The document outlines the bylaws of the Pickwick Sailing & Cruising Association (PSCA). The PSCA is a Tennessee-based not-for-profit organization founded to promote recreational boating on Pickwick Lake. The bylaws describe the organization's purpose and activities, membership requirements and privileges, officer roles and elections, meeting procedures, financial practices, and amendments process. Racing and cruising are both emphasized as is an open and affordable membership.

1. Pickwick Sailing & Cruising Association http://www.geocities.com/psca32001/bylaws.html?20091
Pickwick Sailing &
Cruising
Association
BY-LAWS
OF THE
PICKWICK SAILING & CRUISING ASSOCIATION
ARTICLE I - IDENTITY
Section 1 - NAME AND PURPOSE
The name of this organization shall be the "Pickwick Sailing & Cruising
Association."
The Pickwick Sailing & Cruising Association (PSCA) is founded and organized to serve
and promote recreational boating in the Pickwick Lake area. PSCA conducts sailboat
races and sponsors cruising activities for sailboats and powerboats alike, with the
intent of fostering sportsmanship and camaraderie among all of its members. PSCA is
a Tennessee, not for profit, mutual benefit corporation.
Essentially made up of offshore sailboat and powerboat owners, PSCA is tied to
Pickwick Lake, but its activities take place wherever the club's needs are met. The
PSCA racing seasons take place in Spring and Fall, with breaks in Summer and Winter,
while PSCA cruising activities include the Summer as well as the Spring and Fall
seasons. PSCA places primary emphasis on people and boating, and not on property
ownership or heavy responsibilities. PSCA is to be a focal point at Pickwick Lake
for people who delight in sailboat racing and cruising activities. PSCA is committed
to always remain affordable and fair. Recognizing that there are more costs
associated with sailboat racing than with cruising activities, the PSCA annual
membership fee for racing sailors is adjusted so that the boater dedicated to
cruising only should never be unfairly burdened by the additional costs of sailboat
racing activities.
PSCA is committed first and foremost to the boating enjoyment of all of it's
members, but also places significant emphasis on maintaining a high level of
credibility, fair officiating, and organized rules of engagement for sailboat
racing. Therefore, PSCA strives to govern all racing in accordance with the
International Yacht Racing Rules and the prescriptions of the United States Sailing
Association. Enjoyment is maximized when fair play and good sportsmanship are held
in high regard, and consistently implemented.
Section 2 - FLAG
The Association shall have a burgee, the design of which shall be approved by the
members.
ARTICLE II- MEMBERSHIP
Section 1 - PRIVILEGES AND DUTIES OF MEMBERS
PSCA is a boating association and its members are required to own either a sailboat,
a powerboat, or both.
Any PSCA Member may attend and participate in all official and social PSCA
functions. The immediate family members of the individual PSCA Member are entitled
to attend and participate in all official and social functions sponsored by PSCA.
However, only the individual in whose name the Membership is held is entitled to
voting privileges, and this individual is entitled to enter only one boat in the
Spring and Fall series races whose final race standings are eligible to be recorded
in the Association Racing Record. If a second family member wishes to enter a second
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boat with full official PSCA recognition and participation, that person must also
hold a separate individual membership.
PSCA members are entitled to:
Vote on all matters of official PSCA business.
Have their placement in PSCA races and regattas recorded in the PSCA Racing
Record.
Receive trophies or ribbons for appropriate performance in PSCA races and
regattas.
Fly the PSCA burgee from their masthead or starboard shroud.
Display the name "Pickwick Sailing & Cruising Association", or "PSCA" on
the transom of their boat in a fitting manner.
Participate in all social events.
Section 2 - DUES
The dues for Membership in the Association and other fees shall be recommended by
the PSCA Officers and approved by a majority vote of the membership at either the
annual meeting or other called meeting as prescribed in Article V.
The PSCA Officers shall have full authority over all matters connected with the
billing and payment of annual dues and other charges and the posting of members for
delinquency, and action consequent thereon.
No Member may compete in the PSCA-sponsored Spring or Fall series races until his
dues are paid and his boat is registered.
Dues may be paid in half, effective for the remaining portion of the year, if a new
Member joins between the Spring and Fall Racing Series.
Section 3 - INDUCTION OF NEW MEMBERS
Part of the essence of the PSCA is openness to new members. Exclusivity is strongly
discouraged by the PSCA. All new applicants will be granted membership upon paying
of membership dues, unless there is a reasonably justified objection by existing
PSCA Member(s) which is heard and agreed to by a majority of the PSCA Officers.
Section 4 - GUESTS AND RACE PARTICIPATION
Although races conducted by PSCA are open to all sailors sailing offshore boats,
(who may arrive and participate completely unannounced), such guests are required to
abide by all of the pertaining rules and regulations of racing as prescribed by the
Race Committee and the Sailing Instructions. Such guests are NOT eligible to have
their finish standings recorded in the PSCA Racing Record, or to receive any trophy
or other official recognition for their performance in the race. These privileges
are reserved for PSCA Members only.
Special guest privileges will be extended to visiting yachtsmen who are members of
other Yacht Clubs or Sailing Associations who have properly registered for PSCA
hosted regattas. Such guests are entitled to full recognition for placement and
trophies as is otherwise reserved for PSCA Members.
ARTICLE III - OFFICERS
Section 1 - OFFICERS
The Officers of PSCA shall be a Commodore, Vice-Commodore, Secretary, Treasurer,
Racing Fleet Captain, and Cruising Fleet Captain. The Offices of Secretary and
Treasurer may be held by the same person. The officers shall be Members in good
standing. Officers shall be elected at the Annual Meeting by a show of hands. An
electoral quorum for this purpose shall be six PSCA Members. The terms of office for
PSCA officers shall be one year, beginning February 1 of each year.
