The Constitution of Yorkshire Dales Sailing Club as amended at the 2020 Annual General Meeting on 11th March 2020
1. Name and objects
2. Officers
3. Duties of Honorary Officers
4. Membership
5. Election and retirement of members
6. Conduct of members
7. Limitation of Club Liability
8. Management Committee
9. Powers of the Committee
10. Trustees
11. Meetings of the Club
12. Dissolution of the club
Byelaws
1. Constitution, Name and Objects
1.1. The constitution of the club shall be deemed to incorporate these Rules and the Byelaws set out in the Appendix hereto.
1.2. The name of the Club shall be “Yorkshire Dales Sailing Club” (hereinafter referred to in these rules as “the club”).
1.3. The object for which the club is formed is to promote and facilitate community participation in healthy recreation by providing facilities for sailing, windsurfing and non-powered water sports.
1.4. The club shall be open to all.
2. Officers
2.1. The Officers of the club shall be Full or Family members of the club and shall consist of a Commodore, a Vice-Commodore, a Rear-Commodore, an Honorary Secretary and an Honorary Treasurer. Officers shall be elected at the Annual General Meeting in each year and shall hold office for one year, retiring at the termination of the Annual General Meeting in each year. All Officers of the Club shall be eligible for re-election.
3. Duties of Honorary Officers.
3.1. The Honorary Secretary shall:
3.1.1. Keep a register of club members’ names and addresses. This task may be delegated to a Membership Secretary.
3.1.2. Conduct the correspondence of the club.
3.1.3. Keep custody of all club documents.
3.1.4. Keep full minutes of all meetings of the club, the Committee and sub-committees which shall be confirmed and signed by the appropriate Chairman upon the agreement of the club, the Committee or sub-committee at the next following meeting of the club, the Committee or sub-committee.
3.1.5. Administer such insurance policy or policies as may be needed fully to protect the interests of the club, its Officers and members.
3.1.6. Maintain contact with the club’s Legal Adviser to ensure that the club’s affairs are managed in accordance with current law.
3.1.7. Maintain any such certificates or registrations and complete any such non-financial returns as may be required by law.
3.2. The Honorary Treasurer shall:
3.2.1. Cause such books of account to be kept as are necessary to give a true and fair view of the state of the finances of the club.
3.2.2. Cause all returns as may be required by law in relation to such accounts to be rendered at the due time.
3.2.3. Prepare an Annual Balance Sheet as at 31st December in each year and cause such balance sheet (and accounts as necessary) to be independently examined at least once annually and shall thereafter cause the same to be exhibited in the club premises at least fourteen days before the date of the Annual General Meeting.
3.3. The Honorary Independent Examiners shall:-
3.3.1. Be appointed at the Annual General Meeting in each year.
3.3.2. Examine the accounts of the club when called upon to do so and shall give such certificate of assurance as to the accuracy of the said accounts as shall be required by law, or by the Committee.
3.3.3. If unwilling or unable to act, inform the Committee who shall appoint a substitute to hold office until the termination of the next Annual General Meeting.
4. Membership
4.1. There shall be the following categories of membership with power to vote at all meetings of the club as indicated hereunder. The rights and privileges of each category of members are as defined hereunder.
4.1.1. A FULL MEMBER – shall be a craft user, being a person who, at the date of election, is over the age of eighteen, shall have one vote and shall have full use of all the facilities.
4.1.2. A FAMILY MEMBER – which expression shall include one or two partners (as may be) and all children under eighteen years of age and those continuing in full time education. The family unit shall have full use of all the club facilities and shall have two votes, exercisable by either partner. A family member, upon attaining the age of eighteen years or ceasing full time education or further education shall be eligible to become a full member without further election or payment of an entrance fee.
4.1.3. A JUNIOR/STUDENT MEMBER – being a person who, at the date of election, is under the age of eighteen or in full time education. A junior member aged under eighteen shall have no vote. Such a member, upon attaining the age of eighteen years, or ceasing full time education or further education, shall be eligible to become a full member without further election or payment of an entrance fee. A Junior/Student member shall have full use of the club facilities.
