RIVERBEND GOLF CLUB
AMENDED AND RESTATED BY-LAWS
Preamble – Riverbend Golf Club was founded on or about 2006 through the original document entitled “Constitution and By-Laws”. The controlling body of officers later amended that document in 2012 by modifying and amending Article III and by adding an Article VII as provided in that document. It is now the desire of the Board of Directors and the general membership to further amend the original document to update it for operational changes required by the desire for efficiency and the growth of membership, and to restate the Constitution and By-Laws as two (2) documents and to provide the Board with greater flexibility to make changes to the By-Laws without requiring a special membership meeting, while continuing to provide the membership with the control of the Club under the terms of the Constitution, amended and restated. For those reasons, the Membership does hereby Amend and Restate the By-Laws as follows:
ARTICLE I – RELATIONSHIP TO AMENDED AND RESTATED CONSTITUTION
The By-Laws that follow are to be used by the Board of Directors and General Membership to manage and operate The Riverbend Golf Club (“Club”) in the best interests of the membership for the “PURPOSES” stated in the Amended and Restated Constitution dated 9/12/2016. The Amended and Restated Constitution shall govern in the case of conflicts between these Amended and Restated By-Laws and the Amended and Restated Constitution. All references to the Constitution herein shall mean the Amended and Restated Constitution as described in the Preamble.
ARTICLE II – MEMBERSHIP MATTERS
Section 1. Prospective new members approaching the Club to join shall be required to complete the New Member Application prescribed by the Board. Upon completion, and submission to the Membership Committee, the Membership Committee shall review the application and coordinate with officers in accordance with the latest New Member Procedure. The Board members shall attempt to meet the prospective member before the meeting at which the application shall be introduced, but no Board action is needed for membership.
Section 2. In accordance with Section 3. of Article III of the Constitution, the Board of Directors is authorized to create classes of memberships. All members are deemed to be Regular Members unless otherwise designated by the Board. As each class is created the Board shall amend these By-Laws to describe the class including the rights and duties of that class.
Section 2.1 Emeritus Membership Class: The Board may confer upon a past or present Regular member the special designation of Emeritus Member when that member can no longer play in Club events because of permanent physical inability to play golf provided that the member was in good standing of the Club for at least six (6) years prior to the manifestation of his inability and that he actively played in Club events during his membership period. The Club may provide indicia of appreciation to that member and his new status including but not limited to a certificate of appreciation, plaque, photographs and presentation ceremony, all in the Board’s sole discretion. The member should not be excluded from consideration for this class as a result of his failure to pay dues during the period commencing upon the date of the manifestation of such physical inability through the date of consideration as an Emeritus Class member. Emeritus members shall not be listed on the official roster of Regular Members and shall not be entitled to golf handicap services.
Section 2.2 Non-Riverbend Resident Class: In accordance with the RGC Constitution, Section 1.a, Non-Riverbend residents living within a 50 mile radius, who have played as a guest for at least 5 times, and have been observed by a member of the Board of Directors, may be considered for membership in the RGC. After playing as a guest for the required number of games (5), the guest’s sponsor may recommend the player to the Board via the application found on the RGC website. The Board must approve the candidate for membership by majority vote. All member rights and privileges shall be bestowed upon the non-Riverbend resident class of members, e.g. voting, service on the Board and competing in tournaments. The RGC population of non-Riverbend residents shall not exceed 30 percent. Criteria for approval in addition to the above shall include: compliance with the USGA rules section 1.2.a with regard to:
- Acting with integrity – for example, by following the Rules, applying all penalties, and being honest in all aspects of play.
- Showing respect and consideration to others – for example, by playing at a prompt pace, looking out for the safety of others, temperate behavior, use of language, and not distracting the play of another player.
- Taking good care of the course – for example, by replacing divots, smoothing bunkers, repairing ball-marks, and not causing unnecessary damage to the course.
Section 3. In accordance with Section 7. of Article III of the Constitution, the Board of Directors has the duty and obligation to consider the suspension and/or expulsion of members who shall commit any act which reflects discredit or disrepute on the Club or shall refuse or neglect to comply with the rules and regulations. In such events, the Board shall sit as the Disciplinary Committee to whom the Membership, Rules and Handicap or Tournament Committees, as the case may be, shall present evidence of such misbehavior of the subject member. The decision shall be presented to the subject member in private and all members shall treat the case and all information thereof as Confidential to the extent possible.
ARTICLE III FISCAL MATTERS
Section 1. In accordance with Section 10. of Article III of the Constitution, the Board shall establish and set all membership fees and dues from time to time in such amounts as it deems to be adequate to operate and maintain the Club. The Board shall keep in mind in this activity and all others that it has been and is the intention of the founders of the Club that it shall have no revenue in excess of its expenses or not-for profit, although it is possible that some cash may accrue in its treasury.
