BYLAWS OF AVONDALE SWIM AND TENNIS, INC. with All Amendments through April 2018
ARTICLE I – NAME
This organization shall be known as the Avondale Swim and Tennis, Inc. (“ASTC”), a Georgia non-profit corporation.
The principal mailing address is P.O. Box 664, Avondale Estates, Georgia 30002.
ARTICLE II – OBJECTIVE
The objectives of the ASTC are to provide and maintain facilities for swimming, tennis, and other recreation for the membership, as defined in Article III.
ARTICLE III – MEMBERSHIP AND GUESTS
Section 1 – Government
The government and management of ASTC shall be vested in the Board of Directors (“Board”) who shall, by majority vote, have the power to adopt all rules consistent with these Bylaws for the conduct of the activities and affairs of the ASTC.
Section 2 – Membership
ASTC is a community club owned by its members. It operates on annual memberships that are open to Avondale Estates residents residing in approved areas.
A. Membership Area:
Membership area includes that certain area within the city of Avondale Estates, Georgia, as shown on the attached map and list of eligible streets. Condominium developments or other high density residential developments are excluded from the membership area.
B. Membership Application:
Applications for membership are subject to the approval of the Board or its delegates as determined by the Board.
C. Membership Year:
A membership year shall extend from the Saturday of Memorial Day weekend through the following Friday of Memorial Day weekend. Fees and assessments for each year are due and payable before any member may use the facilities. ASTC’s fiscal year for financial and tax reporting corresponds with the calendar year and ends on December 31st.
D. Membership Termination:
The Board reserves the right to revoke a membership by majority vote with cause, including failure to comply with the Rules and Regulations as set forth by the Board of Directors. Members facing termination have the ability to submit, in writing, an appeal for refund of any fees or assessments. Appeals are subject to majority vote of the Board.
E. Membership Status
E1. Good Standing
A Member shall be considered to be in Good Standing if he/she has paid their initiation fees along with all dues associated with the membership level selected and has not had more than a one year lapse in payment as a result of a hiatus approved by the Board. Additionally, one who has not been subject to disciplinary action by the Board as a result of any violations of the Rules and Regulations of the ASTC.
E2. Right to Appeal
Any Member not considered to be in Good Standing has the right to file an appeal with the Board for its review and consideration of adjusting the Member status to one of Good Standing.
F. Membership Types:
Residents owning and occupying their homes in the City of Avondale Estates, Georgia, in the Membership Area, as defined in Article III, Section 2A, may become active yearly members upon their acceptance, on application, by the Board of Directors, and the payment of any required fees or assessments that may be set by the Board of Directors.
Legacy memberships will be applicable only to former Resident members that have moved outside the membership area and remain in good standing. ASTC reserves the right to set a maximum capacity membership in the future, at which time Legacy Memberships can be rescinded at the discretion of the Board.
Residents renting their homes in the City of Avondale Estates, Georgia, in the membership area, may become active yearly members upon their acceptance, on application, by the Board, and the payment of any required fees or assessments that may be set by the Board. Renter Memberships do not qualify for conversion to Legacy Memberships.
F4. Swim Coach:
If a coach of the ASTC swim team is hired and is not a member of ASTC, the Board may consider offering the coach a Swim Coach Membership for purchase to allow the coach’s family membership privileges. Terms and conditions of this type of membership will be determined by the Membership Committee and presented to the Board for its approval. Swim Coach Memberships are only applicable to acting coaches and do not qualify for conversion to Legacy Memberships.
Guests are defined as those individuals who live outside the membership area and will be granted access to the ASTC facilities as a guest of a sponsoring Member in good standing and after payment of the prevailing guest fee at the time of admittance, subject to change at the discretion of the Board. Guest fees shall not be applied under the following circumstances:
G1. “Out of Town Guests”:
The guest is an “out of town” (defined as living outside the Metro Atlanta area) family member or non-family member that is staying with the sponsoring Member for an overnight visit. Access to the ASTC facilities are granted during the visiting period and only while staying at the residence of the sponsoring Member. Access to the facilities shall not exceed a period of one (1) week, subject to review and adjustment at the discretion of the Board, on a case by case basis.
G2. Family Members:
The guest is a family member, living inside the membership area, “in town” and is staying at the residence of the sponsoring Member. Should the guest, in this specific provision (Section 2(G)(2)), stay with the sponsoring member for a period that exceeds two (2) weeks, the sponsoring Member shall be required to possess a family membership with the family member listed on the membership profile.
ARTICLE IV – FEES AND ASSESSMENTS
Each member shall pay annual dues and assessments in such amount and on such date as may be required from time to time by the Board of Directors. Lapses in membership payments, changes in family dynamics as a result of death, separation, divorce or otherwise are subject to the discretion of the Board on a case-by-case basis regarding assessments, due, initiation fees or any other pecuniary aspect.
