By-Laws
Effective November 9, 2021
ARTICLE I – NAME AND PURPOSE
Section 1
The name of the club shall be the Oak Harbor Yacht Club, herein after known as the “Club”.
Section 2
The purpose of the Club is to provide an environment of camaraderie and sportsmanship, to promote an interest in boating and boating related activities and to provide a forum for the exchange of boating information.
ARTICLE II – MEMBERSHIP, WITHDRAWAL AND TERMINATION
Section 1
Membership in the Club shall be open to all individuals of good moral character who are interested in boating and/or related activities. Membership will be limited to three hundred (300) membership certificates.
Section 2
Applicants for membership must be sponsored by two (2) members in good standing, other than the member whose certificate is being purchased by the applicant. The sponsors will obtain a membership application from the Membership Chairman, and work jointly with the applicant in its completion, which will then be returned to the Membership Chairman. It is the responsibility of the sponsors to acquaint themselves with the applicant’s background and interests sufficiently that they are personally able to brief the Board of Directors (hereinafter known as the “Board”), and are willing, and able to vouch for the suitability of the applicant.
The Membership Chairman shall maintain a list of available certificates. Before acceptance, all applicants for membership shall be approved by the Board upon recommendation of the sponsors and the Membership Committee, and after posting the names in the Club and in the Newsletter under the heading “MEMBERSHIP APPLICATIONS PENDING APPROVAL”, a minimum of fifteen (15) days prior to consideration by the Board. Approval of new members will require affirmative votes by eighty (80%) percent of the Board members present, or, if the Board is not in regular session and voting is conducted by email, affirmative votes by eighty (80%) percent of those responding, with responses from a minimum of 7 Board members.
Proposed new members will not be present during the voting process. Upon acceptance of a member, the Membership Committee Chairman shall immediately notify the candidate, in writing, of such acceptance. A transfer/initiation fee, as established by the Board, will be paid by the applicant prior to transfer of the certificate. The Board may establish an administrative fee, to be attached to semi-annual dues and paid either as a lump sum or attached to each payment per Board policy. The Administrative fee for semi-annual dues payment shall be twenty-five ($25) dollars and may be included in the January 1 payment or divided between two payments.
Section 3
A member in good standing is one who owns one (1) or more membership certificates and has paid current dues and assessments for each certificate.
Ownership of a membership certificate entitles the member to all rights and privileges of the Club and two (2) votes in any election. Adult household members residing in the home of a certificate holder shall be considered as regular members in all respects. A membership certificate cannot be split to provide membership rights.
Section 4
Youth Memberships may be granted to members of the Club’s Youth Program. Annual dues, membership benefits and eligibility will be determined by the Board.
Section 5
Lifetime Membership may be proposed to the Board for a Club member who has provided extraordinary service to the Club over an extended period. A sixty-seven (67%) majority of the members, voting at the November General Membership meeting, shall be required for the award of a Lifetime Membership.
The member receiving such award will have all privileges of Club membership, to include voting rights, and will not be required to pay any dues or assessments. The member may sell their membership certificate assured that they, and their household member, are members for life.
Should a lifetime member choose to retain their membership certificate, they must pay all annual dues and assessments pertaining to that certificate and are entitled to two votes based on the Life-time Membership, and two votes for their membership certificate.
Section 6
Honorary membership may be bestowed upon non-Club members who, by their special interest and assistance in furthering the objectives of the Club, or by outstanding service to the community are considered deserving of such honor. The memberships are valid for one (1) year. An individual shall be recommended at the discretion of the Board. Voting by the Board for an honorary membership will be conducted by secret written ballot. An affirmative vote of eighty percent (80%) of the Board members present is required for approval. Proposed honorary members will not be present during the voting process.
Persons awarded Honorary Membership will receive a dated Honorary Membership card and a monthly newsletter. They will be entitled to full Club privileges except for voting.
