CLUB BYLAWS
Marine Hills Recreation Association, Inc.
dba, Marine Hills Swim & Tennis Club
Effective since 2024
ARTICLE 1 - OBJECTS
The purpose for which this Club is formed is to promote the health and general welfare of its members and in pursuance thereof to construct, own and operate a swimming pool and other recreation facilities, together with such incidental objects as are appropriate in the conduct of its community activities, in the county of King and state of Washington.
ARTICLE 2 - MEMBERSHIP
2.1 Classes of Members
2.1.1 Fish and Tree Membership
2.1.2 Half-Season Membership
2.1.3 Social Membership
2.1.4 Tennis Membership
2.1.5 Emeritus Membership
2.1.6 Owner
2.1.7 Associate Member
2.1.8 Household
2.1.9 Nanny/Caregiver
2.2 Qualifications for Membership
2.2.1 Fish and Tree (Family) Membership
2.2.1.1 Shall be those membership accounts who have been approved by a majority vote of the members of the Board and have paid in full the current annual dues, operating fund fees, maintenance fee, and special assessments as established by the Board.
2.2.1.2 Shall be accorded full privileges in the use of the facilities and participation in Club functions subject to the published and/or posted Rules and Regulations.
2.2.1.3 Shall be limited to a maximum of two hundred (200) total.
2.2.1.4 Shall be eligible for Swim Team
2.2.1.5 Shall be limited to 1 Account Owner and eligible Associate Members (as defined in Article 2.2.7), which include a spouse/domestic partner and any dependent children under the age of 26. Any dependent children who also have dependent children must purchase their own membership.
2.2.2 Half-Season Membership
2.2.2.1 Shall be those membership accounts who have been approved by a majority vote of the members of the Board for either the first half or the second half of the summer season and have paid in full the current annual dues, operating fund fees, maintenance fee, and special assessments as established by the Board.
2.2.2.2 Shall be accorded full privileges in the use of the facilities and participation in Club functions during the half of the summer to which their membership applies, subject to the published and/or posted Rules and Regulations.
2.2.2.3 Children of half-season members are not eligible for participation on swim team.
2.2.2.4 The dates for half season membership shall be set prior to opening day.
2.2.3 Social Membership
2.2.3.1Shall be those membership accounts who have been approved by a majority vote of the members of the Board and have paid in full the current annual dues, operating fund fees, maintenance fee, and special assessments as established by the Board.2.2.3.2 Shall have no dependent children below the age of 19.
2.2.3.3 Shall be accorded full privileges in the use of the facilities and participation in Club functions subject to the published and/or posted Rules and Regulations.
2.2.3.4 Number of Social Memberships is unlimited and not included in the 200 Fish and Tree Membership limit.
2.2.3.5 Fish and Tree Memberships may be converted to Social Memberships upon meeting requirements at the beginning of the season in which the requirements are met.
2.2.3.6 A social membership may include up to 3 adult members a part of the annual dues.
2.2.3.7 Up to two (2) additional adult members who live in the same household may be added to a social membership for an additional fee, determined by the board.
2.2.4 Tennis Membership
2.2.4.1 Shall be those who have been approved by a majority vote of the members of the Board and have paid in full the current annual dues, operating fund fees, maintenance fee, and special assessment as established by the Board for Tennis Memberships.
2.2.4.2 Shall be accorded full use of the tennis court and locker room facilities and participation in Club functions subject to the published and/or posted Rules and Regulations.
2.2.4.3 Shall not be accorded full use of the pool, pool deck, and upper deck rentals.
2.2.4.4 Number of Tennis Memberships is unlimited and not included in the 200 Fish and Tree Membership limit.
2.2.4.5 Shall be limited to 1 Account Owner and eligible Associate Members (as defined in Article 2.2.7), which include a spouse/domestic partner and any dependent children under the age of 26. Any dependent children who also have dependent children must purchase their own membership.
2.2.5 Emeritus Membership
2.2.5.1 Shall be Fish and Tree Memberships, which have been active for 10 consecutive years and have paid in full the current annual dues as established by the Board.
2.2.5.2 Shall not pay operating fund fees, maintenance fee, or special assessment.
2.2.5.3 Shall have no dependent children below the age of 19.
2.2.5.4 Only the original owner (or spouse if original owner has passed away) and 1 associate member are eligible for this membership.
