Constitution & By-Laws

CONSTITUTION


  • Article I
    • Name
      The name of this Association shall be the Greater Baltimore Club Managers Association, a chapter of the Club Managers Association of America.
  • Article II
    • Geographical Area
      For all purposes thereof, this Association’s Geographical areas shall include the City of Baltimore and all counties within the State of Maryland with the exception of Montgomery, Prince George’s, St. Mary’s, Calvert and Charles.
  • Article III
    • Purpose
      The purpose of the Association shall be to promote friendly social relationships among managers within the Greater Baltimore area and to improve and facilitate Club management work through discussion and interchange of knowledge and experience.
  • Article IV
    • Conduct of Affairs
      The regulation of the business and the conduct of the affairs of this Association, shall be regulated and determined by the By-Laws and Rules of the Greater Baltimore Club Managers Association which shall, from time to time, be adopted by said Association. Such regulations shall not be repugnant to nor inconsistent with the By-Laws and Constitution of the Club Managers Association of America.


BY-LAWS

(as Amended November 1996)

  • Article I
    • Membership

      Section 1
      Categories
      There shall be 9 categories of Membership: Provisional, Active, Associate, Retired, Honorary, Student, Non-Resident, Surviving Spouse and Guest.

      Qualification: A person who at time of applying for and election to membership in this Association, and is employed as an Executive, manager, or assistant manager of an entity defined as a private membership club(s) is eligible for membership.

      1. A Manager is defined as an individual who shall control and supervise the activities and facilities of an entity defined as a private membership club(s) and will be responsible to the membership, ownership or other governing body who have vested in him/her the authority to employ, supervise, dismiss or assign duties to other employed personnel. Individuals serving within the military recreational systems responsible to the membership or a commanding officer are eligible.

      2. An Assistant Manager is defined as a person whose primary occupation is that of assisting a club manager in a supervisory capacity and upon whom evolved the manager’s duties, responsibilities, and authority in the absence of the manager or a more senior assistant.

      A. Provisional. Any person eligible for membership under these By-Laws may be elected to membership as prescribed in Section 2.
               1. A Provisional member may, at any time after twelve months, qualify for active membership by completing requirements provided by the certification program of the Club Managers Association of America (CMAA). A Provisional member shall not be eligible to vote or hold elected office.
               2. A Provisional member temporarily disengaged may continue membership for the period for which dues are paid at the time he/she ceases his/her club connection. Should the member remain disengaged, the member has the option to renew provisional membership for a period not to exceed 12 months. A Provisional member is not entitled to transfer to associate membership.

      B. Active. An active member of this Association shall be entitled to hold office and take part in all business and affairs of the Association. An Active member temporarily disengaged shall continue in this category for the period for which dues are paid at the time the member ceases to have a club connection. After this period the member shall be transferred to associate Member. A prior active member who shall rejoin the association shall become an active member without first becoming a Provisional Member. The designation “Certified Club Manager” (CCM) may be conferred upon an Active member who has qualified under the provisions of the certification program of the Club Managers Association of America (CMAA).

      C. Associate. An Active member of the Association in good standing who enters another line of business or is still temporarily disengaged shall automatically cease to be an Active member and shall automatically be transferred to Associate membership, which Associate membership shall entitle him/her to all privileges of the Association, but shall not entitle him/her to vote or hold elected office; provided, however that in the event that, after being automatically transferred to associate membership as aforesaid, such member again becomes a club manager, he/she shall thereupon automatically be transferred back to active membership.

      D. Retired. An Active or Associate member who is at least sixty-five years old or who is totally disabled and who has been a member of the Association for an aggregate period of at least fifteen years (not necessarily consecutive years) and who has retired from active business, may upon application, be transferred to Retired Membership status. Such transfer may also be made upon application by any Active or Associate member even though he/she has not yet attained the age of sixty five years, if the sum of his/her age and the number of years of his/her membership in the Association equals or exceeds seventy five, but in no event shall a member be eligible for Retired status unless he/she has been an Association member for at least fifteen years. Retired Active members shall be entitled to all privileges of the association but may not hold office. Retired Associate members shall be entitled to all privileges of the association, but shall not be entitled to vote or hold office.

      E. Honorary. Upon the written request of three or more Members, the Board of Directors may at their discretion elect as an Honorary Member in the association any individual who has rendered special service of value for the promotion and advancement of the welfare of the Association. The written request shall state the nature of the service rendered and the result obtained. When Active or Retired Members of the Association are so honored they shall not lose their vote; but in the event an Honorary membership is conferred upon as an individual who is not a club manager, or not Active or Retired Member of the Association, such as Honorary Member shall have no right to vote and shall hold no office.