4.1.4. AN HONORARY MEMBER – who shall be nominated and elected in the manner described in rule 9.7 shall have one vote and shall have full use of all the club facilities.
4.1.5. A NON-SAILING MEMBER – shall be a member who shall have no vote and shall be eligible to become a full member on payment of the appropriate fee.
4.1.6. A TEMPORARY MEMBER – (which expression may include members of another R.Y.A. recognised club or organisation, and Day Visitors), who shall have no vote, shall have full use of all the club facilities.
4.1.6.1. Shall have no right to introduce visitors to the club or the facilities thereof.
4.1.6.2. Shall have no right to take any part in the management of the club.
4.1.6.3. Is deemed to have notice of and implicitly undertakes to comply with the club Rules, current Byelaws and Regulations as if he or she were a member of the club and so far as the said Rules and Byelaws may be deemed to apply to such Temporary Member.
4.1.6.4. Shall be liable to be expelled from the club premises or to be prohibited from using the club facilities if, in the opinion of Committee Members present, he or she shall not have reasonably complied with the above conditions.
4.1.7. A GUEST – shall be a person who accompanies a member. They shall be regarded as a Temporary Member for the duration of their visit to the Club.
4.1.8. GROUP MEMBERS – A Group shall be approved for membership by the General Committee, and shall have one vote, exercised by a nominated representative.
4.2. The rate of Entrance and Subscription fee for each category of Membership shall be proposed by the Committee to the members at the Annual General Meeting in each year. Any proposed changes shall be approved by a majority of those present and entitled to vote. The current rate of Entrance and Subscription fee shall be prominently displayed in the club premises.
4.3. Members shall also make the following annual payments if required, which shall be proposed by the Committee to the members at an Annual General Meeting:
4.3.1. An annual boat permit fee of such a sum as the Committee shall from time to time prescribe which shall entitle a member a space in the club’s boat park.
4.3.2. Such an annual sum as shall from time to time be demanded to defray the club’s subscription to the RYA as a Fully Affiliated club.
4.4. All new members shall pay the Entrance Fee (if any). Annual subscriptions are due on the date agreed at the AGM or as laid down by the Committee, who have discretion to charge a reduced fee to members joining mid-term and to allow payment by instalments.
4.5. Every member shall furnish the Honorary (or Membership) Secretary with an up-to-date address, which shall be recorded in the Register of Members and any notice sent to such address shall be deemed to have been duly delivered.
5. Election and retirement of members
5.1. An application for membership shall be in the form from time to time prescribed by the Committee, and shall include the name, address and occupation of the candidate(s).
5.2. Upon receipt of an application for membership, the Honorary Secretary shall enter such application in a Register of Candidates. The election of all classes of members is vested in the Management Committee and shall be by a simple majority vote of those members present and voting at the relevant meeting of the Management Committee. The Honorary Secretary shall inform each candidate in writing of the candidate’s election or non-election. He shall furnish an elected candidate with a copy of the Rules and Byelaws of the club and make request for such payments as are necessary.
5.3. Upon election a candidate shall pay, within one calendar month, such entrance and other fees as shall be requested. In default of such payment, the election shall be void unless sufficient cause for delay is shown.
5.5. A member who, for any reason, anticipates inability to use the club or its facilities for the whole of any one year may apply to be excused, at the Committee’s discretion, payment of the annual subscription and other fees. A member wishing to be re-instated during the year in question shall pay such portion of the annual subscription as the Committee shall require.
5.6. A member desirous of retiring from membership shall give notice in writing to the Honorary Secretary before the last day of March and shall not then be liable to pay the subscription for the following year. Upon re-application by a past member the Committee may, at its discretion, excuse the payment of an Entrance Fee.
5.7. The committee may cancel, without notice given, the membership of any member whose annual subscription and other annual fees are more than three months in arrears provided that the Committee may, at its discretion, re-instate such member upon payment of arrears. A member whose annual payments are in arrears may not enter any club event or regatta nor vote at any meeting.
