meeting specifically called for such purpose. A simple majority is required for all issues except bylaws. To approve bylaws requires a 2/3 majority. A quorum shall be 10 percent of the club membership, however, a quorum requirement cannot be less than 20 members. A club could have in excess of 100 at a meeting, but the top required limit is 100.

    3. Reference to Robert’s Rules of Order for assistance in parliamentary procedures. Please note that stated bylaw provisions take precedence over Robert’s Rules, i.e. anything not stated in the bylaws shall be referred to Robert’s Rules of Order.  
Article V – Financial
Section A – Financial Records shall be retained for a period of seven(7) years (prior to current year).  

1.  The Club’s fiscal year shall be a calendar year. The Treasurer shall maintain financial records and prepare all financial reports as required from time to time by the Rec Centers and by the Board. The secretary shall preserve all financial records, reports, notes and explanations thereof and Audit reports for a period of at least seven years. (Prior to current year).

2. Financial records for each fiscal year must be audited by an Auditor selected by the Board to prepare an Audit Report of the Club’s financial condition for that year. An Auditor may or may not be a Member, but is prohibited from being a Board Member. The Treasurer will assist the auditing Committee of the Club and the auditor but shall not perform any part of the audit. The auditor may be assisted by persons of their choosing other than Board Members.  

3. Work on an audit for a specific year may be started at any time, but shall be completed by January 31 of the following year so that the Audit Report can be presented to Members at the February General Membership meeting and be recorded in the Minutes of that Meeting. A copy of that Audit Report and Minutes of that Meeting shall then be submitted to the Recreation Activities Manager for the Rec Centers promptly thereafter.  

Section B Spending limits for club expenditures

1.  The Board shall be required to authorize and approve all expenses and purchases made by the Club. The Board may authorize any member to act for the Club to make purchases or incur expenses to be paid by the Club for any purpose, subject to directions, limitations and restrictions which the Board may impose.

2.  A proposed capital expenditure in excess of $5,000 must be approved by the Board and by a majority vote of those present at any General membership meeting where a quorum is established.  

3.  Any expenditure of less than $5,000 may be approved a majority vote of the Club’s Board.  

4. The amount that can be paid out of petty cash will be $25.00 or less. All other reimbursement will be in the form of a club check. Check signing for club expenditures will be one signature checks signed by the president, or treasurer.

Section C – No club member shall receive any compensation or financial award from club funds for contributions or service to the club. The only exception is when a member has an independent contractor agreement previously approved by the Recreation Center Activity Manager.

Section D – Financial records must be audited on a yearly basis by individuals other than those elected to the club board. The results of the Report of Audit will be presented to the general membership and duly recorded on the applicable minutes of such meeting. A copy will be provided to the office of the Recreation Activities Manager.  

Section E – Club Advertising – Any commercial advertising or flyers of club activities must be in compliance with Association policies.

Section F – Contracts: Any contracts for instructors will be handled in compliance with chapter 4, Article VI of RR&Ps. Each contract must be renewed on a yearly basis and a copy of each sent to the Recreation Activities Manager for approval.

Section G – Treasurers responsibility – the Treasurer is required to submit Form CR-7 (Annual financial Statement) to the office of the Recreation Activities Manager by Feb. 1 for the preceding calendar year.

Section H – The club will maintain a simplified and a reportable inventory. These will be held in the treasurer’s office. The treasurer will be responsible for submitting the inventory report by December 31 of each year.

Article VI - Committees
Section A – Committees and/or chairpersons will be selected by the club president and approved by the club board.

Section B – Standing Committees
Permanent Standing Committees may include at a minimum, Safety and Audit  

The Board may approve other Standing Committees and Ad Hoc Committees as may be necessary for the operation of the Club, including equipment, nominations and elections.  

Section C
– Duties of the Safety Committee – The committee will review and analyze recommend, publish and inform members of club safety policies and procedures and techniques. Also will administer the club and rec center’s requirements for reporting.  

Section D
- Duties of the Audit Chairman/Committee – The committee will annually audit club’s financial books, policies and procedures.

Article VII – Amendments

Section A – Amendment of the Bylaws
To Amendment the Bylaws of this club requires a two-thirds vote of the membership present at a Meeting specifically called for such purpose, a quorum being present.

Procedures for filing amendment(s) are as follows:
   1.  The Recreation Centers’ Recreation Activities Manager shall review the proposed amendments prior to submittal to the club Membership.
   2.  Proposed amendments shall be well publicized to the membership one (1) month prior to the vote. All amendments must be voted upon and approved by a quorum of the membership.  
   3.  A complete revised set of the club’s bylaws will be submitted to the Recreation Center’s Recreation Activities Manager for final review. The amended bylaws require the approval of the Recreation Centers General Manager prior to implementation. The results and date of the membership vote should be duly noted on the submittal document.

Article VIII - Dissolution
Prior to club dissolution (after all debts are satisfied), all property and assets shall be turned over to the Recreation Centers.

________________________________ _______________

                James Sloan, President             Date

 _________________________________ _______________

               Mike Whiting, General Manager     Date