ARTICLE I
ORGANIZATION NAME
The name of the organization shall be “Blue Rock Sportsmans Club, Inc.”, d.b.a. Blue Rock Gun Club effective 11/4/98.
ARTICLE II
PURPOSE OF ORGANIZATION
The purpose of the organization is to maintain a club for the promotion and encouragement of shotgun sports, teach safety in the handling of shotguns and to foster good fellowship among sportsmen in the area.
ARTICLE III
CORPORATE STRUCTURE
Section 1 - The organization shall be a corporate body, chartered under the laws of the State of Arkansas. It shall have no capitol stock, and shall be a non-profit organization, organized and operated exclusively for pleasure, recreation and other non-profitable purposes. No part of the net earnings shall ensue to the benefit of any individual member.
Section 2 - The Charter and the By-Laws of the organization shall contain the basic rules and laws for governing and operation of the organization.
Section 3 - In lieu of stock certificates the members of the organization shall be issued certificates of membership which shall evidence their membership in the organization.
Section 4 - Pro-rata interest in and ownership of all assets of the organization shall be vested in the full members of the organization who are in good standing.
ARTICLE IV
BOARD OF DIRECTORS
Section 1 - (Corporate Powers) - The corporate powers of the organization shall be vested in the Board of Directors who shall be responsible for the direction of management, business affairs and properties of the organization.
Section 2 - (Number of Directors) - The total number of directors shall be seven (7), which shall consist of three (3) elected officers and four (4) elected directors two (2) of which shall be elected each year.
Section 3 - (Quorum) - Four (4) or more directors shall constitute a quorum of the Board of Directors for the transaction of business.
Section 4 - (Membership Fees and Dues) - The Board of Directors of the organization shall have the authority and it shall be the duty of the Board, from time to time, to fix the membership fee and assess and publish the dues to be paid by members, and the dues so fixed shall be an indebtedness of the members.
Section 5 - (Meetings) - The Board of Directors shall meet every quarter and shall call a regular meeting of the membership at least once a year. Special meetings may be called by the President, or in his absence, the Vice-President upon written notice to each Director and the Secretary/Treasurer and mailed to the address listed with the Secretary at least ten (10) days prior to such meetings. All meetings will be open to the general membership and the Secretary shall insure written notice is posted.
Section 6 - (Financial Report) - The Board of Directors shall call for a financial report of the organization at the end of the corporate year and the results thereof submitted to the President and he/she shall report the results to the membership.
ARTICLE V
OFFICERS
Section 1 - The officers shall consist of a President, Vice-President and a Secretary/Treasurer (the Secretary and Treasurer office may be held by two (2) people with only the Secretary position having voting power), with a term of office of two (2) years, and four (4) Directors with a term of two (2) years and with two (2) Directors elected each year. They shall be elected by the general membership and shall not succeed themselves in the same office.
Section 2 - (Officer Qualifications) - Qualifications are members who are highly motivated in the progress of the organization, shooting in general and good fellowship. Only one (1) person in the same household or immediate family shall be eligible for election as an Officer or Director. The President or Vice-President shall have served at least one (1) year on the Board of Directors.
Section 3 - (Duties of the President) - The President shall preside at all meetings of the Board of Directors and regular meetings of the membership. As directed by the Board of Directors he shall exercise supervision over the properties and affairs of the organization. He shall appoint committees to assist him as he/she deems necessary. By written direction from the Board of Directors the President shall execute all contracts in the name of the corporation to which it may be a party and such contracts must be attested by the Secretary.
Section 4 - (Duties of the Vice-President) - In the absence of the President, the Vice-President shall exercise his duties.
