ARTICLE I
Name
Section 1. The name of this Association shall be: MIDSOUTH SENIORS GOLF ASSOCIATION, INCORPORATED.
ARTICLE II
Object
Section 1. The object of this Association is to promote friendly competition and good fellowship in golf among senior players, and to advance the best interests of golf and of senior golfers and do any and all things which may be necessary or proper in relation to the objects and purposes as a non- profit membership corporation under the laws of the State of Mississippi.
ARTICLE III
Membership
Section l. Any male golfer fifty years of age or older recommended by any member of the association who is in good standing may become a member .
Section 2. Any member who shall violate the Constitution of this Association or its established rules or whose conduct shall be injurious to the character or disadvantageous to the interests of the Association may be suspended or expelled from the Association by three-fourths (3/4) vote of the Board of Directors in attendance at such meeting hearing such charges.
The Board of Directors shall be the sole judge of what constitutes conduct injurious to the character or disadvantageous to the interests of the Association and what constitutes a violation of the Constitution and established rules of the Association.
Section 3. A limit on the number of members of this Association shall be left to the discretion of the Directors, exclusive of LIFE MEMBERS and HONORARY MEMBERS.
Section 4. “Honorary Members” may be elected by the Board of Directors at their discretion and shall enjoy all privileges of active members and shall pay no initiation fee or dues.
Membership
Section l. Any male golfer fifty years of age or older recommended by any member of the association who is in good standing may become a member .
Section 2. Any member who shall violate the Constitution of this Association or its established rules or whose conduct shall be injurious to the character or disadvantageous to the interests of the Association may be suspended or expelled from the Association by three-fourths (3/4) vote of the Board of Directors in attendance at such meeting hearing such charges.
The Board of Directors shall be the sole judge of what constitutes conduct injurious to the character or disadvantageous to the interests of the Association and what constitutes a violation of the Constitution and established rules of the Association.
Section 3. A limit on the number of members of this Association shall be left to the discretion of the Directors, exclusive of LIFE MEMBERS and HONORARY MEMBERS.
Section 4. “Honorary Members” may be elected by the Board of Directors at their discretion and shall enjoy all privileges of active members and shall pay no initiation fee or dues.
ARTICLE IV
Initiation Fees and Dues
Section 1. The initiation fee for membership in the Association shall be fixed by the Board of Directors.
Section 2. The annual dues shall be fixed by the board of Directors. Annual dues shall be payable on or before January 1st of each year.
Section 3. Dues will be reduced by 40% for new members who pay after July 1st. The initiation fee remains the same. Those paying after October 1″‘ will pay in full for the following year.
Initiation Fees and Dues
Section 1. The initiation fee for membership in the Association shall be fixed by the Board of Directors.
Section 2. The annual dues shall be fixed by the board of Directors. Annual dues shall be payable on or before January 1st of each year.
Section 3. Dues will be reduced by 40% for new members who pay after July 1st. The initiation fee remains the same. Those paying after October 1″‘ will pay in full for the following year.
ARTICLE V
Officers and Duties
Section 1. The officers of the Association shall consist of a President and a Vice-President. A Secretary and a Treasurer may be appointed by the Board of Directors if they are deemed necessary to conduct the business of the Association. The offices of the Secretary and Treasurer may be combined. Such officers shall be eligible for re-election to serve consecutive terms. All officers are selected by the Board from its members.
Officers and Duties
Section 1. The officers of the Association shall consist of a President and a Vice-President. A Secretary and a Treasurer may be appointed by the Board of Directors if they are deemed necessary to conduct the business of the Association. The offices of the Secretary and Treasurer may be combined. Such officers shall be eligible for re-election to serve consecutive terms. All officers are selected by the Board from its members.
Section 2. The President, or in his absence, the Vice-President, shall preside at all meetings of the Association and of the Board of Directors and in general shall perform the duties incidental to this office. The President will take the position as Chairman of the Board of Directors.
The President shall be responsible for all the overall management and administration of the MSGA, and any MSGA sponsored events. The President may be responsible for renting an office and employing a part-time secretary-office manager.