      F. Student. An individual who is enrolled in a hospitality course in an accredited college, university or school for undergraduate or graduate students is eligible to apply for student membership. Applications for membership are to be supported by the Dean of the school and/or the faculty advisor. Such membership does not entitle the holder to vote or hold elected office in the Association nor to transfer to any other category of membership. Students may retain membership for two years following graduation, whether searching for a position with a club, or holding a position that is not considered assistant manager/manager status. Student members no longer enrolled at a college/university, upon attainment of a full-time assistant manager/manager position prior to two years from the date of graduation, must apply for Provisional membership with CMAA and at the same time apply for local affiliation. The Student’s application should be handled in the same manner as all applications. Students are eligible to gain educational points by signing the roster of local association’s educational meetings. Years served as Student status do not count toward Active years of service.

      G. Non-Resident. An Active member transferring to the geographical area of another chapter, and who remains a member of the National Association, shall automatically become a Non-Resident member for the period of time during which dues are paid. Such Non-Resident membership may be continued providing he/she continues as a member of the National Association and upon payment of local dues. Such members shall be entitled to all privileges of the Association but may not hold elected office.

      H. Surviving Spouse. The spouse of a GBCMA member shall become eligible for Surviving Spouse membership status upon the GBCMA member’s death. Such membership shall entitle the spouse to all privileges of the Association but may not hold elected office or vote.

      I. Guest. Club Managers and Assistant Managers of eligible Clubs are permitted to join the Greater Baltimore Club Managers Association as a guest for a period of up to one year. Said guest member will be required to pay all appropriate dues and assessments of said fees of the Greater Baltimore Club Managers Association. It is understood that these guest members must join the National Association upon eligibility.

      Section 2
      Admission
      An applicant shall simultaneously apply for membership in both the National Association and the local chapter having jurisdiction over the area in which his/her club is located.

      Application shall be by invitation and the applicant shall be proposed and seconded by two Active or Retired members of the Association who are members in good standing of this chapter. Application for membership shall be on a form prescribed by the National Association, such forms to be furnished on request.
      Following favorable action by the chapter, the completed application and remittances for necessary entry fees, dues and assessments shall be processed. Upon approval of the National Association, the applicant shall simultaneously unless otherwise stated herein become a member of both the Chapter and the National Association.

      Section 3
      Dues and Assessments
      All dues and assessments shall become payable by the first day of November each year and shall be for the fiscal year which runs from November through October. The amount of the annual dues shall from time to time be set by the Board of Directors. Dues are not transferable nor refundable. The Board of Directors shall set the rate of assessments. The Board of Directors shall have power in case of urgent necessity to levy one (1) special assessment in the amount as determined by the Board of Directors per member during each fiscal year. Such special assessments shall not be levied upon Retired, Honorary, Surviving Spouses or Students.

      All applications for membership will be sent to the membership chairperson and processed according to Article 1, Section 2. The application must be accompanied by a full year of CMAA National dues. On memberships which become effective from November 1st through April 30th in any year, one hundred percent (100%) of the dues shall be applied to the fiscal year. Memberships which become effective on or after May 1st in any year shall pay fifty percent (50%) of the local dues/assesments for the remainder of that fiscal year. Memberships which become effective on or after September 1st in any year shall be exempt from local dues/assesments for the remainder of that fiscal year. There shall be no dues or assessments for Honorary members.

      Section 4
      Penalties for Non-Payment
      Any member who shall be in arrears for dues, assessments, or any other indebtedness, for a period of two (2) months from and after November 1st of any year, shall be notified by the secretary, at his/her last known address, that he/she is not in good standing and will be automatically stricken from the roll, and the National Association be notified of this action.

      Section 5
      Rejection
      In the case an adverse ballot is cast against an applicant by a member on the Board of Directors, the application of the applicant will be held until the next meeting of the Board of Directors, at which time the reason for such adverse ballot are to be laid before the Board. When the application is then voted upon, if two or more ballots are cast against the applicant, he shall be declared rejected and his/her money refunded. A rejected applicant may have the privilege of making application again one year from the date of his/her rejection by the Board.