2.2.5.5 Shall be accorded full privileges in the use of the facilities and participation in Club functions subject to the published and/or posted Rules and Regulations
2.2.5.6 Number of Retired Memberships is unlimited and not included in the 200 Fish and Tree Membership limit.
2.2.6 Owner
2.2.6.1 Shall consist of the primary account owner of the membership
2.2.7 Associate Member
2.2.7.1 Shall consist of the remaining eligible members who are living in the same household of all classes of paid in full memberships.
2.2.8 Household
2.2.8.1 As defined by the IRS. Proof of residency can be requested by the Board of Directors
2.2.9 Nanny/Caregiver
2.2.9.1 Shall consist of the caregiver who cares for for the dependent children of the Fish and Tree account owner. This person(s) is not a member but are able to accompany the dependent children of the owner to the pool in accordance with the rules and regulations set forth by the Board of Directors. There is a limit of 2 Nanny/Caregivers per membership account.
2.3 Annual Dues and Fees
2.3.1 The Board shall fix the amount of dues, operating fund fees, membership fees, and terms of payment for each class of membership for the ensuing year, subject to approval of the active members.
2.3.2 No portion of the annual dues shall be refunded.
2.3.3 Annual dues and fees are due by Opening Day of each year, and are in arrears if payment has not been received by June 1. Dues and fees in arrears will incur late penalties.
2.3.4 No member shall use the facilities of the Club until all dues and fees are paid.
2.3.5 Terminated Membership
2.3.5.1 If any dues or fees owed by a member of the Club shall remain unpaid as of July 1 of the current year, the membership shall be canceled.
2.3.6 Prorated dues may be charged, as determined by the Board, if one-third or more of the swimming
pool season is over.
2.3.7 The Board is authorized to offer new member discounts and/or incentives.
2.3.8 Requests for deviation from the policies set forth above may be reviewed by the Board, at its sole discretion, upon receiving a written petition from any active member.
2.3.9 Members shall be required to pay all charges and liabilities incurred by them or their families and their guests.
2.4 Membership Suspension/Expulsion
2.4.1 Cause for suspension/expulsion shall be a violation of the bylaws or rules of the Club, or unsafe or offensive conduct.
2.4.2 Written notice of the proposed suspension/expulsion of any member specifying the reason therefore, shall be provided to the owner. A hearing shall be set for no more than 10 days after the date of the notice. The owner/associate member or membership may be suspended for a period not exceeding three months or expelled permanently by a vote of two-thirds of the members of the Board of Trustees present at the meeting.
2.4.3 The Board may empower any of the Trustees, or the Club Manager, to suspend pool or other recreation privileges of a owner/associate member for a period not exceeding seven days; such suspension shall be reported in writing to the President within 24 hours thereafter.
2.5 Voting Rights
2.5.1 Fish and Tree Memberships have voting privileges. One vote per Fish and Tree Membership per issue.
2.5.2 Half-Season Memberships have voting privileges. ½ vote per Half-Season Membership per issue.
2.5.3 Social Memberships have voting privileges One vote per Social Membership per issue.
2.5.4 Tennis Memberships have voting privileges. One vote per Tennis Membership per issue.
2.5.6 Emeritus Memberships have voting privileges. One vote per Emeritus Membership per issue.
Meetings
2.5.7 Annual Meetings
2.5.7.1 The annual meeting of the members shall be held by the end of the pool season each year, at such time as shall be fixed by the Board, for the purpose of electing Trustees, examining reports of the officers, approving the budget for the next Fiscal year, and for other such business as may properly come before it.
2.5.7.2 If the annual meeting is not held on the date designated therefore, the Board shall cause the meeting to be held as soon thereafter as may be convenient.
2.5.8 Special Meetings
2.5.8.1 The Board upon such notice shall call special meetings of the membership, as it shall determine necessary.
2.5.8.2 Special meetings may be called upon the request in writing, of ten (10) voting members, filed with the Secretary, who shall call said meeting within thirty (30) days after filing the request.
