PINOY NETTERS CLUB 102
“Tenista sa Isang Layon”
“Tenista sa Isang Layon”
CONSTITUTION & BY-LAWS
ARTICLE 1. PREAMBLE
We, the officers and members of PINOY NETTERS CLUB 102 (TENISTA SA ISANG LAYON), in pursuit of the Club’s mission, goals, objectives and ideals, do hereby promulgate and ordain this Constitution & By-Laws. The Club is established as a non-profit organization. Proceeds and revenues of the Club shall be distributed and donated to various charity organizations in the Philippines (or in Saudi Arabia), and to its members and non-club members and tennis tournament participants by way of raffle draws of various items during tournament opening and closing ceremonies, club sponsored trainings, retreats and out-of-towns activities, etc., as may be deemed appropriate and approved by the Board of Directors and the General Membership Assembly,
ARTICLE 2. NAME & ADDRESS
This organization, herein referred to as “Club”, or as “Pinoy Netters”, shall be called “PINOY NETTERS CLUB 102 (Tenista sa Isang Layon) and shall have its domain at Yamama Hotel Tennis Courts, with Postal Address at P. O. Box 90916, Riyadh 11623, Saudi Arabia, c/o Mr. Albin Guinto.
ARTICLE 3. GOALS & OBJECTIVES
Section 1: The primary goals and objectives of the Club are:
a) To develop sportsmanship and closer ties of friendship among its members
b) To promote physical fitness, instill discipline and uphold sport ethics;
b) To promote physical fitness, instill discipline and uphold sport ethics;
c) To hold tennis tournaments and professionalize the game within the amateur ranks and thereby foster a spirit of pride and responsibility;
d) To generate funds for charity and other humanitarian causes with the fullest sense of transparency;
e) To facilitate an information network among Club members, tennis players and enthusiasts and maintain a fraternal support system within the general membership;
f) To introduce and present the Club to the public as an icon of unity, commitment and character.
ARTICLE 4. CLUB MEMBERSHIP
Section 1. Club Membership. The Club membership is categorized as follows:
a) Founding Members. Founding members are composed of fourteen (14) pioneering members who have participated in the formation of this Club and who shall enjoy a lifetime & honorary membership and benefits subject to the provisions of Article 4, Section 7, Item A & B.
In recognition of their efforts and dedications to the establishment of this Club, all Founding Members shall automatically become a member of the Board of Directors during the first year of operation without going through a nomination and election process, after which, everyone must adhere and comply to the Election process as promulgated and mandated in this Constitution and By-Laws.
b) Regular Members. Regular members are tennis players and enthusiasts who have applied for and passed the screening formalities set forth by the Club’s Administration and Membership Committees, and are committed to the fulfillment and discharging of their duties.
The Founding and Regular Members shall comprise the General Membership Assembly.
Section 2. Prospective Members. To qualify for membership, the prospective member should: -
a) Accomplish the Club pre-membership orientation program,
b) Have participated in the Club’s previous activities and sponsored-tournaments
c) Adhere to the Club’s Constitution & By-laws
Section 3. Application for Club Membership.
The application for Club membership shall be done in writing on a form to be provided for the purpose, and shall be presented to the concerned Club’s Committees for action. The applicant shall submit the form, along with the prescribed membership fee. The Board of Directors, with the powers vested in them by the Club’s Constitution & By-Laws, may accept or reject the applications depending on the criteria set forth in accepting and rejecting prospective members.
Section 4. Duties of a Club Member. A Club member shall have the following duties: -
a) Pay the annual membership fee as it falls due;
b) Regularly participate and support the Club’s tournament and other sponsored activities;
c) Attend all General membership meetings;
d) Propagate the missions, goals and objectives of the Club; and
e) Deal with the assets of the Club intelligently and in a way that would be beneficial to the advancement of the Club’s interest.
