541 Juniper Lane, Bridgewater, NJ 08807 Mailing address: PO Pox 6142, Bridgewater, NJ 08807
JUNIPER LANE SWIM CLUB, INC.
BYLAWS
​** Revised November 1988, March 1990, January 1994, October 2000, March 2015 & May 2022
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Article I - Name
The name of the Club shall be the Juniper Lane Swimming Club, Inc.
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Article II - Purpose & Objective
The purpose for which this Club is formed is to promote the general welfare of its members and in pursuance thereof to construct, own and operate a swimming pool and other recreational facilities, together with such incidental objects as are appropriate in the conduct of its activities, in the County of Somerset and State of New Jersey for the exclusive use of its members and their families.
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Article III - Government
Section 1. The club shall be managed by a Board of Governors (who shall act as officers on behalf of the membership to run the the Club. There shall be a minimum of nine (9) in number with the highest ranking officer in attendance serving as the Chairperson during meetings. In the event of board co-presidents, one (1) will serve as chairperson and shall have no vote except as provided in Article IV, Section 5.
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Section 2. At each Annual Meeting of Bondholder Members of the Club, a minimum of four (4) Elected Governors, nominated and voted in by the Bondholder Members to serve for a term of two (2) years. A Governor shall similarly be elected to fill vacancies of unexpired term(s). No Governor shall serve more than two consecutive full terms (4 years) unless, he/she is willing to serve and requested by a majority vote of the board to be placed on ballot for a third term. The only exception shall be that a Governor who has served the Board as Treasurer during the last year of his/her term may be nominated for a consecutive year. If re-elected, he/she may serve the Board only as Treasurer.
o Minimum of Four Elected (4) Governor positions shall consist of: President, Vice President, Secretary and Treasurer. A co-president may be elected to meet the minimum board requirements.
o No couples may serve on the board at the same time. Exceptions will be made on a case by case basis if the need arises. In that case, no more than 1 married couple may serve on the board.
o Appointed positions to serve on the board and/or support committees may consist of:
1. Membership & Recruiting
2. Fundraising & Social Events
3. IT/Technology
4. Facility & Grounds
5. Social Media & Marketing
6. Lifeguard Liaison
7. Swim Team
Section 3. Any member of the Board of Governors who shall cease to hold Bondholder Membership in the Club automatically shall cease to be a member of the Board of Governors.
Article IV – Duties of the Board
Section 1. Consistent with these By-laws the Board of Governors shall:
(a) Transact all Club business and make and amend rules for the regulations of the use of Club property.
(b) Make, amend and enforce rules and regulations for the use of club property.
(c) Appoint and remove such officers, clerks, agents, or employees in accordance with the law as it may deem necessary and fix their duties and compensations.
(d) Fix, impose and remit penalties for violations of these By-laws and Rules of the Club.
(e) Elect from the its own members, a President, a Vice President, a Secretary and a Treasurer, all of whom shall serve without compensation.
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If necessary, create the offices of Assistant Secretary and Assistant Treasurer and appoint one or more members of the Club, to such offices.
(f) Constitute and appoint committees and define the powers and duties of the same.
(g) Fill any vacancy in the membership of the Board of Governors to serve until the next Annual Meeting of Bondholder members. The appointed Governor can be nominated for the unexpired portion of said vacancy at the next meeting of the membership.
Section 2. The Board of Governors shall designate the bank or banks in which the funds of the Club shall be deposited and determine the manner in which checks, drafts and other instruments for the payment of funds of the Club shall be executed.
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The Board shall always require that at least two (2) of the officers sign all such checks, drafts, etc. for the payment of money in the name of the organization.
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Upon turnover of the board, account access passwords shall be changed for security purposes.
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Section 3. The Board of Governors shall allow the Treasurer to perform an annual audit of the books. If found to be necessary, and receives a majority vote by the Board, the books of the Club shall be audited by auditors, selected by the Governors, who shall neither be Governors nor officers of the Club. The auditor’s report shall be available to the members at all times.
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Section 4.
a. The Board of Governors shall meet at least three times a year. Included among these meetings shall be the following:
1. In the Fall (September/October) there shall be an annual meeting of the membership for the purpose of electing new board members, presenting committee reports and for the transaction of such business as may require action by the Bonded membership owners.
