Beaches A1A Parrot Head Club – By-Laws

Article 1: CLUB

A. This club will officially be called the “Beaches A1A Parrot Head Club, Inc.”
B. The Fiscal year for the club shall begin on January 1 and end on December 31st.

Article II: MEMBERSHIP

A. Membership in the club shall be open to anyone meeting the following requirements:

The person shall pay dues according to the schedule specified in Article II, Section B.
The person shall not have any outstanding debts to the club.
The person must have an interest in Jimmy Buffett’s music, literature, and charities.
The person must have an interest in community service and environmental concerns.
The person must have a commitment toward the success of achieving the goals and objectives of the club.
The person must conduct himself/herself in a respectful, honest, legal and ethical manner when representing the club or attending sanctioned club functions or activities.
A person who meets these requirements will be considered a member in good standing.

B. Dues

Payment of dues will be made annually. For new members, membership will commence in the month of receipt of the payment of dues for the current membership year.
By a majority vote, the Executive Committee can waive, reduce or extend the deadline for payment of dues for any member. Requests for such provisions must be submitted in writing to any member of the Executive Committee within 30 days of the end of the membership (as described in Article II, Section B-1)
Any person who has not paid dues by the end of the following month of the membership year will be considered to have terminated his/her membership. Payment of the current year’s dues will re-start his/her membership, but will not reinstate that membership for continuity purposes.
Any person/persons wishing to terminate membership during the membership year will not be refunded any portion of his/her dues without a majority vote of the Executive Committee.
The Founding member Rick Mann will pay no membership dues

C. Founding year paid members will be considered Charter Members.

D. Code of Conduct

The intent of the Beaches A1A Parrot Head Club to provide social and charitable activities for the enjoyment of all our members, guest, and host and their personal property with respect. Members also agree to abide by all local, state, and federal laws (including but not limited to) governing misuse of personal privileges, personal property and controlled substances.
Members by virtue of their membership, agree to demonstrate personal responsibility for their and their guests’ words, actions, and deeds and not to exhibit behaviors that are harmful to themselves and other members, guest and hosts to their personal property. We seek to provide a pleasant atmosphere in which to share our common love of the music of Jimmy Buffett and to further the charitable ideals that we seek to uphold.
The Beaches A1A Parrot Head Club will not condone behavior contrary to our objectives nor that which we feel is harmful or injurious to others.

Article III: OFFICERS AND ADMINISTRATION

A. The club will be managed and operated by the Executive Committee, which is composed of the following individuals: President~ Vice President, Secretary, Treasurer, and Members at Large. The Executive Committee will herein be referred to as the “ExComm”.

B. For any scheduled or called meeting a quorum shall consist of more than fifty percent of the members of the ExComm in attendance or via email or phone. Proxy votes are not included in determining a quorum.

C. All elected and appointed members of the ExComm must be current members in good standing of the club.

D. The ExComm will meet at least quarterly, and the President can call additional meetings at his /her discretion (provided due notice is given to all ExComm members at least one hundred twenty hours in advance).

E. All members of the ExComm will be entitled to vote on all matters of administration unless otherwise specified in the By-Laws.

F. No members of the ExComm will be entitled to vote on any matter where those members would realize any direct monetary gain.

G. The ExComm member chairing the meeting will vote only in the event of a tie, and shall not hold proxies.

Article IV: PERIOD OF SERVICE

A. Term. Each officer’s term will consist of two years running from January 1 to December 31 and will be elected by a majority of the Membership vote present at the election membership meeting. The President and Treasurer will be elected to their two year terms during the elections in odd-numbered years. The Vice-President and Secretary will be elected to their two year terms during the elections in even-numbered years. The Members at Large (and Charter Member at Large) will be evenly split between these two election cycles.