Section 5. Rights of a Club Member. A Club member shall have the following rights & privileges: -
a) Participate in any Club’s activities (i.e. tournaments, training and clinics etc.)
b) Enjoy and avail a discount on all Pinoy Netters Club tournament fees. The rate of the discount shall depend on the projected or actual revenue generation of the particular tournament, which shall be determined by the Club’s Tournament Committees and subject to the approval of the Board of Directors by a board resolution;
c) Seek any elective position, subject to the provisions of the Club’s Constitution & By-Laws, after a year of good membership standing;
d) Avail himself of the services that the Club may offer without any discrimination whatsoever upon compliance with the conditions and requirements thereof;
e) To vote and participate in the Election of Officers of the Club; and Exercise other rights and privileges that the Club may promulgate and offer to its members from time to time.
Section 6. Liability of a Club Member.
The liability of a Club member shall be limited. No Club member shall be held liable for any indebtedness of the Club beyond its organized and sponsored activities. However, any Club member shall be held liable if he fails to return or account in his possession any items, properties, monies, funds etc. that belongs to the Club if he resigns or terminate his membership, or being expelled with cause. The Club reserves the right to file a case and prosecute any member to any proper court of law in Saudi Arabia or in the Philippines.
Section 7. Termination of Club Membership.
Membership in the Club may be terminated either by resignation, termination or expulsion.
a) Resignation. A Club member wishing to terminate his membership shall submit a resignation letter and 30-days written notice or as soon as it is become known, to the Grievance Committee, which is tasked to handle such cases. However, no Club member shall be allowed to resign or terminate his membership unless he has settled all his outstanding obligations (i.e. tournament fees, annual membership dues etc.) to the Club in particular. A clearance certificate shall be obtained from the Club, certifying and releasing the member of any accountability. The clearance form shall be prescribed by and obtained from the Administration & Membership Committees.
b) Expulsion/Termination. A Club member may be expelled or terminated by a vote of the majority or fifty percent plus one (50% + 1) of the Board of Directors and Officers of the Club, for any of the following grounds and causes: -
a) Having conflicting interest with the affairs and activities of the Club;
b) When a member has continuously failed to comply with his duties and responsibilities without availing the provision set forth in Article 4, Section 8 (Leave of Absence).
c) Having been convicted of any crime involving moral turpitude, gross negligence, or gross misconduct of his duties or found culpable of any administrative case involving such offenses;
d) Facing, as respondents on administrative proceedings or civil/criminal suits involving financial and/or property accountability;
e) When a member has acted in violation of the Club’s Constitution & By-Laws;
f) For any acts or omissions injurious or prejudicial to the interest and welfare of the Club.
A member whose membership the Board of Directors may wish to terminate shall be informed in writing by the BOD through its President or any designated officials of such intended action and shall be given an opportunity to be heard before the Club’s Grievance Committee makes its final decision and recommendation to the BOD. A notice from the Board by e-mail terminating the concerned member shall be considered valid prior to receiving a formal letter. The decision and recommendation of the Grievance Committee shall be in writing, and shall be communicated to the Board, which eventually shall inform and serve the final notice in writing to the concerned member. The termination or expulsion notice can be appealed within 7 days after its promulgation and receipt. Failure on the part of the terminated/expelled member to appeal the notice of termination/expulsion at the prescribed time shall be construed as a waiver of his rights and his acceptance of the latter. Pending a decision by the Board within 15 days after the filing of an appeal from the terminated/expelled member before the Grievance Committee, the membership remains valid.
Section 8. Leave of Absence.
All Club members (whether Member of the Board of Directors, Club Officers or Regular members) shall be entitled to avail and apply this provision for a period of 3 to 6 months in case he is not or cannot actively perform his function and obligations due to the following factors: -
a) Conflict in his work;
b) Work or Job relocation;
c) Urgent Work Assignment (temporary in nature); and
d) Resigned from his work, going on final exit, or looking for new jobs while in Saudi Arabia or in the Philippines;
e) Medical and health reasons;
f) Personal matters or problems to resolve.
