Article I - Stockholders
This post is for members to discuss the different types of membership we currently have and suggestions for changes and improvements. Below is the current Article I
ARTICLE I
STOCKHOLDERS
Section 1. Men and women of the age of twenty-one years or more, who own or have a determinable interest in the ownership of a sailing craft, and, to a limited degree, those persons who are known to the membership of the Corporation to have a genuine interest in sailing and sailing craft (as hereinafter provided), shall be eligible for membership in this Corporation.
Section 2. There shall be five classes of membership -
(a) Senior Membership, which shall consist of persons who own or have a determinable interest in the ownership of a sailing craft of fourteen feet or more in overall length, and persons who may not own or have a determinable interest in the ownership of a sailing craft, but who are genuinely interested in sailing. Each Senior member shall be required to own one share of stock in the Corporation.
Senior Membership shall also include couples who are husband and wife, one or both of whom are Senior Members, and who jointly elect, at their option, to become Senior Members as a husband and wife unit (hereinafter referred to as "Family Membership". At the time of said election, and in the event of a future divorce, the spouses shall designate one of them as the sole successor to all of the rights and privileges provided by the Family Membership (successor Spouse).
A Family Membership election, and designation of the Successor Spouse, shall be made by written notice to the Secretary and shall become effective immediately upon approval by the Board of Governors, which approval shall not be unreasonably delayed or withheld. Upon election of Family Membership, the stock certificate or certificates previously issued to those electing Family Membership shall be surrendered to the Secretary and one certificate shall be promptly reissued in the joint names of husband and wife, as tenants by entirety. Persons holding Family membership shall be counted together as a single member for purposes of the membership limit specified in Article I, Section 5. Election of Family Membership shall be irrevocable during the continuation of the marriage, except by resignation from membership by one or both of the persons holding such membership.
Except as hereinafter specifically provided, each spouse shall have all of the rights, privileges, and obligations of an individual Senior Member, including (but not by way of limitation) the right to hold office and to vote on all matter coming before the membership; provided, however, that persons holding a Family Membership shall together be entitled to a single vote, which may be exercised by either spouse by agreement between them; and further provided, that spouses holding a Family Membership shall together be obligated to pay only one set of annual dues and assessments, in the same amounts as may from time to time be levied upon individual Senior Members.
Upon the death of either spouse holding a Family Membership, the senior member and the stock certificate issued in the joint names of such survivor and his or her spouse shall be reissued in the sole name of the survivor.
In the event of divorce by a court of competent jurisdiction of persons holding Family Membership, the Family Membership shill be surrendered and the Successor Spouse, upon his or her written request and without regard to any waiting list, shall automatically become an individual Senior Member succeeding to all of the rights and privileges that have attached and accrued to the surrendered Family Membership (i.e., rights to a slip or mooring location). The spouse that was not designated as the Successor Spouse ("Non-Successor Spouse), upon written request signed by the Non-Successor Spouse and two Senior or Life Members shall automatically become a new individual Senior Member, without regard to any waiting list, but with the only rights and privileges of a newly admitted Senior Member. However, if the Non-Successor Spouse had previously held an individual Senior Membership, said previous Senior Membership shall be reissued to the Non-Successor Spouse along with any rights and privileges that had previously attached to the prior Senior Membership.
Nothing contained herein regarding Family Membership shall be deemed in any way to eliminate, reduce, or otherwise adversely affect the rights, privileges, and courtesies which have in the past been afforded to the wives and husbands of individual members of the Association who, for whatever reason, do not elect Family Membership Status.
(b) Non-Resident Membership, which shall consist of persons who were Senior members in good standing of the Corporation, but who reside (within the discretion and judgment of the Board of Governors) at a distance great enough from the Clubhouse to be unable to participate, except on rare occasions, in the sailing and social activities of the Corporation. Such members shall pay annual dues (the amount to be from time-to-time determined by the Board of Governors) to the Treasurer of the Corporation, but shall not be required to pay annual assessments. Upon assuming Non-Resident status a Senior member shall surrender his share of stock, provided, however, that any such member shall be eligible for readmission to Senior Membership without vote if and when he so requests and repurchases said share of stock, without regard for any waiting list that may be in effect at the time of application for readmission. Non-Resident members shall have no vote, and shall not hold office, either elective or appointive. Such membership shall continue until the Board of Governors, in its discretion and judgment, considers it to be unwarranted.
(c) Junior Membership, which shall consist of young men and women between the ages of sixteen and twenty-seven, including children of Senior members and others who use club facilities and otherwise meet the membership requirements of the Corporation. No Junior member shall be permitted to own stock in the Corporation. Upon reaching the age of twenty-one, a Junior member in good standing may apply for Senior Membership and if accepted by the stockholders, as provided in Section 5, shall immediately assume Senior Membership status upon purchase of the required share of stock, without regard for any waiting list that may be in effect at the time of application. Any Junior member failing to make written application for Senior Membership before reaching the age of twenty-seven years shall be deemed to have resigned from membership in the Corporation. (See Section 6)
(d) Life Membership, shall consist of Senior members who are 65 years of age or older, or in the case of Family Members, the youngest spouse being 65 years or older, and who have been Senior members for at least 35 years. Life members shall have all the rights and privileges of Senior members, including the right to hold office and to vote on all Club matters. They shall not be counted in any membership limit specified in Article I, Section 5. Life members shall not be required to pay annual dues or assessments, but will be required to pay for mooring or slip rental, if used. Life members would retain ownership of their stock certificates. It is the responsibility of the Board to offer Life Memberships to Senior members, on an optional basis, as they become eligible.