The President shall be responsible for all the overall management and administration of the MSGA, and any MSGA sponsored events. The President may be responsible for renting an office and employing a part-time secretary-office manager.
The President may appoint the members of the Nominations Committee. The President or the Board may arrange with a reputable audit firm an annual audit of the financial transactions of the past year. The report generated from this audit shall be made available to the Board members at the annual meeting.
Section 3. The Vice-President shall, in the absence of the President, preside at all meetings of the Association and of the Board of Directors, and in general perform duties incidental to his office. The Vice-President shall serve at the direction of the Board.
Section 4. The Secretary, if appointed, shall keep minutes of all the meetings of the Association and of the Board of Directors. The Secretary shall have charge of all the correspondence and papers of the Association. The Secretary shall present at each annual meeting of the Association a full report of all matters pertaining to the Association, including a summary of the tournaments and other events held and a summary of all actions taken during the year at meetings of the committees. In general, the Secretary shall perform the duties incidental to the Secretary’s office.
Section 5. The Treasurer, if appointed, shall keep an account of all monies received and shall deposit the same in the name and to the credit of the Association in such depository as shall be named by the Board of Directors. The Treasurer shall disburse the same, subject to the approval of the Board of Directors. The Treasurer shall present at each annual meeting of the Association a written report of the finances of the Association, and shall make a like report whenever requested by the Board of Directors. In general, the Treasurer shall perform the duties incidental of the Treasurer’s office.
Section 6. The officers of the corporation .shall furnish such bond as directed by the Board of Directors.
Section 7. The President shall be the Chairman of a three person Executive Committee composed of three existing officers and existing Board members appointed by the President. They shall, among other things, review annually compensation and benefits for officers and employees and make recommendations to the Board of Directors.
Section 3. The Vice-President shall, in the absence of the President, preside at all meetings of the Association and of the Board of Directors, and in general perform duties incidental to his office. The Vice-President shall serve at the direction of the Board.
Section 4. The Secretary, if appointed, shall keep minutes of all the meetings of the Association and of the Board of Directors. The Secretary shall have charge of all the correspondence and papers of the Association. The Secretary shall present at each annual meeting of the Association a full report of all matters pertaining to the Association, including a summary of the tournaments and other events held and a summary of all actions taken during the year at meetings of the committees. In general, the Secretary shall perform the duties incidental to the Secretary’s office.
Section 5. The Treasurer, if appointed, shall keep an account of all monies received and shall deposit the same in the name and to the credit of the Association in such depository as shall be named by the Board of Directors. The Treasurer shall disburse the same, subject to the approval of the Board of Directors. The Treasurer shall present at each annual meeting of the Association a written report of the finances of the Association, and shall make a like report whenever requested by the Board of Directors. In general, the Treasurer shall perform the duties incidental of the Treasurer’s office.
Section 6. The officers of the corporation .shall furnish such bond as directed by the Board of Directors.
Section 7. The President shall be the Chairman of a three person Executive Committee composed of three existing officers and existing Board members appointed by the President. They shall, among other things, review annually compensation and benefits for officers and employees and make recommendations to the Board of Directors.
ARTICLE VI
Board of Directors
Section 1. The government and management of the affairs of the Association shall be vested in a Board of eight Directors, all of whom shall be members in good standing. In addition to the eight elected Directors, all former Presidents, who have served four years, shall automatically become members of the Board of Directors for life, with all voting privileges of any Director, effective immediately upon completion of their term or terms as President of the Association.
Section 2. Each year prior to the annual meeting of the Association, two members shall be elected to the Board of Directors for a term of four years to succeed the members of the Board whose term of office shall then expire. No member who has previously served as a member of the Board of Directors shall be eligible for reelection or appointment for a period of one term following the expiration of his previous term of office.
Section 3. The Board of Directors shall govern the affairs of the association, enforce its Constitution and take cognizance of all infractions thereof, and shall have the power and authority to delegate such duties and responsibilities to any officers or committees as it deems advisable in the interests of the Association and for the purpose of carrying out its objectives.