To avail of this provision, the member should submit a written application and notification to the Board of Directors, which should review, approve and respond in writing within 7 days of receipt of the said letter. Failure on the part of any members and officers to observe this provision shall be considered as AWOL (Absence without Official Leave) and shall be grounds for termination and expulsion from the Club. In case of prolong absence in excess of 6 months; the member should again notify the Grievance Committee for reconsideration. Members should only be allowed to take a leave of absence for a maximum of one (1) year. However, any members who have resigned for any reasons stated in Article 4, Section 8, Item a to f and wishes to rejoin the Club later or after returning back to Saudi Arabia, shall be allowed to reinstate his membership by submitting new application membership to the Club either by a formal letter or e-mail. Any member who has been expelled or terminated with cause shall not be allowed to reinstate his membership to the Club.
ARTICLE 5. GOVERNING PROVISIONS
Section 1. Membership Control.
The membership control of the Club is vested in the Board of Directors and Club Officers.
Section 2. The General Assembly.
The Members General Assembly shall be composed of all members in good standing, who are entitled to vote, duly assembled and constituting a quorum.
Section 3. Annual Members General Assemby.
The Annual Membership General Assembly shall be held on every 2nd Thursday of October at the Club principal office or domain where it operates, and at such time and place the Board of Directors may designate.
Section 4. Quorum of the Members General Assembly.
At the annual or Special General Membership Assembly, fifty percent plus one (50% + 1) of the total number of members to vote shall constitute a quorum.
Section 5. Fiscal Year.
The Club’s fiscal year shall commence on January 1st and end on December 31st of each year.
Section 6. Agenda.
As practicable as it can be, the order of the business at every meeting shall be any of the following: -
a) Roll Call;
b) Reading and Approval of the Minutes of the previous meeting.
c) Consideration and approval of reports of the Board of Directors, Club Officers and Committee Directors;
d) New Activities/Other business, and
e) Adjournment
Section 7. Manner of Election Nomination and Voting.
a) Subject to the provision set forth in Article 4, specifically Section 5, Item c, all Club Members shall be qualified to participate in the Club’s election process, and to vote and run for the election of Club Officers, Board of Directors and Committee Directorships. During election, no member of the Club shall be entitled to more than one vote. No proxy voting shall be allowed.
b) The manner of Nomination and Election for the Board of Directors, Club Officers and Committee Directorships should be done by secret balloting. The top 3 nominees for each elective position shall vie for election. The top Candidate being elected shall win the election and will take the position.
ARTICLE 6. BOARD OF DIRECTORS
Section 1. Powers & Duties of the Board of Directors.
Unless otherwise provided by law, the Club’s powers shall be exercised, all activities conducted and all property of the Club controlled and held by the Board of Directors, to be elected by the General Membership Assembly. The Board of Directors, as a body, has the general supervision and control of the affairs of the Club. Without prejudice to such powers as may be granted by law, the Board of Directors shall also have the following powers: -
a) From time to time, to make and change Club policies, rules and regulations not inconsistent with these by-laws for the management of the Club's affairs and activities;
b) To purchase, receive, take or otherwise acquire for and in the name of the Club, any and all properties, rights, or privileges, including donations and sponsorship from individual person, corporations, and for such consideration and upon such terms and conditions as the Board may deem proper or convenient;
c) To invest the funds of the Club in other activities or business or for purposes other than those for which the Club was organized, subject to the approval of the General Membership Assembly, and as may be required by the Club;
d) To establish plans of benefits or other types of incentives for all Club members;
e) To prosecute, maintain, defend, compromise or abandon any lawsuit in which the Club or its officer are either plaintiffs or defendants in connection with the affairs and activities of the Club;
f) To delegate, from time to time, any of the powers of the Board which may lawfully be delegated in the course of the current activities of the Club to any standing or special committee, or to any officer with such powers and upon such terms as may be deemed fit;
g) To implement these by-laws and to act on any matter not covered by these By-Laws provided such matter does not require the approval or consent of the General Membership Assembly and the Board of Directors.
Section 2. Composition, Election and Term of Office.
The Board of Directors shall be composed of Fifteen (15) elected members.
