BYLAWS
of the
Founded 1989
Bylaws restated 1998
ARTICLE I
NAME AND PURPOSE
Section 1. Name and
Structure: The name of this
organization, a non-profit corporation of the State of
Section 2. Purpose
and Objectives: (A) The purpose and objectives of this association
are to advance the cause of conservation and to promote the sound management of
the fish, water, and surrounding resources. We as a group also believe in the
activities of all other groups within the Michigan United Conservation Clubs,
including activities of, but not limited to, Fishing, Hunting, Trapping. We
also believe in the sound management of all natural resources and natural
environment within the State of
(B) The organization
shall be operated on a non-profit basis for charitable, scientific and
educational purposes within the meaning of Section 501(c)(3) of the Internal
Revenue Code of 1986, as amended, or the corresponding provisions of any
further federal tax laws. In furtherance of these purposes and subject to the
limitations expressed in these Bylaws, the corporation may engage in any lawful
activity including the receipt and administration of funds for these purposes.
(C) The
ARTICLE II
MEMBERS
Section 1.
Qualifications: Membership
shall be open to all who subscribe to the purposes and objectives of the
Corporation. Upon making application for membership, any person seventeen (17)
years of age or older shall become a Regular member. Members less than
seventeen (17) years of age shall become Junior members and shall have no
voting rights. Members of sixty (60) years of age and older will be know as
Senior members and will have all voting rights bestowed upon Regular members.
Association members shall be issued individual cards to recognize membership.
Section 2.
Responsibilities and Duties: Regular, Junior and Senior members shall
actively pursue the purposes of the organization. Regular and Senior members
are entitled to vote in the election of Officers and Directors, and on all
matters submitted to a vote of the membership.
Section. 3. Bylaws.
When properly approved by the membership, every Club member shall receive a
copy of these Bylaws.
Section. 4.
Membership Dues. The amount of
annual membership dues shall be set forth by affirmative vote of the membership
if recommenced for vote by the Board of Directors. Annual membership dues are for the
Association year and due on or before June 30. Failure to renew annual
membership dues by Sept 30 will constitute termination of membership from the
association.
ARTICLES III
OFFICES
Section 1.
Offices: The principal office and Registered Agent for
the corporation shall be maintained in the City of
ARTICLE IV
OFFICERS
Section 1.
Officers: Executive officers of this Association shall
consist of a President, Vice President, Recording Secretary and Treasurer/Membership
Secretary. All offices shall be elected
to one year terms by the Membership.
Section 2. Duties
of the President: The president shall be the chief executive officer of the
Association and shall also serve as chairman of the Board of Directors. He/she shall preside over all meetings of the
Board of Directors and have supervision and direction of all Officers. The President shall call all Board of
Directors meetings. The President shall
have authority, subject to the control of the Board of Directors, over the
administration and management of the affairs of the C.U.P.S.F.A. and shall
represent the Club as it’s spokesperson.
The President shall see that orders and resolutions of the Board of
Directors are carried into effect and may perform other duties as necessary to
fulfill the responsibilities of the office.
Section 3. Duties
of the Vice President. The Vice
President shall perform all duties of the President in his/her absence.
Section 4. Duties
of the Recording Secretary. The Recording
Secretary shall take minutes of Membership and Board meetings and keep a record
of all votes, handle correspondence of the Association, coordinate input to the
publisher for the monthly newsletter and maintain all records of Association
activities. Except when necessary to facilitate Association business, the
Secretary, or any other officer, shall not divulge to any person the mailing
list, or any part thereof, of this Association.
Section 5. Duties of
the Treasurer/Membership Secretary. The treasurer shall receive, properly account
for, and deposit into the approved accounts, all Association income. He/She
shall be authorized to pay all bills and expenses necessary to the operation of
the C.U.P.S.F.A. upon approval by the Board.
A full account of finances will be given at each Membership meeting and
at Board meetings. An annual Report shall be given at the Annual meeting. The Treasurer will also be responsible for
keeping an up to date database of the membership. He/She shall receive and record all payments
of dues and issue Membership cards as needed.
He/She shall serve as the contact person between the association and the
Michigan United Conservation Clubs and keep dual membership records within the
club database.
Section 6. Election
of Officers. The officers of this
Association shall be chosen from candidates of the Nominations Committee. Any member in good standing shall be eligible
for any office. Nominations will be
accepted from the floor up to and including the meeting previous to the June
annual meeting. Any member may nominate any other member for any office
providing acceptance is assured. In a case of no nominations for any office,
the Board of Directors will fill the position from the Board providing
acceptance is assured.
Section 7. Attendance.
If any Officer misses three consecutive regularly scheduled meetings
without a good excuse being presented to the President within this time, he/she
shall be automatically suspended from office and the office declared vacant.
Section 8.
Vacancies. When a vacancy exists in
any office due to resignation, suspension, termination, or other reason, a
successor may be appointed by the Board of Directors for the duration of the
term.
Section 9.
Compensation. No compensation shall
be paid to Officers for their services but expenses may be reimbursed by the
vote of the Board of Directors for attending authorized business of the
C.U.P.S.F.A..
ARTICLE V
BOARD OF DIRECTORS
Section 1. Board of
Directors. The government of this Association shall be
vested in a Board of Directors consisting of 14 members. Ten of which shall be
chosen from the Membership at large. The
four remaining members will be the President, Vice President, Recording
Secretary and Treasurer. Four members from this Association will be elected
annually to the Board for a term of 3 Years.
At subsequent annual meetings, elections shall be held to fill the
vacancies occurring on the Board. In the
event of the resignation of a member of the Board, the remaining Board members
may appoint a member to serve the remaining unexpired term.
