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SCC Archives
Club Bylaws
Club Bylaws
Bylaws of the
Stonington Cruising Club
Article I – General
1. The name of the organization is “Stonington Cruising Club, Incorporated.”
2. A red and blue design with a white star has been adopted as the Club burgee.
Article II – Purpose
1. The purpose of the Club is to engage in day, weekend and extended cruises and other on-the-water and shore-side activities that
offer its members opportunity to join in the camaraderie of fellow boaters and to participate in a safe, structured program of social
and competitive activities.
2. The Club promotes safety on the water, superior seamanship and responsible environmental practices.
Article III – Membership
1. Membership shall be open to anyone who has sufficient sail or power boating experience to be rated as a competent boater, and
is at least twenty-one years of age. A competent boater is capable of operating a cruising vessel, performing navigation and other
seamanship requirements needed to cruise the northeast coast during typical summer weather conditions.
2. A membership shall be represented by either a single individual or related couple.
3. New members shall be current and active boat owners who operate a boat that is capable of participating in cruises along the
coastal waters of the northeast for extended periods of time with minimal shore side support. Members’ boats shall be moored
sufficiently close to Stonington to facilitate frequent participation in club cruises. The member shall be in good standing in the local
community.
4. Upon receipt of application for membership the Club Membership Director and the membership committees shall review the
application for conformity to criteria set by the Board, complete appropriate interviews, and make recommendations for action by
the Board of Directors.
5. Upon acceptance or rejection of the application, a letter signed by the Director of Membership, or designated officer of the Club,
shall be sent within 45 days of completion of the application process notifying the applicant of the decision of the Board of Directors.
In the event of acceptance, the applicant shall remit the appropriate membership dues.
6. New applicant dues received after 15 October shall only apply to the subsequent membership year.
7. Membership year deadline for inclusion in the Club roster shall be December 31, though applications will be accepted and
processed throughout the year.
8. Membership renewals or applications received without the member’s signature on the liability waiver shall be rejected.
9. A member shall be suspended by the Board of Directors by written notice for reason of failure to meet financial obligations as
defined in these bylaws. The suspension shall remain in effect until such payment plus fine, if any, has been made.
10. The Board of Directors may, at its discretion, suspend or revoke a membership for due cause, only after written notification is
sent to the applicant stating the due cause. A member so affected shall be given an opportunity for a hearing before the Board of
Directors to occur no later than 60 days after notification of cause.
Article IV – Meetings
1. The fiscal year of the Club shall run from January 1 to December 31.
2. The Commodore shall be responsible for the organization, preparation, notification, and conduct of all official Club meetings.
3. The Director of Operations shall record minutes of all meetings for timely distribution and approval at the next meeting.
4. Notification of all official Club meetings shall be given no less than 30 days in advance.
5. The Annual membership meeting of the Club shall be held on a day between November 1 and February 28.
6. The presence of not less then 20 percent of the current Club membership, and at least three Club officers shall constitute a
quorum, and shall be necessary to conduct the business of the Club.
Article V – Voting
1. At all official Club meetings that have a quorum, votes shall be by voice.
2. Voting shall not be by proxy or absentee ballot.
3. Only members in good standing shall be able to vote.
4. Each membership shall be allocated only one vote.
5. Changes in the bylaws require 2/3 of the membership to approve the change(s).
6. No expenditures can be made in excess of the approved budget without approval of the Board of Directors.
7. No expenditures can be made that exceed the current financial resources of the Club without approval by a membership vote.
Article VI – Board of Directors
1. The business of the Club shall be managed by a Board of Directors which shall consist of the officers as described by Article VII.
2. The Board of Directors shall have control and management of the affairs and business of the Club. The Board of Directors shall
act only in the name of the Club when it is convened by the Commodore for an official Club meeting.
3. A new Board of Directors shall be elected each year. The time of office shall begin at the end of the annual meeting. All eligible
candidates for new Directors shall be announced in the notification of the Club’s Annual Meeting. Candidate Directors shall be elected
by vote of the Club membership during the Annual Meeting. A favorable simple majority vote of the membership shall be required
to elect each new Director to the Board.
4. The Board of Directors, at its discretion, may make rules and regulations, consistent with the By-laws of the Club, concerning
Club activities.
5. The Board of Directors shall develop an annual budget to be discussed and approved at the annual meeting. A budget must be
in place by March 1 of the year for which the budget is designed.
6. Each Board member shall have one vote except the Commodore, or, in his absence, the person chairing the Board Meeting. If
the event of a tie of a vote of the Board of Directors, the Commodore, or the meeting Chairperson shall vote to break the tie.
7. Vacancies in the Club’s Board of Directors shall be filled for the balance of the term by vote of the remaining members of the
Board of Directors.
8. The Board of Directors shall appoint members to act in a special capacity (e.g. historian, quartermaster, etc.) and shall appoint
such committees as deemed necessary.