Section 4. The annual meeting of the Board of Directors shall be held with prior notice immediately before and at the place of holding the annual meeting of the membership for the election of officers and any other business that may properly come before the meeting. Special meetings of the Board of Directors shall be held at the call of the President or at the request of any four members of the Board. Such meetings shall be held at the time of the “monthly” tournaments of the Association. Generally, such meetings are held for the purpose of approving pending business of the Association which cannot be delayed until the annual meeting and may be conducted at such meetings upon the President notifying the Board of Directors five days in advance and stating the purpose thereof.
Section 5. A quorum of the Board of Directors shall consist of four members for the purpose of transacting business at any meeting of the Board. Director may vote by way of electronic media.
Section 6. If and when the Directors shall severally or collectively consent in writing to any action to be taken by the Association, such action shall be as valid corporate action as though it had been authorized at a meeting of the Board of Directors.
Section 7. A vacancy on the Board of Directors, caused by death, disability or resignation, shall be filled by the Board of Directors. A vacancy filled in the first or second year of the vacated term will preclude the election of the member appointed to the Board of Directors for a next succeeding term. A member appointed during the third or fourth year of the vacated term shall be eligible to be elected for a succeeding term.
Board of Directors
Section 1. The government and management of the affairs of the Association shall be vested in a Board of eight Directors, all of whom shall be members in good standing. In addition to the eight elected Directors, all former Presidents, who have served four years, shall automatically become members of the Board of Directors for life, with all voting privileges of any Director, effective immediately upon completion of their term or terms as President of the Association.
Section 2. Each year prior to the annual meeting of the Association, two members shall be elected to the Board of Directors for a term of four years to succeed the members of the Board whose term of office shall then expire. No member who has previously served as a member of the Board of Directors shall be eligible for reelection or appointment for a period of one term following the expiration of his previous term of office.
Section 3. The Board of Directors shall govern the affairs of the association, enforce its Constitution and take cognizance of all infractions thereof, and shall have the power and authority to delegate such duties and responsibilities to any officers or committees as it deems advisable in the interests of the Association and for the purpose of carrying out its objectives.
Section 4. The annual meeting of the Board of Directors shall be held with prior notice immediately before and at the place of holding the annual meeting of the membership for the election of officers and any other business that may properly come before the meeting. Special meetings of the Board of Directors shall be held at the call of the President or at the request of any four members of the Board. Such meetings shall be held at the time of the “monthly” tournaments of the Association. Generally, such meetings are held for the purpose of approving pending business of the Association which cannot be delayed until the annual meeting and may be conducted at such meetings upon the President notifying the Board of Directors five days in advance and stating the purpose thereof.
Section 5. A quorum of the Board of Directors shall consist of four members for the purpose of transacting business at any meeting of the Board. Director may vote by way of electronic media.
Section 6. If and when the Directors shall severally or collectively consent in writing to any action to be taken by the Association, such action shall be as valid corporate action as though it had been authorized at a meeting of the Board of Directors.
Section 7. A vacancy on the Board of Directors, caused by death, disability or resignation, shall be filled by the Board of Directors. A vacancy filled in the first or second year of the vacated term will preclude the election of the member appointed to the Board of Directors for a next succeeding term. A member appointed during the third or fourth year of the vacated term shall be eligible to be elected for a succeeding term.
ARTICLE VII
Meetings
Section I. The annual meeting of the Association for the transaction of business shall be held during the week of the Annual Tournament.
Section 2. Special meetings of the Association may be called at any time by the President and shall be called at the request of four members of the Board of Directors, or at the written request of twenty members of the Association. Notice of any such special meeting shall state the object thereof and no other business except as stated in the notice shall be transacted at such special meeting.
Section 3. At least fifteen days’ notice in writing or email shall be given to the members of the Association of each regular or special meeting.
Section 4. Any number of members of the Association present shall constitute a quorum at an annual or special meeting of the Association. No members shall be permitted to vote by proxy at any meeting, however email voting is acceptable.
