NCVGA CONSTITUTION AND BY-LAWS
(Amended and Effective 10/06/2023)
Article I - NAME
The name of this golf club shall be NCVGA (Northern California Vietnamese Golf Association).
Article II – PURPOSE
(1) To stimulate interest in golf within the Vietnamese golf community in the Bay Area by bringing together a group of golfers desirous of forming a golfing organization.
(2) To promote and foster among the members a closer bond and fraternity for their joint and mutual benefit, and to promote and conserve the best interests and true spirit of the game of golf as embodied in its ancient and honorable traditions.
(3) To encourage conformance to the USGA Rules of Golf by creating a representative authority.
(4) To maintain a uniform system of handicapping as set forth in the NCGA/USGA Handicap System and issue NCGA/USGA Handicap Indexes to the members.
(5) To provide an authoritative body to govern and conduct club competitions at various courses.
Article III - MEMBERSHIP
Section 1. Membership shall be available to anyone 18 years of age or older. There shall be a minimum of 10 members in the club.
Section 2. Memberships in the club are individual and non-transferable. Dues include membership in the Northern California Golf Association. The NCGA provides $1 toward a subscription to the quarterly magazine (NCGA Golf), monthly computerized handicap updates, NCGA tournament eligibility and any other special membership services available. All members of this club must register for NCGA membership.
Section 3. Only golfers with a reasonable and regular opportunity to play golf with fellow members and who can personally return scores for posting may be members and receive NCGA/USGA Handicap Indexes from the club.
Section 4. Memberships in the club are for a calendar year only, with all memberships expiring on December 31st of each year.
Section 5. The fiscal year for the club will be January 1st through December 31st.
Section 6. Each candidate proposed for membership shall qualify for membership if approved by 2 members of the Board of Directors.
Section 7. In the event that any member of the club shall commit any act which reflects discredit or disrepute thereon or shall refuse or neglect to comply with the rules and regulations adopted by the Board of Directors or the Duly elected and/or appointed officers, such member shall be subject to suspension or expulsion by a vote of two-thirds of the Board of Directors after ten (10) days written notice to such member and the right to be heard.
Section 8. All membership fees and dues shall be established by the Board of Directors from time to time in such amounts as they deem to be adequate to operate and maintain the club. All monies collected shall accrue to the benefit of the membership.
Article IV - MEETINGS
Section 1. NCVGA shall hold an Annual Meeting in the first week of November of each year. Additionally, the Board of Directors shall make arrangements for any other meetings that are deemed necessary or desirable, and they shall convene special meetings within 30 days upon receipt of a written petition signed by at least 10% of the membership. The Annual Meeting and any other meetings may be conducted either in person, through telephone/video conference, or via email correspondence.
Section 2. A quorum at any meeting, whether held in person, by telephone/video conference, or via email correspondence, shall be 20% of the members unless the Bylaws specify an alternative quorum requirement. Each active member in good standing shall be entitled to one vote. If a vote is to be conducted, notice shall be provided to all members (via email or other means that guarantee acknowledgment of receipt) specifying the voting procedures, including any electronic or remote voting options.
Article V - BOARD OF DIRECTORS
Section 1. The Board of Directors shall consist of a minimum of four (4) members and maximum of six (6) members in good standing of NCVGA, and they shall exercise all powers of management of the club not specifically excepted by these By-Laws.
Section 2. The Board of Directors shall be elected by the membership for two-year terms, with the option for successive re-elections. Terms shall be staggered so that no more than 3 members of the Board are elected in any one year. Each term begins on January 21st of year 1 and ends on January 20th of year 2.
Section 3. During the Annual Meeting, the Board of Directors shall announce the number of vacancies on the Board that need to be filled for the term of office starting on January 21st of the following year. Any member in good standing shall have 3 weeks following the Annual Meeting to (1) declare their candidacy for a position on the Board or (b) nominate other members to be on the Board (“Board Nomination Period”).
Section 4. The Board of Directors shall send election ballots to all members within 3 days after the end of the Board Nomination Period and provide members 5 days to submit their votes. The election ballot shall list the names of all candidates in alphabetical order by last name and provide a space for any write-in vote(s).
Section 5. Voting can be by written or electronic ballot and those names receiving the greatest number of votes cast shall be declared to be elected. Elected members must accept the Board position to serve on the Board of Directors; otherwise, the position is offered to the candidate with the next highest number of votes. The Board shall appoint a committee of three judges who are not members of the Board or candidates for election to supervise the election.