2. In February, there shall be a meeting of the board to approve the budget for the ensuing year.
3. A pre-season membership meeting shall be held for the Board to communicate the budget and any upcoming season information.
(a) Five members of the Board shall constitute a quorum.
(b) The February meeting of the Board shall be a joint meeting with the committee directors to instigate committee actions of the ensuing year.
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Section 5. In the event a question before the Board of Governors results in a tie vote, which cannot be resolved, the question shall be resolved by a vote, cast by the Chairperson.
Section 6. Nothing in these By-Laws shall be construed to permit the Board of Governors to borrow or pledge the credit of the Club without specific approval of the membership at a duly held meeting.
Section 7. Any member of the Board of Governors may be removed from office by a majority vote of Board of Governors, or the membership, present in person or represented by proxy at either an Annual Meeting or a Special Meeting called in accordance with these By-Laws.
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Article V - Officers
Section 1. The officers of this Club shall be a President, a Vice President, a Secretary, a Treasurer. If deemed necessary by the Board of Governors, a Co-President, an Assistant Secretary and an Assistant Treasurer may serve. The President/Co-Presidents, Vice President, Secretary and Treasurer shall be elected annually by the Board of Governors from among its members and shall hold office until the end of the first meeting of the Board of Governors following the Annual Meeting of the Club except as noted in Article III, Section 4. The Assistant Secretary and Assistant Treasurer shall be appointed by the Board of Governors and hold office at its pleasure.
Section 2. The President shall preside as chairperson at meetings of the Board of Governors and at general meetings, or may appoint a chairperson of any membership meeting, general or special. In the event of Co-Presidents, one will serve as the Chairperson of meetings. The President shall appoint committees, designating the chairperson thereof. The president shall be, ex-officio, a member of all committees.
Section 3. The Vice President, in the absence of the President, shall act in his/her stead. He/she shall under the direction of the President attend to the business and financial operations of the Club and shall be Chairperson of the Finance Committee. He/She shall be, ex officio, a member of all committees. The Vice President will be in charge of communicating with Resigned Bonded Members, serve as the Lifeguard Liaison and work with the President to establish/maintain/amend the Rules & By-Laws of the pool.
Section 4.
(a) The Secretary shall send out the notices of membership meetings, keep the minutes, and attend to the correspondence pertaining to his/her office. He/She shall perform such other duties pertaining to this office as may be asked of him/her by the Board of Governors.
(b) The Secretary shall post minutes of all meetings of the Board of Governors during the regular swim season and, at the direction of the Board, carry out correspondence to Club members.
Section 5.
(a) The Treasurer shall attend to keeping the accounts of the Club, collecting its revenues and paying its bills as approved by the Board of Governors or other agency authorized by the Board to incur them. The Treasurer shall deposit funds of the Club received by him/her, in the name of the Club in such depository as may be authorized by the Club through the Board of Governors. The Treasurer shall perform such other duties pertaining to his/her office as may be asked of him/her by the Board of Governors. He/She shall be bonded.
(b) The Treasurer shall be responsible for the paying of all normal operating expenses incurred by the Club unless otherwise directed by the Board of Governors. At each meeting the Treasurer will submit, for approval, a financial statement reporting the income and expenditure since the last meeting.
(c) He/She shall pay all necessary taxes and file all required tax returns.
Section 6. The Assistant Secretary and the Assistant Treasurer shall perform such duties as may be assigned to them by the Secretary or Treasurer, respectively, or by the Board of Governors.
Section 7. The President/Chairperson of any general or special meeting shall preside as administrative officer of the Club for the duration of the meeting, and shall prepare an agenda of business in the order of:
1. Reading of minutes of previous meeting.
2. Treasurer’s report.
3. Committee reports [Article X, Sec. 1].
4. Old Business.
5. New Business.
6. Good and welfare.
This order of business shall be followed according to “Robert’s Rules of Order”.