Section 5. The order of business at each annual meeting shall be as follows:
1.Reading of minutes; 2. Report of the President; 3. Report of the Secretary; 4. Report of the Treasurer; 5. Report of Committees; 6. Unfinished Business; 7. New business.
Meetings
Section I. The annual meeting of the Association for the transaction of business shall be held during the week of the Annual Tournament.
Section 2. Special meetings of the Association may be called at any time by the President and shall be called at the request of four members of the Board of Directors, or at the written request of twenty members of the Association. Notice of any such special meeting shall state the object thereof and no other business except as stated in the notice shall be transacted at such special meeting.
Section 3. At least fifteen days’ notice in writing or email shall be given to the members of the Association of each regular or special meeting.
Section 4. Any number of members of the Association present shall constitute a quorum at an annual or special meeting of the Association. No members shall be permitted to vote by proxy at any meeting, however email voting is acceptable.
Section 5. The order of business at each annual meeting shall be as follows:
1.Reading of minutes; 2. Report of the President; 3. Report of the Secretary; 4. Report of the Treasurer; 5. Report of Committees; 6. Unfinished Business; 7. New business.
ARTICLE VIII
Permanent Committees
Section 1. There shall be the following committees:
Distinguished Seniors Committee, Nominating Committee, Tournament Committee, and Executive Committee.
Section 2. The President, with the approval of the Board, may appoint at any time special committees with such powers as may be prescribed in the appointment not inconsistent with any of the provisions of this Constitution.
Permanent Committees
Section 1. There shall be the following committees:
Distinguished Seniors Committee, Nominating Committee, Tournament Committee, and Executive Committee.
Section 2. The President, with the approval of the Board, may appoint at any time special committees with such powers as may be prescribed in the appointment not inconsistent with any of the provisions of this Constitution.
ARTICLE IX
Distinguished Seniors Committee
Section 1. The Distinguished Seniors Committee shall consist of three members from previous Green Jacket recipients.
Section 2. Each year the Committee shall select one person to be recognized by the Association as a Distinguished Senior. The person selected shall receive an award provided by the Association, to be presented at the Annual tournament.
Section 3. No one, other than a regular member of the MIDSOUTH SENIORS GOLF ASSOCIATION, may be selected by the Board of Directors for the Distinguished Seniors Award, except with the majority approval of the membership at a regular annual meeting.
Distinguished Seniors Committee
Section 1. The Distinguished Seniors Committee shall consist of three members from previous Green Jacket recipients.
Section 2. Each year the Committee shall select one person to be recognized by the Association as a Distinguished Senior. The person selected shall receive an award provided by the Association, to be presented at the Annual tournament.
Section 3. No one, other than a regular member of the MIDSOUTH SENIORS GOLF ASSOCIATION, may be selected by the Board of Directors for the Distinguished Seniors Award, except with the majority approval of the membership at a regular annual meeting.
ARTICLE X
Nominating Committee
Nominating Committee
Section l. The Nominating Committee shall consist of no less than three members and the Committee and its Chairman shall be appointed by the President. The Committee shall nominate for election to the Board of Directors no less than the two members whose terms on the Board expire at the next annual meeting of the Board of Directors. After the committee has developed a list of members to be nominated, an email will be sent to all members asking if any of them would like to be nominated to the board. It will also ask if they would like to nominate any member for the board. Any names received from this email, shall be addded to the list of nominees for the purpose of the election of board members.
Section 2. Each year, accompanying notices of the annual membership meeting, the membership shall be provided by mail or email the names of those members nominated for the Board of Directors and shall include a ballot for the purpose of voting by mail. The ballot shall be completed at least two weeks prior to the annual membership meeting. Results shall be tabulated and certified to the Board of Directors and the membership at their respective annual meetings.
Section 2. Each year, accompanying notices of the annual membership meeting, the membership shall be provided by mail or email the names of those members nominated for the Board of Directors and shall include a ballot for the purpose of voting by mail. The ballot shall be completed at least two weeks prior to the annual membership meeting. Results shall be tabulated and certified to the Board of Directors and the membership at their respective annual meetings.
