BY-LAWS

                           WEST GARDINER ROD AND GUN CLUB

                            WEST GARDINER, MAINE             (Draft Copy as of 040425)

ARTICLE I: NAME AND LOCATION   (ratified by membership vote 011625)

• NAME: WEST GARDINER ROD AND GUN CLUB 
• LOCATION: WEST GARDINER, MAINE
   

ARTICLE II; PURPOSE   (ratified by membership vote 011625)

• To promote interest in the shooting sports, archery, and fish/wildlife conservation so as to ensure future interest and skill in shooting, hunting and fishing
• To keep informed about game management and wildlife conservation practices in our area.
• To oppose action or practices against our best interests. 
• To provide facilities for younger generations to develop their interest in hunting and fishing, and to teach them safety both afield and on the water.
   

ARTICLE III: MEMBERSHIP & DUES

Section 1: Definition of Membership

A regular member is a voting member of the club. He/she has met the requirements and has followed the admission process specified below. Membership also includes spouses/partners.

Section 2: Requirements for Membership        

• Age: 18 yrs or older
• Legal Status: Convicted felons will not be considered for membership.  Any additional documentation required to establish an applicant’s status will be at the expense of the applicant. 
• Sponsorship: Each applicant must be sponsored by a member in good standing.  When sponsorship is not available the President (or VP in his/her absence) may approve applicant. 
• The application must have the approval of at least three directors. In the event there are only two directors present, the president may approve.
• In the case of multiple new members being voted on simultaneously, paper ballots are the preferred procedure.    This issue can be further refined in the club SOPs.
   

Immediately after being voted in, new applicants are considered to be probationary members  and are welcome to make comments and ask questions, but shall not vote on issues during their first business meeting.  Permanently accepted new members will be notified via phone or email and via issuance of a membership card with range usage info (gate combination code).  NOTE:  New members must attend a range orientation prior to use of the range.  

• Both partners in a family unit are considered to be “members”.   The spouse/partner is not regarded as a “guest” at the range or at meetings or events.  (See Section 3 on voting rights.)
   

Section 3: Voting Rights  (ratified by membership vote 011625)

• In any club business requiring a vote of any kind, though both member and spouse/partner are considered bona fide members, the family unit (as stated on the application) has only one vote, total, in all matters.    
• If a spouse/partner feels the need to vote individually, he or she must become a paid, separate member- complete with application submitted and membership dues assessment paid (in this case, the application fee is waived).  The spouse partner must attend the requisite range orientation.
• In the case of close or contentious voting, votes will be tallied by display of membership cards. 
• The President shall call for a roll call vote if requested by a member. 
• Any change in spouse/partner (except death) must be stated on the yearly renewal form.
   

Section 4: Dues    (ratified by membership vote 011625)

• Dues and application fees are reviewed yearly at the Annual Meeting.
• Dues are assessed annually by January 1st.  Amounts levied for dues and fees are in accordance with guidelines described in the club Standard Operating Procedures (SOP). 
• New member dues and fees are collected with the application and cover the time between admission to the club and the following January 1st.   Any new membership effective October 1 though December 31 shall be considered paid until January 1st after the next full year.
   

Any member who is delinquent for three years shall forfeit all club membership rights, shares, and all other privileges commencing thirty (30) days after final billing is sent.  Immediately following this period, the member may choose to re-apply via the full application process or pay the amount in arrears and be re-instated.  The window for this option is limited to the three years following the last paid year of membership.

Section 5: Disciplinary Actions and Procedures

A member can be expelled or suspended for neglect, serious misconduct, or dishonesty  

according to the process described herein.

Process: Any member in good standing can issue a complaint in writing to the

club president.

If the President agrees that the offense warrants action, he/she will call a

meeting of the Board of Directors and invite both the complainant and potentially

offending member.

The complaint will be reviewed by the Board of Directors with input from both

the complainant and potential offender.

The offending member will be expelled or suspended without recourse if three of the  

directors present at the hearing vote to take such action.

Guidelines: The following guidelines will be used to help determine if an offense  

is serious enough to warrant corrective action.

• Acting in a manner that is contrary to the club's stated goals and/or purposes
• Acting in a manner that is disruptive to a club meeting, function or activity 
• Theft 
• Vandalism 
• Destruction of club property 
• Acting in a reckless or unsafe manner while on club property 
• Negligence, as perceived by the Board of Directors or the EC, resulting in unsafe conditions- especially those actions that can reflect badly on the club.
   

ARTICLE IV: MEETINGS

Section 1: Schedule:   (ratified by membership vote 011625)

• The regular club “business” meetings will be held the first Thursday of each month.  This meeting will be conducted by a club officer or his/her appointee and will be governed by standard parliamentary procedures as defined in Roberts Rules of Order (see Appendix). 
• Additionally, a second meeting may be scheduled on the third Thursday of each month.  This meeting will be a “working meeting” and will not be subject to the same “parliamentary” rules to encourage more meeting participation.   This meeting may be known as the “round table meeting” or “work meeting” and may be granted limited decision-making capability by the EC.
   

