Wolfeboro Corinthian Yacht Club
Nancy's Way | P.O. Box 605 | Wolfeboro, New Hampshire 03894
Heart Of The
Memberships and moorings are available for the 2013 season.
1.0 Applicability: The General Rules are applicable to the Wolfeboro Corinthian Yacht Club, Inc. ("WCYC") and the Members of the WCYC.
2.1 MEMBERSHIP: A membership is a single share of stock, which equals one vote.
2.2 MEMBER: A member is any individual belonging to a membership.
2.3 GUEST: A guest is an invitee of a member.
2.4 SIGNING: Any member may sign for goods or services.
2.5 CLUB: The Club is defined as the sum of its memberships.
2.6 GROUP: Group memberships are limited to small groups of individuals who share joint ownership.
2.7 BOAT SPACE: Dock, Mooring, or Dry Sail Space.
2.8 SERVICES: Those services provided to members and non-members, including, but not limited to boat repair and maintenance, boat cleaning and polishing, boat storage, launch service, dockage and mooring, dumpster use, etc.
2.9 CLUB MANAGER: A person or organization contracted by the WCYC to manage the day-to-day operations of the club’s facilities.
2.10 CLUB EMPLOYEE: A person hired by the WCYC or by the organization contracted to manage the facilities. If the person is hired by the organization contracted to manage the facilities, the Club shall have no responsibility to or for the person.
3.0 Club Membership and Membership Responsibilities:
3.1 Club membership is offered to individuals, families (including spouses, children, siblings, and parents) or groups who satisfy membership requirements. A single stock certificate will be issued for each membership. A membership must designate a person to cast a single ballot when the membership is asked for a vote. Any questions regarding eligibility for membership shall be resolved by the Board of Governors.
3.2 It is the intention of the Board of Governors ("BOG") to offer the use of the Club facilities with as few restrictions as possible.
3.3 Members using the facilities most show their membership card at the request of a Club Employee or officer. All members shall obtain membership cards by application to the Club office.
3.4 The abuse of guest privileges in order to obtain the use of club facilities by a nonmember may result in suspension of membership privileges as determined by the Board of Governors.
3.5 Members are responsible for club property, and membership accounts will be charged when members or their guests are involved in loss or damage, even when the damage is accidental.
3.6 No person may take Club property from the grounds of the Club.
4.0 Credit, Sales and Signing Privileges:
4.1 Gas, oil and Ships Store items will be sold to the public. Items sold to the public will be on cash terms or by acceptable credit card.
4.2 Non-member lines-of-credit will not be extended (reference section 4.1). Exceptions to this are creditworthy commercial customers.
4.2.1 The Club Manager may selectively extend credit to existing non-member storage and maintenance customers in order to retain their business.
4.2.2 Any delinquency in the account of a non-member will cause an immediate suspension of credit (See paragraph 4.4 below).
4.3 A member may invite houseguests to enjoy the facilities of the Club. Members who wish their house guests to have "signing privileges" (at member rates) must make necessary arrangements at the Club office. Members are responsible for their guests and for all indebtedness incurred by their guests. Guests shall obtain guest cards at the Club Office and must show these cards at the request of any employee or club officer. Houseguests will be charged the same rates for services as the rates charged to the Host Member.
4.3.1 Any person who rents or occupies a member’s property may be admitted to the privileges of the Club, including launching and hauling services, for a two-week period upon the application of the member and the issuance of a visitor's card. Such privilege will be extended to the same person only once during a six month period.
4.4 Before the tenth of each month, the Treasurer shall send notices to each membership of the amount of indebtedness to the Club. If the amount is not paid by the first day of the following month, billing for the succeeding month will include a finance charge on the previous balance, such charge to be fixed by the Board of Governors.
4.4.1 If, by the tenth day of the second month the amount remains unpaid, a notice of arrears shall be sent to that membership (Letter #1, attached), and the Treasurer shall post the name of the delinquent membership on the Club bulletin board. If by the tenth day of the third month the amount remains unpaid, the credit of that membership share will be suspended, the membership shall be deprived of the privileges of membership, and the Treasurer shall send that membership a notice of suspension.
4.4.2 The Treasurer may take such action as is deemed necessary to collect the delinquent account and the Board of Governors may, at their discretion, terminate the membership of the delinquent. (Letter #2, attached).
4.4.3 In a case where financial hardship is believed to exist, the Treasurer may exercise discretion in the collection proceedings.
4.4.4 A membership share whose credit has been suspended shall be allowed no purchases of supplies or services, for cash or credit, no guest privileges, no boat removal from storage, no boat launching, and no position on any mooring or dock space rental, or waiting list until the entire amount of his indebtedness is paid, unless this loss of privilege is waived by the Board of Governors.