Section 2. The fiscal year for the club will be January 1st through December 31st.
Section 3. The Board shall direct the Treasurer to safeguard and maintain proper accounts for the Club and to report to the Board on the status of the financial activities at its regular meetings.
ARTICLE IV BOARD OF DIRECTORS
The Board of Directors shall be elected to Class A or Class B staggered terms at such times and as set forth in such procedures as set forth in Article IV of the Constitution.
ARTICLE V OFFICERS
Section 1. Election-The officers of the Club (currently the Board of Directors has determined and elected members to the following offices: Chairman of the Board, President, Executive vice-president, First vice-president, Second vice-president, Secretary and Treasurer) shall be elected to one (1) year terms by the Board of Directors in accordance of Article V of the Constitution.
Section 2. Duties – The duties and reporting relationships of the officers are as follows:
- Chairing the meetings of the Board of Directors, the Chair sets the Meeting Agenda and oversees the Meetings and serves as the Chief Executive Officer of the Club.
- Promotes the general welfare of the Club, including membership maintenance and growth and involvement of the members in Club activities.
- Responsible for the Club’s relationship with the South Carolina Golf Association and the GHIN Handicap Licensure, including, but not limited to, processing mail and billings from SCGA and distribute to appropriate personnel for action.
- Along with the other officers, passes the GHIN Handicap Quiz required by the SCGA and maintains that status and trains members to serve as back up for the handicap GHIN relationship.
- With the support and assistance of the other officers, plan and implement up to two Tournaments per year (Fall and Spring) depending on the interest of the members.
- Serves as the Chair of the Handicap Committee.
- Serves as ex officio member of Club Committees.
- Reporting to the Board serves as chief operating officer of the Club to include but not limited to oversight of the activities of the officers and committees and as otherwise enumerated in the Constitution and By-Laws.
- Promotes the general welfare of the Club, including membership maintenance and growth and involvement of the members in Club activities.
- Serves as the Chair of the Rules Committee.
- Provides oversight possibly as an ex officio member to the operations of each Club committee, excepting Board Committees.
- Provide supervisory back-up support to the Executive or First Vice-President when they are absent and also to augment the effort for play days when assistance is required.
- Disapprove or approve and coordinate Club Affiliated Groups as to the use of the RGC rates and inter-Group play. Club Affiliated Groups are those groups of members using the Club Handicap system and the RGC negotiated rates with the various golf courses for Club team events.
- Negotiates RGC annual/semi annual/quarterly rates with the operators of golf courses in and around the area.
- Assists Chair with the planning and implementing of up to two Tournaments per year (Spring and Fall) depending on interest of members, by locating, scheduling and negotiating with operators of appropriate Venues and promoting the event among the members.
- Performs other duties as assigned by the Chairman of the Board of Directors.
2.3 Executive Vice-President
- Elected by the Board and reporting to the President, serves as the chief operating officer of the Club and otherwise performs the duties of the President in the absence of the President and the duties as otherwise specified in the Constitution and By-Laws.
- Assisted by the First Vice President, serves as the Chair of the Competition and Venue Committees which activities include but are not limited to (1) Selection of Venue for Friday play each week; (2) Send the weekly email to the membership announcing the venue for Friday play and requesting responses from members wishing to play; (3) Compile the player list for the week and manage the “over/under” of participants for the day of play; (4) Distribute handicap lists for the players at the course for that play date; (5) Determine the game format for the play date and communicate that format to the players that day along with score keeping methods for that format; (6) Act upon the Club’s Inclement Weather Policy for each play day where inclement weather may have an effect on play; (7) maintain the Competition and Venue Committee’s manpower level of 4 Members so no one or two people are overly burdened and there will always be back-up.
- Keeps records of which members played each week throughout the year.
- Performs other duties as may be assigned
2.4 First Vice-President
- Elected by the Board and reporting to the President, serves as the chief operating officer of the Club and otherwise performs the duties of the President and Executive Vice President in the absence of the President and Executive Vice-President the duties as otherwise specified in the Constitution and By-Laws.
- Serves as the Co-Chair of the Competition and Venue Committees which activities include but are not limited to (1) Selection of Venue for Friday play each week; (2) Send the weekly email to the membership announcing the venue for Friday play and requesting responses from members wishing to play; (3) Compile the player list for the week and manage the “over/under” of participants for the day of play; (4) Distribute handicap lists for the players at the course for that play date; (5) Determine the game format for the play date and communicate that format to the players that day along with score keeping methods for that format; (6) Act upon the Club’s Inclement Weather Policy for each play day where inclement weather may have an effect on play; (7) maintain the Tournament Committee manpower level of 4 Members so no one or two people are overly burdened and there will always be back-up.
