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The Goofy Villagers Club (TGV) Constitution and By-Laws

ARTICLE I:  NAME & PURPOSE

Section 1: Name

The name of the club shall be known as THE GOOFY VILLAGERS” (TGV).  EIN Number is: 32-0488010.  Wherein, the following constitution and by-laws “The Goofy Villagers” shall be known as “the club”.

Section 2: Purpose

The purpose of the club shall be:

  1. To bring residents of “The Villages” who have the love of Disney together for socialization, planned events and activities.
  2. Provide entertainment to its members via a Disney related focus.
  3. Present lectures and information of Disney related information to its members.
  4. Sponsor any activities which further the purpose of the club.
  5. The club is not organized and shall not be operated for pecuniary gain or profit. No part of the property of the club and no part of its net earnings shall inure to the benefit of any private individual. The club shall never be authorized to engage in a regular business of a kind ordinarily carried on for profit or in any other club activity except in furtherance of the purposes stated above for which the club is organized. The club shall never engage in propaganda, attempt to influence legislation, or participate in any political campaign on behalf of any candidate for public office, nor shall any part of its property or any part of the income therefrom be devoted to such purpose.
  6. The club is an independent entity, subject only to the express terms and conditions of affiliation stated in this constitution. As such, the club is fully responsible for its own debts, liabilities, and other obligations, and any creditor of the club shall look only to the assets of the club for payment, and not to any individual member of the club.
  7. The club has no affiliation with any of the Walt Disney Companies, or their affiliates.

Section 3:  Logo

The logos of the Goofy Villagers club is the property of, and is copyrighted by the Goofy Villagers club, and may not be reproduced, published electronically or in print for advertising, by periodicals, magazines, websites, groups, forums, or individuals, without the express consent of the Goofy Villagers club’s Executive Committee.

ARTICLE II:  MEMBERSHIP

Section 1: Eligibility

Club membership is open to residents of The Villages.  Any resident is eligible who supports the goals and purposes of the Goofy Villagers and is willing to pay the required annual dues and to abide by these by-laws.  A member is in good standing after having completed an application form and paying the annual dues.  Members in good standing shall be entitled to vote and participate in club meetings and activities.  Club members will receive club communication via electronic mailings and/or club website notifications. 

Club membership is not to exceed 500 members.  If club membership reaches the maximum member limits, a wait-list will be established.  Wait-list members shall be entitled participate in club meetings, as room allows and subject to the Executive Committee’s approval.

Section 2: Dues

The administrative and fiscal year of the club shall be from May 1st thru April 30th.

The annual dues of the club shall be $15.00 (fifteen dollars) in U.S funds, payable during the annual renewal period, normally January thru April. Club memberships will be for the club’s year running from May 1 thru April 30.  Members who have not paid dues by April 30 shall be dropped from the membership rolls. Two-thirds (2/3) of the Board of Directors must approve a change in the amount of annual dues. Notice of a change of dues must be published on the club website at least one (1) month prior to the date of change.

Membership does not confer any right to participate or guarantee participation in club activities.

The Executive Committee has the right to refuse to accept the membership dues of any applicant for membership, or to refuse to accept the renewal dues of any existing member who has demonstrated by his or her statement or behavior that he or she is not supportive of the goals and ideals of The Goofy Villagers. Upon taking such action, the Board of Directors shall give written notice thereof to such member or applicant and return any money tendered as dues, whereupon that person shall no longer be considered a member. The decision of the Executive Committee in taking such action shall be final and conclusive.

ARTICLE III:  EXECUTIVE COMMITTEE

Section 1: General Powers

The management and affairs of the club shall be vested in the Executive Committee.  The Executive Committee shall be known as the Board of Directors, and shall have control of and be responsible for the ongoing management, affairs and property of the club.  The Executive Committee is responsible to the entire membership, and acts on the club’s behalf. 

Section 1: Directors

The Board of Directors shall consist of the elected officers of the club, Standing Committee Chairpersons, and any additional members appointed by a majority vote of the existing Board. The immediate past President may sit on the Board for one year in an  ex-officio capacity. The members of the Board of Directors shall serve for a term of two years.

If a member of the Board of Directors chairs multiple Standing Committees, the director is entitled to only one vote.

Members of the Board of Directors shall not receive any compensation for their services as Directors.

