NAME
The name of the Club shall be Card Sound Sailing Club. Its base shall be Baker Harbor, at Ocean Reef Club,
North Key Largo, Florida.
ELECTION OF MEMBERS
Application for membership shall be made on printed forms provided by CSSC and signed by the applicant.
Said application shall be signed by one (1) active Card Sound Sailing Club sponsor. The application will
be submitted to the Commodore or if not available to the next officer in the chain of command. Approval
of the application will require two (2) members of the Board of Governors to meet with the applicant and
to vote on acceptance or rejection. The Secretary shall advise the applicant of the vote and if accepted
shall so notify the full Board of Governors and the general membership.
CLASSES AND QUALIFICATIONS OF MEMBERSHIP
A
Regular Members: Any adult who makes application for membership, meets the requirements in this section part B,
and is recommended by the membership committee, and accepted by the Board of Governors shall become a
member of the Card Sound Sailing Club.
B
Effective as of April 4, 1998, in addition to the Card Sound Sailing Club’s existing membership
eligibility requirements, all applicants for membership in the Card Sound Sailing Club must be a member
of the Ocean Reef Club to be considered for membership in the Card Sound Sailing Club. In the event that
an applicant shall be approved for membership in the Card Sound Sailing Club and shall subsequently
terminate his or her membership in the Ocean Reef Club, such person shall no longer be able to retain
his or her membership in the Card Sound Sailing Club. Effective as of April 15, 2012, Honorary members
shall retain their membership in Card Sound Sailing Club even if they are no longer members of the Ocean
Reef Club.
C
All persons who are members of the Card Sound Sailing Club as of April 4, 1998, shall be deemed to be
grandfathered and excluded from the application of the above policy.
D
Honorary Members: the Board of Governors may appoint Honorary members from time to time without
necessity of application.
ASSETS OF THE CLUB
No member shall at any time have any vested right, interest, or privilege of, in or to the assets,
functions, affairs or franchise of the Club, nor any right, interest or privilege which may be transferable
or inheritable, or whether by withdrawal, resignation or death.
TRANSFER OF MEMBERSHIP
No membership shall be transferable, except the membership of a deceased person shall be transferred
automatically to the surviving spouse only.
FEES AND DUES
Regular members shall pay annual dues and fees in the amount determined
from time to time by the Board of Governors. All dues and fees shall be
payable in full, by Oct. 1st. Honorary members shall pay no dues. The
Fiscal Year of the Club shall begin on July 1st and terminate on June 30
of each year.
BOARD OF GOVERNORS
A Board of Governors shall manage the affairs of the Club. As of April 6, 2014, the Board of Governors shall
be enlarged to consist of eight (8) regular members composed of the immediate Past Commodore, Commodore,
Vice Commodore, Rear Commodore, Fleet Captain, Harbor Master, a Member-at-Large, and the Chairman of the
Race Committee elected by the regular members at the Annual Meeting to serve for a term of one (1) year or
until their successors are duly qualified and appointed. Each year prior to the Annual Meeting the
Nominating Committee consisting of the three immediate Past Commodores shall propose the slate of the Board
of Governors for the following year.
OFFICERS
The Nominating Committee consisting of the three immediate Past
Commodores shall nominate the Board of Governors and officers of the
Club who shall be elected by the membership at the Annual Meeting to
serve for a period of one (1) year or until their successors have been duly
elected. Officers to be elected at said Annual Meeting shall be:
| Commodore
|
| Vice Commodore
|
| Rear Commodore
|
| Fleet Captain
|
| Harbor Master
|
| Member-At-Large
|
| Chairman of the Race Committee
|
| Secretary
|
| Treasurer
|
| Chairman of Attendant Boats
|
The Commodore, Vice Commodore, Rear Commodore and Fleet Captain shall be Flag Officers. The Commodore shall
appoint a Fleet Surgeon, a Fleet Chaplain and such other appointments and Committees as seem necessary. The
Membership Chairman, Secretary and Treasurer may be the same person. The Officers shall perform such duties
as may be prescribed by the Board of Governors and such functions as normally attach to their respective
offices
FLAGS AND SEALS
The Club Burgee shall be such as may be approved by the Board of
Governors.
A Corporate Seal shall be designed and approved by the Board of Governors
in compliance with the law.
DISCIPLINE
The Board of Governors may suspend, reprimand or expel a member in its sole discretion, after reasonable
notice and hearing.
PROPERTY INDEBTEDNESS
The Club shall occupy the property covered by the license granted in an agreement between the Club and Ocean
Reef Club, Inc., dated February 25, 1983 and shall use improvements constructed thereupon in accordance with
the agreement.
BY-LAWS AND RULES
By-Laws and House Rules may be enacted or amended at any time by a majority of the Board of Governors
subject to approval by a majority of the members present in action taken either in the regular annual
meeting or a special meeting called by the Governors for this purpose. Copies of the proposed newly enacted
or amended by-laws or House Rules shall be made available to the membership by mail, prior to a meeting at
which approval is requested.
INDEMNIFICATION
Card Sound Sailing Club will indemnify any person:
A.
Who was or is a party, or is threatened to be made a party to any threatened, pending, or completed
action, suit or proceeding, whether civil, criminal, administrative, investigative (other than an action
by, or in the right of, the corporation) by reason of the fact that he/she is or was a governor,
officer, committee chairman, employee or agent of the corporation or is or was serving at the request of
the corporation as governor, officer, employee or agent of another corporation, partnership, joint
venture, trust or other enterprise against such costs and expenses, and to the extent and in the manner
provided in Florida Statute, 607.104;
B.
Who was or is a party, or is threatened to be made a party to any threatened, pending, or completed
action or suit by or in the right of the corporation to procure a judgement in its favor by reason of
the fact that he/she is or was a governor, officer, employee or agent of the corporation or is or was
serving at the request of the corporation as a governor, officer, employee, or agent of another
corporation, partnership, joint venture, trust, or other enterprise against such costs and expenses, and
to the extent and in the manner provided in the Florida Statute 607-014. The extent, amount, and
eligibility for the indemnification provided herein will be made by the Board of Governors. Said
determination will be made by a majority vote of a quorum consisting of governors who were not parties
to such action, suit or proceeding or by members who were not parties to such action, suit or
proceeding.
The corporation will have the power to make further indemnification as provided in Florida Statute 607-014
(6) except to indemnify any person against gross negligence or willful misconduct. The corporation is
further authorized to purchase and maintain insurance for indemnification of any person as provided herein
and to the extent provided in Florida Statutes 607-014 (8) and 607-014 (9).