Copper Country Curling Club
March, 2009 (revised March 16, 2009)(revised August 2012)
Article I - Name and Office
Section 1.0- Name
The name of this Corporation shall be The Copper Country Curling Club, hereinafter referred to as CCCC.
Section 1.1- Offices
The principal office of this Corporation may change from one location to another in the County of Houghton, in the State of Michigan. The current address is PO Box 264, Calumet, MI 49913. Any change in the address shall be recorded in this section by the CCCC Secretary.
Article II - Purpose, Powers and Status
Section 2.0- Purpose
The purpose of CCCC is to promote the ancient and honorable sport of Curling:
Section 2.1- Powers
This Corporation shall have the powers to do all and everything necessary, suitable, and proper for the accomplishing of its principle purpose of promoting and developing the great sport of Curling, and operating a Curling Club in Michigan.
Section 2.2- Status
CCCC shall be a non-profit corporation incorporated and licensed pursuant to the laws of the State of Michigan. CCCC shall be operated for charitable and educational purposes and it shall also have as its purpose those specifics found in Section 2.0. CCCC shall operate consistent with and shall maintain a tax-exempt status in accordance with section 501(c)(3) of the Internal Revenue Code.
No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Section 2.1 hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes
Article III – Seal
Section 3.0- This Corporation may or may not have a seal bearing the name of the corporation and such other device or inscription as the Board of Directors may determine. The Board of Directors may change the form of the seal at any time.
Article IV – Membership and Sponsorship
Section 4.0- Membership Eligibility
Any individual interested in the objectives and purposes of CCCC is eligible for membership:
Section 4.1- Membership Categories
CCCC shall have the following two categories of membership:
Section 4.2- Voting rights
Members in good standing in accordance with Section 4.1.C have full voting rights
Section 4.3- Member Ineligibility
Any member who does not pay dues by February 15 shall no longer be considered a member in good standing, and shall have voting rights and ice privileges rescinded until such time as payment in full is received. Written notification of nonpayment status will be sent by the Treasurer, or their designee, by US Mail or email, no later than January 15
Section 4.4- Corporate Sponsorship
Institutions which are eligible as Corporate Sponsors are entities which support curling in general and CCCC specifically, with monetary and/or in-kind contributions. They will be recognized for the contributions to CCCC through various forms of media:
Section 4.5- Annual Membership Meetings
Annual Membership Meetings shall take place the 2nd Saturday of April, or such other date as deemed appropriate by the Board of Directors, but at least one week prior to the annual spring meeting of the Great Lakes Curling Association meeting:
Article V- Board of Directors
Section 5.0- Board of Directors
Shall consist of no fewer than four and no more than seven members and consist of the following voting officers: President, Vice President, Treasurer, and Secretary. Directors are required to be full members of the CCCC in good standing as defined in Section 4.1.C. The Board of Directors shall meet at least four times yearly; once immediately following the Annual Membership Meeting to elect Officers; after the annual membership meeting (no later than mid-summer); once prior to the start of league play each season; and once after the conclusion of the curling season but prior to the annual membership meeting to:
Section 5.1- Officers
Section 5.2- Term
Section 5.3- Board of Directors Quorum
A majority of the Board of Directors shall constitute a quorum. A quorum is required in order for the Board of Directors to meet and perform duties as outlined in Article V.
Section 5.4- Resignation, Removal and Vacancies
A director’s position on the Board of Directors shall be declared vacant upon the director’s resignation, removal, incapacity, disability or death.
Section 5.5- Management
The management of the affairs of the Corporation shall be vested in the Board of Directors who shall be responsible for the goals established by these By-Laws and the Articles of Incorporation. The Board shall have all general corporate powers provided by the Articles, By-Laws and laws of the State of Michigan.
Section 5.6- Action without a Meeting
Any action that may be taken by the Board of Directors at a meeting may be taken without a meeting if consent in writing, setting forth an action to be taken, shall be signed, either written or electronically, before such action by all the Directors.