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Article VI - Membership
Section 1. Membership in this Club shall consist of family units (consisting of family members who reside in the same residence) within which there can be the following classes of members:
(a) Bondholder
(b) Non-Bonded
(c) Special Memberships – Single, Couple, August Only, Swim Team Only
i. Nanny/Caregiver memberships can be added on to any membership for an additional fee
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Section 2. A Bondholder member is defined as husband and wife, head of family or single person who has an ownership stake in the pool by paying a one-time bond. The term Bondholder Member when used in these By-Laws shall refer to this classification, either husband or wife or both as may be appropriate, unless otherwise specified. As partial owner in the pool, Bonded members have a right to vote in any held elections and participate in membership meetings.
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Section 3. A Non-bonded Member is defined is defined as husband and wife, head of family or single person who has no ownership stake in the pool. The term Non-Bonded Member when used in these By-Laws shall refer to this classification, either husband or wife or both as may be appropriate, unless otherwise specified. Non-bonded members are not allowed to partake in Board elections; and may attend meetings for the purposes of staying informed but have no authority over on-goings at the Club.
Section 4. A Special Member is defined as a special category member, and may be either bonded or non-bonded. These special memberships are not guaranteed to carry over year to year and may be discontinued at the discretion of the Board for the purposes of membership maintenance. These may consist of Swim Team and August Only members, etc.
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Section 5.
(a) The Board of Governors at the first meeting of the Board after each Annual Meeting of the Club shall elect from their number a Membership Director. It shall be the duty of the Membership Director, acting in concert with any Membership Committee members appointed by the Board, to consider applications for membership in the Club and to refer all applications to the Board accompanied by a recommendation.
(b) The Board of Governors shall require any non-bonded family membership to become bonded after two (2) consecutive years of non-bonded membership.
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Section 6. Any member of the Club may withdraw at any time subject to the provisions of Article VII and there shall be no refund of any dues paid.
Section 7.
(a) Any member may be suspended or expelled from the Club after a special meeting of the Board and obtaining a two-thirds (2/3) vote of the members of the Board present at any meeting thereof, or expelled by a three-fourths (3/4) vote of the entire membership of the Board. Cause for suspension, or expulsion shall, in general, consist of violation of these By-Laws or of the Rules of the Club, or if found guilty of misconduct or criminal conduct.
(b) A written report of each suspension in excess of forty-eight (48) hours containing reasons therefore, shall be submitted to the President(s) within twenty-four (24) hours after the suspension commences. Suspension should not exceed seven (7) days.
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Section 8. An appeal may be taken to the Club members at any Annual or Special Meeting duly called in accordance with Article VIII.
Section 9.
(a) All classes of members of the Club shall be accorded the facilities of the Club subject to the pool Rules and Regulations which shall be conspicuously posted at the pool at all times.
(b) The Board of Governors at its discretion may extend the privileges of the Club to any person or persons.
(c) The Board of Governors shall fix the terms and conditions upon which guests of members may use the facilities of the Club.
(d) Any property of the Club broken, damaged, or removed by a member of any class, or his/her guest, shall be promptly paid for by the Bondholder member.
(e) The Club assumes no responsibility, and members of any class or their guests can have no claim against the Club, for the property of members of any class, or any guest, which may be brought into or left in the Club buildings, or on the grounds.
(f) The Club assumes no responsibility, and member of any class or their guests can have no claim against the Club, for any accident or injury to any person or their property regardless of the case or circumstances.
Section 10. The number of bonds in the Club shall be 140 (one hundred and forty) unless otherwise changed by majority vote of the bondholders.
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When the Bonded member ownership maxes out at 140 members, the Board of Governors may create a waitlist for new member applicants.
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Section 11. The Board may, by request, grant Emeritus Status to members of the Club who shall have attained the age of 70 years, and who have been members of the Club for fifteen consecutive years. Emeritus members will pay dues and guest fees, but will not be charged work assessments. They will not be required to work on the pool, but may do so if they wish.
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Article VII – Bonds, Dues and Fees
Section 1.
(a) The Board of Governors, after the new budget has been drawn up at the February meeting, shall establish dues for each class of the membership for the ensuing year.