5.0 Docks and Moorings:
5.1 General: Every membership is eligible for assignment of one Boat Space.
5.1.1 If a Boat Space is available after all members have been accommodated, a member may have another Boat Space.
5.1.2 The Board of Governors may set aside Boat Spaces for visiting members and guests.
5.1.3 Members will be notified by mail or telephone at least two weeks in advance if it becomes necessary to move their boats because of a scheduled Club event. The Club will be responsible for properly securing the boats moved by the Club and liable for any damage incurred as a result of these moves to accommodate these special events.
5.2 Assignment of Boat Space:
5.2.1 The Board of Governors will exercise utmost care and consideration before reassigning a membership to a new Boat Space. Factors such as length of time the membership has occupied the space, no change of boat or change to a boat with the same dimensions are examples of conditions that will be most favorable for the continued assignment of a specific space to a membership.
126.96.36.199 Assignment to a specific Boat Space does not create a right to continue to occupy that space. Assignment of Boat Spaces will be made by the BOG designee based upon the most effective use of available space to accommodate the maximum numbers of members, using the Boat Space Waiting Lists as a guide.
188.8.131.52.1 The BOG designee will implement the Boat Space assignments.
184.108.40.206.2 Assignments will not be based on fee bids by the membership.
5.2.2 The Club cannot guarantee availability of a dock space to a membership acquiring a boat with greater length or beam than the presently assigned a dock space will accommodate.
220.127.116.11 The BOG designee will determine dock space length and beam and mooring capacities.
5.2.3 If a membership is assigned a Boat Space elects temporally not to use the Boat Space , the membership make take a one-year leave of absence. The BOG designee may reassign the space temporally to another membership for the leave of absence period in accordance with paragraph 5.3.6. At the end of the one-year of absence, the original membership must either use the Boat Space or lose it. This option may be exercised once .
5.2.4 Loaning a Boat Space: A membership assigned a Boat Space may loan their Boat Space to another membership for a maximum of 14 days in any one boating season.
5.2.5 A membership assigned a Boat Space may not sell, lease, rent or otherwise make available an assigned Boat Space to another membership or a nonmember.
5.2.6 The membership may continue to use a Boat Space as long as the membership remain a member of WCYC and follows the existing WCYC’s rules.
5.2.7 Dry sail positions are available to members and non-members (individuals who are not presently a WCYC member and who may become a member in the future.)
18.104.22.168 Non-members may be assigned, if available, a dry sail position for one season only. To continue to use a dry sail position thereafter, the non-member must become a member of WCYC.
22.214.171.124 Dry sailors, both members and non-members, must comply with all WCYC’s and Club Manager’s (presently Irwin Marine) dry sail rules.
5.2.8 Members in good standing are authorized to self-launch using the club ramp. Overnight trailer parking is strictly prohibited without prior management approval. Unregistered vehicles are not permitted. Dry Sail members have priority of the ramp. Members are encouraged to utilize Dry Sail services provided by the club.
5.3 Transfer of Boat Space:
5.3.1 Boat Space at the Club is not transferable with the sale of a membership share. Exception: Memberships that were purchased by holders of real property on Lake Winnesaukee Islands for the purpose of guaranteed access to their property may transfer their right to a Boat Space provided that:
126.96.36.199 The membership must be sold through the Club to the new buyer of the Island Property at the current share price.
188.8.131.52 The new owner’s boat must not be larger than the seller’s boat (if the Boat Space is a dock) and must not require a different type of Boat Space. In any event, the transfer of a Boat Space under this rule does not necessarily entitle the new owner to occupy the same Boat Space previously occupied by the seller.
184.108.40.206 If the new owner of the property is a current Club member and has already been assigned a Boat Space, the new owner is not entitled to an additional Boat Space and the exception to the general rule will therefore not apply in such a case .
220.127.116.11 If the selling member retains Club membership, the selling member must relinquish their assigned Boat Space so that the transaction does not alter the total number of assigned Boat Spaces. Any such selling member who relinquishes an assigned Boat Space may have their name entered on the Boat Space Waiting Lists as otherwise provided in these rules.
5.3.2 Membership shares that are inherited or gifted under the WCYC By-Laws are not transferred through the club and likewise are not considered a transfer or a sale of membership for purposes of dock space or mooring assignment. The membership is considered a continuing membership. All assignment rules apply to the membership Boat Space allocation.