The Board of Directors shall be elected during the Club’s Annual General Membership Assembly and shall hold office only for one (1) year until their successors are elected and qualified. The term of office of the Board of Directors is co-terminus with the Club Officers and the Club’s Fiscal Year. During the first year of operation and election, the Club’s Board of Directors must elect one (1) additional member to the Board of Directors to break the tie during election and voting. The additional member to the Board of Directors must be selected and elected from the Regular Members through secret balloting. The top nominated regular member shall become the Fifteenth Member of the Board of Directors.
Section 3. Vacancies.
Any vacancy occurring in the Board of Directors other than by removal by the General Members Assembly as stipulated in Article 4, Section 7, Item A & B, or by expiration of term, may be filled by the vote of at least a majority or fifty percent plus one (50% + 1) of the remaining directors, if still constituting a quorum; otherwise, the vacancy must be filled by the General Membership Assembly at a regular or at any special meeting of all members to be called for the purpose. A Director so elected to fill a vacancy shall hold office only for the unexpired term of his predecessor.
Section 4. Meetings.
Regular meetings of the Board of Directors shall be held once a month on such dates and at places as the President chooses and announce, or upon the request of a majority of the Directors.
Section 5. Notice.
Notice of the regular or special meeting of the Board, specifying the date, time and place of the meeting, shall be communicated by the Secretary to each director personally, or by telephone, text message, e-mail, or by written message or letter.
Section 6. Quorum.
At every meeting of the Board of Directors, fifty percent plus one (50% + 1) or a majority of the number of Directors present shall constitute a quorum and shall be valid as a Club act, except for the election of officers which shall require the vote of the majority of all the members of the Board and the General Membership Assembly.
Section 7. Conduct of the Meetings.
Meetings of the Board of Directors shall be presided over by the President or in his absence, by any other Director chosen by the Board. The Secretary shall act as Secretary of every meeting, if not present, the President, shall appoint a Secretary of the meeting.
Section 8. Compensation. Gratis.
ARTICLE 7. CLUB OFFICERS & COMMITTEES
Section 1. Election & Appointment.
Immediately after their election, the Board of Directors shall formally organize by electing the Club Officers and Committee Directors at said meeting. The Club Officers shall be composed of President, the Vice-Presidents (Internal & External), the Treasurer, the Secretary and the various Committee Directorships. The Board may, from time to time, appoint such other officers and committee directors as it may determine to be necessary or proper. The same person may hold any two (2) or more compatible positions concurrently, except that no one shall act as President and Treasurer or Secretary at the same time.
Section 2. The President.
The President shall be the Chief Executive Officer of the Club and shall exercise the following functions: -
a) The day-to-day operations of the Club shall be the responsibilities of the President. In his absence, the Vice Presidents (Internal & External, in that order).
b) To preside at the meetings of the General Membership Assembly;
c) To implement the administrative and operational policies of the Club under his supervision and control;
d) To supervise and manage the affairs and activities of the Club (such as tournaments, training & development etc.)
e) To oversee the preparation of the budgets and the statements of the accounts of the Club;
f) To represent the Club at all public and private functions and ceremonies;
g) To perform such other duties and responsibilities as the board of directors may prescribe.
The elective post of President shall only hold office for one (1) year and shall not be allowed to run for re-election in the following or successive year. There should be an interval or a lapse of one (1) year before he will be allowed to run again, to give due credit and opportunity and to rotate the Presidency to other qualified and bonafide Club members. However, the outgoing President shall not be restricted to run for other elective positions or Committee Directorships.
Section 4. The Vice-President – Internal Affairs.
He shall, if qualified, act as President in the absence of the latter. He shall have such other powers and duties as may from time to time be assigned to him by the Board of Directors or by the President. The Vice-President – Internal Affairs shall oversee the following directorships:
a) Finance
b) Administration and Membership
c) Logistics and Social Services
Section 5. The Vice-President – External Affairs.