(e) Associate Membership, which shall consist of former Senior Members who, because of age, physical condition, economic situation or for any other reasons deemed good and sufficient by the Board of Governors, are unable to or have elected not to continue participating actively in sailing except on an infrequent and occasional basis, but who nevertheless wish to maintain contact with PSA and with their
friends among the membership. Associate Members shall be welcome to attend all social activities of the corporation, including meetings of the stockholders.
Transfer to Associate Membership shall be entirely voluntary, at the option of the Senior Member or Non-Resident Member seeking such transfer. Such request shall be directed in writing to the Secretary, and transfer to Associate Membership shall become effective only upon approval of the Board of Governors, acting at its sole and absolute discretion. Upon assuming Associate status, a Senior Member shall surrender his share of stock to the Secretary. Associate Members shall have no vote and shall not hold office, either elective or appointive, nor shall they keep a sailing craft or slip or mooring at the corporation's Blackhole Creek facilities. Associate Members shall have no right to revert to Senior Membership, but in the event of a change in circumstances, may apply for Senior Membership by following the same procedures required of Non-Members applying for such membership. Associate Members shall pay an annual fee in an amount to be from time to time determined by the Board of Governors to defray the cost of mailing circulars and newsletters and related expenses, but shall not be required to pay dues or assessments.
Section 3. All persons desiring membership in the Corporation shall present to the Secretary a signed application in a form as from time-to-time prescribed by the Board of Governors. Said application shall also be signed by two Senior or Life members in good standing, recommending the applicant for membership, and shall be accompanied by letters of recommendation from said members endorsing the application. Junior and Non-Resident members are not privileged to endorse applications.
The Secretary shall present all applications to the Board of Governors, and upon approval of any such application by the Board (and acting on the instructions of the Board), shall give the membership written notice prior to the meeting of stockholders at which such application is to be presented for acceptance or rejection.
The membership application procedures prescribed in this Article I, Section 3, are subject to the rights of Successor and Non-Successor Spouse's Senior Membership application procedures as described in Article I, Section 2(a).
Section 4. No applicant shall become a member of the Corporation until his application shall have been approved by seventy-five percent of those Senior and Life members voting, either in person or by proxy, on a secret ballot. The Secretary shall notify the applicant of his acceptance or advise the sponsor of the applicant's rejection. No applicant shall become a Senior member of the Corporation until he shall have (a) purchased one share of stock, (b) paid such initiation fee as may be in effect, and (c) paid in full the dues, assessments and taxes, if any, for the year in which he becomes a member. No applicant shall become a Junior member until he shall have paid in full the appropriate fees, dues, assessments and taxes, if any, for the year in which he becomes a member. Annual dues, assessments and taxes thereon for an applicant accepted to membership on or after September 1st of any year shall be waived for the remainder of that calendar year (during which said member shall have no voting power), but all other charges shall be payable upon acceptance.
Section 5. Unless otherwise provided by a proper Resolution approved by seventy-five percent of those Senior members and Life members voting either in person or by proxy, the Senior membership shall be limited to one hundred (100) members, provided, however, that this number may be exceeded at any time to accommodate Successor Spouses, Non Successor Spouses, Non-Resident members and approved Junior members applying for Senior status. It is intended that at least two- thirds of the Senior Membership shall at all times consist of persons who own or have a determinable interest in a sailing craft of fourteen feet or more in overall length. The number of Junior members shall not exceed one quarter of the number of Senior members then in good standing, provided, however, that the above limitation shall not exclude the son and/or grandson of a Senior member from Senior membership.
Section 6. When the limit upon Senior membership as fixed by Section 5, or as may be hereafter changed by proper Resolution as aforesaid, has been reached, the names of all applicants approved by the Board of Governors for submission to the membership shall be placed on a "waiting list" to be maintained by the Secretary and thereafter any vacancies which occur shall be filled by submitting for acceptance or rejection duly approved applicants on said "waiting list"; provided, however, that Successor Spouses, Non Successor Spouses, Non-Resident and Junior members making application for Senior membership shall be exempted from the "waiting list" procedure, provided that a Junior has been a Junior member in good standing for a period of not less than three years. If by a proper Resolution the limitation of membership shall be increased, those applicants on the "waiting list" shall receive first consideration.
Section 7. The Board of Governors shall be empowered to expel any member for good and just cause after giving notice to such member and affording him an opportunity for a hearing before the Board; provided, however, that such a member shall have the right to appeal the Board's action at the next succeeding stockholders' meeting, where seventy-five percent of those Senior and Life members voting, either in person or by proxy, on a secret ballot, shall be sufficient to reinstate said member.
Section 8. Any member may resign from membership by notifying the Secretary in writing, by paying all current dues or debts to the Corporation, and by delivering to the Secretary his one share of stock for cancellation.