2.5.9 Place of Meetings
2.5.9.1 All meetings of members shall be held at the principal office of the corporation or at such other place as designated by the President, the Board or by the members entitled to call a meeting of members.
2.5.10 Notice of Annual Meetings
2.5.10.1 Notice and agenda of meeting shall be mailed or emailed to members, at least ten (10) days prior to the date thereof.
2.5.10.2 The notice for the Annual Meeting shall contain the names of candidates nominated by the Nominating Committee.
2.5.10.3 Notice shall be deemed delivered when deposited in the official government mail properly addressed to the member at his or her address as it appears on the records of the corporation with postage thereon prepaid.
2.5.10.4 Notice shall also be deemed delivered when an email notice has been sent to the membership email on record.
2.5.11 Quorum
2.5.11.1 Twenty (20) percent of the members of the corporation entitled to vote, represented in person or by proxy, shall constitute a quorum at a meeting of the members.
2.5.11.2 If less than a quorum of the members entitled to vote is represented at a meeting, a majority of the members represented may adjourn the meeting without further notice.
2.5.12 Manner of Acting
2.5.12.1 The majority of the votes entitled to be cast by the members represented in person or by proxy at a meeting at which a quorum is present shall be necessary for the adoption of any matter voted upon by the members.
2.5.13 Proxies
2.5.13. 1Member may vote by proxy executed in writing by the member.
2.5.13.2 Such proxy shall be filed with the Secretary of the Club before the meeting.
2.5.13.3 A proxy with respect to a specific meeting shall entitle the holder thereof to vote at the meeting or any reconvened meeting following adjournment of such meeting but shall not be valid after the final adjournment thereof.
2.6 Dissolution of Club
2.6.1 In the event of dissolution of the Club, all active membership account net assets will be divided equally among the active members.
2.6.2 A deduction will be made from any such payment if there are fees owing from an active member.
ARTICLE 3 - BOARD OF TRUSTEES
3.1 General Powers
The Board of Trustees shall manage the affairs of the Club. ("Board")
3.2 Number
The Board shall consist of not less than seven (7) or more than eleven (11) Trustees, the specific number to be set by resolution of the Board.
3.3 Qualifications
The Board shall consist of adult owners or adult associate members. Only one member of a family may belong to the Board at one time. No Board member may be paid for his/her services.
3.4 Election of Trustees
Trustees shall be elected at each annual meeting of members.
3.5 Term of Office
Unless a Trustee dies, resigns, or is removed, he or she shall hold office for a term of three (3) years.
3.6 Meetings
The Board shall hold its first meeting immediately after the annual meeting of the membership or as soon thereafter as is practical. By resolution, the Board shall specify the date, time and place for the holding of regular meetings without other notice than such resolution.
3.7 Special meetings
A special meeting of the Board may be called by or upon the written request of the President or three (3) members. Any committee designated and appointed by the Board may also call a special meeting.
3.8 Place of Meetings
All meetings shall be held at the principal office of the corporation or at such other place within the State of Washington designated by the Board.
3.9 Notice of Meetings
Notice of meetings may be given in any way fixed by the Board.
3.10 Quorum
Five (5) Board members shall constitute a quorum for the transaction of business at any Board meeting. Any member of the Board may authorize another Board member to cast a proxy vote. Said proxy to be filed in writing with the Secretary prior to the meeting. If a quorum is not present at a meeting, a majority of the Trustees present may adjourn the meeting without further notice.
3.11 Board Responsibilities
3.11.1 They shall approve members and accept resignation of members.
3.11.2 They shall create such committees as they deem necessary.
3.11.3 They shall designate depository banks and execute instruments as the banks require them, and establish financial safeguards to prevent the misuse of funds.
3.11.4 The Board of Trustees shall establish and maintain a capital account for the purpose of financing capital improvements and major repairs to the Club facility.
3.11.5 They shall cause the books of account to be available to the membership to be examined annually upon written request.
3.11.6 They shall be responsible for the conduct of the business pertaining to the construction and administration of the swimming pool, or other recreational facilities and community affairs.
3.11.7 The Board is authorized to assess the membership as deemed necessary.
3.11.8 The Board will abide by all articles of these bylaws.
3.12 Manner of Acting
The act of the majority of the Trustees present at a meeting at which there is a quorum shall be the act of the Board, unless the vote of a greater number is required by these Bylaws, the article of Incorporation or applicable Washington law.