Section 2: Duties

The duties of the Board shall be:

  • To approve the official depository or depositories for the club’s funds and designate persons to sign checks and withdraw funds;
  • To prepare a budget for the year;
  • To elect a member of the club to fill an unexpired term of an officer or director;
  • To manage the affairs of the club; and
  • To authorize expenditures in excess of $100.00.

Revenue from sources other than annual dues may be raised as determined by the Board of Directors and approved by a two-thirds (2/3) vote of the Board of Directors.

Section 3: Meeting

This committee shall meet at least once between regular meetings of the club to organize and plan future activities.  Board meetings shall be held when called by the President or any three members of the Board with at least 3 days’ notice.

Section 4: Quorum

The presence of no less than seven (7) directors, at least one of which shall be an officer, shall constitute a quorum. Unless a higher vote is specified herein, the vote of a majority of directors present at a meeting at which a quorum is present shall be necessary to constitute the action of the Board.

Section 4: Vacancies

In the best interest of the club, a Board member may be removed from his or her post by a vote of three-fourths (3/4) of the voting members of the Board. Vacancies caused by removal or resignation shall be filled by election by majority vote of the voting Board.

Section 5: Parliamentary Authority

Robert’s Rules of Order shall govern the club in all cases to which they are applicable and in which they are not inconsistent with these bylaws.

ARTICLE IV:  OFFICERS

Section 1: Officers

The elected officers shall be a President, Vice-President, Secretary, and Treasurer.

Section 2: President

The President shall:

  • Preside at all meetings of the club and the Executive Committee;
  • Serve as liaison with The Villages;
  • Serve as official spokesperson for the club;
  • Appoint the Chairpersons of all Standing Committees, subject to confirmation by the Board;
  • Serve as an ex-officio member of all committees except the nominating committee;
  • Exercise all powers and perform all duties normally incident to such offices;
  • Sign or countersign the withdrawal of the funds of the club.

Section 3: Vice-President

The Vice-President shall:

  • Perform all duties and responsibilities of the President in the absence of the latter;
  • Perform such other duties as the Board may authorize.

Section 4: Secretary

The Secretary shall:

  • Record the minutes of each meeting of the club and the Executive Committee;
  • Send a copy of the minutes to the members of the Board of Directors, within a week after each such meeting;
  • Keep the records of the club;
  • Maintain a current roster of membership;
  • Handle correspondence of the club as directed by the President;
  • Issue all official notices; and
  • Maintain possession and supervision over the property of the club.

Section 5: Treasurer

The Treasurer shall:

  • Collect all monies due the club;
  • Deposit club funds in the bank approved by the Executive Committee;
  • Keep the books of accounts of the club;
  • Make a Treasurer’s report at all meetings of the Executive Committee, with a copy for the Secretary;
  • Sign or countersign withdrawal of the funds of the club;
  • Arrange for payment of accounts owed by the club; and
  • Prepare the books for an auditing committee appointed by the President prior to each annual meeting of the club.

ARTICLE V:  NOMINATION AND ELECTION OF OFFICERS AND DIRECTORS

Section 1:  Eligibility

Candidates for elective club offices shall be (a) full-time resident of The Villages and (b) a member in good standing and shall be elected for a term of two years.  An officer may succeed him/herself in that office. The elected officers shall assume office on May 1.

Section 2:  Election

The election of officers shall be held at the annual meeting.  Voting of officers shall be by ballot and shall not be cumulative.  Only full-time members present and in good standing may vote.  There shall be no voting by proxy.  In the event of a tie vote, another ballot must be taken.  If a quorum is present, the affirmative vote of a majority of the members present shall be required to elect each of the officers.  If there is only one nominee for an office, voting for that office may be by voice vote.

Section 3:  Nomination

At least five (5) weeks prior to the date of the annual meeting, the Executive Committee shall appoint a Nominating Committee.  This committee shall consist of five (5) members.  The duties of this committee shall be to make nominations, with the consent of those nominated, and to report those at the annual meeting.  At the annual meeting the President shall receive from the floor further nominations with the consent of the nominees. 

Section 4: Term

The officers shall serve for two (2) years and their term of office shall begin at the commencement of the administrative and fiscal year of the club.

Section 5: Vacancy

If a vacancy occurs in the office of President, the Vice-President shall assume the office for the remainder of the term and vacancies in any other office shall be filled by a special election voted upon by the Board of Directors.