6. Conduct of Members
6.1. Every member, upon election and thereafter, is deemed to have notice of, and by implication undertakes to comply with, the Club Rules and Byelaws. Any refusal or neglect to do so, or any conduct which, in the opinion of the Committee, is either unworthy of a member or otherwise injurious to the interests of the club, shall render a member liable to expulsion by the Committee.
6.2. PROVIDED THAT before expelling a member, the Committee shall call upon such member for a written explanation of the member’s conduct and shall give the member full opportunity of making explanation to the Committee, or of resigning.
6.3. A Resolution to expel a member shall be carried by a majority vote of a Quorate Committee voting on the Resolution.
6.4. Members shall enter the names of all guests in the Guests Book. Not more than three guests may be introduced in any one day and the same guest may not be introduced more than three times in any calendar year. Subsequent visits shall be charged as a Day Visitor at the appropriate rate.
6.5. A member shall not knowingly remove, injure, destroy or damage any property of the club and shall make restitution for the same if called upon to do so by the Committee or by the Honorary Secretary upon the instructions of the Committee.
6.6. A Member shall not cause any communication, in whatever form, to be exhibited on club notice boards or premises without permission of a Committee Member.
6.7. A member shall settle any indebtedness for refreshment or otherwise before leaving the club premises, or in accordance with any byelaw relating to the settlement of such indebtedness.
6.8. All suggestions shall be entered in the Suggestion Book and signed by the Member.
6.9. Complaints of any nature relating to the management of the club or the premises shall be addressed in writing to the Honorary Secretary.
6.10. Any person who is a competitor or crew member in any race sponsored by or on behalf of the club is entitled to the use of the club premises on the day of the race in which they are competing. The said person shall be accorded the rights and privileges of a Temporary Member and shall have deemed to have notice of, and to have agreed to comply with, the club rules.
6.11. The Honorary Secretary, or any other person who has received the authority of two members of the Committee, may expel, temporarily or permanently, any person who has the right to the use of the club premises only under Rules 6.10 and 6.11.
7. Limitation of Club Liability
7.1. Members, their guests. Temporary Members and Day Visitors are bound by the following Rule which shall also be exhibited in a prominent place within the club premises:
7.1.1. Members of the club, their guests, Temporary Members and Day Visitors use the club premises, and any other facilities of the club, entirely at their own risk.
7.1.2. The club will not accept any liability for any damage to or loss of property belonging to members, their guests, Temporary Members and Day Visitors.
7.1.3. The club will not accept any liability for personal injury arising out of the use of the club premises or any other facilities of the club either sustained by members, their guests, Temporary Members or Day Visitors, or caused by the said members, guests, Temporary Members or Day Visitors, whether or not such damage or injury could have been attributed to, or was occasioned by, the neglect, default or negligence of any of them, the Officers, Committee or servants of the club.
7.2. Membership of the club and acceptance of these rules by a member will be deemed to constitute consent to the holding of relevant personal data for the purposes of the Data Protection Act 1984.
8. Management Committee
8.1. The Management Committee (herein referred to as “the Committee”) shall consist of the Officers, ex-officio, and not less than four Full or Family members of the club elected at the Annual General Meeting each year to hold office until the termination of the next following Annual General Meeting.
8.2. At the Annual General Meeting each year two of the Full or Family members shall retire in order of election or seniority. In the case of equal seniority the order of retirement shall, failing agreement between the members concerned, be determined by lot.
8.3. Candidates for election to the Committee (not being Officers of the Club) shall be those members of the retiring Committee eligible to offer themselves for re-election and such other Full or Family members whose nominations (duly proposed and seconded in writing by Full or Family members of the Club) with their consent shall have been received by the Honorary Secretary at least twenty eight days before the date of the Annual General Meeting in each year.
8.4. If the number of candidates for election is greater than the number of vacancies to be filled then there shall be a ballot.
8.5. If the number of candidates for election is equal to or less than the number of vacancies to be filled then all candidates shall be deemed to be elected if two thirds of those present at the Annual General Meeting, and entitled to vote, vote in favour of such election.
8.6. In the event of the ballot failing to determine the members of the Committee because of an equality of votes the candidate or candidates to be elected from those having an equal number of votes shall be determined by lot.