1-100 PURPOSE. The mission of the Wolfeboro Corinthian Yacht Club is to provide to Club members the highest level of both marine and member services and social amenities at the lowest possible cost, through an uncompromising commitment to safety, quality, service, competitive pricing, and optimum utilization of its existing property resources; thereby:
· Serving non-club members, both private and commercial, as their marine service provider of choice.
ARTICLE 2 - YACHT CLUB MEMBERS; MEETINGS
2-100 SHAREHOLDING MEMBERS AND VOTING RIGHTS. Each shareholding member shall be issued a share of Club Stock. The holder of each share of stock shall be entitled to one vote at the meeting of the Club. Only shareholding members shall be entitled to vote, and shall be sole owners of the assets of the Club. Members may vote by absentee ballot or in person for the election of Governors, and by absentee ballot or facsimile for all other matters except Bylaw changes pursuant to Article 9, which require the voting member to be present.
2-101 NUMBER OF MEMBERS. The number of shareholding memberships is limited to 150. Other, non-voting classes of membership may be established by the Board of Governors with the approval of a majority of the shareholding members, but shall have no ownership interest in the Club assets.
2-200 TRANSFER OF MEMBERSHIP. Each share issued by the club shall be fully transferable provided the holder of the share has fully met all financial obligations to the Club including the payment of dues, assessments and charges for goods and services at the time of transfer. No transfer of a share of stock shall be entitled to any rights and privileges of the Club memberships until all such obligations have been fully met, but may rely without need for further inquiry upon representations of the Club Treasurer made as provided in Sec. 5-404 below. Prior to any transfer, each share must first be offered to the Club for repurchase for an amount of money equal to the initiation fee plus any Special Assessments paid by the shareholding member, less any remaining obligations to the Club at the time of transfer including payment of dues, assessments, charges for goods and services, and accrued interest. If the share is acquired by the Club it must then offer it first to the proposed transferee at a sum of money equal to the then current initiation fee. Memberships are not transferable for profit. A share which transfers by inheritance or by gift of whole or part interest to spouse, child or children, sibling or siblings, child or children of siblings is not subject to the Club's right of first refusal to repurchase. Transfers may be made to family trusts but trusts may not be used to expand the aforesaid exceptions. Prior to transferring share ownership on the books of the Club, the Board of Governors may request any documentation necessary to determine whether the right of first refusal applies to the transfer. The liability of the shareholding member shall continue until the transfers have been approved and all such transferees shall be deemed liable for past due assessments.
2-201 DOCK AND MOORING RIGHTS. Any rights to a mooring or dock space that have been assigned by the Club to a member may be transferred with the transfer of that member's whole share if the share is transferred by inheritance or by gift as defined in Article 2-200.
2-300 ANNUAL MEETING. Commencing in 1982, the annual meeting of the Association will take place on the third Saturday in July of each year at 3:00 PM. at the Club premises, or at such other reasonable place of time or date as may be designated by written notice of the President or a majority of the Board of Governors.
2-400 SPECIAL MEETINGS. Special Meetings of the members may be called at any time for the purposes of considering matters which, under New Hampshire law or these Bylaws require the approval of the voting membership or for any other reasonable purpose. Said meeting shall be called by the President, by a majority of the Board of Governors or upon written petition of not less than twenty percent of the voting members, provided that in all cases at least seven (7) days prior written notice of said meeting shall be given to the members.
2-500 QUORUM. At any meeting of the club, the presence in person at the beginning of such meeting of members holding at least one-fourth of the total voting power, shall constitute a quorum, but less than a quorum may transact business if members holding fifty percent of the voting power not present subsequently assent to the decisions made at said meeting by signing a copy of the Minutes thereof to be filed with the records of the Club. When a quorum is present, unless otherwise provided in the Bylaws or by law, a majority of the members' total voting power present in person or by proxy shall decide any business brought before the meeting.
ARTICLE 3 - BOARD OF GOVERNORS
3-100 GOVERNORS. The affairs of the Club will be managed by a Board of Governors who shall fulfill the functions of a board of directors, and specifically those functions set forth in Articles 3 and 4 hereunder. The Board of Governors shall consist of not less than seven (7) nor more than nine (9) persons as shall be determined by the Board of Governors from time to time.
3-200 VACANCIES. Vacancies in the Board of Governors may be filled until the date of the next Annual Meeting by the remaining Governors.
3-300 TERMS OF OFFICE. The Governors shall be elected for staggered three year terms, with no more than three Governors' terms expiring in any one year. A Governor may not be elected to a third consecutive three year term.
