SOUTHAMPTON RECREATION ASSOCIATION, INC.
Richmond, Virginia 23225
BY-LAWS
ARTICLE I
Name
The name of this corporation shall be the Southampton Recreation Association, Inc., hereinafter
referred to as the Association.
ARTICLE II
Purpose of the Association
The purpose of this Association shall be to provide, for the benefit and enjoyment of its
membership, a continuous program of outdoor and indoor activities, including swimming, tennis,
ice skating, and other recreational and social activities for children, teenagers and adults in a
safe, friendly, and family-oriented environment.
ARTICLE III
Membership
Section 1: Membership in the Association shall consist of five classes: Regular, Inactive,
Honorary, Ice and Tennis Members.
Section 2: Regular memberships shall include the following categories:
a- Senior Membership. A senior membership shall include one or two adult members,
one of whom is 55 years or older, living in the same household. No dependent
children are included in a senior membership.
b- Single membership. A single membership applies to one unmarried adult, with no
dependent children.
c- Dual membership. A dual membership applies to two adults living in the same
household. No children are included in a dual membership.
d- Family membership. A family membership applies to one or two adults, of one
household, and their dependent children. This is the only category that includes
children.
Section 3: Inactive membership is available for regular members who must leave the area for
at least twelve months.
Section 4: Honorary membership may be granted by a two-thirds vote of the Board of
Directors, taken by secret ballot, to individuals who have rendered long-term and outstanding
service to the Association. The Membership Committee shall nominate honorary members.
Honorary membership shall be life-long membership.
Section 5: Ice Membership may be granted upon referral of a current Regular member in
good standing and/or Board approval. An ice membership shall include one or two adults, of one
household, and their dependent children. Ice Members are granted use of the ice rink only during
the ice season. They may participate in any functions relating to the ice program during the
season in which they are currently enrolled.
Section 6: Tennis Membership may be granted upon referral of a current Regular member in
good standing and/or Board approval. This membership shall have full use of only the tennis
court facilities during approved practice and match times.
Section 7: Regular and Honorary members shall have full use of all Association facilities.
Section 8: The Board may suspend an individual member for a period of up to one year for
violations of the Association Rules or for serious misbehavior, which in the judgment of the
Board warrants such action. Upon a second or subsequent offense, the Board shall have the
authority to impose a permanent termination of membership. The justification for suspension or
termination shall be presented in writing to the member, and if applicable, the head of the
offender's household. The member and head ofhousehold shall have an opportunity, if so
requested in writing, to appeal to the Executive Committee for reconsideration.
Section 9: If a couple who are regular household members become divorced, either or both
members may retain membership by payment of applicable dues for their individual households.
No new initiation fee shall be required from either party.
Section I 0: A member who drops his membership for at least nine months and subsequently
elects to rejoin within fifteen months of the end of the membership year during which the
member was in good standing, may rejoin without incurring an obligation to pay an initiation
fee. This option may only be used once during the lifetime of a member.
Section 11: An additional adult, living in the household of a family which holds a family
membership to the Association, may be considered for membership as an additional member of
the household. Approval of this additional member shall be considered by the Vice President
for Membership, who may grant approval after consultation with the Executive Committee.
ARTICLE IV
Board ofDirectors
Section 1: The affairs of this Association shall be managed by a Board of Directors consisting of
not more than fifteen (15) nor less than thirteen (13) persons, hereinafter referred to as the Board,
collectively, and Board Member, individually. The Board shall have the sole and full power to
act on behalf of the Association.
Section 2: The term of office of the Board Members shall be three (3) years, beginning
December 1st. The terms of the Board Members shall be so arranged that the terms of
approximately one-third of the Board shall expire each year. At each Annual Meeting of the
Association in November, the Board Members shall elect the successors to those whose terms
are expiring at that time.
Section 3: Other vacancies on the Board shall be filled for the remaining terms in a regular or
special meeting of the Executive Committee.
Section 4: Board Members shall be elected from regular or honorary members of the
Association in good standing.
Section 5: A Board Member may be removed by a two-thirds (2/3) vote of the Board for cause
before the expiration ofhis term. Unexcused absences from three (3) consecutive meetings or
from fifty (50) percent ofthe meetings in a year shall be considered cause in the absence of an
explanation satisfactory to the Board. This shall in no way limit the meaning of the word
"cause".
ARTICLE V
Executive Committee
Section 1: The Executive Committee of the Board shall be comprised of the President, PresidentElect,
Past President and Vice-Presidents (5) .
Section 2: The Executive Committee shall be entrusted with power to act for the Board in the
interim between meetings of the Board, but all its actions shall be subject to review and
modification by the Board.