The business meeting in December will be the “Annual Meeting”.  During the annual meeting, in addition to the normal business at hand, officers are elected and the Annual Treasurer’s Report is submitted.  Plans for the upcoming year may also be discussed.

• Special Meetings:   Special meetings may be called by the President as necessary. 
• Committee Meetings:   Committee meetings will be held as necessary at each committee’s discretion or by request of the EC. 
• Any change to the meeting schedule will be communicated to the general membership via email, Facebook and/or the club website, if possible.
   

Section 2: Participation:

•    Meetings may be attended by members, new member applicants and invited guests only. 
•    The Annual Meeting is open to members only.
   

ARTICLE V:    CHARTER MEMBERS    (ratified by membership vote 011625)

I.    A charter member (CM) is defined as follows:

• A member of the original group that initially incorporated the organization known as the  

             “West Gardiner Rod & Gun Club”, hereinafter called “the club”.

• A current, active member in good standing who has met the longevity requirements and has been approved to become a charter member by a vote of CMs present at a charter members meeting. 

II.   DUTIES

• The Charter Members shall elect a chairman and a co-chairman annually to coordinate CM responsibilities. 
• Charter members are responsible for ensuring that the physical and financial assets are being managed competently and in a manner consistent with the club’s stated goals and objectives.  These responsibilities include, but are not limited to: 

1. Approving major structural changes to the club (e.g. construction/renovation in excess of

$10,000.)

2. Approving any new major activity which may impact or influence the status quo.

III.    A club member in good standing, who has met his/her financial and participation  requirements for at least five consecutive years shall be eligible for consideration as a charter member.  A properly notified and scheduled CM meeting is required for acceptance of new charter members.  New charter members must be approved by a two-thirds (2/3) vote of CMs present.

IV.    Charter members who habitually fail to acknowledge or attend CM meetings after proper  notification of said meetings may be deemed to have lost interest in the club and may be removed by a two-thirds (2/3) vote of CMs present after the CM has been issued notification, in writing, when this removal will be acted upon.

V.  Any CM who forfeits his/her club membership, also forfeits his/her charter membership.   

VI.   Charter Member privileges and responsibilities shall not be amended or altered by

the  Board of Directors or by a club majority vote until an approval is granted by the

charter members (CM).  This approval shall require a two-thirds (2/3) vote of CMs  

present at a CM meeting.   

VII.  Selling or Disposing of club assets:

In the event of an asset disposal or club disbandment action, all asset transfer procedures

will adhere to the following approved protocol:

VIII.  All charter members (and any spouses/partners) shall have one share in the club

Corporation, which will be non-negotiable and non-transferable, as long as their

membership is current.  

All charter members and their spouses/partners hereby and going forward have their single “share”   converted to a “disposition vote” and will hereby forego recovering any past, personal funds donated to the club during any disposal or disbandment action. The share/vote may be used to designate his/her choice of another 501(c)3 non-profit organization to which club assets/proceeds will be awarded in the event that the club either disbands or desires to divest any property, real or tangible.  

At an officially and properly called charter member meeting,  a vote is required to transfer, donate or dispose of the corporate holdings or any partial asset(s) thereof.  Said vote will require a majority of two-thirds (2/3) of the charter members present at the meeting.  The aforementioned proceeds, assets, or holdings shall only be transferred to another federally sanctioned 501(c)3 organization.   

IX.  All Charter Members will be notified in writing at least fifteen days prior to meetings

requiring a Charter Member vote.

ARTICLE VI: BOARD OF DIRECTORS

The Board of Directors consists of five club members in good standing, (having been demonstrated by active meeting attendance for a minimum of two (2) years) and elected by membership vote.  

Active meeting participation is defined as attending at least one-half of the meetings annually.   

In the event that a prospective, qualified Board candidate is not available, the Board may elect to waive the membership and attendance longevity requirements, if necessary.   

• Directors will serve three year terms structured in a manner such that no more than two member’s terms will lapse in the same year.
• When a BOD member’s term expires, he/she can opt to run for another term.   Candidates will be voted on at the Annual Meeting, or at a special election in case of an unexpected vacancy.    
• Any member of the Board of Directors who misses two consecutive Board meetings without a legitimate excuse, as determined by the Board, may be permanently replaced by an elected alternate. 
• A Board member may not simultaneously serve in the role of a voting Executive Council member.
   

Section 1- Duties of Directors:

In general, the Board of Directors (BOD) exists to ensure the club’s assets are used with prudence and care and that decisions made are consistent with the club’s best interests.  Further, the Board is obligated to ensure that the club is always in compliance with it’s own by-laws and all other laws and regulations.   

There must be at least three Board members (a quorum) present for an official meeting.

Acceptance of any action requires a majority vote of the Board, unless otherwise dictated elsewhere in the by-laws.

The Board will -

• Meet at least annually and at such times as may be necessary.
   
• Write and/or amend by-laws for ratification.  See Article VIII.
   
• Advise and consent for club interests not previously referenced in the by-laws.  
   