8.7. If, for any reason, a casual vacancy shall occur, the Committee may co-opt a Full or Family member to fill such a vacancy until the next following Annual General Meeting.
8.8. A retiring Commodore shall serve as an ex-officio member of the Committee in the year immediately following his retirement.
8.9. The Committee shall meet at least every two months making such arrangements as to the conduct, place of assembly and holding of such meetings as it may wish. The Commodore or in his absence a Chairman elected by those present shall preside.
8.10. Voting (except in the case of a resolution relating to the expulsion of a member) shall be by show of hands. In the case of equality of votes the Commodore or Chairman (as the case might be) shall have a second and casting vote.
8.11. Five members personally present shall form a quorum at a meeting of the Committee.
9. Powers of the Committee
In furtherance of the object, but not otherwise, the General committee may exercise the following powers:
9.1. The committee shall manage the affairs of the club according to the Rules and shall cause the funds of the club to be applied solely to the objects of the club or for a benevolent or charitable purpose nominated by General Meeting.
9.2. The Committee shall make amend or delete such Byelaws as it shall from time to time think fit and shall cause the same to be exhibited in the club premises for fourteen days before the date of implementation. Such Byelaws shall remain in force until approved or set aside by a vote at the next Annual General Meeting of the club. If such Byelaws are not properly presented at such an AGM they will be considered null and void.
9.3. The Committee may appoint such sub-committees as it may deem necessary and may delegate such of its powers as it may think fit upon such terms and conditions as shall be deemed expedient and/or required by the law. Such sub-committees shall consist of such members of the Committee or of the club as the Committee may think fit. Officers of the club shall be ex-officio members of all such sub-committees.
9.4. A member of the Committee, of a sub-committee or any Officer of the club, in transacting business for the club, shall disclose to third parties that he is so acting.
9.5. The Committee, or any person or sub-committee delegated by the Committee to act as agent for the club or its members, shall enter into contracts only so far as expressly authorised, or authorised by implication, by the members. No one shall, without the express authority of the membership in General Meeting, pledge the credit of the membership.
i) Power to raise funds and to invite and receive contributions provided that in raising funds the general committee shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law.
ii) Power to buy, take on lease or in exchange any property necessary for the achievement of the object and to maintain and equip it for use, subject to ratification at an AGM, special general meeting or pre season meeting.
iii) Power subject to any consents required by law to sell, lease or dispose of all or any part of the property of the charity subject to ratification at an AGM, special general meeting or pre season meeting.
iv) Power subject to any consents required by law to borrow money and to charge all or any part of the property of the charity with repayment of the money so borrowed.
v) Power to employ such staff (who shall not be members of the general committee) as necessary for the proper pursuit of the objects and to make all reasonable and necessary provisions for the payment of pensions and superannuation for staff and their dependants.
vi) Power to co-operate with other charities, voluntary bodies and statutory authorities operating in furtherance of the objects or of similar charitable purpose and to exchange information and advice with them.
vii) Power to establish or support any charitable trusts, associations or institutions formed for all or any of the objects.
viii) Power to appoint and constitute such advisory committees as the general committee may think fit.
ix) Power to do all such lawful things as necessary for the achievements of the objects.
9.6. In pursuance of the authority vested in the Committee by members of the club, members of the committee are entitled to be indemnified by the members of the club against any liabilities properly incurred by them or any one of them on behalf of the club wherever the contract is of a duly authorised nature or could be assumed to be of a duly authorised nature and entered into on behalf of the club. The limit of an individual member’s indemnity in this respect shall be a sum equal to one year’s subscription at the then current rate for that category of membership unless the Committee has been authorised to exceed such limit by a General Meeting of the club.
9.7. The Committee may nominate for election at an Annual General Meeting such Honorary Lifetime Members as the Committee think fit..
9.8. The election of Honorary Lifetime Members shall be put to the vote at an Annual General Meeting and such Honorary Members shall be duly elected if two thirds of those present, and entitled to vote, vote in favour. Honorary Lifetime Members need not pay membership fees.
