ARTICLE I - PURPOSE (Top)
The purpose of the club is stated in the Article of Incorporation.
ARTICLE II - OFFICES (Top)
The Principle office of the corporation shall be in the city of Arlington, Tarrant County, Texas, where the registered agent's office shall be maintained in accordance with the Texas Non-Profit Corporation Act. Such Address of the registered office may be changed from time to time by the Board of Directors.
ARTICLE III - MEMBERS (Top)
1. There shall be the following classes of members:
A. CHARTER MEMBERS: Those members in good standing who established Diving Rebels Skin Diving Club.
B. REGULAR MEMBERS: All duly accepted members with a Nationally Recognized Certification as a skin or scuba diver.
C. HONORARY: Those persons granted honorary membership upon vote of the Board of Directors for meritorious reasons.
D. FAMILY MEMBERS: Any Individual that resided in the same household as the member may become a member of the Club upon
payment of dues as set. Such member shall not be eligible to hold office in the club, vote, receive a newsletter or membership
packet & shall not pay any initiation fees.
E. AFFILIATE MEMBERSHIP: Any independent group or organization whom this corporation shall allow to use the Club name. Such
membership shall be non-voting and subject to such conditions or special dues as may be set by the Club's membership.
F. LIFETIME MEMBERS: Any member given Lifetime Membership by a vote of the majority of the voting members present at a regular
meeting for contributions or meritorious service to the corporation.
2. All members shall be elected by unanimous vote of the Board of Directors. All proposed members shall be required to present a signed
application and statement attesting to their physical qualifications for diving and such initiation fee and dues as may be set by the Club
3. The Membership Committee may require the proposed new member to dive with a member of the membership committee and/or present
a physician's statement of physical ability if the committee deems if advisable.
4. Resignation from the Club shall be made in the same manner as provided for initial membership.
ARTICLE IV - MEETING OF MEMBERS (Top)
1. Monthly meeting of the Club membership shall be held once each month at such a place and time as may be designated by the Board of
2. Special meetings of the Club membership may be called by the President or the Board of Directors upon five (5) days written notice to
each club member.
3. A quorum for all meetings shall consist of twenty percent (20%) of the number of regular members entitled to vote.
4. Votes may be made by a signed, proxy or absentee ballot.
ARTICLE V - CERTIFICATION OF MEMBERSHIP (Top)
The Board of Directors may provide for the issuance of certificates evidencing membership in the Corporation.
ARTICLE VI - DUES (Top)
1. The regular members may determine from time to time the amount of the initiation fee, if any, and the annual dues payable to the
Corporation by members of each class with One month written notice to Regular members.
2. Dues shall be payable by the thirty-first of January of each year. Members failing to pay before the March meeting shall be dropped from
membership. New members joining after July first (1st) will pay one half (1/2) of the current annual dues plus the full initiation fee.
ARTICLE VII - VOTING (Top)
The voting membership shall be composed of members who are current in dues and obligations for the preceding year and Lifetime members. Voting members must be certified divers by a recognized certification agency.
ARTICLE VIII - OFFICERS (Top)
1. The officers of the corporation shall be President, Vice-President, Secretary, and Treasurer who shall be elected for a one-year term. To be
nominated or elected to be a club officer, a member must have been a member in good standing and have attended at least three (3)
meetings and three (3) club dive outings between Jan 1 and the October meeting, inclusive.
2. Any vacancy in any office may be filled by the Board of Directors for the unexpired portion of the term subject to approval of the majority of
the members in attendance at the next regularly scheduled meeting.
3. Any officer may be removed by a two-thirds (2/3) vote of the regular members present at regular meeting.
4. Any officer not in attendance at either three (3) membership meetings consecutively or three (3) board meetings consecutively, or four (4)
outings consecutively, will open the option of the Board of Directors to declare that (his/her) office vacant.
ARTICLE IX - BOARD OF DIRECTORS (Top)
1. The Corporation shall be managed by a board of directors. The Board of Directors shall consist of the current corporate officers, the
Activities Chairperson, and two General Directors. The Activities Chairperson shall be elected to a one-year term and the General
Directors shall be elected in alternate years to two-terms. To be nominated or elected to be a club officer, a member must have been
a member in good standing and have attended at least three (3) meetings and three (3) club dive outings between Jan 1 and the
October meeting, inclusive. Nomination of board members shall be made at the October club meeting and election held at the
November meeting each year.
