Berkeley Ski Club Constitution

Section 1. The name of this club shall be: The Berkeley Ski Club, Incorporated, a non-profit corporation. The principal address shall be: Berkeley Ski Club, P.O. Box #9225, Berkeley,  CA  94709 (*).

Section 2. The purpose of the club shall be to increase the members' enjoyment of skiing and other mountain sports and decrease the members' costs, to promote good fellowship among members, to promote the sport of skiing and other mountain sports, and to own and maintain a club lodge.

Section 1. The membership shall be limited to persons 21 and over who are interested in skiing or other mountain sports. The categories of membership shall include member, and any other category as established by the Board. A member shall pay a membership fee and annual dues.

Section 2. The Board of Directors shall set up qualifications for joining the club. The qualifications for joining the club shall include participation in club activities.

Section 3. Membership may be revoked for misconduct, failure to obey club rules, refusal or failure to accept or perform assigned tasks, or for the good of the organization. Membership may be rescinded by a 2/3 vote of the Board of Directors.

Section 4. Club membership fees, annual dues, lodge rates, assessments as necessary, an inactive member fee, and reinstatement fees may be set yearly by the Board of Directors. If no schedule of fees is submitted to the membership by the Board of Directors prior to the membership meeting in October, the previous year's schedule shall remain in effect. Assessment fees may be set as necessary any time during the year.

Section 5. The annual dues shall be payable by October 15. Members who have not paid their current year's dues or have past-due club debts by November 15 shall be dropped from the membership rolls, lose all rights and privileges. They must reapply for membership, and pay all past-due club debts to again become members.

Section 6. The Board of Directors may provide for honorary members and inactive members.

Section 7. Inactive membership must be requested of the Board in writing by November 15 and must be renewed on a yearly basis. The Board of Directors has discretion to approve or disapprove inactive membership requests. Inactive members are required to pay an inactive member fee.

Section 1. Meetings of the general membership and meetings of the Board of Directors will be determined and voted upon by the Board of Directors. There shall be no less than 4 meetings of the general membership and no less than 6 meetings of the Board of Directors per fiscal year.

Section 2. The time, date, and place of meetings shall be determined by the Board of Directors

Section 3. The Board of Directors may establish rules regulating the conduct of meetings. In the absence of such rules, Roberts' Rules of Order shall be followed.

Section 4. All motions passed by the Board of Directors are subject to reversal or amendment by vote of a simple majority of the membership at any General Meeting in which a quorum is present. (A quorum for these purposes is one-third (1/3) of the membership.)

Section 1. Prior to the membership meeting in April, the President shall appoint a nominating committee which shall nominate members for each office. Notice of election and names of nominees shall be sent to all members at least one week prior to the election. Additional nominations may be made prior to the election or from the floor at the membership meeting in April.

Section 2. At the membership meeting in April, a president, a first vice-president (membership), a second vice-president (social), a treasurer, a recording secretary, a corresponding secretary, and two members-at-large of the Board of Directors shall be elected from the members of the club. The election shall be conducted by the presiding officer with such assistants as the presiding officer shall appoint. A majority vote of the members present shall constitute an election. The newly elected officers shall take office at a joint Board meeting to be held in June.

Section 3. The duties of officers shall be those customarily assigned to such officers. The President shall also be Chairperson of the Board of Directors.

Section 4. The Board of Directors shall consist of a President, Recording Secretary, Treasurer, Membership Records, and at least 3 additional board members, all of whom are elected. Additionally, one seat on the board is reserved for the prior year's president or his/her designate from the prior board. The title of the additional Board members can be changed from time to time by vote of the Board. It may establish club policy, adopt club rules, schedule and arrange club events.

Section 5. Officers and agents specifically authorized by the Board of Directors may, in the name of and on behalf of the Club, enter into contracts that are specifically authorized by the Board. Without the express authorization of the Board, no officer of the Club or agent may enter into any contract in the name of, or on behalf of, the Club.