Section 3: Five (5) members ofthe Executive Committee shall constitute a quorum.
ARTICLE VI
Officers and Directors
Section 1: The Officers of the Association shall be:
(a)President;
(b )President-Elect;
(c)Vice-President for Communications and Secretary;
(d)Vice-President for Finance and Treasurer;
(e)Vice-President for Membership;
(f)Vice-President for Facilities; and
(g)Vice-President for Special Activities:
Section 2: The Directors of the Association shall be:
(a)Director of Pools;
(b)Director ofTennis;
(c)Director of Ice Skating;
(d)Director of Swim Team;
Section 3: To be eligible to serve as an Officer or Director, a candidate must at the time ofhis
election be a Regular or Honorary Member of the Association in good standing.
Section 4: The Board shall elect the Officers of the Association. The election of Officers and
Directors shall take place at the Annual Meeting of the Association in November following the
election of Board Members. A report of the Nominating Committee relating to Officers and
Directors shall be submitted to the Board Members in writing at least ten (1 0) days prior to the
election. Nominations shall also be received from the floor with prior approval of the nominee at
the meeting and in such cases the election shall proceed by secret ballot. A majority of the votes
cast shall be required for election to office.
Section 5: The newly elected Officers and Directors shall take office beginning December 1st,
and will continue to serve in that capacity until their successors are elected.
Section 6: The Board may employ a General/Office Manager for the Association and such other
employees as may be deemed necessary for the conduct of the Association's business, under such
terms and conditions of employment as may be determined by the Board. Only the Board,
Officers, Directors, or the General/Office Manager, acting on express behalf of the Board, shall
have the authority to employ any individual in a salaried or wage position of the Association.
ARTICLE VII
Duties of Officers and Directors
Section 1: The President shall be the Chief Executive Officer of the Association and shall preside
at all meetings of the Association, the Board, and the Executive Committee. He shall have the
power to appoint all ad-hoc and non-standing committees necessary to pursue any matter within
the purposes of the Association, subject to alteration or confirmation by the Executive
Committee at its next meeting, and shall be an ex-officio member of all committees, without
vote. He shall supervise the General/Office Manager.
Section 2: The President-Elect shall perform the duties of the President in the absence or
disability of the President. Whenever the word "President" shall appear herein, the phrase "or the
President-Elect performing the duties of the President," shall be implied. The President-Elect
shall succeed the President.
Section 3: The Vice-President for Communications and Secretary shall perform all official acts
of the Corporation for which the action of a Secretary is required and shall be responsible for the
proper maintenance of all official records of the Corporation.
Section 4: The Vice-President for Finance and Treasurer shall be responsible for overseeing all
accounting, auditing, budgeting, long-range planning, capital maintenance and capital
improvements financing, and financial reporting. He shall oversee the insurance program of the
Association. He shall present the budget for the coming year to the Executive Committee for
review at the October meeting and for approval by the Board at the November meeting. In
addition, he shall be the custodian of all funds and securities ofthe Association. He shall be
prepared to report the state of the treasury at all meetings of the Board and Executive Committee.
With the consent of the Board, he may delegate the performance for such ofhis duties as may
appear advisable to an employee of the Association, acting under his supervision.
Section 5: The Vice-President for Membership, who shall also chair the Membership Committee,
shall be responsible for soliciting new memberships as well as maintaining current memberships.
He shall conduct surveys from time to time as needed to determine membership needs and
interests, and shall report the findings of such surveys to the Board. He shall oversee the public
relations functions of the Association.
Section 6: The Vice-President for Special Activities, who shall also chair the Special Activities
Committee, shall be responsible for all activities not under the supervision of the tennis and ice
directors or of the swim team. He shall be responsible for organizing and scheduling outdoor
day camps, indoor programs and classes, and social activities for children, teenagers and adults.
Additionally, he shall plan and organize Family Nights. The Vice-President for Special Activities
may delegate some of these duties to an employee of the Association, acting under his
supervision.
Section 7: The Vice-President for Facilities shall be responsible for coordinating physical plant
and property maintenance, landscaping, and security of all facilities, implementing capital"
outlay projects, utilities, and other general services for the Association. He shall oversee the
Buildings and Grounds Committee and shall be responsible for the overall operations of the
facilities as relates to swimming, tennis and ice.