Section 5 - (Duties of the Secretary and Treasurer) - The Secretary shall keep a record of the proceedings of the Board and general membership meetings. The Secretary shall discharge such other duties that pertain to the office as inscribed by the Board of Directors. The Treasurer shall keep appropriate records of all monies and shall sign all checks and obtain the signature of either the President or in his/her absence the Vice-President as co-signature on such checks drawn upon the checking account of the organization. The Treasurer shall receive and account for all funds of the organization and insofar as practicable, shall deposit the same in the bank so designated by the Board of Directors. The Treasurer shall also furnish the general membership with financial reports at all scheduled meetings. The Treasurer may be required, upon special order of the majority of the members, to furnish an audit under emergency circumstances.
ARTICLE VI
MEMBERSHIP
New members shall be sponsored by a member in good standing and recommended to the membership committee for consideration. All new members will serve a six (6) month probationary period. At the end of that period they may be accepted as a full member. Probationary members will not have voting privileges. The year will start on November 1st and end on October 31st. The yearly dues and shooting fees shall be prescribed by the Board of Directors.
ARTICLE VII
MEETINGS
Section 1 - (Regular Meetings) - The regular membership meeting shall be held at least once a year. The President or Vice-President may call a meeting at any time upon ten (10) days posted notice and such notice shall contain the information or subject matter to be discussed. A meeting must be called by the President, or in his/her absence the Vice-President, within two (2) weeks upon the written request of twenty-five percent (25%) or more of the membership. All meetings will honor and be conducted by Roberts Rules of Order.
Section 2 - (Emergency Meetings) - Under extreme circumstances, as may be deemed by the Board of Directors, an emergency meeting may be called by the Board of Directors to include membership without the standard ten (10) days posted notice. Also the Board of Directors may meet among themselves if a general membership meeting is not practical. Results of these meetings will be posted at the club.
ARTICLE VIII
VOTING
Each member in good standing with the organization shall have one (1) vote, either in person or by proxy.
ARTICLE IX
CERTIFICATE OF MEMBERSHIP
Blue Rock Sportsmans Club, Inc., d.b.a. Blue Rock Gun Club membership cards will be issued to each member upon payment of annual dues. The card will be a certificate of membership and good for one (1) year period. All cards must be signed by the President and Secretary or Treasurer before they are valid.
ARTICLE X
EXPULSION
Any member may be expelled by a simple majority vote of the Board of Directors for violations of the By-Laws, Constitution, or the rules of the club which include but are not restricted to gun safety, unsportsmanlike conduct or disruptive action. The expelled member may appear at the next regular membership meeting to apply for reinstatement. Reinstatement may be accomplished with the consent of the majority of the members or by their proxy.
ARTICLE XI
AMENDMENTS
The Constitution may be amended by a vote of seventy-five percent (75%) or more of the membership present at a general or special meeting provided that a written notice shall have been issued at least ten (10) days before the meeting at which the amendment is put to a vote.
ARTICLE XII
IMPEACHMENT OF DIRECTORS AND OFFICERS
Section 1 - Officers and Directors may be impeached by the general membership. This action can be taken only at a special meeting called for such a purpose. All members must receive ten (10) days notice of such a meeting in writing. A vote of seventy-five percent (75%) of the members present will be required to impeach an Officer or Director.
Section 2 - It will be the duty of the membership at this meeting to elect a person or persons to complete the term of an Officer or Director impeached.
ARTICLE XIII
FINANCIAL
Section 1 - (Limit) - No member, Officer or Director shall financially obligate this organization on an individual basis. All financial matters and purchases of over one hundred dollars ($100.00) must be approved by the Board of Directors.
Section 2 - (Dissolution) - In the event of Blue Rock Sportsmans Club, Inc., disbanding, all assets and monies on hand will be used to meet any outstanding debts and then any remaining assets and or monies shall be contributed to a qualified non-profitable organization as directed by the general membership, or NSSA or ASSA with a two (2) year trust before contribution.
ARTICLE XIV
AGENT OF SERVICE
Blue Rock Sportsmans Club, Inc., hereby designates as its agent of service its attorney, Action Law Firm, 708 W. 2nd, Little Rock, AR 72201, Robert L. Gross, Agent.