      Section 6
      Suspension and Expulsion
      A member may be suspended for a specific or an indefinite period of time, or may be expelled, for cause, including but not limited to violations of these By-Laws or of the Association’s Code of Ethics/Standards of Conduct. Such suspension or expulsion shall require the vote of two-thirds of the total members of the Board of Directors following a hearing. Written notice of the time and place of the meeting of the Board of Directors at which a member’s suspension or expulsion will be considered shall be sent by registered mail at least fifteen (15) days before the hearing to the member under charge at his/her last known address, together with a written statement of the charges against him/her and notice that the member may appear at the meeting to present his/her defenses to the charges.

      Section 7
      Reinstatement
      Any member who has forfeited his/her membership in accordance with the provisions of Section 6 of Article 1 may apply for reinstatement by written letter to the Board of Directors at any time within twelve (12) months from the date his/her membership was forfeited. It will be at the discretion of the Board of Directors when such reinstatement serves the best interests of the Association.

      Section 8
      Grievances
      Should a member or a chapter have suffered an alleged injustice, the individual or the chapter may submit such grievances to the Board of Directors for review. All parties to such complaint shall be heard by the Board of Directors and notice of such hearing containing details of the grievance shall be mailed to the individual and the President and Secretary of the chapter by Registered mail at least fifteen (15) days before the date of such hearing. The notice of such hearing shall state the time and places of the hearing. The decision of the Board of Directors shall be final.

      Section 9
      Transfers
      An Active or Provisional member who moves to an area over which another chapter has jurisdiction and who is in good standing in both the chapter he/she is leaving and CMAA, may retain Active or Provisional membership in CMAA for a period of one year following the year for which his/her dues in the chapter he/she is leaving and CMAA are paid. Should such member fail to join the chapter in whose area he/she has relocated within the aforementioned period of time, he/she shall be dropped from the rolls of CMAA. The amount of transfer fee paid to the Chapter shall from time to time be set by the Board of Directors.

  • Article II
    • Governing Body

      Section 1
      Government

      The property and business of this Chapter shall be managed by a Board of Directors, all of who shall be Active Members in good standing. The Board shall be elected by the Active Members at the Annual Meeting. The Board shall have the power by majority vote, to fill by interim appointment any vacancy in their body, to serve until the next Annual Meeting. The Board of Directors shall have supervision, control and direction of the affairs of the Association, its committees and publications; shall determine its policies or changes therein; shall actively pursue its objectives and supervise the disbursement of its funds. All disputes and grievances shall be referred to the Board of Directors, and their decision shall be final and binding upon all interested parties.

      Section 2
      Directors

      The number of Directors shall consist of eight (8). The President, Vice President, Secretary and Treasurer shall automatically be Directors and there shall be four (4) additional Directors. The outgoing President will remain on the Board as a Director until he/she is succeeded by the incoming President. The Directors shall be elected for a term of three years. If a National Director or a Regional Representative are members of the Greater Baltimore Chapter, they automatically shall be members of the local Board of Directors, with full voting privileges. The retiring President, if his term on the Board has expired, shall remain an ex-officio member of the Board until the incoming President’s term expires. He shall have the right to vote only to break a tie and his presence shall be counted as part of the quorum.

      Section 3
      Officers

      The officers of this Chapter shall consist of a President, Vice President, a Secretary and a Treasurer; all of whom shall be members of the Board of Directors. These officers shall be elected by the board after the annual election, to serve a period of one year or until their successors are elected and qualified. An officer may be re-elected to office only once, unless a minimum of one year has elapsed since he/she last served as a director or officer. The officers shall serve without compensation. The signature of at least two officers, one of whom shall be the Treasurer, shall be required on all documents of the Chapter including checks drawn on Chapter funds.

  • Article III
    • Duties of Officers and Directors

      Section 1
      President

      The President shall be the chief elected officer of the Association and accountable for its fiscal affairs. The President shall preside at all meetings of the membership and Board of Directors, and shall exercise general supervision over the affairs of the chapter. He/she shall appoint, with Board approval, an Executive Secretary and such committees as he/she deems necessary for the proper conduct of chapter affairs, and he/she shall be an ex-officio member of all committees. The President of the Chapter shall within thirty (30) days following the last meeting held by the Chapter in each calendar year but no later than fifteen (15) days before the date of the Annual Conference of the Association, file with Executive Director Vice President of CMAA his annual report of the chapter’s activities during the preceding year.

      Section 2
      Vice President

      The Vice President shall aid the President in the discharge of his/her duties and shall exercise the functions of the President during his/her absence. In case of a vacancy occurring in the office of the President, the Vice President shall assume full duties of the President until the next election.