The Club is a non-profit making organisation. All profits and surpluses will be used to promote its objects as given in this constitution and maintain or improve the club’s facilities. No profit or surplus will be distributed.
10. Trustees
10.1. There shall be at least three Trustees of the club who shall be appointed from time to time as necessary by the Committee of the club from among Full, Family or Honorary Members who are willing to be so appointed. A Trustee shall hold office during his/her lifetime or until he/she shall resign, by notice in writing given to the Committee, or until a resolution removing him/her from office shall be passed at a meeting of the Committee by a majority comprising two thirds of the Members present and entitled to vote.
10.2. All the property of the club, including land and investments, shall be held by the Trustees for the time being, in their own names so far as it is necessary and practicable, on trust for the use and benefit of the club. On the death, resignation, or removal from office of a Trustee, the Committee shall nominate a new Trustee in their place, and shall as soon as possible thereafter take all lawful and practicable steps to procure the vesting of all club property into the names of the Trustees as constituted after such nomination. For the purpose of giving effect to any such nomination, the Honorary Secretary for the time being is hereby nominated as the person to appoint new Trustees of the club within the meaning of Section 30 of the Trustee Act 1925 and he shall by Deed duly appoint the person or persons so nominated by the Committee.
10.3. The Trustees shall in all respects act in regard to any property of the club held by them in accordance with the directions of the Committee, and shall have power to sell, lease, mortgage or pledge any club property so held for the purpose of raising or borrowing money for the benefit of the club in compliance with the Committee’s directions (which shall be duly recorded in the Minutes of the proceedings of the Committee) but no purchaser, lessee or mortgage shall be concerned to inquire whether any such direction has been given.
10.4.(a) The Trustees shall be effectually indemnified by the Committee out of the assets of the club from and against any liability, costs, expenses and payments whatsoever which may be properly incurred or made by them in the exercise of their duties or relation to any property of the club vested in them. or in relation to any legal proceedings, or which otherwise relate directly or indirectly to the performance of the functions of a Trustee of the club.
10.4.(b) The liability of the Trustees for the performance of any contractual or other obligations undertaken by them on behalf of the Club shall be limited to the assets of the Club. (To be incorporated in every contract, lease, license or other agreement entered into by the Trustees of the Club).
11. Meetings of the club
11.1. An Annual General Meeting of the club shall be held each year on a date to be fixed by the Committee. The Honorary Secretary shall at least fourteen days before the date of such meeting or of any General Meeting as hereinafter mentioned post or deliver to each member notice thereof and of the business to be brought forward thereat.
11.2. No business, except the passing of the Accounts and the election of the Officers, Committee, Trustees and Independent Examiners, and any business that the Committee may order to be inserted in the notice convening the meeting shall be discussed at such meeting unless notice thereof be given in writing by a member entitled to vote to the Honorary Secretary at least twenty-one days before the date of the Annual General Meeting.
11.3. The Committee may at any time, upon giving twenty one days notice in writing, call a General Meeting of the club for any special business, the nature of which shall be stated in the summons convening the meeting, and the discussion at such meeting shall be confined to the business stated in the notice sent to members.
11.4. The Committee shall similarly call a General Meeting upon a written request addressed to the Honorary Secretary by at least 12 members. The discussion at such meeting shall be confined to the business stated in the notice sent to members.
11.5. At every meeting of the club the Commodore or, in their absence, a Chairman elected by those present shall preside.
11.6. Fifteen members entitled to vote and personally present shall form a quorum at any meeting of the club.
11.7. Only Full, Family, Student Members over eighteen and Honorary members shall vote at any meeting of the club. Other members may attend but are not entitled to vote.
11.8. Voting, except upon the election of members of the Committee, shall be by show of hands.
11.9. In the case of an equality of votes the Chairman shall have a second or casting vote on any matter other than the election of members of the Committee.
11.10. On any resolution properly put to a meeting of the club relating to the creation, repeal or amendment of any Rule or Byelaw of the club, such Rule or Byelaw shall not be created, repealed or amended except by a majority vote of at least two-thirds of those present and entitled to vote.