Section 7
Emeritus Membership will be extended to individuals who have been a member for twenty (20) years and have attained seventy (70) years of age. Annual Emeritus membership dues are to remain fixed for the remaining duration of their membership at the rate paid in the year when the member qualified for Emeritus Status.
Section 8
The Board may, following a review of the official written request of a member in good standing, authorize the issuance of a Single-Person Household membership certificate to that member. An applicant must have been a regular member in good standing for a minimum of One (1) year. A Single-Person Household membership certificate entitles the holder to only one (1) vote in any election and confers full Club membership rights and privileges only for the individual holding that certificate. Other individuals, including household/family members are not granted any
OHYC rights or privileges under this class of membership. Any violation of these conditions will result in the revocation of all member privileges pending reapplication and reversion to regular membership status.
The regular membership certificate and membership card of a current member in good standing seeking this change of status must be returned to the Club and a new Single-Person Household certificate and card issued in their place. The dues amount for this class of membership will be approximately eighty percent (80%) of the dues for a regular full membership, as determined by the Board and voted on by the membership in accordance with Article III; Section 1, and the total number of membership certificate of all classes that may be issued remains the same, in accordance with Article II; Section 1 of these Bylaws.
Section 9
A member may withdraw from the Club at any time by providing written notice to the Membership Chairman. All payment of current dues and assessments must be paid for the current fiscal year.
Withdrawal of membership may include the sale of a current membership certificate to a valid buyer. The buyer of the certificate must be pre-approved by the Board.
A member may also withdraw from the club by surrendering their membership to the Board without compensation.
Upon surrender, if the Board has verified that all dues and assessments for the current fiscal year have been paid in full, no further dues and assessments are required. The certificate then becomes the property of the Club. Such withdrawals shall carry no prejudice against a future application for membership. No refund of dues will be made to any withdrawing member.
Section 10
The fiscal year of the OHYC shall be January 1 to December 31. Members renewing agree to purchase a membership for the full fiscal year.
If the member pays annually, the dues amount is due in full by January 1. If dues are paid semi-annually, the first fifty (50%) percent installment is due by January 1, the second fifty (50%) percent by July 1.
A member account shall be considered delinquent if any dues payment or assessment is not paid in full thirty (30) days after the due date. Notice of the delinquency and possible termination will be sent to the member by email and certified mail, and a penalty of ten (10%) percent of the amount due shall be assessed. Proof of the certified mailing of the notice of delinquency/potential termination shall be sufficient. Action to terminate membership shall be initiated ninety (90) day after any dues payment or assessment is delinquent.
Terminated membership certificates will revert to the club.
Section 11
Any member who flagrantly disregards the safety or rights of others, or whose conduct tends to discredit the Club or members, shall be subject to immediate removal from the premises and have their privileges suspended. Any Board member present shall affect removal.
The Commodore will designate Director(s) to investigate the circumstances of the incident. The Board will meet within five (5) working days of the suspension to determine any further measures to be taken. The suspended member shall be notified of this meeting and have the right to attend. In the event the member does not attend, the Board shall notify him within twenty-four (24) hours of any decision. The member shall then have seventy-two (72) hours from the time of notification to appeal the decision of the Board. Should the suspended member appeal, a hearing will be conducted at a special membership meeting, called by the Commodore, within thirty (30) days of the suspension. Approval by a simple majority of all members voting is required to overturn the decision of the Board. Voting shall be conducted by secret ballot. Club privileges remain suspended during the appeal process.
ARTICLE III – DUES AND ASSESSMENTS
Section 1
Annual membership dues adjustments shall be tied to the Consumer Price Index (CPI) published by the Bureau of Labor Statistics, using the Consumer Price Index for All Urban Consumers (CPI-U), Seattle-Tacoma-Bellevue, WA, all Items, not seasonally adjusted, for the previous year.
Notwithstanding the above, in no event shall the annual membership dues be increased by more than six percent (6%), or less than three percent (3%) over the membership dues for the previous fiscal year.
Section 2
In the event that the Board determines there is a requirement for an additional increase in the dues, beyond what is automatically set by CPI, a membership dues increase will be determined by the Board and voted on by the membership at the November Annual Meeting.