Section 6. The Board of Directors shall meet at such times and places as they may select and a majority of the Board shall constitute a quorum at any meeting.
Section 7. In the case of any vacancy through death, resignation, disqualification or other cause, the remaining directors, even though less than a quorum, may elect a successor by majority vote to hold office for the unexpired term of the director whose place shall be vacant, and until the election of his successor.
Section 8. The decision-making process of the Board of Directors follows the principle of majority rule. In cases where a vote is required, the outcome is determined by a majority vote of the Board of Directors, with the option that receives more than half of the votes prevailing.
Article VI - OFFICERS AND COMMITTEES
Section 1. The Board of Directors shall hold an election for members to elect a club President every other year following the Annual Meeting. The President shall serve a term of 2 years starting from January 21st of year 1 and ending on January 20th of year 2. During the Annual Meeting, the Board of Directors shall announce if the position of club President needs to be filled for the term of office starting on January 21st of the following year. Any member in good standing shall have 3 weeks following the Annual Meeting to (1) declare their candidacy for club President or (b) nominate other members to be President (“President Nomination Period”). The Board of Directors shall set guidelines for the presidential election process, including campaign procedures.
Section 2. Election ballots shall be sent by the Board of Directors to all members within 3 days after the end of the President Nomination Period and provide members 5 days to submit their votes. The election ballot shall list the names of all presidential candidates in alphabetical order by last name and provide a space for any write-in vote.
Section 3. Voting can be by written or electronic ballot and the candidate receiving the greatest number of votes cast shall be declared as the President-elect. The President-elect must accept the position of club President before assuming said role. In the event the President-elect declines the position of club President, the candidate receiving the next highest number of votes shall be declared as the President-elect and, if accepted, assumes the position of club President. The Board of Directors shall appoint a committee of three judges who are not members of the Board or presidential candidates to supervise the election.
Section 4. The President shall serve as an ex-officio member of the Board of Directors and shall preside over all meetings of the Board of Directors and the membership. As an ex-officio member, the President shall possess the same voting rights as the other members of the Board. The President shall have the right to attend all Board meetings, actively participate in discussions, and exercise the right to cast votes on matters presented before the Board. In the event of a tie vote, the President shall cast an additional deciding vote. In addition to their duties on the Board, the President shall assume the responsibility of managing the day-to-day operations of the club, carrying out the policies and procedures established by the Board of Directors. In the event of disputes or issues between the President and the Board of Directors, resolution shall be sought through a majority vote of the Board.
Section 5. In the event that the President resigns, becomes incapacitated, or is otherwise unable to perform their duties before the next scheduled presidential election, the Board of Directors shall have the authority to appoint an interim President. The interim President shall serve in this capacity until the next regularly scheduled presidential election, at which time a new President shall be elected by the membership.
Section 6. The President's role includes the responsibility of appointing or nominating officers, subject to the approval of the Board of Directors. The officers shall include a secretary and treasurer, but may also include a vice-president or other officers as needed. The duties of each officer shall correspond to their respective titles or as assigned to them from time to time.
Section 7. The Board of Directors shall authorize and define the powers and duties of all committees. Chairman and members of all committees shall be appointed by the President, and the President shall be an ex-officio member of all committees except the nominating committee.
Section 8. Except as modified by the Board of Directors, all appointed committees shall function as recommended in the USGA Golf Committee Manual. The following committees may be appointed each year, with such other committees as the President may deem necessary or advisable:
(1) Tournament Committee to arrange and schedule with the management of any golf course as necessary, and conduct all intra-club and inter-club competitions including NCGA qualifying events.
(2) Handicap Committee with the responsibility to establish a fair and proper system of handicaps in accordance with procedures set forth in the NCGA/USGA Handicap System Manual.
(3) Membership Committee to investigate and act upon all applications for membership and to recommend appropriate action to the Board of Directors.
(4) Social Committee to encourage and arrange social entertainment features and events for special occasions.
Article VII - AMENDMENTS TO BY-LAWS
The Board of Directors shall have the power to repeal or amend any of these By-Laws provided that such action shall not be effective until approved by a majority vote from a quorum of at least 15% of NCVGA's total membership. This approval may be obtained either during a meeting conducted in accordance with the provisions outlined herein or through a vote conducted via email or online. In the case of email or online voting, members of NCVGA shall have a period of five (5) days to submit their votes.