By-Laws
Boca Raton Ski Club (BSC)
Member: Florida Ski Council (FSC)
ARTICLE 1- General Matters
The principle office of the corporation may be maintained at such places as the Board may from time to time establish.
Any proposed amendments to these by-laws shall be initiated by the Board of Directors, or written petition of 40% of the membership, and be presented in its entirety at a membership meeting. A notice shall then be sent to all members stating the proposed amendment, announcing that voting on such amendment shall take place at the succeeding meeting, and shall be approved by a majority vote of the members in attendance.
Dissolution of the Club requires a majority vote of the Board of Directors to initiate such action. Notification, with proxy form included, of such intended dissolution, will be conveyed to all active members at least 30 days before the date set for the dissolution meeting. The Club may dissolve only by two-thirds approval of the voting membership at a dissolution membership meeting. No part of the assets of the Club can be used to the benefit of any of its members. Upon dissolution, such assets shall be distributed to non-profit organizations similar in purpose to this Club.
Notwithstanding any other provision of these by-laws, no Director, officer or member of the Club shall take any action, make any representation, or carry on any activity by, or on behalf of the Club without proper Board authorization.
ARTICLE 2 - Fiscal Year
The fiscal year shall begin the first day of June in each year.
ARTICLE 3- The Board of Directors
The business of the corporation shall be managed, and its corporate powers exercised, by an elected Board of Directors. Meetings of the Directors, shall be held at the principal office of the corporation or at such place within or without the State of Florida as the Board shall authorize. The Board consists of 8 Directors serving for terms of 4 years. Each Director shall hold office until a successor has been elected or appointed, or until resignation or removal. Directors serve a maximum of 8 consecutive years. Any vacancy occurring in the Board, including any vacancy created by reason of an increase in the number of Directors, may be filled by the affirmative vote of a majority of the remaining Directors.
Such newly appointed Directors shall hold office only until the next election of Directors by the membership.
The board may elect such additional officers as it deems appropriate or necessary for the management of the Club.
A Director may resign at any time by giving written notice to the Board, the President, or the Secretary of the corporation. Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the Board or such officer. The acceptance of the written resignation shall not be necessary to make it effective.
Any Director may be removed, with or without cause, by a 2/3 vote of the full Board.
The Board of Directors shall assist in choosing trip destinations.
The Board may, at its discretion, contract with independent contractors to perform services for the Club.
It shall not be necessary for Directors to be residents of the State of Florida.
Board members are volunteers and receive no remuneration or discounts from BSC, other than reimbursement of reasonable expenses as approved by the Board, or as otherwise covered in this manual.
ARTICLE 4- Election of Directors
Each year, during the general membership meeting held in May, a minimum of 2 Directors shall be elected.
Election procedure: Each member of record has the right and is entitled to one vote upon each proposal presented. Members having the right to vote may be represented by proxy appointed in a written instrument.
The following notices shall be delivered:
A March newsletter will declare that nominations for Directors are open. All interested candidates are encouraged to submit a statement of intent, and or bio/resume, to the secretary prior to publication of the April newsletter. Nominations may also be presented in writing or from the floor during the April meeting. Nominations will be closed at the end of the April meeting. The incumbent Board may publish a recommended slate of candidates.
Anyone wishing to apply for a position on the Board must complete application form
The May newsletter will publish the list of nominees and will contain a proxy voting form. Signed proxy forms must be delivered to the Secretary on or before 7PM of a published May deadline date.
Members not voting shall have their votes cast by the Board.
If warranted, using a random drawing method, two impartial members may be selected and invited to count the votes at the May board meeting. Results of the election will be published in the June newsletter.
ARTICLE 5-Officers
The following officers of the Club shall be elected by the Board to conduct the affairs of the Club.
1. President: Shall have the general powers and duties of supervision and management usually vested in the office of president; will preside at all meetings of the members and shall have general supervision, direction and control of the business of the corporation. The President may serve no more than 2 one year terms. Past Presidents, not remaining as elected Directors, may serve as advisors and consultants in a non-voting capacity.
