BYLAWS OF SALUKI MASTERS SWIM CLUB ARTICLE I Name, Affiliation and Offices SECTION 1. NAME. The name of this organization is the Saluki Masters Swim Club, hereinafter referred to as the Club. The Club is an unincorporated organization to promote Masters swimming. SECTION 2. AFFILIATIONS. The Saluki Masters Swim Club is affiliated with St. Louis Area Masters, a registered Masters swimming club within U. S. Masters Swimming, Inc., as a registered workout group thereof. SECTION 3. OFFICES. The Saluki Masters Swim Club shall maintain an office at the treasurer s residence. ARTICLE II Membership SECTION 1. MEMBERSHIP. Membership shall be open to men and women 18 years of age or older who register and pay dues, register and maintain registration with U. S. Masters Swimming, Inc. through the Local Masters Swimming Association Ozark LMSC and agree to abide by these By-laws SECTION 2. VOTING RIGHTS. Each member shall be entitled to one vote on each matter submitted to a vote of the members. SECTION 3. MEMBERSHIP PRIVILEGES. Club membership is a privilege. In addition to other requisites for membership specified in these By-laws, each Club member must conform to accepted Club, community and facility standards of personal honesty, courtesy to others and attention to workout routines, and is also expected to refrain from physical offense, verbal profanity or other conduct detrimental to the functioning of practices, meets or other activities of the Club or the enjoyment of these activities by others. Any member not conforming to these standards is subject to removal from membership. Generally, an appropriate notification will be issued specifying a perceived violation of these standards and a Club member will have the opportunity to amend his or her conduct. On repetition of conduct for which warning has been given, or, in the event of very serious offensive conduct, a member s privileges may be suspended. Any suspension of membership is subject to final action on removal by the Board in conjunction with facility guidelines. A Club member aggrieved by a warning or a suspension may be heard by the Board in conjunction with the principal Directors of the facility. Any such hearing will be informal. Once removed from the Club, a person may reapply. SECTION 4. WAIVER OF LIABILITY. Every member assumes personal responsibility for his or her individual physical condition and ability to engage in rigorous swimming workouts and competitions. The Club assumes no such responsibility and encourages every member to be examined regularly and appropriately by competent physicians.
As a condition of an individual s participation in the Saluki Masters Swim Club or any activities incident thereto, including swimming practices, competitions, related use of facilities, or other activities of the Club, each member, on behalf of him/herself, his/her family, his/her heirs, executors or assigns, forever waives any and all rights to claims for loss or damages, including all claims for loss or damages caused by the negligence, active or passive, of the following: U. S. Masters Swimming, Inc.; the Saluki Masters Swim Club, its Board, Officers, coaches and individual members; the SIUC Office of Recreational and Intramural Sports, the SIUC Intercollegiate Athletic Department, Southern Illinois University, the State of Illinois and their respective governing bodies, officers and employees. Provided, however, that the foregoing waiver, release and hold harmless provision shall not extend to claims by one individual against another for legally wrongful, active, willfully caused loss, damage, or injury of one individual by another (such as battery or theft) provided further, that in the event of any such claim by an individual that leads to litigation, unless otherwise agreed, a claimant who does not obtain judgment in his/her favor shall compensate the individual against whom a claim is made for his/her reasonable costs and attorney fees. This waiver of liability shall not be construed to prevent insurance claims and payment thereof to the extent of coverage, if any, upon the policy or policies in force, if any, for U. S. Masters Swimming, Inc.; St. Louis Area Masters Swimming, Inc. SECTION 5. RESTRICTIONS ON PRACTICES, COMPETITIONS. No person may practice with, compete for or coach the team who is not a member in good standing with U. S. Masters Swimming, Inc., provided that try-outs (practices) for a period of not more than two weeks (14 consecutive days), with active permission, attendance and supervision of a U. S. Masters Swimming, Inc. registered member coach shall be permissible for new prospective members. ARTICLE III Meetings of Members SECTION 1. ANNUAL MEETING. An annual meeting of the members shall be held during the first quarter of each year for the purpose of electing Directors and Officers and for transaction of such other business as may come before the meeting. SECTION 2. SPECIAL MEETING. Special meetings of the members may be called either by the President, the Board of Directors, or not less than one-tenth of the members having voting rights. SECTION 3. PLACE OF MEETING. The Board of Directors may designate any place as the place of meeting for any annual meeting or for any special meeting called by the Board of Directors. SECTION 4. NOTICE OF MEETINGS. A notice stating the place, date, and hour of any meeting of members shall be delivered to each member entitled to vote at such meeting not less than five nor more than forty days before the date of such meeting. Such written notice may be done by email to the email address of record for each member. In case of a special meeting or when required by statute or by these By-Laws the purpose for which the meeting is called shall be stated in the notice SECTION 5. INFORMAL ACTION BY MEMBERS. Any action required to be taken at a meeting of the members of the Club, or any other action which may be taken at a meeting