(b) Dues shall be sufficient to provide for the necessary operating expenses of the Club and the proper maintenance and improvement of its property, and to provide for any reserve funds approved by the Board
o Dues Invoices shall be mailed prior to April 15th of each year.
o Such dues shall be payable by the first (1) day of May of each year. Dues not paid by the start of the season (opening weekend), will be subject to a penalty established as the discretion of the Board. No membership privileges will be extend to any Bondholder until all fees have been paid in full.
o Bondholder members have the option for one (1) gap year without penalty and without forfeiting their bonded membership, if notice is received in writing prior to April 15th (i.e. Family plans to spend a summer abroad or traveling) If said member wishes to utilize the pool during said gap year, they will be responsible for purchasing an August only membership or paying the guest rate. Use of the guest rate “day passes” may not exceed more than ten (10) days of the season.
(c) No dues, or any part thereof, shall be refunded except that the Board may opt to pro-rate membership dues for new and old members in accordance with the unexpired season.
(d) An annual assessment may also be established by the Board to be used for annual maintenance. This assessment, or a portion thereof, may be refunded in accordance with a pre-established schedule for participation in “work parties”.
Section 2. For the purpose of providing a sufficiency of the necessary funds for the establishment of the Club and for the procurement of its facilities, all Bondholder members accepted into the Club, as a condition of membership, shall be required to purchase a bond in an amount of not less than six hundred dollars ($600.00).
Section 3.
(a) The bonds shall not be transferable and shall contain an appropriate notation to that effect on the face thereof.
(b) Bond Resignation: Should a bondholder not plan on returning, Intent of withdrawal shall be given to the Vice President or Secretary or Membership Director in writing prior to the start of the ensuing season or no later than May 1st. Failure to notify the pool by opening day will result in penalties at the discretion of the board, including forfeiture of bond and membership.
(c) Except for payment as therein provided, each bond shall become null and void upon the date that the holder thereof ceases to be a member for any cause. The time and manner in which the holder shall be paid the value of his/her bond, subject to the provisions of Section 6 hereof, shall be determined by the Board of Governors, provided, however, that each bond shall be redeemed in chronological order in which the memberships terminate, and as soon as payment is received from an incoming member.
(d) The Board of Governors will insure that the purchase price of the bond offered to incoming members is sufficient to protect the individual member’s equity in the Club.
(e) In no event will the Club retain any part of the purchase price paid by an incoming member, except as provided by Section 7 hereof, but will promptly remit all such funds directly to the terminated member as consideration for his/her interest in furthering the purposes for which the Club is established, and as a refund of a part of the funds furnished by him/her to operate, maintain, and improve the facilities.
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Section 4.
(a) The Club may be dissolved by voluntary action of the Members. A vote to dissolve may be taken not less than 30 calendar days after a notice of the proposed action has been sent by Certified mail to the last known address of each member. A member may vote by proxy, which clearly indicates a vote for or against the proposal. Such proxy shall be returned to the Secretary of the Club by Certified mail. Not less than 75% of the bondholders must vote to dissolve the Club in order for the Club to be dissolved voluntarily.
(b) Involuntary dissolution may be required if:
1. The Club is bankrupt.
2. Condemnation of the property for public use under proper procedures of the law results.
3. Failure of the membership to elect sufficient number of persons from the Club membership to fill the nine positions of the Board of Governors.
(c) In the event of the dissolution of the Club in any manner or for any cause, and in no other event, upon the effective date of the dissolution of the Club, bonds shall be a lien upon the proceeds of the sale of the property of the Club after the payment of all its just debts and obligations to the extent of the then value of the bonds as fixed by their By-Laws, subject to set-off of all debts, dues and obligations owed by the holder of the bond. After payment of all bonds outstanding upon the effective date of dissolution of the Club, the surplus remaining shall be distributed equally and paid pro-rata among the bonded membership on the effective date.
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Section 5. Any member of any class failing to pay his/her indebtedness by opening day, may be subject to a late fee or be suspended by the Board, meaning no admittance to the pool until dues are paid. Any person thus suspended shall immediately be notified in writing by the Secretary of such suspension; and if his/her indebtedness is not paid within fifteen (15) days thereafter, he/she shall cease to be a member of the Club and forfeit any bond paid.