      Section 3
      Secretary

      The Secretary shall have the care and custody of the records, minute books and shall do and perform all the duties ordinarily appertaining to the office of the Secretary.

      The Secretary shall preside over the Administrative affairs of the Chapter. His/her primary area of responsibilities involves correspondence and record keeping. He/she shall be responsible for issuing notices of all meetings of the Board of Directors and Chapter at least ten (10) days prior to the date of meeting. He/she shall keep minutes of the Board of Directors and Chapter meetings and shall mail these minutes within fifteen (15) days to CMAA headquarters. He/she shall maintain a continuing accurate roster of the Chapter membership. Upon termination of his/her office he/she shall transfer all records, in current condition, to his/her successor within one month of his/her departure from office.

      Section 4
      Treasurer

      The Treasurer shall receive and disburse the funds of the Association under the direction of the Board of Directors. He/she shall keep the accounts of receipts and disbursements and shall submit reports to the Board at each monthly meeting. He/she shall do and perform all other duties ordinarily appertaining to the office of Treasurer. The Treasurer will within sixty (60) days of fiscal year end submit to the Board for approval a budget for the coming year. The approved budget will be distributed to the membership no later than thirty (30) days from date of approval.

      The Treasurer shall be responsible for billing necessary charges to all chapter members, for collecting and depositing all moneys received, and for paying all charges against the chapter. He/she shall keep customary records of account and present a written financial report at each regular meeting of the Board of Directors for mailing to the membership. He/she shall furnish a detailed financial report at each annual meeting. Upon termination of his/her office, he/she shall transfer all records in current condition to his/her successor within one month of his/her leaving office. He/she will assist Association Committees in establishing fees for Association functions based on guidelines set by the Board of Directors.

      Section 5
      Directors

      The Board of Directors shall have entire control of the affairs of the Chapter, subject to the National Chapter Constitution, these By-Laws, and the vote of the members. The Board of Directors shall hold at least six (6) meetings per year. Five (5) Directors will constitute a quorum.

      Section 6
      Executive Committee

      The Executive Committee shall consist of a President, Vice President, a Secretary and a Treasurer. The Executive Committee may act in place and stead of the Board of Directors between Board meetings on all matters, except those specifically reserved to the Board by these By-Laws, pursuant to delegation of authority to such Committee by the Board of Directors. Actions of the Executive Committee shall be reported to the Board by mail or at the next Board meeting.

      Section 7
      Removal From Office

      A. Any officer or director may be removed from office by the chapter at any duly constituted meeting, by two-thirds vote of the total Active Members present, provided the notice of meeting stated such vote would be held.

      B. Any Board member who does not attend three successive Board meetings, after due notice and call – without just cause – will automatically be dropped from the Board of Directors.

      Section 8
      Meetings

      Regular meetings of the Board may be called by the President or the Secretary for the President by giving each Director ten (10) days notice by mail or other mode of transmittal. The Board of Directors may, from time to time determine the order of business at these meetings. Four Board Members shall constitute a quorum.

  • Article IV
    • MEETING OF MEMBERS

      Section 1
      Meetings

      Regular meetings of the Chapter shall be called by the Secretary at least ten (10) days prior to a given time and place prescribed by the President or by a majority vote of the members present at a preceding meeting, or by three (3) Directors. At least three (3) Chapter meetings each year shall feature educational programs. Nine (9) active members shall constitute a quorum.

      Section 2
      Special Meetings

      Special meetings shall be held upon call of the President or upon written request of three (3) active members. The notice for this type of meeting shall also state the specific purpose of this meeting and such notice will be given to the membership ten (10) days prior to date of said special meeting.

      Section 3
      Quorum

      Fifteen (15) percent or more of the voting members shall constitute a quorum for the transaction of any business of any regular or special meeting.

      Section 4
      Order of Business

      A suggested order and potential topics of business for all meetings of the Chapter shall be as follows:

      1. Calling the Roll
      2. Reading the Minutes
      3. Reports of all Standing Committees
      4. Report of the Regional Rep
      5. Report of the National Director
      6. Report of the Treasurer
      7. Report of the Secretary
      8. Report of the Vice President
      9. Report of the President
      10. Reading of Communication
      11. Unfinished Business
      12. New Business
      13. Election of Officers & Directors
      14. Induction of Officers & Directors

      Any questions on the priority of business shall be decided by the chair without debate.

