HomeBY-LAWS OF SAND-FLY HUNTING CLUB, INC.

A FLORIDA CORPORATION NOT FOR PROFIT

 

BYLAW ONE, OFFICES:

 

SECTION ONE: The principal office of the corporation in the State of Florida shall be located in the City of Chiefland, County of Levy.

 

BYLAW TWO, MEMBERS

 

SECTION ONE: The corporation shall have one class of members.

 

SECTION TWO: An applicant shall be admitted to membership in the corporation only upon making application therefore and upon being approved by the Admission Committee which consists of the Board of Directors active at the time such application is made. Applications for membership shall be in such form as shall be prescribed by the Board of Directors. An affirmative vote of 2/3 of the members of the Board of Directors sitting as the Admission Committee shall be required for election.

 

SECTION THREE: Each member shall be entitled to one vote on each matter submitted to a vote of the members.

 

SECTION FOUR: The Board of Directors shall serve as the final determining body as to the expulsion or suspension of members. Provided, however, the club manager shall have the authority to temporarily suspend any member found in violation of any club rule or policy until such time as the Board of Directors acts on the matter as hereinafter set forth. If a complaint against any member is filed with any member of the Board of Directors the complaint shall be discussed by the Board of Directors at its next regularly scheduled meeting following receipt of the complaint. The Board of Directors shall then request an explanation from the accused member, and if the latter fails to explain, or, after a fair hearing, is unable to justify his conduct, the Board of Directors is empowered to inflict a fine or to pass a resolution suspending or expelling such member from the club. An affirmative vote of 2/3 of the Board of Directors shall be required for the suspension of a member and a 2/3 vote of the Board of Directors shall be required for the expulsion of a member.

 

SECTION FIVE: Any member may resign by filing a written resignation with the secretary, but such resignation shall not relieve the member so resigning of the obligation to pay any dues, assessments, or other charges theretofore accrued and unpaid.

 

 

SECTION SIX: Upon written request signed by a former member and filed with the secretary, the Board of Directors, by the affirmative vote of 2/3 of the members of the Board, may reinstate such former member to membership on such terms as the Board of Directors may deem appropriate.

 

SECTION SEVEN: Membership shall terminate on the death or resignation of a member, or on his expulsion by the Board of Directors. On such termination any right, title or interest of the member in or to the property or assets of this corporation shall cease.

 

BYLAW THREE, DUES:

 

SECTION ONE: The Board of Directors may determine from time to time the amount of initiation fee, if any, and annual dues payable to the corporation by the members.

 

SECTION TWO: Dues of current members shall be payable in advance on or before, the first day of July in each fiscal year. Dues of any new member are due and payable within ten days of notice to that new member that his application for membership has been accepted.

 

SECTION THREE: When any member shall be in default in the payment of dues his membership may thereupon be terminated by the Board of Directors in the manner provided for in Bylaw Two of these Bylaws.

 

BYLAW FOUR, MEETING OF MEMBERS:

 

SECTION ONE: An annual meeting of the members shall be held during the month of August in each year, beginning with the year 1982 for the purpose of electing directors and for the transaction of such other business as may come before the meeting. The exact day and time of said annual meeting shall be established by the Board of Directors at oane of its regularly scheduled meetings.

 

SECTION TWO: Special meetings of the members may be called by the Board of Directors or not less than 25% of the members having voting rights.

 

SECTION THREE: The Board of Directors may designate any place within Levy County, Florida as the place of meeting for any annual meeting or for any special meeting called by the Board of Directors.

 

SECTION FOUR: Written or printed notice stating the place, day and hour of any meeting of members shall be delivered either personally or by mail to each member entitled to vote at such meeting not less than ten days nor more than sixty days before the date of such meeting. In case of a special meeting or when required by statute or by these Bylaws, the purpose or purposes for which the meeting is called shall be stated in the notice. If mailed, the notice of a meeting shall be deemed to be delivered when deposited into the United States Mail addressed to the member at his address as it appears on the records of the corporation, with postage thereon prepaid.

 

SECTION FIVE: There shall be members entitled to vote sufficient to equal 50% of the total voting membership to constitute a quorum at any annual or special meeting of the members. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting from time to time without further notice.

 

BYLAW FIVE, BOARD OF DIRECTORS:

 

SECTION ONE: The affairs of this corporation shall be managed by its Board of Directors:

 

SECTION TWO: The number of directors shall be nine (9). Directors shall serve for a term of three years and the directors shall be designated by seats 1 through 9. At the first election by the members for Board of Directors seats 1, 2, and 3 shall serve for a one year term, seats 4, 5, and 6 shall serve for a two year term and seats 7, 8 and 9 shall serve for a three year term. Directors must be members of this corporation.

 

SECTION THREE: A regular annual meeting of the Board of Directors shall be held without other notice than this Bylaw, immediately after, and at the same place as, the annual meeting of the members. The Board of Directors may provide by resolution the time and place for holding of additional regular meetings of the Board without other notice than such resolution.