3.13 Action by Board without a Meeting
Any action, which could be taken at a meeting of the Board, may be taken without a meeting if a written consent setting forth the action so taken is signed by each of the Trustees. Such written consents may be signed in two or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same document. Any such written consent shall be inserted in the minute book as if it were the minutes of a Board meeting.
3.14 Resignation
Any Trustee may resign at any time, delivering written notice to the President or the Secretary at the registered office of the corporation, or by giving oral or written notice at any meeting of the Trustees. Any such resignation shall take effect at the time specified therein, or if the time is not specified, upon delivery thereof and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make if effective.
3.15 Removal
A Trustee shall be removed from office if he/she has failed to attend two (2) consecutive regular meetings of the Board without being excused. Trustee shall be removed from Board at any Special Board Meeting called for that purpose, of which he/she has specific notice, by a vote of two-thirds of the Board. A Trustee may be removed from the Board at any Annual Meeting of the Membership by two-thirds vote, a quorum voting.
3.16 Vacancies
Vacancies due to death, expulsion, or resignation will be filled by members chosen by the Board to serve the remaining term. The position of Trustee may be filled by the affirmative vote of a majority of the remaining Trustees though less than a quorum of the Board.
3.17 Board Committees
3.17.1 The Board, by resolution adopted by a majority of the Trustees in office, may designate and appoint one or more standing or temporary committees as deemed necessary, each of which shall consist of one or more Trustees.
ARTICLE 4 - OFFICERS
4.1 Number and Qualifications
4.1.1 The President shall preside at all meetings of the members and of the Board. He/she shall appoint all committee members, except the Nominating Committee, subject to approval of the Board, and shall be an ex-office member of all committees except the Nominating Committee. He/she shall be administrative officer and as such, sign all the contracts and other written instruments as directed by the Board.
4.1.2 The Vice-President shall serve in the absence or disability of the President and during such time shall have all his/her duties and powers. He/she shall act under the direction of the President and as director of day to day operations. The Club management team shall report directly to the Vice-President or Operations trustee.
4.1.3 The Secretary shall keep the minutes, attend to the correspondence, send out all notices of meetings and perform such other duties as fixed by the Board.
4.1.4 The Treasurer shall serve as the chief financial officer and maintain full and accurate accounting of receipts and disbursements, which shall be reflected in the books belonging to the organization.
4.2 Election and Term of Office
The Board of Trustees shall, at the first meeting after the annual meeting, elect from among their number, a President, Vice President, Secretary, and a Treasurer. The terms of their office shall be one (1) year.
ARTICLE 5 - STANDING COMMITTEES
5.1 OPERATIONS
Shall have the responsibility over the pool management and its operation and shall prepare and maintain rules of health and good conduct in connection with the operation of the pool and other recreation facilities.
5.2 MEMBERSHIP
Shall investigate and report to the Board all applications for membership.
5.3 FINANCE
Shall prepare the annual budget.
5.4 PROMOTIONS
Shall be responsible for all activities pertaining to promotion of membership, and obtaining and maintaining membership. Shall coordinate social activities for the pool and the community.
5.5 MAINTENANCE AND BUILDING
Shall have the responsibility for equipment, grounds, and other recreational facilities and their improvement and maintenance.
5.6 FUNDRAISING
Shall be responsible for community affairs.
5.7 NOMINATING
Shall be responsible for nominating candidates for trustees.
5.8 SWIM TEAM
Shall be responsible for all aspects of the Swim Team and representation in the Greater Seattle Summer Swim League (GSSSL).
ARTICLE 6 - AMENDMENT TO THE BYLAWS
6.1 The Bylaws may be amended by an affirmative vote of a majority vote of the quorum at an annual meeting.
6.2 Such vote shall be taken at the annual meeting or by mail or email, as determined by the Board of Trustees and must include provisions for certification of membership of the vote.
ARTICLE 7 - ARTICLES OF BUSINESS
The order of business of the Marine Hills Swim & Tennis Club shall be governed by Robert Rules of Order Revised, unless otherwise provided for in the Articles of Incorporation or by the Bylaws of this Club.