Section 2 - VACANCIES
Any vacancy among PSCA Officers shall be filled for its unexpired term by having the
other PSCA Officers remaining in office appoint a qualified replacement from among
the Members of the PSCA.
Section 3 - BOARD
The Officers of the Association constitute the Board. The Officers shall meet as
regularly as necessary to carry out the purposes of the Association.
ARTICLE IV - OFFICERS' DUTIES
Section 1 - COMMODORE
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The Commodore shall preside at all meetings of the Association and shall perform all
other duties required of him by these By-Laws. The Commodore is responsible for
making appointments to the various Committees and individual assignments as
appropriate. The Commodore shall be ex-officio a member of all committees. The
Commodore shall use proper discretion in making decisions when it is not practical
to consult with the PSCA Membership.
Section 2 - VICE-COMMODORE
The Vice-Commodore serves as an assistant to the Commodore in all of his duties.
He/she serves as acting Commodore when the Commodore can not be present.
Section 3 - SECRETARY
The Secretary shall serve as clerk of the organization and shall:
Give notice of the meetings of the members in accordance with Article II
and shall keep the records of membership enrollment.
Keep the minutes of PSCA meetings.
Maintain boat listings.
Handle all general correspondence.
Perform all other duties especially required of such Officer by law and
these By-Laws.
In the absence of the Commodore and Vice-Commodore at any legal meeting of
the members, he shall call the meeting to order and preside.
He shall have the custody of agreements and evidence of property belonging
to the PSCA and all other business papers.
He shall file all necessary reports with the Tennessee Secretary of State.
Section 4 - TREASURER
The Treasurer shall have general supervision of the financial affairs of PSCA. He
shall collect all monies payable to PSCA and pay all bills contracted by PSCA. All
bills and expenses so paid shall, as required by the Treasurer, be certified as
correct by any committee which has contracted for any such expense by virtue of an
appropriation of membership.
The Treasurer shall keep or cause to be kept a regular set of books containing the
accounts of PSCA showing all monies received and disbursed. The Treasurer shall keep
a separate account of PSCA, and shall deposit in the name of the Association in such
bank or banks, all monies of the Association, which shall not be drawn out except
for the use of the Association.
The books and accounts of the Association shall be open at all times to PSCA
Officers.
The Treasurer shall prepare an annual income and expense statement for the
membership at such times as requested by the Board, but at least annually for the
Annual Meeting.
The Treasurer shall review all insurance of the Association at least annually and
shall inform the Officers of the coverage and recommend changes for adequate
protection.
Section 5 - RACING FLEET CAPTAIN
The Racing Fleet Captain is responsible for all of the racing activities of the
PSCA. He/she shall direct the activities of the Race Committee and coordinate with
the Cruising Fleet Captain to insure that all Association activities are scheduled
in a reasonable and non-conflicting manner.
Section 6 - CRUISING FLEET CAPTAIN
The Cruising Fleet Captain is responsible for all of the cruising activities of the
PSCA. He/she shall direct the activities of the Cruising Committee and coordinate
with the Racing Fleet Captain to insure that all Association activities are
scheduled in a reasonable and non-conflicting manner.
ARTICLE V - MEETINGS
Section 1 - ANNUAL MEETING
The Association shall have an Annual Meeting in the Winter of each year at a time
and place selected by the Board. The membership shall be notified by both the
Secretary and by website posting. A quorum for the Annual Meeting shall consist of
six members. PSCA Officers for the following year shall be elected at the Annual
Meeting.
Section 2 - SPECIAL MEETINGS
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Special meetings of the PSCA shall be called by the Secretary at the discretion of
the Commodore, or by five PSCA Members. Any business within the power of the PSCA
other than election of officers may be transacted at the Annual Meeting.
At a Special Meeting, a quorum shall consist of six members. No other business shall
be transacted at a Special Meeting other than that specified in the notice of the
same. A notice stating generally the purpose of any meeting of the Association shall
be sent to each member.
Upon questions directly affecting Racing Rules and the governance of races and
regattas, only Members in whose names boats have been registered with the Secretary
at least two weeks before any meeting called for these purposes shall vote.
ARTICLE VI - INDEMNIFICATION
To the extent permitted by applicable law now or hereafter in effect, any person who
was or is a party, or is threatened to be made a party, to any action, suit or
proceeding, whether civil, criminal, administrative or investigative, by reason of
the fact that such person is or was at any time an Officer of PSCA, shall be
indemnified by PSCA for judgments, fines, amounts paid in settlement and reasonable
expenses, including attorney's fees, actually and necessarily incurred in connection
with or as a result of such action, suit or proceeding.
Indemnification hereunder shall continue as to a person who has ceased to be an
Officer of PSCA and shall inure to the benefit of the heirs, executors and
administrators of such a person.
ARTICLE VII - DISSOLUTION
Upon a dissolution of the Association, all assets of the Association, after payment
of all creditors, shall be distributed to the members.
ARTICLE VIII - MODIFICATION OF BY-LAWS
No section of these By-Laws shall be amended, except at the Annual Meeting or at a
special meeting duly called for the purpose. Any such amendment shall require a vote
of two-thirds of the membership to pass.
No motion to change the By-Laws shall be made or voted upon unless notice of the
intent of the proposed change is contained in the notice for the meeting in which
the vote occurs. Such notice is to be sent to all Members and posted on the PSCA
website at least two (2) weeks prior to such meeting.
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