In the absence of the President and Vice-President – Internal Affairs, the Vice-President – External Affairs shall act as President. The Vice-President – External Affairs shall oversee the following Directorships: -
a) Program , Public Relations & Publications
b) Tournament
c) Training & Development
d) Awards & Sponsorships
Section 6. The Secretary.
The Secretary shall have the following specific powers and duties: -
a) Record the minutes and proceedings of all meetings of the Board of Directors and Club Officers and to maintain minute books of such meetings in the form and manner required by the Club;
b) To keep the Club seal and stamp and affix it to all papers and documents requiring a seal, and to attest by his signature all Club documents requiring the same;
c) To attend to the giving and serving of all notices of meetings to all members of the Board of Directors , Club Officers and the General Membership Assembly;
d) To certify to such Club acts , countersign Club documents or certificates;
e) To keep a complete list of the General Membership Assembly;
f) To turn over to his successor all books and other properties in his possession belonging to the Club;
g) To perform such other duties and responsibilities as are incident to his office or as maybe assigned to him by the Board of Directors or the President.
Section 7. The Treasurer.
The Treasurer of the Club shall have the following duties: -
a) To keep full and accurate accounts of receipts, payments and disbursements in the books of the Club including but not limited to remittances to Charity Organizations that the Board of Directors may support and so desire;
b) To have custody of, and be responsible for, all the funds and properties of the Club;
c) To deposit in the name and to the credit of the Club, in such bank as may be designated from time to time by the Board of Directors, all the moneys and funds, and similar valuable effects belonging to the Club which may come under his control;
d) To render an annual statements showing the financial condition of the corporation and such other financial reports as the Board of Directors, or the President may, from time to time requires;
e) To prepare such financial reports, statements, certifications and other documents which may, from time to time, be required by the Board of Directors;
f) To turn over all moneys and funds, papers, books and other properties belonging to the Club in his possession upon election or appointment of his successor;
g) To exercise such powers and perform such duties and functions as may be assigned to him by the President and the Board of Directors.
Section 8. Committee Directors.
Committee Directors shall be nominated and elected through secret balloting. All Club members or the General Membership Assembly shall be qualified to run for election of Committee Directorships, subject to the provision set forth in Article 4, Section 5, Item C. The Top 3 nominees for each committee position shall vie for election. The Top Candidate being elected shall win the election and will take the position. Committee Directors shall head and lead the following Committees:
a) Finance
b) Tournament
c) Administration and Membership
d) Training and Development
e) Logistics and Social Services
f) Program, Public Relations and Publication
g) Awards and Sponsorships
The Club President, Vice-Presidents, Secretary and Treasurer shall not be allowed to run for election for Committee Directorships but can be appointed as committee members. The Club President is authorized to appoint Committee Members subject to the approval and concurrence of the Board of Directors, Club Officers and the elected Committee Directors.
Section 9. Director, Committee on Finance.
He shall oversee all financial transactions of the Club. He shall be informed (meaning, copy furnished) of all the financial transactions of the Club (e.g. acceptance & disbursements of fees and other monetary considerations arising from the conduct of tennis tournaments and related activities.)
The same financial information shall also be furnished to President and VP for Internal Affairs without the benefit of a request for such information at any given time.
The information on financial transactions and the state of financial affairs of the Club shall be availed of by all bonafide members during the General Membership Assembly called for that purpose, or quarterly, bi-annually or annually, whichever is agreed by majority in the Board, and by the Audit Committee, as and when the Board decided to, or when the General Membership Assembly agreed to call for an Audit of the Books of the Club.
Section 10. Director, Committee on Tournament.
He shall oversee the conduct of a tournament as well as the format and mechanisms of each tourney.All information regarding the tournament shall be conveyed to the President and Vice President for External Affairs without the benefit of a request for such information at any given time. The information for the conduct of a tournament shall be availed of by all the bonafide members during the General Membership Assembly or a special meeting called for that purpose.
Section 11. Director, Committee on Membership & Administration.