Section 3
Membership dues are payable to the Oak Harbor Yacht Club, c/o Treasurer, on or before the first (1st) day of the Club’s fiscal year, January 1, in accordance with the process explained in Article II, Section 7.
Section 4
Requirements for an assessment shall be determined by the Board and approved by a majority vote of members voting at a meeting of the membership. The Membership will be notified by mail of a proposed assessment thirty (30) days prior to the meeting at which the assessment is to be voted upon. Voting shall be conducted in accordance with Article XI.
ARTICLE IV – BOARD OF DIRECTORS
Section 1
The Management of the club shall be vested in the Board.
Section 2
The Board shall consist of the Commodore, and in order of presiding, Vice Commodore, Rear Commodore, Secretary, and Treasurer, each of whom shall serve a one-year term, and six Directors. All board members must have at least one (1) year membership in this club and be a member in good standing as defined in Article II, Section 3. No more than one owner of each membership certificate will serve on the Board.
Section 3
The immediate past Commodore, if in good standing, is a non-voting member of the Board. Past Commodore’s name tag is Blue with three (3) stars to show respect for their service to the Club.
Section 4
Directors shall hold office for a three (3) year term, two Directors to be elected each year for a maximum of two (2) consecutive terms.
Section 5
The Commodore shall serve no more than two (2) consecutive full one-year terms.
Section 6
The Secretary, and Treasurer, shall serve no more than three (3) consecutive full one-year terms.
Section 7
Seven (7) members of the Board shall constitute a quorum at any Board meeting.
Section 8
Regular Board meetings shall be held at least quarterly and shall be open to the general membership. Items from the floor will be allowed and considered at the discretion of the Commodore after the business of the regular agenda has been conducted. The Board may exclude non-board members from any portion of a meeting devoted to the discussion of employee matters, which are covered by labor and privacy provisions.
Section 9
The Commodore, or Acting Commodore, may call special meetings of the Board. Telephone notice of such meetings shall be given at least twenty-four (24) hours in advance.
Section 10
Should any member of the Board, other than the Commodore or Vice Commodore, be unable or unwilling to complete their term, the Board will appoint a member in good standing to fill the unexpired term. If either the Commodore or the Vice Commodore cannot complete their term, the following rules shall apply: If the Commodore is unable to continue in office, the Vice Commodore will fill the remaining term of the Commodore, and the Rear Commodore will fill the vacated position of Vice Commodore.
A nominating committee, appointed by the new Commodore, will select a new Rear Commodore, subject to ratification by the Board. If the Vice Commodore is unable to continue in office, the Rear Commodore will fill the remaining term of the Vice Commodore, and a nominating committee, appointed by the Commodore, will select a new Rear Commodore, subject to ratification by the Board.
ARTICLE V – OFFICERS, DIRECTORS AND COMMITTEES
Section 1
The powers and duties of the Board members, as listed in Sections 2 through 8 of this Article, are bestowed upon them subject to the Charter of the Club and these bylaws. Newly elected
Officers will assume their duties and responsibilities effective January 1 following the November election.
Section 2
The powers and duties of the Commodore shall include, but are not limited to the following:
- Determine and create such positions or committees for the duration of his/her tenure that, in the Commodore’s opinion is in the best interest of the Club.
- Select such appointed Officers and Committee Chairmen as required by Section 9 of this article.
- Serve as Chairman of the Board of Directors.
- Serve as Chairman of the Ways and Means Committee.
- Represent the Club in community, civic, and inter-club matters.
- Provide overall direction to the staff for execution of policies, plans, and budgets.
- Serve as an ex-officio member of all committees.
- Exercise general supervision over all affairs of the Club.
- i. Arrange for an annual audit or financial review of the Club’s financial records by a Board approved audit team.
- The Commodore’s name tag is white with three (3) stars.
Section 3
The powers and duties of the Vice Commodore shall be to:
- Assist the Commodore in the discharge of his duties.