of members, may be taken without a meeting if a majority of the members approve by email. SECTION 6. QUORUM. The members holding one-tenth of the votes which may be cast at any meeting shall constitute a quorum at such meeting. In no case shall this be less than three members. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting at any time without further notice. At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the original meeting; withdrawal of members from any meeting shall not cause failure of a duly constituted quorum at that meeting. SECTION 7. PROXIES. Each member entitled to vote at a meeting of members or to express consent or dissent to Club action in writing without a meeting may authorize another person (or persons) who is a member (s) to act for him/her by written proxy, but no such proxy shall be voted or acted upon after 11 months from its date, unless the proxy provided for a longer period. ARTICLE IV Board Of Directors SECTION 1. GENERAL POWERS. The affairs of the Saluki Masters Swim Club shall be managed by its Board of Directors. SECTION 2. NUMBER, TENURE AND QUALIFICATIONS. The number of Directors shall be five (5). Each Director shall hold office for a two-year term and maybe reelected for successive terms or until his/her successors shall have been elected and qualified. Directors must be members of the Saluki Masters Swim Club. All Officers are members of the Board of Directors and additional Directors needed to meet the number required to constitute the Board of Directors will be elected at large. The number of Directors may be decreased to not fewer than 3 or increased to any odd number from time to time by amendment of this section. The coach of the Saluki Masters Swim Club shall be an exofficio member of the Board. SECTION 3. REGULAR MEETING. A regular annual meeting of the Board of Directors shall be held without other notice than these By-Laws, immediately after, and at the same place as, the annual meeting of members. The Board of Directors may provide by resolution the time and place, for the holding of additional regular meetings of the Board without other notice than such resolution. SECTION 4. SPECIAL MEETINGS. Special meetings of the Board of Directors may be called by or at the request of the President or any two Directors. The person or persons authorized to call special meetings of the Board may fix any place as the place for holding any special meeting of the Board called by them. SECTION 5. NOTICE. Notice of any special meeting of the Board of Directors shall be given at least two days previously thereto by written notice to each Director at this address as shown by the records of the Saluki Masters Swim Club, or by direct phone contact. SECTION 6. QUORUM. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board, provided that if less than a majority of the Directors are present at said meeting, a majority of the Directors present may adjourn the meeting to another time without further notice.
SECTION 7. MANNER OF ACTING. The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors, unless the act of a greater number is required by statute or these By-Laws. SECTION 8. VACANCIES. Any vacancy occurring in the Board of Directors or any Directorship to be filled by reason of an increase in the number of Directors shall be filled by the Board of Directors unless a statute or these By-Laws provide that a vacancy or a Directorship so created shall be filled in some other manner, in which case such provision shall control. A Director elected to fill a vacancy shall be elected for the unexpired term of his/her predecessor in office. SECTION 9. COMPENSATION. Directors shall not receive any salaries for their services provided that nothing herein contained shall be construed to preclude any Director from serving the Club in any other capacity and receiving reasonable compensation therefor. ARTICLE V Officers SECTION 1. OFFICERS. The Officers of the Saluki Masters Swim Club shall be a President, a Vice President, a Secretary and a Treasurer. All Officers are members of the Board of Directors. Officers whose authority and duties are not prescribed in these By-Laws shall have the authority and perform the duties prescribed, from time to time, by the Board of Directors. Any two or more offices may be held by the same person, except the offices of President and Secretary. SECTION 2. ELECTION AND TERM OF OFFICE. The Officers of the Saluki Masters Swim Club shall be elected by the members at the regular Annual Meeting of the members at the same time as the election of the Board of Directors. Vacancies may be filled or new offices created and filled at any meeting of the Board of Directors. Each Officer shall hold office for a two-year term and maybe reelected for successive terms or until his/her successor shall have been duly elected and shall have qualified or until his/her death or until he/she shall resign or shall have been removed in the manner hereinafter provided. Procedures for conducting the election and disputes will be decided by the Officers of the Club who are not running in contested positions and who are in attendance at the beginning of the annual meeting. SECTION 3. REMOVAL. Any Officer may be removed by unanimous vote of the remaining Board of Directors whenever in its judgment the best interests of the Club would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. SECTION 4. PRESIDENT. The President shall be the principal executive Officer of the Saluki Masters Swim Club. Subject to the direction and control of the Board of Directors, he/she shall be in charge of the business and affairs of the Club; he/she shall see that the resolutions and directives of the Board of Directors are carried into effect except in those instances in which that responsibility is assigned to some other person by the Board of Directors; and, in general, he/she shall discharge all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors. He/she shall preside at all meetings of the members and the Board of Directors. Except in those instances in which the authority to execute is expressly delegated to another Officer or