He shall safeguard the records of the Club including, but not limited to, the financial records, as and when the Board decides that he keeps specific record, i.e. membership, tournament rules & regulations, Constitution & By-laws, registration forms, banners, logos and other related assets of the Club.
Section 12. Director, Committee on Training & Development.
He shall be responsible to plan and implement activities that would help the members and would-be participants to develop and improve their tennis playing capabilities. These activities shall include, but not limited to, holding tennis clinics and seminars on sportsmanship, personality development, etc.
Section 13. Director, Committee on Logistics.
He shall be responsible for the provision of facilities for the conduct of a tournament or any activity that the Club desires. These provisions may include, but not limited to, the availability of tables, chairs, foods & refreshment, tennis balls, etc. at the tournament’s venue.
Section 14. Director, Committee on Social Services.
He shall be responsible for the formulation of programs that will cater to assisting our chosen charities including Bantay Bata 163. His responsibilities shall also cover the safekeeping of all records of donations to BB 163 and chosen charities. He shall be furnished by the Treasurer of financial records pertaining to BB 163 and chosen charities such as remittances, donations through Kusang Palo , and similar fund-raising campaigns without the benefit of a request for such information.
Section 15. Director, Public Relations & Publications.
He shall be responsible for bringing out a publication aimed at promoting the Club’s tennis tournaments and activities. He shall be working closely with the Tournament, Logistics, Membership and Administration, Social Services and Training & Development Committees on the holding of tournaments and other related activities to enable the whole Filipino tennis community in Riyadh know about those activities.
Section 16. Committee on Awards & Sponsorships.
The Committee on Awards & Sponsorship shall be responsible for the provision of awards, trophies, giveaways, production of certificates as well as solicitations from sponsors.
Section 17. Grievance Committee.
A Club’s Grievance Committee is a separate body tasked to handle and review grievances, complaints, issues, demands, requests and suggestions from the General Membership Assembly as set forth in Article 4, and from non-club member and participating tennis players in the conduct of tournaments and other club activities. The Grievance Committee shall propose, submit and recommend actions to the Board of Directors for final approval. The Committee shall be composed of Nine (9) members to be headed by the Club’s President, VP for Internal and External Affairs, appointed Club Adviser, and the remaining five (5) members shall be chosen and elected from the Board of Directors (2 members) and three (3) from the Regular Members. The 5 remaining committee members shall be elected through secret balloting. The top 2 nominees chosen and elected from the member of the Board of Directors and the top 3 nominees chosen and elected from the Regular Members shall become members of the committee.
To instill more discipline and professionalism within our ranks, all members should adhere to the Club’s Constitution and By-Laws. Any issues, complaints, grievances, suggestions or recommendations that affects the conduct and affairs of the Club must be brought to the proper forum (either in the meetings or using the Suggestion Box to be provided by the Club), and to the attention of the Grievance Committee for action and resolution. All Club members (whether member of the BOD, Club Officers or Regular Members) found and proven creating nuisance issues without substantial evidence and merits outside the prescribed venue and procedures that affects the Club’s credibility and activities, shall be held liable and penalized under this provision and the one’s set forth in Article 4, Section 7, Item B (Expulsion).
Section 18. Election Committee.
The Election Committee shall be composed of Five (5) members to be chosen and elected from the Regular Members. The manner of their nomination and election shall be done by secret balloting during the annual General Membership Assembly meeting or as prescribed and announced by the President. In no case shall a member of the Election Committee serve as a member of the Board of Directors and Club Officers at the same time and vice versa. Within fifteen (15) days after their election, they shall elect a Chairman, Vice-Chairman and a Secretary. The members of the committee shall hold office for one year or until their successor shall have been elected or qualified. The committee shall promulgate rules and regulations in the conduct of election, pass upon qualifications of candidates, supervise the conduct of election, canvass and certify in writing the returns to the presiding officer proclaim the winning candidates and shall decide in any election protests.
Section 19. Audit Committee.