Article VII – Officers
1. The Officers of the Club shall be:
• Commodore
• Past Commodore
• Director of Operations
• Treasurer
• Director of Membership
• Director of Cruising
• Director of Communications
In the event of absence of the Commodore, then the progression to act as Commodore shall be as listed above. Should the absence be
permanent, an acting Commodore shall be named by the directors.
2. The duties of the duly elected Officers of the Club are defined as follows:
Commodore
The Commodore is responsible for the direction and character of the Club. As such, the Commodore will supervise public and
community relations and be responsible for official external correspondence. The Commodore is accountable to the Board of Directors
and is charged with overseeing and enforcing the bylaws and regulations of the Club. It is the Commodore’s responsibility to
organize, prepare, announce, and conduct all official meetings of the Club and to provide records and reports to the membership of all
official Club meetings and significant decisions affecting Club business.
Director of Operations
The Director of Operations is responsible for managing the business aspects of the Club. This will include coordinating the activities of
the Directors for those functions that pertain to Club business as well as budget preparation. The position shall be supported by a
committee named by the Director of Operations.
Treasurer
The Treasurer collects, safeguards, accounts for, and administers the disbursement of funds of the Club.
Collection includes all dues, fees and assessments associated with Club activities and capital expenditures. Disbursement includes
payment of all general Club expenses, and appropriate reimbursements to members. Accounting includes bookkeeping, preparation
of federal, state, and local tax returns and submission as is necessary, and preparation of periodic and comprehensive financial
statements presented and discussed with the membership at official Club meetings.
The Treasurer shall disburse funds in accordance with the intent and limitations put forth by Club’s annual operating budget and as
directed by the Director of Operations. All disbursements in excess of $500 shall be co-signed by the Treasurer and the Director
of Operations.
Director of Membership
The Director of Membership will be responsible, with the appropriate committee, for developing criteria for membership and for
processing applications for membership. Following processing of applications for membership, the director will recommend
acceptance or rejection to the officers of the club who will then vote for either acceptance or rejection.
Director of Cruising
The Director of Cruising shall have overall responsibility for the official cruise program of the Club. He also will be responsible for
organizing the safety committee and appointing a safety officer.
Director of Communications
The Director of Communications is responsible for developing and implementing a balanced communications strategy, and
supporting publications and communications systems, that will promote the interests of the Club and provide its members and the
yachting community with important and timely information about its activities.
3. Elections and terms of officers shall be as follows:
• All Club officers shall be elected by a majority of the voting membership. All eligible candidates for Club officer shall be
determined by a Club nominating committee, and shall be presented to the membership for consideration no less than 30 days before
election. All officers shall be elected by voice vote of the membership at the Annual Club Membership meeting.
• All elected Club officers shall serve one-year terms. All officers, except Commodore, shall be eligible as candidates to seek election
to succeeding one-year terms of office. The Commodore is limited to two consecutive terms.
• The Commodore, at the expiration of his (her) term in office, shall not be eligible for election to any Club Officer position within
two years after termination.
Article VIII – Membership Dues
1. Membership dues shall be determined at the November annual meeting for the following year. The dues amount will be based
on a budget presented by the Commodore and Operations Director. Approval of the budget shall be by a majority vote of those
attending the annual business meeting. Dues are payable no later than January 15 of the following year.
Article IX – Club Dissolution
1. In the event that the club is dissolved, all funds in the treasury will be divided equally among the members current at the time
of dissolution.
Article X – Standing Committees
1. The following standing committees will be formed and maintained by the appropriate Director. The Commodore shall have the
right to organize other committees as needed.
• Cruising committee
• Membership committee
• Operations committee
• Finance committee
• Communications Committee
• Audit committee, to be organized by the Treasurer
• Safety committee, to be organized by the Cruising Director
• By-laws committee, to be organized by the Operations Director
• Winter Cruise committee, to be organized by the Cruising Director
• Mooring committee, to be organized by the Communications Director
• Nominating committee, which will consist of the Commodore, Past Commodore and two members of the club, chosen by the
Commodore and not currently holding officer positions.
Article XI- Indemnification
1. The Corporation shall indemnify any incorporator, member, member of the Board of Directors, employee, or agent of the
corporation who has or is party or was threatened to be made a party, to any threatened, pending or completed action, suit or
proceeding against judgments, fines, penalties, amounts paid in settlement and expenses without limitation, attorney’s fees, for
which said person may become liable by reasons of his or her being or having been incorporator, member, member of the board of
directors, , officer, employee to the fullest extent that is permitted under the applicable law, provided such person acted in good faith
and in a manner believed to be in the best interest of the Corporation.
Article XII- New Bylaws
Adopted January 6, 2007.
1. The date and geographic site of the annual meeting will be determined one year in advance at the annual meeting.
2. SCC encourages all partners representing a single boat membership in the club to participate in the leadership activities of the
club. Only one of the partners can be a director at any time.