Section 2. Board
Responsibility. It shall be the duty
and responsibility of the Board of Directors to manage the business affairs of
C.U.P.S.F.A., to carry out decisions or resolutions by the membership, and to
report on actions recommended or taken by the Board at membership
meetings. The Board shall have the
power and authority consistent with Association objectives and these bylaws to
address issues, formulate policy resolutions and initiate action in behalf of
the Association.
Section 3. Regular
meetings. Board of Directors
meetings shall be called on a regular basis by the President. Board of
Directors meetings are open to attendance by any Association member.
Section 4. Special
Meetings. Special meetings of the
Board of Directors may be called at the request of the President, or by four
(4) Directors on three (3) day notice to each Director, either personally, by
mail, or by electronic communications.
Section 5. Quorum. It
shall be necessary to have a quorum of seven (7) members to conduct business at
any Board of Directors meeting. The act
of a majority of the Directors present at a meeting, at which a quorum is
present, shall be the act of the Board of Directors, except as otherwise
provided for by these Bylaws, or by the Articles of Incorporation.
Section 6. Special
Funding. The Board of Directors
shall be limited to a maximum of $500.00 for payment of any expense or for
authorizing any Association project or special event. Over this amount,
membership approval is necessary.
ARTICLE VI
MEETINGS OF MEMBERS
Section 1. Annual
Meeting. An annual meeting of Association members shall
be held each year in June for the purpose of electing Directors and Officers,
to review the annual financial report, and for conducting such other business
as may come before the meeting. The
date, time and place for the meeting will be determined by the Board of Directors
and Club members will be notified at least thirty (30)days prior to meeting.
The members attending the annual meeting shall constitute a quorum.
Section 2.
Membership Meetings. Membership
meetings will be held from time to time as approved by the Board resolution
and/or President. The date and time will
be noted to Club members in the Monthly Newsletters and by means of Radio
advertisements.
Section 3. Special
Meetings. Special meetings of the members may be called
by the Board of Directors or by the President.
Section 4. Conduct of
Meetings. A motion may be put on the floor by any
member, provided it pertains to the subject being discussed at the time. In order to pass, a motion must be supported
by another member and have a quorum of
the members present.
Section 5. Quorum. A quorum of at least ten (10) members must be
present at any meeting in order to conduct business. If a quorum is not present by one-half hour
after the scheduled starting time, the meeting can be postponed by presiding
officer.
ARTICLE
VII
RECORDS, FINANCIAL AND CONTRACTS
Section 1. Records. The Association shall keep correct and complete
books and records of account and shall also keep Minutes of the Board of
Directors and Membership meetings. All
books and records may be inspected by any member for any purpose at any
reasonable time.
Section 2.
Deposits. All income, including dues
collected, shall be deposited into the proper accounts. These accounts shall be
approved by the Board of Directors.
Section 3. Payment
of Bills. The Treasurer, or in his
absence the President or another person designated by the Board, shall be
authorized to pay, upon approval by the Board of Directors, all bills and
expenses for the Association. All bills
and expenses shall be paid by check. All
payments and expenses are to be accounted for.
Section 4. Fiscal
Year. The fiscal year of the Corporation shall end
on the last day of June of each year.
Section 5. Gifts. The Board of Directors or the President may
accept, on behalf of the C.U.P.S.F.A., any contribution, gift of bequest for
the general purposes or any special purpose of the C.U.P.S.F.A.. This Association shall not, under any
circumstances, contribute any Association funds or goods purchased with
Association funds to any organization, group, or individual except as
authorized by the Board of Directors or the Membership.
Section 6.
Contracts. The Board of Directors
may authorize any officer or agent of the Association to enter into any
contract, or execute and deliver any instrument in the name of, and in behalf
of, the C.U.P.S.F.A..
Section 7.
Affiliation. The Board shall have the authority to
affiliate the Association with any other organization having like interests,
aims or purposes.
ARTICLE VIII
AMENDMENT OF BYLAWS, ARTICLES OF INCORPORATION
Section 1.
Amendments. These Bylaws, Articles
of Incorporation, may be amended by a two-third (2/3) vote of the members
present at any annual meeting or regular membership meeting. Any amendment or
addition to the Bylaws or Articles of Incorporation of this Association must
first be referred to the Board of Directors for Study. If recommended by that body, it must be
brought to a vote of the membership. A
special meeting notice shall be send to all members. A copy of bylaw or Articles of Incorporation
changes will be given to every member attending. If approved, copy shall be
sent to every member.
ARTICLE IX
DISSOLUTION
Section 1. Vote for
Dissolution. The quorum for any membership meeting in which
a resolution to dissolve the Central Upper Peninsula Sport Fishing Association
is to be considered shall be 50% of the total paid membership. All members must first be notified by mail of
the proposal and at least sixty days notice must be provided for any meeting in
which dissolution may be considered. Adoption of such a resolution shall
require a 2/3s vote of paid members.
Section 2.
Dissolution. In the event of dissolution of the
Association, any assets remaining after satisfaction of all liabilities against
the Association, shall be distributed among organizations having similar
purpose and objectives, recognized under 501 (c)(3) of the Internal Revenue
Code, as directed by the Corporations Board of Directors upon the consent of
the Association membership.
ARTICLE X
PUBLIC STATEMENTS
Section 1. Publicity. News releases or any other public statements by
the Association on any subject or issues may only be made with written or
verbal consent of the Board of Directors.
ARTICLE XI
CORRESPONDENCE
Section 1.
Correspondence. Any communications for the purpose of
solicitation with reference to the Association name in any way may not be used
without consent of the Board of Directors.
ARTICLE XII
POLITICAL AGENDA
Section 1. Political
Agenda. The Association shall not participate in, or
intervene in, any political campaign on behalf of any candidate for public
office. (including the publishing and distribution of statements)