Section 8: The Director of Pools, who shall also chair the Pool Committee, shall be responsible
for the operation and ordinary maintenance of the swimming pool facilities. In the event that
management of the pool is in-house, he shall be responsible for employment of the Pool
Supervisor, Assistant Pool Supervisor, and all lifeguards and water safety/swim lesson
instructors. In the event that management of the pool is not in-house, the Pool Committee will
have the responsibility of negotiating a contract with an outside company to provide coverage of
all areas listed above, as well as coordination of the swim team and all lessons. He will be the
point-of-contact person for any recreational activity involving the pool.
Section 9: The Director of Tennis, who shall also chair the Tennis Committee, shall be
responsible for the operation and ordinary maintenance of the tennis courts. He shall be
responsible for employing the Tennis Instructors and Coaches and scheduling lessons and
tournaments. In conjunction with his committee, he will initiate and oversee all programs and
activities related to tennis.
Section 10: The Director of Ice Skating, who shall also chair the Ice Skating Committee, shall be
responsible for the operation and ordinary maintenance of the ice skating rink. He shall be
responsible for employment of Ice Skating Instructors and Monitors and scheduling lessons and
other ice skating activities. In conjunction with his committee, he will initiate and oversee all
programs and activities related to the ice rink.
Section 11 : The Director of Swim Team, who shall also chair the Swim Team Committee, shall
be responsible for the organizing and overseeing any competitive programs that come under the
auspices of the pool, specifically the swim teams, where applicable. He shall also be responsible
for the hiring of all swim coaches. He shall report the schedule of practices and meets to the
Director of Pools, and shall also interface with the Director of Pools and Vice President for
Special Activities in scheduling swim team activities. He is also responsible for
budgeting/purchasing pool equipment as relates to the swim team.
Section 12: All Directors shall work with the Vice Presidents to:
a. assure the efficient, economical, and effective operation of programs for the benefit and
enjoyment of the members of the Association;
b. develop program schedules, operational policies and procedures, rules and regulations,
job descriptions, and rental rates and fees for their respective facilities;
c. interview, employ, and supervise such persons as required to operate their respective
facilities;
d. evaluate their respective operations, identify issues of concern, and develop long range
plans;
e. identify budget, maintenance, and capital outlay needs.
Section 13: Each Vice-President and Director shall be prepared to report on the activities of all
areas for which he is responsible at all regular meetings of the Board and Executive Committee
which he is required to attend. Each Vice-President and Director shall also prepare an annual
written report with any appropriate recommendations to be given to the President at the Board
Meeting in October.
Section 14: The General/Office Manager shall be responsible for the day-to-day operation of the
Association and the management of all employees, under the supervision of the President and in
coordination with the Officers and Directors within their respective areas of responsibility.
ARTICLE VIII
Committees of the Association
Section 1: The President may appoint Standing Committee Chairmen, subject to the approval of
the Executive Committee. Chairmen of standing committees must, at the time of their
appointment, be a Board Member. The Chairman of each standing committee shall organize a
committee of sufficient size and experience to carry out all of the responsibilities assigned.
Section 2: Standing committees of the Association shall be as follows:
(a) The Pool Committee, which shall be chaired by the Director of Pools;
(b) The Tennis Committee, which shall be chaired by the Director of Tennis;
(c) The Ice Skating Committee, which shall be chaired by the Director of Ice Skating;
(d) The Swim Team Committee, which shall be chaired by the Director of Swim Team;
(e) The Special Activities Committee, which shall be chaired by the Vice-President for Special
Activities ;
(f) The Membership Committee, which shall be chaired by the Vice-President for Membership;
(g) The Buildings and Grounds Committee, which shall be chaired by the Vice-President for
Facilities, or his appointee;
(h) The Nominating Committee, which shall be chaired by the President.
Section 3. The President may appoint other non-standing and ad-hoc committees as necessary to
carry out the business of the Association, subject to the approval of the Executive Committee.
Chairmen of non-standing and ad-hoc committees must be members in good standing ofthe
Association.
Section 4: Program plans and schedules, operational policies and procedures, rules and
regulations, job descriptions, and rental rates and fees governing facilities and activities shall
originate in and be supervised by the respective standing committees, subject to the approval of
the Executive Committee.
Section 5: The Chairman of each committee shall maintain a file on the activities of his
committee, which shall include an annual report to be submitted to the appropriate Officer or
Director.
ARTICLE IX
Meetings
Section 1: Meetings of the Board shall be held on the second Monday of each month in the
Association building. A majority of eight (8) Board Members shall constitute a quorum. Only
those Board Members present may vote. Additional meetings shall be held at such times as shall
be fixed by the Board or at the call of the President. All meetings shall be open to the members
of the Association. Minutes of these meetings shall be made available to all Board Members.
Section 2: Meetings of the Executive Committee shall be held at the call of the President or any
two (2) Executive Committee members. All meetings shall be open to the members of the
Association. Minutes of these meetings shall be made available to all Board Members.