ARTICLE V – OFFICERS
Section 1 – Designation and Term
The officers shall be President, Vice President, Secretary and Treasurer. The officers collectively serve as the Executive Board. Officers shall be elected from members of the Board of Directors.
The offices of Secretary and Treasurer may be held by one person. The officers’ terms shall run from the time of their election for a one year term, which could be extended for additional terms as agreed and voted upon by the Board of Directors.
Section 2 – Duties of President
The President shall be the chief executive officer and shall preside at all meetings of the membership and of the Board of Directors. The President shall have the power to delegate authority and appoint committees.
Section 3 – Duties of Vice President
The Vice President shall perform all duties incumbent upon the President during the absence of the President and such other duties as the President or Board of Directors may prescribe.
Section 4 – Duties of Secretary
The Secretary shall keep the minutes of the meetings of the Board of Directors and shall keep such other records and perform such other duties as the president may direct.
Section 5 – Duties of Treasurer
The Treasurer shall keep, or cause to be kept, proper books of accounts showing accurately at all times the financial condition of the ASTC. The Treasurer shall be the regular custodian of all money, notes, or other valuables which may come into the possession of ASTC. The Treasurer shall, without delay, deposit all funds of ASTC coming into the Treasurer’s hands in the banking institution to be designated by the Board of Directors, and shall keep this account in the name of ASTC. The Treasurer shall check and see that all approved bills of ASTC are duly paid and keep a record thereof. The Treasurer shall keep a complete statement of receipts and disbursements and as requested by the Board of Directors or Executive Board shall give a report of the same. The Treasurer shall also furnish current financial statements of ASTC as requested by the Board of Directors. An audit of the finances shall be made at the close of each pool season and presented at the annual meeting. The Treasurer shall produce an annual working budget by January 31st, any delays being subject to the approval of the Board. The Treasurer shall perform such other duties as the president may direct. The Treasurer may delegate to an outside agent or organization to perform some or all of these duties at the discretion of the Board, while maintaining responsibility as Treasurer.
ARTICLE VI – BOARD OF DIRECTORS
Section 1 – Number
The Board of Directors shall consist of no more than thirty Members. Members elected to the Board of Directors must be members in good standing.
Section 2- General Powers and Duties
The property and the business of ASTC shall be managed under the direction of the Board of Directors. The Board of Directors shall have general charge, management and control of ASTC’s funds, property and activities, and shall authorize and control all expenditures. The Board of Directors shall have the sole authority to interpret these Bylaws.
Section 3 – Term
Members of the Board of Directors shall serve for a term of three years, renewable for a one year term each year thereafter.
Section 4 – Duties
It shall be the duty of the Board of Directors, in addition to all duties set forth in this document, to make all rules and regulations necessary to the operation of ASTC and to otherwise conduct the affairs of ASTC.
Section 5 – Meetings
The President shall call at least four meetings of the Board of Directors. The President shall call a special meeting upon the written request of ten members of the Board.
Section 6 – Quorum
A quorum of greater than 50.0% of the members of the Board of Directors in attendance shall be necessary for the Board of Directors to conduct its business.
Section 6 – Notice of Meetings
Notice of meetings of the Board of Directors shall be given each member of the Board of Directors at least forty-eight hours before said meeting is to convene.
Section 7 – Termination
A member of the Board of Directors may be expelled only by a majority vote of the Board of Directors for failure to comply with the rules and regulations of ASTC or by failure to perform work assignments.
ARTICLE VII – ELECTION OF THE OFFICERS AND DIRECTORS
Section 1 – Time of Election
The election of the Board of Directors shall be by the current Board of Directors, by majority vote. The election of officers shall be by the Board of Directors, by majority vote.
Section 2 – Nominations/Eligible Board Members
Eligible Board members shall be members in good standing and have the ability to be nominated by the membership at large. All nominations shall be in writing and submitted to the Board for its consideration. The Board of Directors shall review each nomination and put forth the candidates at its discretion for vote by the majority of the Board of Directors.
Section 3 – Vacancies
Vacancy in an office or on the Board of Directors shall be filled by a majority affirmative vote of the remainder of the Board with nominations from the floor.
ARTICLE VIII – RULES OF PROCEDURE
The rules of procedure contained in Roberts Rules of order – Revised, shall govern the deliberations of both the general membership and the Board of Directors where the same are not inconsistent with the provisions of the Bylaws.
ARTICLE IX – AMENDMENT
These Bylaws or any section or sub-section thereof may be repealed or amended at any regularly called meeting of the Board of Directors to which a quorum is present by an affirmative vote of two-thirds of the votes cast by the Board of Directors provided that notice of the proposed change shall have first been filed in writing with each officer and member of the Board of Directors not less than ten days prior to the meeting at which such change is to be considered.
Appendix A – Map of Membership Area