BREMERTON TRAP AND SKEET CLUB, INC.
The name of this corporation shall be "BREMERTON TRAP AND SKEET CLUB, INC.", and its office and principal place of business shall be at the club house of the corporation located at 7553 State Highway 3 SW, Bremerton, Washington.
The corporation shall have all the powers conferred upon it by the laws of the State of Washington, and its objectives are as stated in the Articles of Incorporation.
To provide and promote the shotgun shooting sports within our community and region for the betterment of the sport.
Section 1. The business and affairs of this corporation shall be managed by a board of nine directors to be known as the Board of Directors (the “Board”).
The directors shall be elected to three year terms. Three directors will be elected each year at the annual meeting.
Any member of the corporation in good standing for at least one year shall be eligible to be elected or appointed as a Director.
Section 2. The Board shall constitute the ruling and governing power of the corporation for all purposes and shall from time to time prescribe rules not inconsistent with the Articles of Incorporation and By-Laws regulating the affairs and conduct of the corporation. The Board shall have custody of all assets of the corporation and a majority of Directors shall designate the manner in which all expenditures will be made. The Directors shall at least once a year, at the annual meeting, make a report of their acts and doings and make such recommendations as they may see fit for the benefit and welfare of the corporation.
Section 3. In the event of a vacancy arising on the Board, the Board shall have the right to fill such vacancy by appointment, which appointment shall run until the next annual meeting.
Section 4. The board will hold a minimum of six regular business meetings a year, the date and time of which shall be at the discretion of the President. Notice of the business meetings will be announced to the membership by electronic transmission at least seven calendar days prior to the meeting date.
Section 5. A quorum required for any meeting of the Board shall consist of any five Directors, and as far as practicable, the order of business shall be as follows: roll call; reading and disposing of any unapproved minutes; reports of officers and committees; election of officers; unfinished business; new business and adjournment.
Section 1. The officers of the corporation shall consist of a President, Secretary and Treasurer.
All officers shall be elected annually for a period of one year at the Annual Meeting of the corporation. All officers shall be elected from the Board.
Section 2. Duties of the President. It shall be the duty of the President to preside at all meetings of the corporation and to appoint all standing committees subject to approval of the Board, and to perform the usual and customary duties required of the president of a non-profit corporation. The President shall be a member ex-officio of all committees.
Section 3. Duties of the Secretary. It shall be the duty of the Secretary to keep minutes in full of all meetings of the corporation.
Section 4. Duties of the Treasurer. It shall be the duty of the Treasurer to receive all monies of the corporation and deposit the same in a bank or banks to be designated by the Board. The Treasurer shall draw and issue checks for payment of the obligations of the corporation. The Treasurer shall keep books of account and give an itemized report to the corporation or Board upon request. In the absence of the President, the Treasurer shall assume such powers and duties of the President as are reasonably necessary to conduct the business of the corporation.
Section 1. The Board shall appoint such committees as deemed appropriate in carrying out its purposes.
Section 2. No committee shall have the right to obligate the corporation in any way. All committees shall report to the Board whenever requested and shall at all times be under the supervision and control of the Board.
Section 1. The annual meeting of the members of the corporation shall be held at the principal place of business of the corporation in the month of May or June, the date and time of which shall be at the discretion of the President. The annual meeting may be postponed or rescheduled by the President. Members of the corporation shall be notified of the date, time and place of the annual meeting by giving notice (as defined in Article VII herein) at least seven calendar days prior to the date thereof.
Section 2. As far as practicable, the order of business shall be as follows:
(a) Call to order
(b) Reading of minutes of previous meeting
(c) Report of officers and committees
(d) Treasurer's report
(e) Unfinished business
(f) New business
(g) Election of directors
Section 3. Special meetings, of which notice shall be given to the members of the corporation at least seven calendar days prior to the date thereof, may be called by the President, the Board or at the written request of ten or more members of the corporation.
Section 1. Notice by Personal Delivery or Mail. Except as may otherwise be required by law, any notice to any member or director may be delivered personally or by mail. If mailed, the notice shall be deemed to have been delivered when deposited in the United States mail, addressed to the addressee at his or her last known address in the records of the corporation, postage prepaid.
Section 2. Notice by Electronic Transmission. Notice required to be given any member or director may also be given in an electronic transmission provided such members and directors have consented, in the form of a record, to receive electronically transmitted notices.
(a) A member or director who provides consent, in the form of a record, to receipt of electronically transmitted notices shall designate in the consent the message format accessible to the recipient, and the address, location, or system to which these notices may be electronically transmitted. (b) A member or director who has consented to receipt of electronically transmitted notices may revoke the consent by delivering a revocation to the corporation in the form of a record. (c) The consent of any member or director is revoked if the corporation is unable to electronically transmit two consecutive notices given by the corporation in accordance with the consent, and this inability becomes known to the Secretary of the corporation or other person responsible for giving the notice. The inadvertent failure by the corporation to treat this inability as a revocation does not invalidate any meeting or other action.
Section 3. Notice via Electronic Network. Notice to members or directors who have consented to receipt of electronically transmitted notices may be provided notice by posting the notice on an electronic network and delivering to the member or director a separate record of the posting, together with comprehensible instructions regarding how to obtain access to this posting on the electronic network.
Section 4. Electronic Notice Deemed Effective. Notice provided in an electronic transmission is effective when it: (a) is electronically transmitted to an address, location or system designated by the recipient for that purpose, and is made pursuant to the consent provided by the recipient; or (b) has been posted on an electronic network and a separate record of the posting has been delivered to the recipient together with comprehensible instructions regarding how to obtain access to the posting on the electronic network.
Section 1. No officer or director of the corporation shall receive any compensation for their services as an officer or director except by majority vote of the members of the corporation, and no officer shall be required to be bonded except by majority vote of the Board.
Section 1. Any person interested in the objectives of the corporation shall be eligible to apply for membership.
Section 2. Any member may be expelled from membership at any regular or special meeting for cause and without the preference of any formal changes upon a majority vote of the Board, provided the member shall have been notified of such intended action at least seven calendar days prior to the date of said meeting.
Section 1. These By-Laws may be amended by a majority vote of the members present at the annual meeting or at a special meeting called for the purpose of amending these By-Laws, provided that notice of such proposed amendment shall have been given at least seven calendar days prior to the date of said meeting.
IN WITNESS WHEREOF, the corporation has caused these Restated By-Laws to be executed on this ________ day of ___________, 2017.
BREMERTON TRAP AND SKEET CLUB, INC.
Name: Thomas Hamilton
Name: Thomas Alsteen