2. Vice President: Is a direct aide to the President. During the absence of the President will assume all the duties and functions of the President.
3.Secretary: Will attend all meetings of the Board and record the minutes of the proceedings and will keep the Policy Manual updated. Secretary shall send copy of minutes to Board following amendments
4. Treasurer Duties include, but are not limited to, collecting and depositing all membership and other payments into Club accounts, issuing disbursements and keeping financial records; will be responsible for complying with all required local, state, and federal tax regulations. Will prepare financial records for submission to a qualified CPA for annual review and filing of tax returns by appropriate due dates. When necessary outside expertise may be hired, and the cost will be borne by the Club.
5. Trip Director: The Trip Director shall choose Trip Leaders. Trip Leaders are selected from the general membership and assist the Trip Director with planning, organizing, pricing and coordinating trips. Trip leaders are ultimately responsible for the outcome of their trip.
6. Florida Ski Council Delegate: Executes the verbal, and/or written, mandates of the Board of Directors; acts as liaison between the Club and the Council. If FSC Delegate does not attend Winter FSC trip, and another Board member attends this trip, the Board member is acting FSC delegate; otherwise the Trip Leader is acting FSC delegate for that trip.
7. Communications Director: Shall publish a newsletter to the membership on a schedule as determined by the board. Newsletter will be sent to President for approval prior to its distribution. Directors will be listed on each newsletter.
8. Technology Director: Shall administrate, and maintain the contents, security and privacy of the BocaSkiClub.com website.
9. Social Director: Shall organize social gatherings for the club, including the annual Kick Off Party and Christmas Party.
10. Membership/Marketing Director: Shall organize membership drives, promotions, marketing activities to
Officers may hold two positions simultaneously, with the following exceptions: the Treasurer may hold that position and no other except Florida Ski Council Delegate; the President and Vice President position shall not be held by the same person.
ARTICLE 6 - MEMBERSHIP PARTICIPATION
Newsletter: An informational newsletter will be mailed electronically to all current email addresses in the database. An email address is required to receive the newsletter.
Meetings: When feasible and practical the Club may conduct meetings and/or social gatherings. The newsletter shall state the place, day and hour of such events.
The membership list is property of the Club and is to be used only for the promotion of approved Club activities.
The Board of Directors, in its absolute discretion, reserves the right to deny application for, or subsequently remove from membership any person deemed to be an unsuitable candidate for membership. Denial or removal shall not be based on race, creed, color, sex, national origin, religion, political affiliation or any premise that would be deemed in violation of State or Federal statutes.Trip Policy
Trip Participation
Boca Ski Club trips are open to members of Boca Ski Club.
Trip Cancellation
Money paid and owing for any trip, by any member is refundable under certain circumstances. Factors controlling refunds are dependent on time frames and arrangements pertaining to each particular trip. For refund consideration, cancellation must be made in writing to the trip leader. The Cancellation fee is $25 plus costs incurred if any.
The Boca Ski Club may waive cancellation penalties if the participant offers an acceptable, eligible alternative. The Club will make every reasonable effort to accommodate the change. However, in certain circumstances, i.e. gender related problems associated with bed assignments, the Club may reject the proposed substitution or require supplemental funds.
Release of Liability and Hold Harmless Agreement
I, and all members of my family, fully understand that the BOCA SKI CLUB (hereinafter referred to as the “Club”) acts only as a coordinator of any trips or other Club activities and is not a Seller of Travel Services as defined by Florida Statutes Chapter 559, as amended, or any similar Federal or State statute or regulation. As such, the undersigned, on behalf of him/herself and all members of his family, understands that the Club, as a trip coordinator, accepts no responsibility for the services or products of any person, ski area, airline, motor coach, hotel, insurance company, ski rental company, mountain resort or organization whatsoever rendering any of the services or accommodations being offered on any trip. Ski trip and other activity fees are based upon current tariffs and are subject to change without notice.