3-301 REMOVAL. Any Governor may be removed for cause by the affirmative vote of three-fourths of the Governors present at any meeting of the Board provided that written notice of intent to seek removal shall have been sent by certified mail to the last recorded address of the Governor at least fifteen (15) days before the meeting at which such vote is taken. This notice shall include the time and place of the meeting and a summary of the reasons advanced for removal. The Governor shall be given the opportunity to be heard in response to a motion for removal before vote thereon and may participate in such vote. If a Governor is removed the vacancy thus created shall be filled as provided in Section 3-200.
Meetings are defined as either physical meetings and/or electronic meetings using audio and/or video conference calls. Regular meetings of the Board may be held at such time and place as shall be determined from time to time by a majority of the Board. Special meetings of the Board of Governors may be called by the President or by a majority of the members of the Board of Governors by giving three (3) days personal notice to all of the members of the Board at the time and place of said meeting and the purpose of the meeting. A quorum, based on physical and electronic presence, shall be considered to more than one-half of the members of the Board. Minutes of the BOG meeting will state which members were in attendance either physically or electronically.
3-402 MINUTES OF MEETINGS. The Board shall cause written minutes to be prepared of each meeting which shall include a record of all decisions made and votes on all motions. Minutes shall be made available to a member upon request.
3-500 PRESIDING OFFICER. The presiding officer of the Board of Governors' meetings shall be the President of the Club. In the absence of a presiding officer, the Governors present shall designate one of their number to preside.
3-600 COMMITTEES. There shall be six (6) standing committees, each chaired by a member of the Board of Governors. The committees are:
Club Operations Buildings and Grounds
ARTICLE 4 - POWERS AND DUTIES OF THE BOARD OF GOVERNORS
4-100 POWER AND DUTIES OF THE BOARD OF GOVERNORS. The Board of Governors shall have the power and duties specifically conferred upon it by law, the Articles of Agreement, and these Bylaws and all other powers and duties necessary for the administration of the affairs of the Club, except as otherwise provided by law, the Articles of Agreement or these Bylaws, including, without limiting the generality of the foregoing, the power and duty to fulfill the following functions for the benefit of the Club:
4-101 To make and collect assessments against members to defray the costs of the Club.
4-102 To use the proceeds of assessments in the exercise of its powers and duties.
4-103 To provide for the acquisition, construction, management, maintenance and care of Club property, whether real or personal.
4-104 To provide for the reconstruction of improvements after casualty and for the future improvement of the property.
4-105 To enforce by legal means the provision of the Instruments, the Articles of Agreement, these Bylaws and such Club regulations as may be enacted for the use of the property of the Club.
4-106 To contract for management of the Club and to delegate to such contractor such powers and duties of the Board except such as are specifically required to have the approval of the Board of Governors or the membership of the Club.
4-107 Pay taxes and assessments, which are liens against any part of the Club property, and to assess the same against the members.
4-108 Carry insurance for the protection of the Club and its employees, officers and property against casualties and liabilities, including but not limited to fire insurance with extended coverage endorsements, public liability insurance policy or policies, and worker's compensation insurance as required by law or as the Board may determine.
4-109 To pay the cost of all power, water, sewer and other utility services rendered to the Club.
4-110 To employ personnel for reasonable compensation to perform the services required for the proper administration of the purposes of the Club such as, but not limited to, any legal and accounting services necessary or proper for the operation of the Club or the enforcement of the provisions of these Bylaws and Club Regulations and the furtherance of Club activities.
4-111 To provide for such painting, maintenance, repair and landscaping of the Club property and facilities and such furnishings, tools, equipment, appliances and other personal property for the Club as the Board shall determine is necessary or proper.
4-112 To sell Club property, real or personal, when in the opinion of the Board, said sale would be in the best interests of the Club. Any sale of property having an appraised value or selling price in excess of Ten Thousand Dollars ($10,000) must be approved by a majority of the shareholding members' total voting power.
4-200 FINANCIAL LIMITATION. The Board's power shall be limited in that it shall have no authority to acquire and pay for out of Common Expenses, capital additions and improvements or structural alterations having a cost in excess of Ten Thousand Dollars ($10,000) unless such additions, improvements or alterations have been approved by a majority of the shareholding members' total voting power. Nothing herein shall be construed as limiting the Board's power to perform its maintenance functions as set forth in 4-103 and 4-104 above.
4-300 RIGHT TO CONTRACT. The Board shall have the exclusive right to contract for all such items referred to in this Article.
ARTICLE 5 - OFFICERS OF THE CLUB
5-100 EXECUTIVE OFFICERS. The Executive Officers of the Club shall be a President, who shall be a Governor, a Vice President, a Secretary and a Treasurer, all of whom shall be selected annually by the Board of Governors and who may be removed by a majority vote of the Governors at any meeting. The Board of Governors shall, from time to time, elect such officers and committees and designate their powers and duties as the Board determines necessary to manage the affairs of the Club.