B. Replacement of members of the ExComm

1. Recall of any member of the ExComm can be made by any club member in good standing upon presentation of a petition which describes the reason for recall. At least twenty-five members in good standing on the date on which the petition is presented to the President or the remaining ExComm members must sign the petition.

a. The recall of any elected officer may be affected for any of the Following reasons:

1. Mental or physical disability resulting in substantial inability to execute the duties of that office.

2. Malfeasance, misfeasance, nonfeasance of office, or does not hold up to the duties explained in Article V.

b. Upon presentation of such a petition, a special Election Chairperson shall be appointed to supervise the voting, count ballots and certify the results in writing. Such petition shall appear in the next newsletter or special mailing following the presentation of the petition.

c. Balloting rules of a Board Election shall apply.

d. In recall elections, a minimum of ten percent of the membership must vote in order to effect a recall. A simply majority of the ballots cast will determine rejection or approval.

e. The President shall inform the membership in writing of the results via the newsletter following the certification of the election.

C. Vacancies

If any member of the ExComm cannot fulfill his/her term of office, a replacement shall be appointed by the ExComm at their earliest convenience.
The vacancy will be filled by majority vote of the ExComm until such time of the next annual board election.
Any member of the ExComm who resigns their position before the end of their term are not eligible to hold another office in the club for a period of one years, unless they are resigning to run for a position which is on that year’s ballot. In that event, their original position will be placed on the ballot to be filled for the remainder of the term for that original position.

Article V: OFFICERS AND DUTIES

A. President shall:

Be the Chief Executive Officer, responsible for the business and affairs of the club.
Preside over all meetings of the Board of Directors and General membership.
Be responsible for making sure the adequate activities are planned and implemented for the general membership as well as required by PHlP
Is the designated contact as the PHlP Board Members.
Be responsible for all reports as required by PHlP, and the passing of information from the PHIP to the membership.
Be exclusively responsible for communications to the general membership and other clubs in PHlP.
Have authority to write checks in the absence of the Treasurer.
Have the power to call special meetings and email or phone votes of the Club or Board of Directors.
Interface with other clubs and pass along to the general Membership, information related to the events and other items of Interest.
Be official liaison between the club and all beer and liquor Manufacturers, their agents and distributors, unless otherwise designated.
Approve all information posted on the club website.
Assign and Update Maintenance of the club Web Page.
Maintain a current copy of the By-Laws.
The President shall appoint all committee Chairpersons

B. The Vice President shall:

Actively assist the President in the administrating the business of the Club.
Fulfill all duties as related to the President in the absence of the President.
Succeed to the office of President if the President is unable to serve out the term.
Oversee officers or committee chairperson as requested by the President.
Assist in collecting information on various charities and relay that information to the Board of Director.
The Vice President shall be responsible for all club properties as defined in Article XI, Section C and/or any other properties donated, presented or in any other way obtained due to club sponsored functions or activities. This includes keeping inventory of Club items.
The Vice President shall be responsible for all legal documents, reports, and filings with PHIP and the State of Florida. (Article V, Section A, Subsection 5.)
Upon leaving office, the Vice President shall pass on an accounting of All properties for the present year, documenting any anomalies, to the succeeding Vice President.

C. Secretary

The Secretary shall keep minutes of all the ExComm meetings.
The Secretary shall furnish copies of the minutes, in a timely manner To all ExComm members, appointed officers and to others designated by the ExComm or President.
The Secretary shall respond and correspond with other groups or individuals as requested by the ExComm or President.
Upon leaving office, the Secretary shall pass on all materials, books, notes and records, for the present and prior years, in good condition, to the succeeding Secretary.