The Club accepts no responsibility, in whole or part, for any delay, delayed departure or arrival, missed air travel or other carrier connections, loss, damage or injury to person or property or any mechanical defect or failure of any nature whatsoever or for any substitution of lodging or a common carrier with or without notice or for any additional expenses occasioned thereby.
Neither the club nor the Trip Leader assumes any responsibility or liability for any alterations or changes made to the published trip itinerary requested by or made by a member or a third party. The Trip Leader may assist with this type of request but will not be held liable for such changes. The member assumes all responsibility for all variations from the published trip. Baggage fees (and any other additional airline charges) are not included in trip price. The club is also not responsible for any flight changes that may be made. None of these items are in the Boca Ski Club’s control and they are not included in the trip price
I/we fully understand the Club is a voluntary association run by volunteers only, who are not professionally trained in conducting ski trips or other Club activities. As such, by participating in any such trip of Club activity, I/we do not rely upon the expertise of any Director, Officer, Trip Leader, Activity Coordinator or any of the Assistants on any such trip. I and all members of my family hereby expressly acknowledge that snow riding and similar activities are inherently dangerous and we hereby acknowledge the hazards inherent to the sports of snow skiing and snow boarding and hereby assume all risk of injury or damage incident to such activity. As such, I/we hereby agree that I/we are solely responsible for our personal safety and conduct and that, as a participants, my family and I hereby jointly and severally absolve, release, waive and forever discharge any and all liability, claims or demands against the BOCA SKI CLUB, INC. and The Florida Ski Council, Inc., and any of its Officers, Directors, Agents, Trip Leaders and Assistant Trip Leaders which may arise out of or otherwise be related to any injury, damage or pecuniary loss by reason of any such Club membership or activity or participation in said organization.
In further consideration for the mutual benefit derived from the joint participation by membership in the club and participation in Club related activities, I/we fully understand that I am responsible for meeting all payment deadlines and obligations to the Club in a timely fashion. Should I/we miss any departure, I/we understand that I may not be able to recover any part of my/our trip or activity payment. Furthermore, I and my family members hereby agree that the Club shall not be responsible for either myself or any member of my family who is denied entry into any state, territory, province or country because of any prior criminal convictions, civil offenses or by reason of any rules or regulations propagated by the US Department of Immigration and Naturalization Services including, but not limited to, laws and regulations governing the issuance and renewal of US Passports and/or Travel Visas. Each member is responsible for knowing, understanding and meeting any TSA and passport requirements as well as any other travel requirements for international travel. Furthermore, I agree to indemnify and hold harmless the Club, its Officers, Directors, Agents, Trip Leaders and Assistant Trip Leaders from any and all loss for expenses incurred by or attributable in any way with any ski trip or other Club sponsored activity. I/we agree to abide by the By-Laws, Rules and Regulations of the Club and the Trip Leaders in connection with any trip or other Club activity.
Furthermore, should any dispute arise out of my Club membership or participation in any Club sponsored activity or trip, then both the Club and I agree to submit any such dispute for resolution to binding, mandatory arbitration before the American Arbitration Association (AAA) to which we agree that the then current edition of the Commercial Rules of Arbitration of AAA shall apply. Each Party shall bear their own cost and expenses incident to said arbitration proceedings. I/we further agree that the Venue for such arbitration proceedings shall be Palm Beach County, Florida, unless otherwise agreed in writing by the parties I/we further agree that Florida law shall apply to any dispute arising out of or incident to this Agreement.
I HAVE READ THE FOREGOING RELEASE AND HOLD HARMLESS AGREEMENT AND AGREE, ON BEHALF OF MYSELF AND MY FAMILY, TO BE BOUND BY THE TERMS AND CONDITIONS THEREIN.
Copyright, Boca Ski Club