12. Dissolution of the club
If, upon the winding up or dissolution of the club, there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed amongst the members of the Club but shall be given or transferred to some other institution or institutions having objects similar to the objects of the club, such institution or institutions to be determined by members of the club by Resolution passed at a General Meeting at or before the time of the dissolution and if and so far as effect cannot be given to such provision then to some charitable object.
BYELAWS
1. Dogs must be kept on a lead at all times and owners are responsible for the removal of any fouling by their animal
2. Cars may only be parked in areas designated for such parking so as not to cause an obstruction to other vehicles or to the approaches to Club premises
3. Sailing, windsurfing or other waterborne activities shall only be permitted when another craft is available on the water to give assistance as necessary. Members are reminded that escort boat cover is unlikely to be provided other than during Club official opening hours and that those going afloat do so at their own risk. IF YOU ARE NOT ABLE TO SELF RESCUE IN THE CONDITIONS PREVAILING YOU SHOULD NOT GO AFLOAT
4. Buddy sailing is defined as two or more craft who, by agreement, will stand by and render assistance as necessary. The right to Buddy sail is restricted to members only. Outside published Club opening hours the gates MUST be locked by members entering and leaving
5. No member under the age of fourteen, unless accompanied by a responsible adult, shall be permitted to go afloat when escort boat cover is not available unless competent or qualified to at least RYA National Dinghy Certificate level 3 or Windsurfing Certificate level Two
6. The wearing of adequate personal buoyancy by all members, their guests, temporary members and day visitors at all times while afloat is strongly recommended (refer to Rule 7)
7. Appropriate clothing shall be worn at all times while afloat. The wearing of an adequate wet or dry suit is recommended between 1 November and 30 April
8. No person or vehicle to remain overnight on Club premises
9. No craft to be launched or beached (except in an emergency) anywhere other than in the quarry area
10. No sailing is permitted within 25 metres of anyone fishing
11. No sailing is permitted within 50 metres of the northern shore
12. No entry is permitted to the area restricted for conservation (see plan in Clubhouse)
13. All craft shall abide by RYA and International Sailing Federation Rules – unless these have been altered by Yorkshire Dales Sailing Club – and shall adhere to instructions given by the Officer of the Day.
14. In addition to the powers given to the Committee under rule 5.7 and Rule 1 of the Constitution, if, at any time, any fees payable to the Club by any member or former member shall be three months or more in arrears and a vessel or other property of a member or former member remains on the Club premises, the Committee may:
(a) Move the vessel or other property to any other part of the club premises without being liable for any loss or damage to the vessel howsoever caused.
(b) Give one month’s notice in writing to the member or former member at his last known address as shown in the Club Register and thereafter sell the vessel or other property and deduct any monies due to the Club (whether by way of arrears of subscription or annual payments, mooring, dinghy park fees or otherwise) from the net proceeds of the sale before accounting for the balance (if any) to the member or former member.
(c) Alternatively, if the vessel or other property is unsaleable, after giving notice in writing as aforesaid, dispose of the vessel in any manner the Committee may think fit and deem the cost of doing and any arrears as aforesaid to be a debt owing to the Club by the member or former member.
(d) Further, the Club shall at all times have a lien over members’ or former members’ boats or other property parked or moored on the Club premises or club moorings in respect of all monies due to the Club, whether in respect of arrears of mooring fees or subscriptions or otherwise, provided always that: proper evidence is available to show that all reasonable steps have been taken to trace a member or former member and that when and if the vessel or other property is sold the proceeds of sale (less any indebtedness by the member or former member of the Club) shall be place upon bank deposit account and retained against the eventuality of a claim by the owner (whether he be the said member or former member or otherwise) for a period of six years.
15. All craft kept or used at YDSC (including, but not limited to, dinghies, windsurfers, kayaks, canoes, SUPs) must be covered by third party insurance of at least £3,000,000.
16. During the period 1 March to 31 July, no person shall unnecessarily enter the marked area in the quarry, adjacent to the Club, where birds are nesting. Members and visitors should at all times try to prevent any disturbance or interference with any birds or wildlife at Grimwith.