BYLAWS OF Amateur Golf Association – Madison Wisconsin Chapter
The Chapter shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members and the Board.
The directors shall have in their possession a record giving the names and addresses of the Members entitled to vote as set forth herein. All books and records of the Chapter may be inspected by any Member, the member's agent or attorney, or the Association, for any proper purpose at any reasonable time.
All directors, contractors and employees of the Chapter shall avoid any conflict of interest, or the appearance thereof, between the best interests of the Chapter and the direct or indirect personal interests. Accordingly, should any situation arise which presents a conflict, or the appearance of a conflict, the affected individual shall disclose the circumstances to the Board. Upon disclosure, the Board will determine appropriate steps to ensure that the conflict, or appearance of a conflict, does not influence the decision-making and best interests of the Chapter.
Should an intentional lack of disclosing a conflict of interest arise, whereas the said interest would adversely affect the Chapter, the director(s) may be removed.
Any proposal to alter, amend or repeal, any of these Bylaws or to create new bylaws, must originate from, and be approved by and adopted by the affirmative vote of a majority of directors then in office at any meeting of the directors for that purpose, and then submitted for approval to the Association.
Upon such approval from Association, the new bylaw(s) will become effective. Notwithstanding the foregoing, no amendment shall be made to these Bylaws which would cause the Chapter to cease to qualify as a 501(c)(6) corporation or to alter its purpose such that it is no longer formed for purposes of affiliating with and becoming a Chapter of the Association.
A written proposal (via regular or electronic mail or publication on the Chapter website) of said amendment or amendments must be provided to each Chapter member eligible to vote at least seven (7) days prior to said vote.
The Chapter shall indemnify and hold harmless to the full extent permitted by law, any person who serves or has served as a director, officer, or employee of the Chapter, or who serves or has served at the request of the Chapter as a director, officer, or Agent of another corporation, partnership, joint venture, trust, or other entity. The Chapter also shall have the authority to purchase and maintain appropriate insurance policies for the benefit of the Chapter and its member.
A Chapter may not dissolve or disaffiliate from the Program unless approved by 3/4 of the eligible voting members. If dissolution or disaffiliation is so approved, Chapter shall wind up and conclude its affairs in a manner consistent with the nonprofit Corporation Statute of its state of incorporation and the applicable provision(s) of the Internal Revenue Code.
In the event of the dissolution or disaffiliation of a Chapter, all assets remaining after the financial debts and obligations of the Chapter have been fully satisfied shall be turned over to the Association to be deposited in an account to be used by the Association in furtherance of its Purposes, as set forth and described in its Articles of Incorporation.