Section 6. Upon cessation of membership for any cause all indebtedness owning to the Club by him/her shall be a lien upon and charged against his/her bond, and the bond may be taken over by the Club to satisfy such indebtedness. In the event of the Club being unable to obtain possession of the bond, it may be canceled on the books of the Club, and a new bond issued in place thereof to a newly elected member on payment by him/her to the Club of the then value of a bond fixed by these By-Laws. In case of the enforcement of a lien, as above herein provided, neither the signature of the holder nor the delivery of the bond shall be requisite to perfect the transfer to the Club, or to a new possessor, and the Treasurer of the Club is hereby authorized, as attorney of the holder of such bond, to make such transfer. Every bond issued is expressly subject to the provisions of this Section.
Section 7. Bondholder members shall be responsible for the payment of all charges or liabilities that may be imposed upon or incurred by members of their family to whom the privileges of the Club shall have been extended, and for all charges and liabilities imposed upon or incurred by guests sponsored by them.
Section 8. All fees and other charges mentioned herein are exclusive of taxes imposed by the Federal, State and other governmental bodies and agencies, and may be subject to adjustment as a provision thereof.
Article VIII - Meetings
Section 1.
(a) Every attempt will be made to hold the annual meeting of the membership after the end of the fiscal year which is October 31st.
(b) The Annual Meeting shall be for the purpose of electing the Board of Governors, presenting committee reports, and for the transaction of such other business as may be indicated in the notice or may be brought before it.
Section 2. Special meetings of the Club may be called by the Board of Governors. Also, upon the written request of ten (10) bondholder members to the Secretary, stating its purpose, a special meeting shall be called by the Secretary within thirty (30) days.
o Special meetings may be held within one week after mailing or emailing notices stating the purpose of the meeting to all members. No other business shall be transacted at these special meetings.
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Section 3.
(a) The Board will be permitted to call for votes from the membership using an online survey mechanism, when there is an important issue for consideration. Online voting will be used when time is of the essence and a decision is needed before the annual meeting for planning purposes related to the upcoming season.
(b) Notice of the Annual Meeting shall include the names of the candidates nominated by the Nominating Committee. If the Secretary receives any independent nominations, he/she shall notify the membership by email of these nominations at least seven (7) days prior to the Annual Meeting.
(c) Independent nominations may be made as provided by Article IX, Section 2.
Section 4. Only bondholder members shall be entitled to vote at meetings of the Club, each bond representing one (1) vote only. Any member may be represented in proxy if not able to attend in person; however, a proxy will be considered valid only if confirmed by a written authorization signed by the absentee and presented to the chairperson. Voting may be by email or in voice but ten (10) members including those represented by proxy shall have the right to demand voting by roll call.
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Section 5. Twelve (12) voting bondholder members, present in person, shall constitute a quorum at all Club meetings.
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Section 6. Whenever in these Bylaws notice to members is required by email, the mailing of such notices to the last known email address of the members shall constitute notice. Notices of special meetings shall also be posted on the pool’s website.
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Section 7.
(a) The Board of Governors may arrange its schedule of meetings and rules.
(b) Special meetings of the Board of Governors may be called by the President and shall be called by the Secretary upon the request of two (2) members of the Board.
(c) Notice of the regular monthly, and special, Board meetings, shall be made to each member of the Board at least five (5) days before the date of the meeting.
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Article IX - Nominations
Section 1. There shall be a board consisting of a minimum of nine members, elected for two year terms. This board will be nominated by a quorum representing the general membership of the pool. A vacancy occurring on the board during the middle of a two year term may be filled by nomination and a majority vote of the existing Board.
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Section 2. Nominations may be made from the floor at the Annual Meeting, to fill vacancies, provided the nominee is present and willing to serve, whenever candidates have not been otherwise nominated.
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Article X - Committees
Section 1. The standing support committees can be: Facilities & Grounds, Certified Pool Operations, Social & Marketing, Fundraising & Events, Treasury, Rules & By-Laws, Technology, Membership & Recruiting, and Swim Team, and the duties and powers assigned to these committees shall be subject to the authority of the Board of Governors.
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Section 2. The Facilities and Grounds/CPO Committee shall exercise supervision over the pool and grounds; shall attend to the improvement and maintenance of the pool, buildings, operating equipment, and grounds and set up work parties, eliciting help from the membership body. The CPO shall supervise the operation and maintenance of the pool including the pump house, diving boards, ladders, benches, starting blocks, chemicals, water testing, pool plumbing, concrete around pools and such other duties as assigned by the Board of Governors.
