SECTION III – Points may be awarded by the Board of Directors to a Member who, because of illness or other adverse circumstances, was not able to obtain their points. The Board of Directors may also award points to Members who they feel have contributed in an outstanding way to the benefit of the Association.

ARTICLE IV

SECTION I – Annual dues: The annual dues shall be the sum fixed at any annual meeting of the Association as approved by the Membership in attendance. Dues shall be payable annually in advance of January 1 and shall be delinquent March 15. Members who have not paid dues by March 15 shall have their membership canceled and must file for reinstatement to the Association to become a member in good standing again.

SECTION II – Assessments: Where necessary, in the opinion of a majority of Members present or represented at any annual meeting of the Association, the payment of any existing deficit or potential deficit, there may be levied an assessment in addition to annual dues, to be paid by each Association Member; such assessments may not be levied more than once in any fiscal year and shall not exceed an amount equal to the annual dues fixed for such year.

SECTION III – Membership Certificates: A membership certificate shall be issued to each member of this Association as soon as possible after his/her dues have been paid for the year. The certificate shall be in such form as the Board of Directors prescribes.

ARTICLE V

Officers and Board of Directors

SECTION I – The officers of this Association shall consist of a President, a Vice-President, a Secretary-Treasurer, an Immediate Past President and three (3) Directors acting as the Board of Directors.

SECTION II - The officers and directors shall be elected at the November meeting by a majority vote of Class AA, Class A, Class B and Class C members present. In addition to the nominees recommended by the Nominating Committee, the President shall ask for nominations from the floor and, when said nominations are closed, the election shall proceed by secret ballot on all nominations submitted. The officers shall be elected for one (1) year; no person shall be elected unless he/she is a Class A member in good standing in this Association and a Class A or B member of the Golf Course Superintendents Association of America. Term of office shall begin January 1. The directors shall be elected for three (3) years; no person shall be elected unless he/she is a Class A member in good standing in this Association. Term of office shall begin January 1.

SECTION III – The duties of the President shall be to preside at all meetings and special meetings of this Association and at all meetings of the Board of Directors. He/she shall sign all contracts and agreements where this Association is a party thereto. He/she shall appoint all committees and be an ex-officio member of all committees and shall perform such other duties as shall be prescribed by the Board of Directors.

SECTION IV – In case of the absence of the President or his/her inability to act, the Vice-President shall, during the period of such absence or inability, perform the duties of the President. In the event the office of President shall become vacant during his/her term of office, then the Vice-President shall perform the duties of the President until the next annual election and a new President is can be elected.

SECTION V - The duties of the Secretary-Treasurer shall be to collect all monies due the Association, to pay the bills and to keep an accurate record of the same to be submitted to the members at their annual business meeting or at any other time requested by the Board of Directors. The Secretary-Treasurer will serve as chairman of the Membership and Finance Committee and will prepare quarterly financial reports as defined by that Committee.

SECTION VI – The duties of the Board of Directors shall be to have general charge of the affairs of this Association. They will pass on the eligibility of an applicant for membership and have the power to expel or suspend members for cause. The President may call a meeting of the Board of Directors at any time and a quorum shall be when three (3) members are present.

SECTION VII – The President, at the end of his/her term shall remain a member of the Board of Directors for a term of one (1) year. Any vacancy on the Board of Directors shall be filled during the November meeting election. In case of emergency, due to illness, job transfer or related situations, the Board of Directors shall have the authority to appoint a temporary member by majority vote at a duly called meeting.

SECTION VIII – Executive Secretary: The President, with the approval of the Board of Directors, shall appoint an Executive Secretary. The Executive Secretary shall assist the Secretary-Treasurer with the clerical duties of the Association, which include preparing and mailing meeting notices, dues statements and job referrals, recording minutes of meetings, filling out necessary reports and any other specified assignments by the Board of Directors.

ARTICLE VI

SECTION I – The annual business meeting: The fiscal year shall begin January 1 and the Secretary-Treasurer shall call the business meeting during the month of November at a place and time designated by him.

SECTION II – Order of business of the annual business meeting:

1. Minutes of the previous annual business meeting;
2. Reports of officers;
3. Reports of committees;
4. Unfinished business;
5. New business.
   1. Election of officers

SECTION III – Regular meetings: Regular meeting of this Association shall be the first Monday in the month unless that date should conflict with some other activity determined by a majority of the members. In that case, the Secretary-Treasurer shall change it for that month only. The regular meetings shall commence in the spring and end in the fall when it is advisable to do so by the Board of Directors.