5-200 THE PRESIDENT. The President shall be the chief executive officer of the Club; the President shall preside at all meetings of the members and of the Board of Governors. The President shall have all of the powers and duties which are usually vested in the office of president of a voluntary association, including but not limited to the power of appointing committees from among the members from time to time as the President may, in the President’s discretion, determine appropriate to assist in the conduct of the affairs of the Club, and the power to sign all written contracts of the Club.
5-201 THE VICE PRESIDENT. The Vice President shall serve as chief executive officer in the absence of the President.
5-202 THE SECRETARY. The Secretary shall keep the Minutes of the proceedings of the Board of Governors and of the shareholding members. The Secretary shall attend to the giving and serving of all notices required by law. The Secretary shall have custody of the seal of the Club, if any, and shall affix the same to instruments requiring a seal when duly signed. The Secretary shall keep the records of the Club, except those of the Treasurer and shall perform all other duties incident to the office of Secretary of a voluntary association and as may be required by the Governors or the President.
5-400 THE TREASURER.
5-401 CUSTODY OF FUNDS. The Treasurer shall oversee the safekeeping of Club funds and securities and shall cause full and accurate accounts of receipts and disbursements to be kept in books belonging to the Club, and shall cause all monies and other valuable effects to be deposited in the name and to the credit of the Club.
5-402 DISBURSEMENTS OF FUNDS. The Treasurer shall oversee the disbursement of the funds of the Club as may be ordered by the Board in accordance with these Bylaws, making proper vouchers for such disbursements, and shall render to the President and the Board of Governors at the regular meeting of the Board of Governors, or whenever they may require it, an account of all the Treasurer’s transactions and of the financial condition of the Club.
5-403 COLLECTION OF ASSESSMENTS. The Treasurer shall cause the assessments to be collected and shall promptly report the status of collections and of all delinquencies to the Board of Governors.
5-404 REPORTS OF TRANSFEREES. The Treasurer shall also give status reports to potential transferees, on which reports the transferees may rely.
5-500 COMPENSATION. The compensation of all officers, employees and contractors of the Club shall be fixed by the Governors. This provision shall not preclude the Board of Governors from employing a Governor as an employee of the club, nor preclude the contracting with a Governor for the management of the Club.
ARTICLE 6 - FINANCIAL AFFAIRS
6-100 DEPOSITORY. The funds of the Club shall be deposited in a bank or banks that are FDIC insured. Such deposits shall be designated by the Board of Governors in an account or accounts of the Club under resolution approved by the Board of Governors. The total of deposits in any FDIC insured bank shall not exceed the limits of FDIC insurance for that bank.
6-200 ADOPTION OF AND CONTENTS OF BUDGET. The Board of Governors shall adopt a budget for each fiscal year which contains estimates of the cost of performing the functions of the Club, and the income of the Club, including but not limited to the following items:
(1) maintenance and operation of docks, landscaping, streets, buildings and equipment;
(7) casualty insurance;
6-400 CONFLICTS OF INTEREST. The Governors and Officers of the Club may be interested directly or indirectly in any contract relating to or incidental to the operations conducted by the Club and may freely make contracts, enter transactions or otherwise act for or on behalf of the Club so long as any and all transactions shall be bonafide arms length transactions.
7-100 NOTICES. Whenever notices are required to be sent hereunder, the same shall be sent:
7-101 TO SHAREHOLDING MEMBERS. To the shareholding members at the addresses such members may have designated to the Board of Governors.
7-102 TO CLUB. To the Wolfeboro Corinthian Yacht Club, by certified mail, return receipt requested, at P.O. Box 605, Wolfeboro, New Hampshire 03894.
7-200 DEEMED SENT WHEN MAILED. All notices shall be deemed and considered sent when mailed.
7-300 CHANGE OF PLACE NOTICE. Any shareholding member may reserve the right to change the place of notice to him or it by written notice in accordance with the terms and provisions of the Article by notification to the Secretary.
ARTICLE 8 - SEVERABILITY; INTERPRETATION
8-100 SEVERABILITY. The invalidity of any part of these Bylaws shall not impair or affect in any manner the validity, enforceability or effect of the balance hereof.
8-200 INTERPRETATION. The provisions of these Bylaws shall be liberally construed to effectuate its purpose of creating a uniform plan for the development and operation of the Wolfeboro Corinthian Yacht Club consistent with the law of the State of New Hampshire.
ARTICLE 9 - AMENDMENTS