D. Treasurer

The Treasurer shall assume the responsibility for the financial matters of the Club.
The Treasurer shall attend ExComm meetings and have the books of the Club ready for examination by any member of the ExComm upon request.
The Treasurer shall present the books annually for auditing by a member of the ExComm or any other entity appointed by the President and subject to approval by the majority vote of the ExComm.
The Treasurer shall prepare written monthly financial statements for presentation to the ExComm with subsequent publication in the newsletter.
Upon leaving office, the Treasurer shall pass on, for the present and prior years, all funds, records and books in good order to the Succeeding Treasurer prior to December 15th•

E. Members at Large

There shall be one Member at Large for every fifty or portions thereof members. The exact number of Members at Large for the next Membership year will be determined by the ExComm prior to the annual election process.
It is the responsibility of the ExComm Members at Large to attend the ExComm meetings and to present in good faith the issues and concerns of the general membership of the club.
A Member at Large will serve as an appointed committee chairperson as requested by the President’ with approval of the ExComm.
A Member at Large may accept a request by the ExComm or the President to serve as it’s special agent in specific matters.

F. Charter Member at Large

Must be a Charter Member as defined in Article II Section C.
Is to fulfill the same duties and requirements as Article: V, Section E. Members at Large.
If no Charter Member at Large deems to run for this Charter Member at Large position, it will remain unfilled or absorbed into the Member at Large position.

Article VI: APPOINTED OFFICERS

A. The President can appoint any committee chairpersons from the membership with approval of a majority vote of the ExComm to serve on committees which the board has created.

B. No appointed chairperson will have a vote in any ExComm decisions unless he/she is on the ExComm.

C. The tasks of the appointed chairperson and his/her committee will be defined by the ExComm.

D. Committee members serve at the discretion of the committee chairperson in charge of that committee.

E. The committee chairperson’s term of office will be determined by the ExComm.

F. The chairperson may select his/her own committee members except for the ExComm elections committee.

G. The appointed chairperson may be removed by a majority vote of the ExComm.

H. The appointed officers may include, but are not limited to the following chairpersons: Historian, Public Relations, Communications, Special Events. Civic/Environmental, Elections, Membership, Social Activities, Newsletter Editor, Travel Coordinator, Publications, Technology. Other chairpersons may be established and appointed by the President as the need arises.

Article VII: MEETINGS

A. General membership/social meetings will be held monthly at a time and place to be determined by the ExComm and normally communicated to the general membership through the newsletter/email.

B. Business/ExComm meetings will be held at least quarterly at a time and place determined by the ExComm and communicated to the general membership through the newsletter, e-mail, or special mailing. All meetings are open to all members of the Club, but only ExComm members can vote at the Business/ExComm meetings.

C. Business/ExComm meetings can be run in accordance with Robert’s Rules of Order. A Parliamentarian appointed by the President will enforce parliamentary procedure.

D. If a Business/ExComm meeting has not been called in twelve consecutive months, any member may call a special business meeting by sending a written notice (letter or e-mail) to each ExComm member, appointed officers, and the general membership.

E. A quorum of the ExComm is necessary at any Business/ExComm meeting.

F. Proxy.

1. Any member of the ExComm who cannot attend a scheduled business/ExComm meeting may provide a written proxy to another ExComm member in good standing to vote on his/her behalf.

2. No member of the ExComm will be allowed to vote in absentia through a proxy unless the proxy is in writing and is present at the Meeting.

Article VIII: BOARD NOMINATIONS, ELECTION, AND VOTING

A. Nomination

Only members in good standing will be allowed to participate in the board election process.
No later than October 1 of each year, one to three “Election Officers” will be selected by the current President and approved by the ExComm to serve as the election committee. Their responsibility is to take nominations conduct the election, count the votes and certify the election. The individuals on this committee may not be nominated for a position or running for re-election on the ExComm.
The election officers can be removed for failure to perform any of their duties in a timely and objective fashion by majority vote of the ExComm.
Any member of the club in good standing shall have the opportunity to run for only one ExComm position by being nominated by a current member to the Election Officers and submitting that nominee’s credentials in writing for evaluation and consideration to the current ExComm on or before October 31. The credentials shall contain any/all qualifications, skills and/or experiences relating to the nominated position on the ExComm. The credentials will be passed on to the Election Officers with recommendations from the ExComm at the November Board meeting. It will be at the discretion of the Election Officers to take those recommendations.
The ExComm as a whole or in part will not endorse any candidate for any office.
Board members who wish to continue on the board in his/her current capacity or in another position, must advise the Election Officers of their intent to run for re-election for the specific position by the November Board meeting. Failure to have the timely submission for re-election is considered as resignation from the ExComm in the upcoming membership year.
The Election Officers will communicate the slate of candidates to the membership through the November newsletter or special mailing.