agent of the Club or a different mode of execution is expressly prescribed by the Board of Directors or these By-Laws, he/she my execute for the Club any contracts, or other instruments which the Board of Directors has authorized to be executed, and he/she may accomplish such executions with the Secretary, or any other Officer thereunto authorized by the Board of Directors, according to the requirements of the form of the instrument. In particular, the President will represent Saluki Masters Swim Club as liaison to the SIUC Office of Recreational and Intramural Sports and SIUC Intercollegiate Swimming. These liaison responsibilities may be delegated in the aggregate or individually to another member or members as deemed appropriate by the President. Such delegation of duties, however, must be announced in writing to the membership and to the SIUC Office of Recreational and Intramural Sports and SIUC Intercollegiate Swimming. SECTION 5. VICE PRESIDENT. The Vice President shall assist the President in the discharge of his/her duties as the President may direct and shall perform such other duties as from time to time may be assigned to him/her by the President or by the Board of Directors. In the absence of the President or in the event of his/her inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President. SECTION 6. TREASURER. The Treasurer shall be the principal accounting and financial Officer of the Club. He/she shall: (a) have charge of and be responsible for the maintenance of adequate books of account for the Club, (b) have charge and custody of all funds and securities of the Club, and be responsible therefor and for the receipt and disbursement thereof, and (c) perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him/her by the President or the Board of Directors. If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his/her duties in such sum and with such surety or sureties as the Board of Directors shall determine. SECTION 7. SECRETARY. The Secretary shall record and maintain a physical and digital copy of the minutes of the meetings of the members and of the Board of Directors; see that all notices are duly given in accordance with the provisions of these By-Laws or as required by law; keep a register of the post office address of each member which shall be furnished to the Secretary by such members and perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him/her by the President or by the Board of Directors. SECTION 8. INDEPENDENT CONTRACTORS. The Officers of the Saluki Masters Swim Club will be responsible for securing and terminating the services of a coach or coaches as independent contractors to provide coaching and supervision of swimming practices. Said independent contractors shall not be employees of the Club and will receive payment for services. Said coaches may control swimming practices of the Club as they deem appropriate and shall devise training programs and clinics as they deem appropriate. It is specifically agreed that the coaches are not employees as defined by the Illinois Workers Compensation Act and that the coaches are not covered by said Act and that no insurance is being provided them in consideration of their duties other than that which they may provide for themselves through other sources.
ARTICLE VI Committees SECTION 1. COMMITTEES OF DIRECTORS. The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate one or more committees, each of which shall consist of at least one Director, which committees, to the extent provided in said resolution and not restricted by law, shall have and exercise the authority of the Board of Directors in the management of the Club but the designation of such committees and the delegation thereto of authority shall not operate to relieve the Board of Directors or any individual Director, of any responsibility imposed upon it or him/her by law. Members of each committee must be members of the Club. SECTION 2. OTHER COMMITTEES. Other committees not having and exercising the authority of the Board of Directors in the Club may be designated by a resolution adopted by a majority of the Directors present at a meeting at which a quorum is present. Members of each such committee shall be members of the Club, and the Officers of the Club shall appoint the members thereof. Any members thereof may be removed by the person or persons authorized to appoint such a member whenever in his/her judgment the best interests of the Club shall be served by such removal. ARTICLE VII Contracts, Checks, Deposits and Funds SECTION 1. CONTRACTS. The Board of Directors may authorize any Officer or Officers, agent or agents of the Club, in addition to the Officers so authorized by these By-Laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Club and such authority may be general or confined to specific instances. SECTION 2. CHECKS, DRAFTS, ETC. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Club, shall be signed by the Treasurer or President in such amounts as remain within the annual budget approved by the Board. Expenditures which exceed those approved in the annual budget must first be brought before the Board for consideration and approval prior to payment. SECTION 3. DEPOSITS. All funds of the Club shall be deposited from time to time to the credit of the Club in such banks, credit unions, trust companies, or other depositories as the Board of Directors may select. SECTION 4. GIFTS. The Board of Directors may accept on behalf of the Club any contribution, gift, bequest or device for the general purposes or for any special purposes of the Club. ARTICLE VIII Dues SECTION 1. ANNUAL DUES. The Board of Directors may determine from time to time the amount of annual dues payable to the Club by the members.
SECTION 2. PAYMENT OF DUES. Dues shall be payable in advance prior to January 1 of each year. This is to include the annual registration for USMS membership, as well as the annual Club dues. Dues of a new member are to be paid after the potential member has been provided a try-out period of practices of not more than two weeks (14 consecutive days). SECTION 3. COACHING FEES. The Board of Directors may determine from time to time the amount of monthly coaching fees, or other types of fees, payable to the Club by members who participate in any practice during a given month. There may be a differential fee scale depending on the member s participation status. SECTION 4. PAYMENT OF COACHING FEES. Coaching fees are payable for each month in which any practice is attended during that month. Such fees are payable and due at the 1st of the month and shall be considered in arrears if not paid by the end of the month in question. SECTION 5. DEFAULT AND TERMINATION OF MEMBERSHIP. When any member shall be in default in the payment of dues and/or coaching fees for a period of 3 months from the beginning of the period for which such dues became payable, his/her swimming workout privileges may thereupon be withdrawn until full payment is made or as determined by the Board of Directors. ARTICLE IX Amendments The power to alter, amend, or repeal the By-Laws or adopt these or new By-Laws shall be vested in the Board of Directors unless otherwise provided in the By-Laws. Their recommendations will be taken to a regular membership meeting and approved by a simple majority. RATIFIED DECEMBER 13, 1997 Revised February 20, 1999 Revised March 8, 2001 Revised January 22, 2006 Revised March 2, 2019