 

SECTION FOUR: Special meetings of the Board of Directors may be called by or at the request of the President or any two directors.

 

SECTION FIVE: A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board; but if less than a majority of the directors are present at a meeting, a majority of the directors present may adjourn the meeting from time to time without further notice.

 

SECTION SIX: 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, unless the act of a greater number is required by law or by these Bylaws.

 

SECTION SEVEN: Any vacancy occurring in the Board of Directors, and any directorship to be filled by reason of an increase in the number of directors, shall be filled by the Board of Directors. A Director elected to fill a vacancy shall be elected for the un-expired term of his predecessor in office.

SECTION EIGHT: A nominating committee shall be appointed by the Board of Directors, each Director submitting one name to compose the nominating committee, and said committee shall meet at least one month prior to the annual meeting of the members to nominate persons to fill the director seats up for election. Those persons selected by the nominating committee shall be placed on the ballot and shall be opposed only by any other member nominated from the floor at the annual meeting of the members.

 

BYLAW SIX, OFFICERS:

 

SECTION ONE: The officers of the corporation shall be a President, one or more Vice-Presidents, a Secretary, a Treasurer and such other officers as may be elected in accordance with the provision of this Bylaw. The Board of Directors may elect or appoint such other officers, including one or more assistant secretaries and one or more assistant treasurers, as it shall deem desirable, such officers to have the authority and to perform the duties prescribed, from time to time by the Board of Directors. Any two or more officers may be held by lthe same person, except the office of President.

 

SECTION TWO: The officers of the corporation shall be elected annually by the Board of Directors. If the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be.

 

SECTION THREE: Any officer elected or appointed by the Board of Directors may be removed by the Board of Directors whenever in its judgment the best interest of the corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the officer so removed.

 

SECTION FOUR: A vacancy in any office, because of death, resignation, removal, disqualification, or otherwise, may be filled by the Board of Directors for the un-expired portion of the term.

 

SECTION FIVE: The President shall be the principal executive officer of the corporation and shall in general supervise and control all of the business and affairs of the corporation. He shall preside at all meetings of the members and of the Board of Directors. He may sign, with the secretary or any other proper officer of the corporation authorized by the Board of directors, any deeds, mortgages, bonds, contracts, or other instruments that the Board of Directors have authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these Bylaws or by statute to some other officer or agent of the corporation; and in general he shall perform all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors from time to time.

 

 

 

SECTION SIX: In the absence of the President or in the event of his inability or refusal to act, the Vice-President or Vice-Presidents in the order of their election, shall perform the duties of the President, and when so acting, shall have all the powers of, and be subject to all the restrictions upon the President. Any Vice-President shall perform such other duties as from time to time may be assigned to him by the President or by the Board of Directors.

 

SECTION SEVEN: If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his duties in such sum and with such surety or sureties as the Board of Directors shall determine. He shall have charge and custody of and be responsible for all funds and securities of the corporation receive and give receipts for monies due and payable to the corporation from any source whatsoever; and deposit all such monies to the name of the corporation in such banks, trust companies, or other depositaries as shall be selected by the board of Directors; and in general, perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him by the president or by the Board of Directors.

 

SECTION EIGHT: The Secretary shall keep the minutes of the meetings of the members and of the Board of Directors in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; be custodian of the corporate records; keep a register of the post office address of each member which shall be furnished to the Secretary by such member; and, in general, perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him by the President or the Board of Directors.

 

BVLAW SEVEN, CERTIFICATES OF MEMBERSHIP:

 

SECTION ONE: The Board of Directors may provide for the issuance of certificates evidencing membership in the corporation, which certificates shall be in such form as may be determined by the Board. Such certificates shall be signed by the President or a Vice-President and by the Secretary and shall be sealed with the seal of the corporation. All certificates evidencing membership shall be consecutively numbered. The name and address of each member and the date of issuance of the certificate shall be entered on the records of the corporation. If any certificate becomes lost, mutilated, or destroyed, a new certificate may be issued therefor on such terms and conditions as the Board of Directors may be determined.

 

SECTION TWO: When a member has been elected to membership and has paid any initiation fee and dues that may be required, a certificate of membership shall be issued in his name and delivered to him by the Secretary, if the Board of Directors shall have provided for the issuance of certificates of membership under the provisions of Section One of this Bylaw.

 

BY LAW EIGHT, MISCELLANEOUS:

 

SECTION ONE: This corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, Board of Directors, and committees having any of the authority of the Board of Directors, and shall keep at the registered or principal office a record giving the names and addresses of the members entitled to vote. All books and records of the corporation may be inspected by any member, or his agent or attorney, for any proper purpose at any reasonable time.

 

BYLAW NINE, AMENDMENTS:

 

SECTION ONE: The By laws of this corporation may be amended, repealed, or added to, or new Bylaws may be adopted upon a majority vote of the Board of Directors.

ADOPTED at the regular meeting of the Board of