B. Elections

ExComm Officer elections shall be held annually at the November Membership meeting.
If, at the time of elections, a position on the ExComm does not have a nomination, the newly elected ExComm may appoint, by majority vote, a member to fill that position.
The Election Officers will introduce the slate of candidates at the membership meeting in November and allow each candidate the opportunity to make a presentation on his/her behalf.
In case of a tie vote, a re-vote for that office will take place at the December membership meeting. In case of a second tie vote for that office, the newly elected ExComm will select the officer by majority vote.

C. Voting

Voting will be done by secret ballots at the November membership meeting.
Election Officers will be responsible for providing one ballot per member in good standing as of the night before the election.
Election Officers will distribute, collect, and tabulate the ballots and validated the vote.
Election results will be communicated by the Election Officers to the President for announcement at the December membership meeting. The President will ensure this announcement is published to the membership in December through the club newsletter, website, and e-mail.

Article IX: GENERAL VOTING

A. Voting within the ExComm

1. Only the members of the ExComm can present motions to be voted on by the general membership or before the ExComm.
2. In the event of a tie within the ExComm on a motion, the tie will be broken by a vote of the presiding Officer.

B. Any election or voting for any reason not otherwise covered by these By-Laws and which require general membership vote will be communicated to the members at least one month prior to the deadline for the voting through newsletter/email or special mailing. All votes will be based on majority votes of the general membership present at the following membership meeting.

Article X: AMENDMENTS TO AND ADOPTION OF BY-LAWS

A. Amendments to By-Laws by Membership and ExComm

By-Laws may be proposed by a petition signed by twenty-five or more members and presented to the ExComm. The ExComm can present, for general membership vote, any amendments which have been approved by the ExComm by a majority vote.
Balloting rules of regular business election shall apply.

B. Adoption of By-Laws

By-Laws or revisions thereof which are approved by majority vote of the ExComm shall be ratified by a two-thirds vote of the present membership attending the membership meeting.
Approved By-Laws will go into effect immediately upon approval of the membership.

Article XI: MISCELLANEOUS

A. Reimbursement of approved expenses to any member who has incurred expenses on behalf of the club must be accompanied by a written request for reimbursement to the ExComm. Proper documentation, including receipts, must be submitted for consideration.

B. Expenses in excess of two hundred dollars must be discussed and approved by the ExComm in advance of incurring the expense.

C. Any property belonging to the club shall not be used or consumed by any person without written consent of the ExComm and an approval of majority vote of the same. The term “property” includes all property real or personal, tangible or intangible, which may be owned created by or in the possession of the club, in absence of an overriding legally enforceable contract.

D. The Treasurer, plus either the President, the Vice President, or the Secretary shall be authorized signatories of the club’s bank account. It shall take the signature of two of these officers to approve any expenditures from the club’s bank account.

E. Legal or binding contracts may only be signed or endorsed by members of the current year ExComm at the discretion of the President unless otherwise specified in the Bylaws.

F. The following statement is to be added to each printed membership directory: “This directory is for the exclusive use of the Beaches A1A Parrot Head Club members. It is not to be utilized for any purpose not directly associated with the Beaches A1A Parrot Head Club, nor is it to be released to other parties without approval of the ExComm. No one shall use any information in this directory for personal or business purposes without the express written consent of the ExComm.”

G. All Special Events shall normally be budgeted to at least “break even” financially. If a deficit appears likely, it will need to be reported to the ExComm promptly for a vote to approve the additional expenses.

Ratified: November 30, 2016

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