An Audit Committee shall be composed of Three (3) members to be chosen and elected from the Regular Members. The manner of their nomination and election should be done by secret balloting during the annual General Membership Assembly meeting or as prescribed and announced by the President. In no case shall a member of the Audit Committee serve as a member of the Board of Directors and Club Officers at the same time and vice versa. Within fifteen (15) days after their election, the members of the committee shall elect among themselves a Chairman, Vice Chairman and a Secretary. The members of the committee shall hold office for one year or until their successor shall have been elected or qualified. The committee shall provide internal audit service, maintain a complete record of its examination and submit audited quarterly and financial reports to the Board of Directors and the General Assembly.
Section 20. Other Committees.
Other committees or officers may be formed, created or appointed and their powers, duties and responsibilities defined by the Board of Directors as the operations of the Club may require. The officers and members of the Other Committees shall be appointed and removed by the Board of Directors through Board resolution.
Section 21. Club Advisers.
The Club President shall have the power and authority to appoint Club Advisers subject to the concurrence and approval of the Board of Directors.
Section 22. Term Of Office.
The term of office of all Club Officers and Committee Directors shall be one (1) year and co-terminus with the Board of Directors, and until their successors are duly elected and qualified.
Section 23. Termination of a Position as Club Officer.
Official Positions in the Club may be terminated or vacated either by resignation, termination or expulsion with valid grounds:
a) Resignation. A Club official wishing to resign or vacate his position shall notify the Board of his intention of relinquishing his jobs and responsibilities in writing, which shall serve as a 30-day notice for the Board to find a suitable replacement in case it is accepted. In the event the resignation shall be shrouded with doubts and the resigning official has been embroiled in any controversy that is injurious or inimical to the Club’s interest, the Board shall convene at the earliest convenience to decide on the said resignation of the concerned club officer. The BOD shall act on the issue through voting that represents the majority (50% + 1) of all the BOD members present at the said meeting, the resulting decision of which shall be valid and final.
However, no Club Officer shall be allowed to resign or terminate his
position unless he has cleared himself of his duties, responsibilities as well as liabilities to the Club. A clearance certificate shall be obtained from the Club, certifying and releasing the resigning official from accountability. The clearance form shall be prescribed by and obtained from the Administration & Membership Committee and/or Club’s Secretary and in the absence of both, from any of the incumbent Board of Directors.
b) Expulsion / Termination. A Club official may be expelled or terminated from his position by a vote of the majority or fifty percent plus one (50% +1) of the Board of Directors and Officers of the Club, for any of the following grounds and causes: -
a) Having conflicting interest with the affairs and activities of the Club;
b) When a member has continuously failed to comply with his duties and responsibilities without availing the provision set forth in Article 4, Section 8 (Leave of Absence).
c) Having been convicted of any crime involving moral turpitude, gross negligence, or gross misconduct of his duties or found culpable of any administrative case involving such offenses;
d) Facing, as respondents on administrative proceedings or civil/criminal suits involving financial and/or property accountability;
e) When a member has acted in violation of the Club’s Constitution & By-Laws;
f) For any acts or omissions injurious or prejudicial to the interest and welfare of the Club.
A Club official whom the Board of Directors may wish to expel or terminate due to the above-mentioned grounds and causes shall be informed in writing by the BOD through its President or any designated officials of such intended action and shall be given an opportunity to be heard before the Club’s Grievance Committee makes its final decision and recommendations. A notice from the Board by e-mail terminating the concerned officer shall be considered valid prior to receiving a formal letter. The decision and recommendations of the Grievance Committee shall be in writing, and shall be communicated to the Board, which eventually shall inform and serve the final notice in writing to the concerned officer. The termination or expulsion notice can be appealed within 7 days after its promulgation and receipt. Failure on the part of the terminated/expelled Officer to appeal the notice of termination/expulsion at the prescribed time shall be construed as waiver of his rights and his acceptance of the latter. Pending a decision by the Board within 15 days after the filing of an appeal from the terminated/expelled Officer before the Grievance Committee, the holding of such position remains valid.
Section 24. Vacancies.