2. The Board of Directors shall meet at such time and place as called by or at the request of the President or any two (2) directors provided at
least two (2) days notice shall be given to all members of the Board. Any Director may waive notice of such meeting and attendance by a
director at a meeting shall constitute a waiver of notice.
3. A majority of the Board of Directors shall constitute a quorum for the transaction of business by the Board.
4. Any vacancy in the Board of Directors shall be filled by election of the Board of Directors themselves subject to the approval of the majority
of the regular members in attendance at the next regularly scheduled meeting.
5. Any board member may be removed by a (2/3) vote of the regular members present at a regular meeting.
6. Any board member not in attendance at either three (3) club membership meetings consecutively or (3) board meetings consecutively, or
four (4) club outings consecutively, will open the option of the Board of Directors to declare that (His/Her) office vacant.
ARTICLE X - DUTIES OF OFFICERS AND BOARD OF DIRECTORS (Top)
1. The President shall be the principle executive officer of the Corporation and shall preside at all the meetings of the membership and the
Board of Directors. He may sign, with the signature of any other Officer of the Corporation authorized by the Board of Directors, any
contracts or instruments which the Board of Directors may authorize him.
2. The Vice-President shall serve in the place of the President in his inability, absence, or refusal to act. He shall also serve as New Member
Coordinator and is responsible for furnishing new members with such materials that are provided for by the initiation fee.
3. The Treasurer shall keep an accurate record of the Club's financial affair and make reports to the membership and the Board of Directors
when called upon to do so.
4. The Secretary shall keep minutes of all meetings of the membership and the Board of Directors in books provided for that purpose; shall
see that all notice are duly given in accordance with the provisions of these Bylaws or as required by law; shall be the custodian of the
corporate records and of the seal of the Corporation and see that the seal of the Corporation is affixed to such documents as necessary
and perform such other duties as assigned to him by the President of the Board of Directors.
5. The Activities Chairperson will have the following duties and responsibilities: Be aware of all club activities so that members can have a
source of information. Attend club and board meetings. Organize dive outing coordinators. With the Officers, organize committees
necessary for club activities. Maintain and inventory club owned equipment and be responsible for keeping track of members' use of
6. The General Director shall attend meetings of the Board of Directors representing the general membership of the Club and provide
ARTICLE XI - COMMITTEES (Top)
1. The Membership Committee shall consist of the Board of Directors. The Membership Committee shall screen and vote on new members
as provided by the Board of Directors.
2. Other committees may be designated by the Board of Directors of the Club Membership and the member of such committee shall be
appointed by the President.
3. Each member of the Committee shall continue as such until the last monthly meeting of the membership unless said committee shall
be sooner terminated and each committee may adopt rules for its own government not inconsistent with these By-Laws.
ARTICLE XII - CONTRACTS, DEPOSITS, AND FUNDS (Top)
1. The Board of Directors may authorize any officer or officers of Agent of the Corporation to enter into any contract or execute and
deliver instruments in the name of the Corporation. All checks shall be signed by the Treasurer or by the President of the Corporation
in such banks as the Board of Directors may select.
2. The Board of Directors may accept on the behalf of the Corporation all contributions, gifts, bequests, or devise for the general purpose
or special purpose of the Corporation.
ARTICLE XIII - BOOKS AND RECORDS (Top)
1. The Club shall keep correct and complete books and records of accounts and keep minutes of its proceedings of its Board of Directors.
Any books and records of the Corporation may be inspected by any member for any purpose at any reasonable time.
2. A yearly physical inventory of club assets will be taken during the month of November. This list will be reconciled at this time. New assets
will be added to the list of current assets by the Secretary and an up-to-date list of such assets will be kept with the club records. An
additional inventory will be conducted by the incoming Board of Directors in February as verification of the November inventory.
ARTICLE XIV - SEAL (Top)
Copyright Diving Rebels Skin Diving Club, 2011
All Rights Reserved.