ARTICLE VI:  COMMITTEES

Section 1: Standing Committees

Standing Committees shall be:

  1. Operations (Finance, Membership and Badges, Check-In, Merchandise, Refreshments, Disney Contacts, Singles Group, etc.);
  2. Communications (Website, Photography, Newsletter, Mailing, etc.); and
  3. Activities (Card Making, Special Events, Special Trips, Cruise, Golf, etc.).

Additional Standing Committees may be created by a majority vote of all members of the Board.

Each Chairperson will make a monthly report to the Board regarding the current status of activities.  The term of office of Standing Committee Chairpersons shall be concurrent with the term of office for which officers of the club are elected.

The President or the Board of Directors may appoint Ad Hoc Committees. Ad Hoc Committees are automatically dismissed after preparing and presenting a final report to the President or the Board.

ARTICLE VII:  MEETINGS & EVENTS

Section 1: Membership Meetings

Regular club meetings shall be held monthly on the first (1st) Monday of the month, and the availability of the meeting venue.  Reservations for meeting attendance will be managed by the club’s website reservation system and available on a first-come, first-serve basis to regular members.  If space is available, reservations will be open to wait-list members.  The Executive Committee may reschedule a regular club meeting, due to meeting venue unavailability or other unforeseen reasons, after proper notification of the date change to the membership.

Club members may invite family members or guest, if space is available.

Membership badges must be worn to all functions, for club membership identification.  Wait list and guests will not have badges.  Badges numbers must be on all correspondence and/or checks when submitting monies.

Section 2: Special Meeting

Special meetings may be called by the President with the approval of the Executive Committee.  Meeting attendance will follow regular membership meeting processes.

Section 3: Club Outings and Trips

Club trips are currently managed by Workman Travel and are governed by the requirements of Workman Travel.  Club trips are open to both club and non-club members.  The club is not responsible for the activities of these trips.  At times, the club may sponsor specific club outings.

Club members may invite family members or guest, if space is available.

Section 4: Refunds

There will be NO refunds for meeting or events except in extreme illness or death. If cancellation is needed, then every attempt will be made in reassigning a ticket to a member or guest.

ARTICLE VIII:  Legal Status and Dissolution

Section 1: Affiliation with Others and Use of Funds

The club is an unincorporated association formed solely for the purpose of privately entertaining of its membership. The club is not legally affiliated with any company, agency, or special interest group from which the club may draw its individual members.

The use of the funds of the club shall be limited to club purposes. They may not be used for political purposes, or for the benefit of any individual.

Section 2: Liability

No individual member of the club shall be personally liable to any creditor, or for any indebtedness or liability, of The Goofy Villagers, and any and all of the creditors of the club shall look only to the assets of the club for payment.  Furthermore, the club is not legally responsible for any liability or debt incurred by any individual member of any club.

Section 2: Nondiscrimination

The club shall not discriminate, in the conduct of its activities against any person on the basis of age (except those persons under 19 years of age), race, color, creed, gender, national or ethnic origin, sexual orientation, or physical or mental disability, so long as the individual, through his or her own effort, is able to participate in the club activity.

Section 4: Dissolution

In the event of dissolution of the club, distribution of any funds, after payment of any indebtedness, shall be made by contribution to another organization organized and operating exclusively for charitable, scientific, literary, educational, research or memorial fund purposes which shall be selected by and voted upon by the Executive Committee of the club.

In the event that for any reason upon the dissolution of the club the Board of Directors shall fail to act in the manner herein provided, the assets shall be distributed in accordance with the law governing the distribution of assets of nonprofit organizations in the jurisdiction in which the club is located.

ARTICLE IX:  Amendments

The club bylaws may be amended at any regular or special Executive Committee meeting of the club, with the exception of Article I, by a two-thirds (2/3) vote of those present and voting, provided that notice to the amendments has been given either at the previous meeting or sent to each board member at least 3 days before the meeting.

A specific club bylaws may be suspended for a specific time limit at any regular or special Executive Committee meeting of the club, with the exception of Article I, by a three-quarters (3/4) vote of those present and voting, provided that notice to the amendments has been given either at the previous meeting or sent to each board member at least 3 days before the meeting.  After the time limit has expired, the suspended bylaw will then be active.

ARTICLE X:  Miscellaneous

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ADOPTION OF BY-LAWS

ADOPTED AND APPROVED by the Board of Directors on this ____ day of _________, 20__.