ARTICLE XI
Tournament Committee
Section 1. The Tournament Committee shall consist of not less than four members and a Chairman. The Chairman and the Committee shall be appointed by the President. The Tournament Committee shall have full charge and control of all phases of the tournaments, which shall be conducted according to U.S.G.A. rules, with the exception of M.S.G.A. rules as set forth in the Association’s MEMBERSHIP BOOK, published each year, and any additional exceptions as adopted by the Committee. They will arrange the amount of entry fee needed for each tournament and will buy and cause to be distributed the prizes.
Section 2. The Chairman of the Tournament Committee will meet with the Board of Directors at the annual tournament site and discuss plans for the next year tournament schedule for the Association and shall secure approval of such schedule by the Board of Directors.
Tournament Committee
Section 1. The Tournament Committee shall consist of not less than four members and a Chairman. The Chairman and the Committee shall be appointed by the President. The Tournament Committee shall have full charge and control of all phases of the tournaments, which shall be conducted according to U.S.G.A. rules, with the exception of M.S.G.A. rules as set forth in the Association’s MEMBERSHIP BOOK, published each year, and any additional exceptions as adopted by the Committee. They will arrange the amount of entry fee needed for each tournament and will buy and cause to be distributed the prizes.
Section 2. The Chairman of the Tournament Committee will meet with the Board of Directors at the annual tournament site and discuss plans for the next year tournament schedule for the Association and shall secure approval of such schedule by the Board of Directors.
ARTICLE XII
Additional Committees
Section I. Additional Committees to assist in management of the Association may be appointed at any time by the President, with the approval of the Board of Directors, but such committees will be disbanded once they have served their purpose.
Additional Committees
Section I. Additional Committees to assist in management of the Association may be appointed at any time by the President, with the approval of the Board of Directors, but such committees will be disbanded once they have served their purpose.
ARTICLE XIII
Amendments
Amendments
Section 1. This Constitution may, upon recommendation of the Board of Directors, be merited or supplemented at any meeting of the members of the Association by a majority vote or by email in lieu of a meeting.
ARTICLE XIV
Construction of Constitution
Section 1. The decision of the Board of Directors shall be final and conclusive with respect to all questions of construction of this Constitution.
ARTICLE XV
Dissolution
Section 1. This Association shall continue until the event of dissolution by its members, at which time the entire assets of the Association together with any and all accumulations thereto, shall be distributed to such charitable organizations as are described in Section 501 (c)(3) of the Internal Revenue Code of 1954.
ARTICLE XVI
Authority to Own Property
Section 1. The Corporation is authorized to buy or otherwise acquire, own, hold, manage, control, sell, convey, mortgage, pledge or lease real or personal property and to dispose of such property or any part thereof.
ARTICLE XIV
Construction of Constitution
Section 1. The decision of the Board of Directors shall be final and conclusive with respect to all questions of construction of this Constitution.
ARTICLE XV
Dissolution
Section 1. This Association shall continue until the event of dissolution by its members, at which time the entire assets of the Association together with any and all accumulations thereto, shall be distributed to such charitable organizations as are described in Section 501 (c)(3) of the Internal Revenue Code of 1954.
ARTICLE XVI
Authority to Own Property
Section 1. The Corporation is authorized to buy or otherwise acquire, own, hold, manage, control, sell, convey, mortgage, pledge or lease real or personal property and to dispose of such property or any part thereof.
ARTICLE XVII
Executive Committee
Section 1. The Executive Committee shall consist of the President, Vice President, Secretary and Treasurer if appointed or otherwise members of the Bord selected by the Board. The Committee Chairman shall be the President.
Section 2. The Executive Committee shall be responsible for addressing issues that can be classified as sensitive, and will include, but not be limited to compensation for the officers of the MSGA.
Section 3. The Committee shall submit to the Board for approval recommendations for changes that may be required.