Section 1. The Board of Directors shall establish such committees as are required to conduct the activities of the Club.

Section 2. The chairperson and members of each committee shall be appointed by the President with Board approval.

Section 1. Twenty percent of the members of the Club shall constitute a quorum at a general membership meeting. Exception to this quorum applies to Club dissolution; upon dissolution or merger, the provisions of Article IX override this article.

Section 2. A majority of the members of the Board of Directors shall constitute a quorum at a Board meeting.

Section 3. All questions before the Board of Directors or the membership except those provided for under Article II Section 3, Article IX Section 1, Articles X Section 2, and Article XI Section 2 shall be decided by a majority vote of the members present provided there is a quorum present. There shall be no voting by proxy.

Section 1. All vacant offices of the Club shall be filled by an election at the first membership meeting following the announcement of such vacancy. Nominations for such vacant offices shall be made from the floor at the election meeting.

Section 1. Officers and committees shall present annual budgets to the Board of Directors. The Board of Directors shall present to the membership at the membership meeting in October an annual projected budget for approval.

Section 2. Committee chairpersons or persons submitting budgets are authorized to spend up to amounts stated for line items in approved budgets unless restricted by the Board of Directors. Non-budgeted expenditures or allocations up to $50.00 may be authorized by the President. Emergency expenditures over $50.00 are subject to subsequent approval by the Board of Directors.

Section 3. The treasurer shall give financial status reports at any membership or Board meeting as requested. The outgoing treasurer shall prepare a comparative balance sheet of the just completed fiscal year vs the previous year. A copy of this balance sheet shall be mailed to the membership one week prior to the October meeting. The outgoing treasurer shall present this balance sheet at the October meeting.

Section 4. The Board of Directors may inspect the treasurer's books at any time. An audit of the Club*s books shall be made when requested by a membership vote.

Section 5. The fiscal year shall be from July 1 to June 30.

Section 1. The Club may be dissolved or merged with another club upon a 2/3 affirmative vote of the total membership. Notice of the vote on the proposed dissolution or merger shall be given at least one week and not more than three weeks prior to the meeting. Balloting may be by mail or in person for merger or dissolution.

Section 2. Upon dissolution or merger, it is the intent of the Club that the assets of the Club shall be disbursed in the following order:

1. payment of taxes,

2. payment of secured loans,

3. payment of unsecured loans,

4. payment of general creditors,

5. payment of lodge membership fee,

6. distribution of the remaining assets to nonprofit organizations of the memberships' choice; and that such distribution shall be in accordance with all state and Federal statutes.

Section 1. An amendment to the Constitution may be proposed by any member at any membership meeting. Such amendment shall be in writing and shall be read by the presiding officer to those present at the meeting. The Board of Directors shall consider the amendment, publish, and distribute it to the membership with their recommendation and the notice of the time and place where the vote will be taken. Such information shall be disseminated at least one week prior to the next membership meeting, at which meeting a vote on the amendment shall be taken.

Section 2. An amendment to the Constitution may be adopted by a 2/3 affirmative vote of the members present at a membership meeting for which notice of the proposed vote on the amendment has been given as provided for above, provided that the affirmative vote shall be at least 1/3 of the total membership.

Section 1. When so directed by a majority vote of the members present at a membership meeting, the President shall appoint a constitutional committee. The constitutional committee shall prepare a new constitution and present it in writing within a reasonable time at a membership meeting where it shall be read. The Board of Directors shall consider said new constitution, publish, and distribute it to the membership along with their recommendation and notice of the time and place where the vote will be taken. Such information shall be disseminated at least one week prior to the next membership meeting, at which meeting a vote on the new constitution shall be taken.

Section 2. A new constitution may be adopted by a 2/3 affirmative vote of the members present at a membership meeting for which notice of the proposed vote on the new Constitution has been given as provided for above, provided that the affirmative vote shall be at least 1/3 of the total membership.

(*) Checks are not to be mailed to the PO Box. Please contact Membership Records for the address for checks.