- Assist the Chair, President and Executive Vice President with the management of up to two Tournaments per year, Spring and Fall so long as there is sufficient interest by the membership, by providing a starter, verifying the number of Club events played by each entrant during the qualifying period, participating in planning the closest to pin, longest drive and other special prize events and assisting with game format selection and scoring.
- Assists Executive Vice President in the keeping of records of which members played each week throughout the year.
- Assists the President with negotiating RGC annual/semi annual/quarterly rates with the operators of golf courses in and around the area.
- Performs other duties as may be assigned.
2.5 Second Vice-President
- Elected by the Board and reporting to the President, serves as the First Vice President of the Club and otherwise performs the duties of the First Vice President in the absence of the First Vice President and the duties as otherwise specified in the Constitution and By-Laws.
- Serves as the Chair of the Membership Committee promoting membership in the Club to new residents of Riverbend and renewal membership of current members. Assist with maintaining membership applications coordination and the updating of the roster of members in coordination with the Executive Vice President and Chair. This includes but is not limited to coordination with the Riverbend Newcomer Committee to obtain their names and addresses and other contact information, and making personal contact with the new residents to relate the advantages of membership in RGC. Determination and tracking of new resident golf ability levels, interest and time for play should all be noted so that the correct match can be made with other members and prospective members for beginner level to advanced. Dealing with issues of members including disciplinary and handicap problems.
- Serves as Chair of the Communications Committee. He recruits volunteers to perform duties of that committee and is responsible for the preparation and distribution of materials to membership. These tasks include but are not limited to (1) implementing the Club website using the domain already reserved; (2) getting articles concerning the Club into the neighborhood newsletter Tidewatch and other appropriate publications; (3) sending notices to the membership concerning upcoming events such as Tournaments, Annual Meetings, Play dates, etc. (4) act as the public relation organ of the Club to gain public presence in around Riverbend promoting membership in the Club; (5) finding other programs and implementing after Board approval.
- Assist the Chair and President with the management of up to two Tournaments per year, Spring and Fall so long as there is sufficient interest by the membership, by providing promotional emails/materials to the membership, planning and implementing the post-Tournament snack or dinner as chosen by the Board where the awards and prizes are awarded.
- Performs other duties as may be assigned
- As requested by the Board, attends Board of Directors meetings, records minutes and presents to Board for approval at succeeding meeting, keeping the Minute Book and other records of the Club.
- Follows up on documentation necessary for the designation as a club in the GHIN handicap system in coordination with the Chair.
- In coordination with the Second Vice President and the Club roster, maintains the master member mail address, phone and email address list, keeping it up to date and accurate as to all members.
- Maintains the Club roster with the SCGA online system; activates/deactivates from the roster annually after receiving the dues from the Treasurer
- Activates new members on the roster and assures the member has provided correct existing GHIN member number. If unknown, searches online USGA membership by name and previous location; verifies search results with the new member to establish his handicap at the Club.
- Presents draft updates to the Constitution and By-Laws to the Board for consideration and approval for ratification by the Membership.
- Prepare the Notice of Meeting, Ballots, Minutes of the Annual Meeting and other documents called for by the founding documents.
- Performs other duties as may be assigned.
- Reporting to the President, maintain accurate records of assets, liabilities, income and expenses of the Club and prepares and reports the status of those accounts to the Board of Directors on a regular basis and otherwise act as the chief financial officer of the Club.
- Collects dues and fees from members and secures those funds. Provides report of such collection to appropriate officer or committee chair and the Board.
- Makes appropriate payments to SCGA or other entities as approved by the President or the Board all in the best interest of the Club..
- Provides Treasurer’s Report to Board of Directors in time for presentation at upcoming meeting and covering the interim period from prior meeting.
- Securely maintains funds of the Club and the accounting thereof.
- Performs other duties as they may be assigned.
ARTICLE VI COMMITTEES
The Board may create Committees from time to time to perform the functions of the Club. The Committees shall report to the officer designated as its chair or his designees, and the President shall be appoint the chairs unless otherwise stated by the Board. At the time of adoption of these Amended and Restated By-Laws, the following committees are established as follows:
1. Tournament Committee
The Tournament Committee is an ad hoc committee that consists of the Board of Directors with the Chair acting as the chair of the Committee and the other directors serving in the roles functioning per their duties as officers. This Committee plans and executes the planned two (2) tournaments each year (Spring and Fall).