If any position of the Club Officers and Committee Directors becomes vacant by reason of death, resignation, disqualification or expulsion, or for any other cause, the Board of Directors, by majority vote, may elect a successor who shall hold office only for the unexpired term.
Section 25. Compensation. GRATIS.
ARTICLE 8. FINANCIAL STRUCTURE & SOURCES OF FUNDS
The Club shall derive funds from the following sources: -
Section 1. Cash Infusion/Seed Money from the Founding Members.
In the formation of the Club, the Founding Members have agreed to infuse cash or seed money in order to provide immediate funding to run the operation and activities of the Club. The Founding Members further agreed that as soon as the Club established and generated funds from the proceeds and revenues of the Club sponsored tournaments and activities, all the seed and infused money shall be reimbursed to the Founding Members.
Section 2. Membership Fee & Annual Dues.
Membership Fee and Annual Dues are proceeds and revenues generated from the Annual General Membership Fee. All Club members shall pay the Annual Membership Fee and Annual Dues as prescribed by the Board of Directors by board resolution.
Section 3. Tournament Fees.
Proceeds and revenues generated from the Club’s sponsored tournament and activities. The audited financial statement of the previous tournaments should be published and posted in the Club’s financial books and designated places before any succeeding tournaments shall be allowed to proceed.
Section 4. Donations and Sponsorships.
Proceeds and revenues generated from Donations and Sponsorships of individual person, public and private companies that support the Club’s mission and objectives and activities. All donations and sponsorships received for the Club, whether in cash or in kind, should be reported and recorded in the Financial Books of the Club, and should form part as revenue of the Club.
ARTICLE 9. OTHERS
Section 1. Books of Accounts.
The Club shall keep and maintain adequate books of accounts in accordance with generally accepted accounting principles and practices applied consistently from year to year.
Section 2. Accounting System.
Unless otherwise prescribed, the Club shall adopt the generally accepted accounting principles and practices.
Section 3. Tournament Rules & Regulations.
The Tournament Rules and Regulations to be imposed by the Club shall vary depending on the tournament’s format and purpose.
Section 4. Dissolution.
In the event of the Club’s dissolution, the cash balances shall be donated to a chosen charitable institution to be decided by the majority of the members constituting the General Membership Assembly.
Section 5. Amendments.
To adapt to changes and future events, this Constitution & By-Laws shall be altered to suit the requirements of the Club and best serve the interest of its members. To effect amendments, a General Membership Assembly meeting shall be called for the purpose, of which, majority or fifty percent plus one (50% + 1) of the members shall vote by secret balloting for the decision to be valid and binding.
Section 6. Resolutions.
Decisions of the Board of Directors shall be made in a resolution, which shall be signed by the Directors present at the time the decision was taken and approved.
Section 7. Authorized Signatories for Disbursement of Money.
The Treasurer, being the Disbursement Officer, shall be allowed to disburse Club’s fund up to SR. 500 only. Disbursements of more than SR500.00 shall require the signatories of either the President and Vice President for Internal Affairs (whoever shall be available when the need for such disbursement arises) and the Treasurer, being the Disbursing Officer.
Section 8. Monthly Meeting.
There shall be a monthly meeting every 1st Friday of each month. Venue shall be advised either by the President or the Secretary but the timing shall normally start at 6 p.m. and end at 9 p.m.
ARTICLE 10. CLUB’S LOGO, STATIONERY AND SEAL
Section 1. The Club’s Logo, Stationery and Seal shall be determined by the Board of Directors.
ARTICLE 11. ADOPTION CLAUSE
The foregoing by-laws were adopted by all the Pinoy Netters Club 102 members and officers on this day/date ______________________________ at the principal office or domain of the Club.
IN WITNESS WHEREOF, We, the undersigned Board of Directors & Club Officers present at said meeting and voting thereat in favor of the adoption of said by-laws in all its entirety and effectivity, have hereunto subscribed our names this 09 December 2009, at Riyadh, Saudi Arabia.
Board of Directors
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Club Officers & Committee Directors
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