Section 5.7- Liability of Directors
A Director of the CCCC shall not be personally liable to the CCCC or its members for monetary damages for breach of the Director’s duties, except for liability:
The CCCC hereby assumes all liability to any person other than the CCCC or its members, if any, for all acts or omissions of a Director occurring on or after the date of this Article is filed by the Michigan Department of Commerce, incurred in good faith performance of the Director’s duties provided, however, that the Club shall not be considered to have assumed any liability to the extent such assumption is inconsistent with the status of the CCCC as an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, or comparable provisions of subsequent legislation ((hereinafter referred to as the “Code”).
If the Michigan Nonprofit Corporation Act is hereinafter amended to authorize the further elimination of the liability of Directors of nonprofit corporations, then the liability of a Director of the Club (in addition to the limitation, elimination and assumption of liability contained in this Article) shall be assumed by the Club or eliminated or limited to the fullest extent permitted by the Michigan Nonprofit Corporation Act as so amended, except to the extent such limitation, elimination or assumption is inconsistent with the status of the CCCC as an organization described in Section 501(c)(3) of the Code.
No amendment or repeal of this Article shall apply or have any effect on the liability or alleged liability of any Director of the CCCC for or with respect to any acts or omissions of such Director occurring prior to the effective date of any such amendment or repeal.
ARTICLE VI- Records, Auditing, and Depositories
Section 6.0- Records
The Board of Directors shall prescribe and adopt such system and forms for carrying on the business, keeping books and accounts, and such matters of business regulation as may be necessary for the proper conduct of the business of the CCCC.
Section 6.1- Auditing
The Directors shall provide for an annual audit of books and record of the CCCC and the report to the members at the Annual Meeting. Such an audit shall be made by a certified public accountant if demanded by the majority of the members, otherwise by a competent accountant, or a committee composed of members and chaired by the President or Vice President. All audit results will be filed with the Secretary.
ARTICLE VII- Gifts, Donations and Bequests
Section 7.0- Gifts donations and bequests may be given directly to the CCCC with directions that the principal or the income there from shall be used for certain specified purposes, providing those purposes are within those set forth in the Articles of Incorporation and By-Laws. Unless some special purpose accompanies such a gift, donation or bequest, the Board of Directors may distribute such principal and income for the purposes specified in the Articles of Incorporation and By-Laws.
ARTICLE VIII- Committees
Section 8.0- There shall be such standing or interim committees as the Board of Directors may, from time to time, provide. All Committees shall be appointed by the President, and all such committee appointments shall terminate at the time of the Annual Meeting. Committees shall be composed only of full members in good standing of the CCCC. Nothing herein shall prohibit the reappointment of any committee member.
Article IX- Rules and Regulations
Section 9.0- All games of the CCCC shall be governed by the rules of the United States Curling Association, unless otherwise ruled by the Board of Directors or any special event chairperson. Applicable rules, as determined to govern during each CCCC sponsored competition, shall be announced prior to the beginning of play, and written copy will be available on site.
Article X- Property
Section 10.0- The property of the CCCC shall be held in the corporate name and disposed of according to the laws of the State of Michigan.
Article XI- Fiscal Year
Section 11.0- The fiscal year of the CCCC shall begin on the first day of July and end on the last day of June each year.
Article XII- Programs
Section 12.0- All programs and activities conducted by the CCCC shall be open to all members and may be open to the general public, although a fee may be required for ice rental.
Section 12.1- The CCCC may provide, at its discretion, equipment such as brooms, sliders, assist devices and rocks to any person who is without equipment and requests same.
Section 12.2- At least one Open House shall be held annually for the general public to attend, in an effort to attract new athletes to the sport and further curling's stature as it relates to public awareness and opinion.
Article XIII- Amendments
Section 13.0- Amendments to the Articles of Incorporation or to the By-Laws may be made at the Annual Meeting of the CCCC, or at a special meeting called for that purpose. Notice of the purpose of such a special meeting shall be in writing, by US Mail or email to all members at least 15 days prior to such meeting. A vote of two-thirds of the members present shall be required for passage, provided a quorum is present at such meeting.
Club Business >