- Perform the duties of the Commodore in the case of extended absence or disability.
- Monitor the annual Club budget. Develop the budget proposal for the coming year, present it to the Board for approval and then present it to the membership at the monthly general meeting prior to the November Annual Meeting.
- Coordinate the activities of the Quartermaster.
- Serve as Chairman of the House Committee.
- Establish and oversee Club operations.
- Develop Club activities.
- Serve as Vice-Chairman of the Ways and Means Committee.
- i. Establish food, beverage, and entertainment prices in coordination with the Club Manager.
- j. The Vice Commodore’s name tag is white with two (2) stars.
Section 4
The powers and duties of the Rear Commodore shall be to:
- Serve as Chairman of the Facilities Management Committee.
- Serve as Vice-Chairman of the House Committee.
- Serve as the Chairman of the Facilities Management Committee.
- Lead the facilities maintenance and grill cleaning team.
- Primary contact for Whidbey Telecom Security system and member access codes.
- Maintain facility key supply and distribution.
- Coordinate with inspectors for fire inspections.
- The Rear Commodore’s name tag is white with one (1) star.
Section 5
The duties of the Secretary shall be to:
- Serve as Secretary to the Commodore and the Board.
- Assume responsibility for all official correspondence originating from or received by the
Club.
- Record the minutes of all regular and special meetings of the general membership and the
Board.
- Incorporate Board of Directors approved items into the permanent records and documents governing the operation of the Club.
Oak Harbor Yacht Club Bylaws
- Maintain the master copy of the club bylaws.
Section 6
The duties of the Treasurer shall be to:
- Maintain all financial records and accounts of the Club and be a signatory on Club accounts.
The signatory duties of the Treasurers are shared with the Commodore, Vice Commodore and Rear Commodore.
- Keep calendar of all OHYC Business license renewal dates and taxes due dates.
- Working with the OHYC Bookkeeper and or outside accounting firm, oversee the Club accounting systems and monitor Club bank account reconciliations.
- Monitor funds in an insured financial institution, approved by the Board, and in the name of the Club subject to withdrawal by an appropriate document signed in such manner as may, from time to time, be approved by the Board.
- In concert with the OHYC Bookkeeper and or outside accounting firm, furnish financial records to an appointed annual audit team, as required by the Board.
- Oversee and monitor the collection and disbursement of OHYC funds as required in normal operations of the Club and by established rulings of the Board within approved budgets.
- Working with the OHYC Bookkeeper and or outside accounting firm prepare and present monthly financial statements for review by the Board.
Section 6.5
The Assistant Treasurer may be appointed by the Commodore and confirmed by the Board.
Under the direction of the Treasurer, the Assistant Treasurer shall provide backup for the
Treasurer. The duties of the Assistant Treasurer may include, but are not limited to:
- Assist the Treasurer with maintaining Club financial accounts and records in the Club
Accounting System.
- When the Treasurer is absent, work with the OHYC Bookkeeper or an outside accounting firm to prepare and present monthly financial statements for review by the Board.
- Other tasks relating to the Club’s financial system, as directed by the Treasurer,
Commodore, or Vice Commodore.
Section 7
The function of a Director is to provide wise and honest counsel and institutional memory in deliberations. Additionally, at the Commodore’s discretion, and their acceptance, Directors will chair committees, standing or ad hoc, and participate in any other projects deemed appropriate by the Commodore and/or the Board.
Section 8
The Appointed Officers and Standing Committee Chairmen shall be appointed by the Commodore, subject to ratification by the Board. Terms of these appointees shall not extend beyond the tenure of the appointing Commodore.
Section 9
Fleet Captains, Quartermaster, Social Chairman and Historian will be appointed officers of the Club.
The Board will establish Fleets to meet the long-term needs and interests of major segments of the membership. Fleets may be approved by the Board to represent the Club, provide specific services and to engage in a variety of activities that further the overall boating related mission of the Club.
Section 10
The Standing Committees shall be Advisory, Membership, Ways and Means, Education,
Facilities Management, Newsletter, Social, Fundraise, Memorial, and House.