      Section 5
      Rules

      The order of business may be altered or suspended at any meeting by a majority vote of the members present. The usual parliamentary rules as laid down in “Robert’s Rules of Order” shall govern all debates when not in conflict with these By-Laws.

      Section 6
      Annual Meeting

      The Annual Meeting and Election of Board Members shall be held on the third Monday of October. At the Annual Meeting there shall be chosen by ballot Directors to fill vacancies or unexpired terms on the Board. The election of Directors shall be by a simple majority vote of both properly filed absentee ballots and ballots cast in person by Active members.

      Section 6.1
      Board of Directors Nominations

      The immediate Past President will serve as the Chairman of the Nominating Committee. If that President is not available to chair the committee, the next immediate Past President in succession shall chair this committee. The Chairman of the Nominating Committee will present the Board, at its August Board Meeting, with three (3) Active members in good standing to serve on the Committee. The Committee shall prepare a ballot of Directors to be elected to serve during the ensuing year.

      The members of the Committee shall present the nominees to the Board of Directors at the September Board Meeting. The Nominating Committee shall report their slate for Directors directly to the members of the Chapter at its September Chapter Education Meeting, at which time the President shall inform the membership of [A] their right to nominate in writing, signed by five (5) members, before the October Annual Meeting and [B] their right to nominate from the floor, endorsed by five (5) members, at the Annual Meeting. Nominees from the membership must be received by the Chairman of the Nominating Committee no later than September 30th, to be included on the ballot. The Chairman will then have mailed to each Active member an official ballot in the first week of October. The Chairman must receive all valid absentee ballots by the Friday prior to the Monday Annual Meeting. The ballots will remain sealed until the Annual Meeting when all ballots will be checked against a list of legitimate voters to ensure validity.

      Section 6.2
      Independent Nomination

      After the report of the Nominating Committee at the Annual Meeting, it shall be the privilege of any Active Member of the chapter, if endorsed by five (5) members, to place in nomination the name(s) of any active member(s) in good standing for any position on the Board of Directors, with the nominee(s) consent.

      Section 6.3
      Judge and Tellers

      The President shall appoint a Judge of the election and two (2) Tellers, all of whom shall be Active Members and none of whom shall be a candidate for election or a member of the Nominating Committee. They shall receive and count the votes, decide finally and without appeal the right of any person to vote, and as to the validity of ballots.

      Section 6.4
      Election

      The election of Directors shall be by majority vote of those ballots received by mail and by those cast in person provided all have been properly verified as voting members.

      The election of Officers shall occur at the next regular Executive Committee meeting following the Annual Meeting from a slate of officials submitted by the Officers Nominating Committee. The election of Officers will be by a simple majority.

      The Board and Officers will serve from December 1 of each year through November 30 of each following year.

      Section 6.5
      Officers Nominating Committee

      An Officers Nominating Committee shall be named and chaired annually by the President at the September Board Meeting. It shall consist of three members who will be the Immediate Past President, the current President, and an Active member-at-large from the association body.

      The Officers of the association shall be a President, Vice President, Secretary, and Treasurer, all of whom shall be members of the Board. They shall be elected by the Board at its first regular meeting, after the Annual Meeting and election of Board Members in October, from a slate submitted by the Officers Nominating Committee. Notwithstanding the recommended slate, any Board member shall have the right to nominate additional candidates for any office at the Board Meeting at which the Officers are to be elected. A majority vote of Board Members present, provided there is a quorum, shall be required to elect an officer.

      Section 6.6
      Interim Appointments to Board of Directors

      In case of a vacancy on the Board owing to death, resignation, relocation, or removal, the President shall nominate and the Board will, by majority vote, elect a member to fill the vacancy until the next Annual Meeting, where the association members shall then elect a member for a full term. Interim appointments or an election for less than a full term because of death, resignation, relocation, or removal shall not be regarded as a full term of office.


  • Article V
    • Definitions 

      Section 1
      Fiscal Year
      The fiscal year of this Chapter shall begin on the 1st day of November in each year, and shall end on the 31st of October the following year.

      Section 2
      Amendments
      The By-Laws of this Chapter may be amended or repealed in whole or in part at any regular or annual meeting of the Chapter, provided that proposed changes have been reviewed by the Board of Directors and a copy of the same mailed at least ten (10) days prior to such meeting and the changes may be made by a majority vote of those present.

      Section 3
      Interpretation
      The Board of Directors shall have full power and authority to interpret these By-Laws, and its decision on all such questions shall be final, binding, and conclusive.