Section 3: A General Meeting of the Association shall be held on the second Monday of
November each year in the Association building, following the scheduled Board Meeting. The
agenda for the General Meeting shall include (a) the annual report of the President; (b)
installation of new Officers and Directors; and (c) discussion of other matters of interest to the
membership. Eight (8) of the Board Members shall constitute a quorum for the General Meeting.
ARTICLE X
Membership Dues and Initiation Fees
Section 1: New members of the Association shall pay the full initiation fee, regardless of the
time of year, in the amount set by the Board at its December meeting. One initiation fee shall be
due from each household as defined in Article III, as long as said member remains a current
member in good standing and has not let membership lapse. The initiation fee may be paid in
two equal installments over a thirteen ( 13) month period, or under such tem1s as may be set by
the Board. However, regardless of when a new member pays the first installment, the second
installment shall be due on March 15 ofthe following year.
Section 2: Annual membership dues shall be set by the Board at its December meeting.
Section 3: A maintenance and service fee, or capital improvements surcharge, to be set by the
Board at the December meeting, or at any time on an emergency basis with a two-thirds (2/3)
quorum of the Board present and voting, may be assessed each membership. Once assessed, this
fee shall become part of the annual dues for such time as shall be established by the Board, and
shall be identified separately on the members' annual statement of dues payable. Requests for
individual waivers of this fee may be considered by the Executive Committee.
Section 4: The full amount of annual membership dues is required from new members up to and
including July 15. These dues are fully refundable upon request up to and including March 15.
Between March 15 and July 15, if the member elects not to continue his membership, he may
receive a refund of fifty (50) percent ofthe actual amount paid. After July 15, the annual dues for
new members may be reduced for the remainder of the year, provided there is Board
authorization.
Section 5: The fiscal and membership year shall be January 1 through December 31. Annual
dues are payable as of January 1 each year. At the discretion of the Board, members may receive
a discount if they submit their payment in full by an early payment date.
Section 6: Membership privileges may be revoked for non-payment of dues as of March 15.
ARTICLE XI
Financial Accounting and Reporting
Section 1: All funds received by the Association shall be deposited in the name of the
Association in depositories approved by the Board. All checks drawn by the Association shall be
signed in the name of the Association by the President, the Vice-President for Communications
and Secretary, the Vice-President for Finance and Treasurer or the General/Office Manager.
Section 2. No part of the Association's income shall be distributed to or used for the benefit of
any of its members with the exception of paid employees. Upon dissolution, any balance of
funds and/or property remaining after payment of all debts shall be turned over to one or more
charitable organizations selected by the Board.
Section 3: An annual operating and capital budget for the Association shall be presented by the
Vice-President for Finance and Treasurer to the Board for initial draft review at the November
meeting and to the Board for final approval at the December meeting.
Section 4: Checks shall be issued for all bills owed by the Association and incurred within the
provisions of the current budget as adopted by the Board or otherwise approved by the Chainnan
ofthe expending committee, with the approval of the Executive Committee.
Section 5: A monthly and year-to-date statement of revenues and expenditures shall be provided
each month to the Board Members for their review. In addition, an annual financial report shall
be presented by the Vice-President for Finance and Treasurer at the January Board meeting, and
a summary shall be provided to the membership.
Section 6: All revenues and expenditures shall be accounted for and reported on a cash basis of
accounting.
Section 7: The Board is empowered to appropriate funds for special purposes at its discretion.
Section 8: The Board may require bonding of the President, the Vice-President for
Communications and Secretary, the Vice-President for Finance and Treasurer and the
General/Office Manager.
ARTICLE XII
Miscellaneous Provisions
Section 1: The principal office of the Association shall be: 3201 Chellowe Road, Richmond,
Virginia 23225. The registered agent of the Association shall be the Vice-President for Finance
and Treasurer.
Section 2: Any rules or parliamentary procedures not covered by the By-Laws shall be governed
by the latest edition of "Robert's Rules of Order".
Section 3: All policies adopted by the Association prior to the adoption of these By-Laws and not
inconsistent with these By-Laws shall be operative until changed by the Board.
ARTICLE XIII
Amendments
These By-Laws may be amended at any meeting of the Board by a two-thirds (2/3) vote of the
Board, provided that the substance of the proposed amendment has been submitted in writing to
all Board Members five (5) days prior to said meeting.
ARTICLE XIV
Effective Date
These By-Laws of the Southampton Recreation Association, Inc. shall supersede any and all
previous By-Laws and shall become effective December 12, 2011.