2. Competition and Venues Committee
A. “Competition” includes preparation of game formats listing and instructions, determines and promulgates perhaps on a monthly basis, the schedule for the formats to be used during the next month. Members check scorecards after the rounds. Makes decision and promulgates day of play decision such as “lift clean and place”, “roll them” in the fairways or not, weather cancellations, etc. Members also report to the Board violations of rules and in the event of major violations effecting the payment of prizes, refers the issue to the Disciplinary Committee along with the subject prize.
B. “Venues” includes responsibility for working with various course operators to set play days at various courses and promulgates the venues for Friday or other play day rounds to the membership to the extent advance notice is possible, seek the opportunity to play new courses opening or being rehabbed in the area, seek methods of dealing with the Chelsea System and pros at the Sun City courses for blocks of tee times to enable occasional play at those courses.
3. Membership Committee- Includes promoting membership in the Club to new residents of Riverbend, issues personal invitations to new residents of community, obtains and files new member application to include the GHIN information required for SCGA, seeks input from members as to social events and then plans and implements those events in conjunction with the Social Committee prepares and distributes new member packets which includes copies of Constitution and Bylaws, copy of Club Rules, list of frequently used venues for Friday or other play day play and tournament play along with directions, assisting Secretary with maintaining the member roster with contact info, recent newsletter (once established by the Communications Committee), help with transportation to the various venues. Investigates Member disciplinary issues as they may arise and referral of such matters to the Disciplinary Committee with the findings of its investigation for action.
4. Rules Committee – Provide members with copies of USGA Rules and classes on them for new members covering frequently used issues on the course including golf etiquette matters; Update and promulgate Club rules, including differentiating course Local Rules, provide rules documents to membership committee for New Member packets.
5. Handicap Committee – Provide classes for members to acquaint them with the USGA handicap system; Assist officers as requested with the maintenance of handicaps for each member of the Club; Assist the Chair and other officers with compliance with SCGA and GHIN handicap system requirements, updates the handicaps for members for Friday and other play days and tournament play; Collect and review scorecards from weekly play days and tournaments; assist officers with the investigation and referral to the Disciplinary Committee for action of possible member disciplinary issues of members violating handicap rules along with the results of the investigation, verifying new member established handicaps, oversight in getting the handicap fees paid to SCGA each calendar year.
6. Communications Committee– responsible for creating and updating membership email and mailing lists, creation and emailing newsletter to membership perhaps with last month results of play with names and stories, schedules of formats, venues, etc. for the upcoming month of play, prepare monthly article of Club news and send to publisher of Tidewatch Newsletter for publishing in its next issue, communicate re: upcoming social events in conjunction with membership committee, provide notice of future Club business meetings including Committee and Board meetings.
7. Social Committee – (Non- required) Encourage and arrange social entertainment features and events for special occasions, encourage sharing of social “get-togethers” time at the end of each Club sponsored round of golf at the venue for that day and arrange Tournament banquets for members and their significant others following each Club Tournament for presentation of the Harry Glass Memorial Trophy and prizes. [N.B. This committee is not intended to compete with the Riverbend Community Social Committee and its social events.]
ARTICLE VII BOARD COMMITTEES
The Board shall create Committees from time to time to perform the executive functions of the Club. The Committees shall report to the Chairman of the Board or his designees, and the Chairman of the Board shall appoint the Committee Chairmen. The committees shall not be standing but formed at such time as needed. At the time of adoption of these Amended and Restated By-Laws, the following Board Committees are as follows:
1. Nominating/Elections – responsible for preparing slate of willing candidates for Board membership for use at the Annual Membership Meeting, and a slate of willing candidates for the various officers for use by the Board at its Annual meeting, prepares ballots for use at both elections and oversees the vote counts for each of these elections.
2. Constitution and By-Laws – At the request of the Board, prepares proposed amendments to the Constitution for consideration by the membership. At the request of the Board, prepares proposed amendments to the By-Laws for consideration by the Board/membership as required.
3. Member Disciplinary – The Board shall meet as the disciplinary body when any complaints are referred to it by the Membership, Rules and Handicap or Tournament Committee for action in the suspension or expulsion of a member.
Article VIII- AMENDMENTS TO THE BY-LAWS
The Board of Directors shall have the power to repeal or amend one of more of the By-Laws provided that such action shall not conflict with the terms or intention of the Constitution. Passage of such amendment shall require an affirmative vote of eighty percent (80%) of the members of the Board.
Approved this 13th day of May 2019 at a meeting of the Board, at which a quorum was present, by unanimous vote.