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Section 3. The Treasury Committee shall prepare and submit end of year financial statements and a proposed annual budget for the ensuing year in an February meeting of the Board of Governors. This proposed and/or amended budget will then be submitted to the membership by the Board of Governors at the Annual Meeting for final approval. The Board shall also exercise general supervision of the financial transactions of the Club. In addition to the aforementioned responsibilities, the Finance Committee shall file all required tax returns and review all insurance policies and insurance requirements of the Club. Following the review, the Finance Committee shall make a report of their findings and recommendations to the Board of Governors.
Section 4. The Fundraising & Events Committee shall supervise the operation of the following events: Ice Cream Social, Family Fun Day, holiday BBQ’s, Movie Night, Ladies Night, and such other duties as assigned by the Board of Governors.
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Section 5. The Swim Team Committee shall represent the pool at all New Jersey Swimming and Diving meetings. They shall order the end of season gifts for the swimmers and all meet ribbons. The Committee shall coordinate and supervise all swim team related activities including season schedule, practice, clinics and instruction schedule, and team supervision.
Section 6. The Membership & Recruiting Committee shall contact all new residents and other prospective members, describe pool activities and send out pool mailers, maintain the member waiting list, welcome each new member with by-laws and copy and explanation of rules, collect bond from resigned members, maintain membership list and software, collaborating with the Technology and Treasury committees, and such other duties assigned by the Board of Trustees.
Section 7. The Vice President shall preside over a selected committee to maintain the Rules and By-Laws to prepare rules of health and good conduct in connection with the operation of the pool and shall, in conjunction with the Board of Governors prepare revisions to the By-Laws when deemed necessary. This Committee shall act jointly with the Pool and Grounds Committee to insure that the rules and regulations of the Club are enforced. The Vice President will also serve as Lifeguard Liaison and may supervise the selection, orientation, scheduling, and performance of the lifeguards, including pool rules, swimming lessons, first aid kit, cleaning supplies, and such other duties as assigned by the Board of Governors.
Section 8. The Social Media & Marketing Committee shall maintain any social media sites, updating on current events and responding to direct messages received via the platform. They shall advertise in any local publications as deemed necessary prior to the start of the season.
Section 9. The Technology Committee shall maintain the website and coordinate with the Membership committee regarding the membership platform software. The committee shall maintain any devices (i.e. computer) used for digital check-in and provide training for those utilizing it. The committee shall maintain a list of all logins and passwords to provide accessibility to future committee members upon transference of duties.
Section 10. No more than one (1) member of a family shall serve as the Director on any legislative committee at one time, unless deemed necessary to continue pool operations, and voted on by the Board.
Article XI – Indemnification of Officers
Section 1.
(a) Each person who acts as a Governor or officer of the Club shall be indemnified by the Club against expenses actually and necessarily incurred by him/her in connection with the defense of any action, suit or proceeding in which he/she is made a party by reason of his/her being or having been a Governor or officer of the Club, except in relation to matters as to which he/she shall be adjudged in such action, suit or proceeding to be liable for gross negligence or willful misconduct, and except any sum paid for the Club in settlement of an action, suit or proceeding based on gross negligence or willful misconduct in the performance of his/her duties.
(b) The right of indemnification provided herein shall endure to each Governor and officer referred to in the above, whether or not he/she is such Governor or officer at the time such costs or expenses are imposed or incurred, and in the event of his/her death shall to his/her legal representatives.
Article XII – Interpretation and Amendment
Section 1. Any questions as to the meaning for proper interpretation of any of the provisions of these Bylaws shall be determined by the Board of Governors.
Section 2. These Bylaws may be amended but the Board of Governors with a two-thirds (2/3) vote of the bondholder members present in person or responding to online survey, provided at least five (5) days notice of such amendment by e-mail shall be given to each such member.
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Section 3. Meeting shall be conducted under “Robert’s Rules of Order”
End of By-Laws
For information regarding the JLSC Bylaws contact us at juniperlanesc@gmail.com.
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** Revised November 1988, March 1990, January 1994, October 2000, March 2015 & May 2022