• Hold meetings to recommend or approve actions for the club as well as to consider requests from the Executive Council (EC).
   
• Meet, at least annually, to review any SOP revisions or additions, and other times as may be necessary.
   
• Review and recommend any necessary disciplinary action.
   

ARTICLE VII : EXECUTIVE COUNCIL  (OFFICERS)

Section 1  Positions:

The Executive Council, which is comprised of the elected officers and Board of Directors, shall be the managing authority of the club.

Any major change to the facilities or operations of the club, not requiring Charter Member approval, must be approved by a two thirds majority of the executive council.  Any changes which could be considered contrary to the club’s stated purpose cannot be considered.

The elected officers are as follows: President, Vice President, Secretary, Treasurer, Membership Coordinator , Sergeant at Arms, Facilities Manager and five directors.

Section 2: Executive Council Officer Duties:

President:

Preside over and direct meetings, enforce rules, and perform duties prescribed, sign club documents and appoint committees.    

Provide, annually, a list of active committees listing their purpose, goals/objective(s) and chairperson.

Designates an alternate (backup) treasurer to be approved by membership vote.

Vice President:

Serves as president in his/her absence and assists him/her as necessary.

Serves as chair for the SOP committee.

Secretary:

Keep minutes of all meetings, send out annual newsletter, issue notice of special meetings.

In the absence of the Secretary, a Club Member appointed by the President will perform duties of the Secretary, as needed.

Treasurer

The Treasurer shall be custodian of the Clubs monetary assets, accept and deposit money, issue receipts, and make payments of money as directed by a majority vote of members at a club meeting.  In case of emergency, the President can authorize payments up to $750.  Payments in excess of $750 (including emergency payments) require a majority vote of the Executive Council and/or the club membership.  The Treasurer shall also have available at each meeting a financial report for the club as directed.

The Treasurer shall pay from available funds any expenditure approved by the Executive Council or a majority vote of members at a club meeting.

Routine operating expenditures, such as heat, power, insurance, taxes, etc.,as well as approved budget expenses do not require pre-approval.

Section 2A:  Other Officer Duties   

(Note- the following positions do not vote on EC issues.)

Membership Coordinator:

The Membership Coordinator will manage the membership applications and approval processes for new perspective members, and record keeping for all new and existing membership.

The Membership Coordinator is responsible for collecting the new member applications and presenting them to the rank and file for consideration.

Sergeant at Arms

The Sergeant at Arms will preserve order at the meetings and at the clubhouse and verify credentials.

Facilities Manager (FM):

The Facilities Manager is appointed by the Executive Council and is approved/voted on by the membership.     

The FM duties are as described in the SOP.

The facilities manager will receive a stipend set by the Executive Council and approved by the membership at a regular business meeting.

Section 3: Election of Officers:

• At the first meeting in November, the President will appoint a three-member committee to present candidates for election the following month.
   
• At the Annual Meeting in December, Officers/Directors will be elected by a closed ballot.
   
• Three members will be picked at the meeting to count the ballots and announce the results.
   
• Officers/Directors will be elected by a majority vote of members present.
   
• Any officer/director who misses four consecutive club meetings without a legitimate excuse will be notified that he/she may be removed by a majority vote of club members present at the next regularly scheduled meeting.
   

Section 4: Terms of Office:

Officers will hold office for one year beginning the first day of January of the year following the elections in December.  Directors are elected for three year terms.

ARTICLE VIII: BY-LAWS & AMENDMENTS:

• By-laws may be amended by two-thirds vote of the Board of Directors and submitted for ratification by a two-thirds vote of members present at the next Business Meeting. 
• A member who has a proposal for an amendment will submit it, in writing, to the Secretary or a Board Member, and state at which meeting he/she wishes to have it discussed. 
• Any amendment, which conflicts with our Clubs purpose, cannot be considered. 
• Proposed amendments will be voted on at a Board of Directors meeting as soon as practicable following the club meeting it was discussed at, and if approved by the Board of Directors, the amendment shall be added to the by-laws and ratified by a vote of two-thirds of the members present at the next Business Meeting.
   

ARTICLE IX: Exceptions/Omissions

Issues not covered by the above Articles will be governed by Robert’s Rules of Order and/or the club SOP.  In cases of conflict, the club bylaws will supersede.

Other activities and procedures are defined in the club “Standard Operating Procedures” (SOP manual).

GLOSSARY

BOD  . . . . . . . . . . .            Board of Directors

CM    . . . . . . . . . . .            Charter Member

EC     . . . . . . . . . . .            Executive Council

FM    . . . . . . . . . . .             Facilities Manager

Adopted January 1963                                                                   
Revised April 20, 2017   Original revision signed by Scott Farnum, Pres. on April 22, 2017                        

Revised    4/20/2018                                                                                    Ratified    5/03/2018                                                                                           Revised  10/17/2019                Ratified  11/07/2019

Revised    5/20/2021             Ratified    6/17/2021

Revised      7/9/2022    (charter member change for 501(c3) status)           Ratified     7/9/2022

Revised     03/03/25    (general update)                                               Ratified  (              )