Section 11
Committee Chairmen will appoint Club members to serve on their committee, as appropriate.
Section 12
The duties of the Board shall be to:
- Give guidance to the Bridge about the direction of the club and assure that the club maintains a commitment to its core mission.
- Attend monthly board meetings, having previewed supporting documents, and prepared to give input to topics on the agenda.
- Establish and monitor fleets, assuring that they meet the long-term needs and interests of major segments of the membership
- Attend at least one club social event each month; such events include regular events, such as Friday Burger Night or Wednesday Steak and Chicken Night, and specially planned events, such as those sponsored by the Social Committee.
- Engage fellow members while at the club to learn about aspects of the club that are working well and those that need improvement.
- Act as an ambassador of the OHYC on Whidbey Island and in the regional boating community.
- Support board policies, bylaws, and house rules while at the club.
- Assist the club manager, bartender, and volunteers, as needed, during social events at the club.
Section 13
Board members who miss three (3) consecutive meetings, without prior notification, will be dismissed from the Board, and a new member will be appointed by the Board for the remainder of the term. Additionally, Board members who do not a]end a social event for three(3) consecutive months or 4 months in a year will be dismissed from the Board, and a new member will be appointed by the Board for the remainder of the term.
Section 14
Any Board Member (elected or appointed), Board Member elect, or Committee Chairman, who resigns their position, either verbally or in writing, will not be permitted to resume their duties during the term to which they were elected or appointed.
ARTICLE VI – DUTIES OF APPOINTED OFFICERS
Section 1
Fleet Captains shall act as a direct representative of the Commodore with respect to boating and social activities of the Club.
Section 2
The Social Chairman will initiate and take charge of all social events and activities of the Club.
For purposes of coordination, the Chairman will also be a member of the House Committee.
Section 3
The Quartermaster shall identify, maintain, and inventory all physical assets and shall be notified of all acquired and disposed items. The Quartermaster will conduct an annual inventory and additional inventories as directed by the Vice Commodore.
Section 4
The Historian shall be responsible for maintaining the historical records of the Club, press relations, photography of any Club activities and purchase of trophies, plaques and awards.
ARTICLE VII – DUTIES OF THE STANDING COMMITTEES
Section 1
The Advisory Committee will consist of all former Commodores of the Club, in good standing.
The most immediate Past Commodore will chair this committee. The current Commodore, or the Board will schedule committee meetings. The Advisory Committee may furnish facts, advice and information to the Commodore and/or the Board on matters specified when it is called into session.
Section 2
The Membership Committee will:
- Review all applications for membership and report its recommendations to the Board.
- Maintain the active membership certificate list, the list of membership certificates for sale and the official list of telephone numbers and addresses of members.
- Maintain the Membership databases of active and past club members.
- Provide an updated Membership Directory to the Web Master for installation on the Club web site, member’s portal.
Section 3
The Ways and Means Committee will annually review rates and charges for Club goods and services, as established by the Vice Commodore and the Club Manager, and report said findings to the Board.
Section 4
The Education Committee reports to the Board and is responsible for arranging programs and speakers relevant to boating, safety and education.
Section 5
The Facilities Management Committee shall assist and advise the Board by:
- Reviewing, screening, and selecting projects to enhance the appearance and function of
Club Facilities.
- Submitting selected projects to the Board for approval and funding.
- Managing and overseeing the implementation of selected projects.
- The Club Manager will be a non-voting member of this committee.
Section 6
The Newsletter Committee reports to the Board and will publish a monthly newsletter containing Club news gathered from Committee Chairmen and any other pertinent sources.
Section 7
The Memorial Committee reports to the Board and will maintain and administer a memorial fund for the benefit of the Club.
Section 8
The House Committee shall consist of three (3) or more members who act as general supervisors of the clubhouse. The committee may prescribe rules and regulations, subject to approval by the Board.