SECTION IV – Meeting place: The meeting place for the regular meeting shall be voluntary from the different clubs who are represented by a member of this Association. The confirmation of a meeting place shall be decided by the Board of Directors. No club shall entertain the Association more than one time during the year. Visiting Superintendents from other golf course organizations, invited speakers and persons asked by the Board of Directors may, at the discretion of the Board of Directors, have the Secretary-Treasurer pay expenses out of the funds of this Association.

SECTION V – Order of business for regular meetings: The agenda for regular meetings will be determined by the host club and the presiding officer. Said agenda must include:

1. Reading of the minutes of the previous meeting;

2. Treasurer’s report;

3. Reports of officers;

4. Reports of committees.

ARTICLE VII
Committees

SECTION I - All committees will be chaired by a member of the Board of Directors who is appointed by the President. Committee chairs shall appoint a minimum of two members to serve on their committees for a term of one year.

· Nominating Committee: Will receive and process nominations from the membership for candidates for Association office and candidates for annual special awards. This Committee shall consist of two (2) members appointed by the President for a term of one (1) year and the President acting as ex-officio member.

· Meeting and Education Committee: Chaired by the Vice President. Will establish regular monthly meeting sites and will organize and schedule continuing education opportunities at their discretion and/or from recommendations made by the membership.

· Membership and Finance Committee: Chaired by the Secretary-Treasurer. This Committee is the check and balance of the Association. Will review and verify quarterly financial reports submitted by the Secretary-Treasurer. These reports must be signed and returned to the Secretary.

· Publication and Communication Committee: Will conduct all official correspondence of the Association that will include, but not be limited to, monthly meeting notices, job referrals and any information deemed necessary by the Board of Directors.

· By-laws Committee: Will make certain that any additions, deletions or amendments to the Association By-laws are properly written and incorporated appropriately into the existing by-laws. The By-laws Committee will serve in an advisory capacity to the Association Officers and Board of Directors, making certain that Association actions are in compliance with the existing By-laws.

· GCSAA Liaison Committee: Will receive all correspondence from the GCSAA and other allied organizations and will convey applicable information to the Board of Directors. A member of this Committee will represent the Association as the NGCSA Voting Delegate to the GCSAA and will be required to attend the GCSAA Chapter Delegate Meeting held in conjunction with the GCSAA National Conference.

· Corporate Liaison Committee: Shall be comprised of corporate members of the Association. The Committee will meet on an “as needed” basis and serve as a forum for discussion of issues or concerns.

SECTION II – Other Committees: Nothing herein contained shall be construed to prohibit the appointment of other committees by the President for the advancement of the Association.

ARTICLE VIII
Amendments

SECTION I – Procedure

1. These By-Laws may be amended at any annual meeting of the Members, provided that all amendments have been presented in writing to the By-Laws Committee at least ninety (90) days in advance of such annual business meeting and that the Committee shall submit to the Members all such proposed amendments at least thirty (30) days in advance of such annual meeting. Nothing herein shall be deemed to prohibit the By-Laws Committee from submitting its own proposals for amendments in writing to the Members at least thirty (30) days in advance of such meeting.

2. These By-Laws may also be amended at a special meeting of the Members, provided the proposed amendments be reduced to writing and signed by not less than twenty-five percent (25%) of the eligible Members and that sixty (60) days notice of the amendment proposed be mailed to each eligible Member at his/her last known place of address as registered in the books of the Association prior to such special meeting.

SECTION II – Vote required: An affirmative vote of two-thirds of eligible Members present, or represented by delegates or proxies, shall be necessary for the adoption of any amendment.

ARTICLE IX
Indemnification

The Association shall indemnify any and all persons who may serve or have served at any time as officers or directors, and their respective heirs, paid administrators, successors and assigns, against any and all expenses, including amounts paid upon judgments, counsel fees and amounts paid in settlement (before or after suit is commenced), actually necessarily incurred by such person in connection with the defense or settlement of any claim, action, suit or proceeding in which they, or any of them are made parties, or a party, or which may be asserted against them or any of them, by reason of being, or having been, an officer or director of this Association, except in relation to matters as to which any such officer or director, or former officer or director, shall be adjudged in any action, suit or proceeding to be liable for those acts and omissions arising out of his or her willful misfeasance. Such indemnification shall be in addition to any other rights to which indemnified may be entitled including such immunities under any law, bylaw agreement or otherwise.

ARTICLE X
Dissolution

In the event of the dissolution of the Association, after all liabilities and responsibilities have been met, its assets shall be distributed in accordance with the Internal Revenue Code concerning its exempt status or in accordance with State Law. The decision of distribution shall be made by the Board of Directors.

By-Laws reviewed and revised, November 1999

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