ARTICLE VIII – BUDGET
Sixty (60) days prior to the November Annual Meeting, appropriate Officers and Committee
Chairmen will submit their projected budget for the next fiscal year (Jan 1 through Dec 31) to the
Vice Commodore.
The combined budgets will be submitted to the Board for approval. The budget approved by the
Board will be presented by the Vice Commodore at the October Board Meeting for approval and at the October Membership meeting for consideration and comment.
The final budget will be presented at the November Annual Meeting for approval by the general membership.
ARTICLE IX – Meetings of the Membership
Section 1
All Oak Harbor Yacht Club meetings will be conducted in accordance with the current Bylaws and Robert’s Rules of Order, current edition.
Section 2
Business Meetings to provide a forum in which members can interact with the Board shall be conducted on a regular basis throughout the year as determined by the Board. Meetings will be held at least once per quarter.
The October meeting will be for the purpose of presenting the slate of officers, accepting nominations from the floor, presenting the budget for comment and conducting other business as necessary.
The November Annual Meeting will be for the purpose of elections, budget approval, and other business as deemed necessary.
Section 3
A special meeting of the membership may be called at any time by the Commodore, the Board, or by a quorum of members upon giving two (2) weeks written notice to the general membership stating the place, date, hour, and purpose of the proposed meeting.
Section 4
The membership shall be informed of the place, date, and hour of the November Annual Meeting, the slate of candidates and instructions for obtaining an absentee ballot, by an email notification sent to all member and by publication in the November Newsletter.
ARTICLE X – NOMINATING COMMITTEE AND NOMINATIONS
Section 1
The Nominating Committee will be appointed by the Commodore and approved by the Board. It shall consist of one (1) past Commodore, and two (2) members at large, not to include siting Board members, or the household member of a siting Board member. The Nominating
Committee shall be approved ninety (90) days prior to the November Annual Meeting.
Section 2
The Nominating Committee shall prepare a slate of candidates for election to be presented to the Board sixty (60) days prior to the November Annual Meeting. The Nominating Committee may nominate one (1) or more persons for any elected position. The Commodore shall present this slate of candidates to the membership at the October monthly meeting. After the slate of candidates has been presented to the membership, nominations may be made from the floor, with the prior approval of the nominee. Nominations will then be closed.
ARTICLE XI – ELECTION AND VOTING
Section 1
All members in good standing may vote at any membership meeting.
Section 2
A membership certificate entitles the holder to two votes.
Section 3
If a member owns more than one membership certificate, that member may cast two votes for each certificate provided all dues and assessments have been paid.
Section 4
Members who are not able to attend the November Annual Meeting may vote by absentee ballot in accordance with Article IX, Section 4.
Section 5
No member, or household member of a member, who is running for election, shall count ballots for that election.
Section 6
The results of voting shall be announced immediately after the count is completed.
Section 7
Although in most cases a simple majority of those voting shall decide the action, there are three
(3) Exceptions:
- Eighty percent (80%) of the membership must approve an increase or decrease in the number of membership certificates.
- Eighty percent (80%) of the membership must approve any action to amend or revise Sec-
Jon 7, sub-sections a. and b. of this article.
- Sixty-seven percent (67%) of those voting must approve the awarding of a Lifetime Membership,
(Article II, Section 5).
Section 8
A quorum of the general membership shall consist of fifteen percent (15%) of paid up certificates and be a combination of members present and absentee ballots mailed in.
Article XII – AMENDMENTS TO THE BYLAWs
Bylaws may be amended only at the November Annual Meeting and voting shall be conducted in accordance with Article XI. Notice of proposed amendments will be electronically distributed to each member (with capability to receive electronic messages) with notice of the November meeting. The proposed amendments will also be posted at the Club and in the Newsletter. Changes in the By-Laws will require an updated copy to be filed with the Washington State liquor control board (WAC 314- 40-050).
Article XIII – RECIPROCITY
The Board reserves the right to establish reciprocity with other yacht clubs.
Revised for Bylaw changes effective: 2017, 2018, 2019, 2020, 2021