PPGCSA

Chapter Member

Mission Statement / Benefits

By-Laws

Leadership

Membership Application

Code of Conduct

Code of Ethics

PPGCSA BY-LAWS

PPGCSA CONSTITUTION
Adopted 1976 -- Amended 11 October, 1996

ARTICLE I
Name, Purpose, Location

Section 1.

The name of this non-profit association, as incorporated under the laws of the State of Montana, shall hereafter be known as the Peaks & Prairies Golf Course Superintendents Association, Incorporated.

Section 2.

The purpose of this association is to promote member education for the betterment of golf and its environment. To unite the golf course superintendents in the areas including, but not limited to, Idaho, Montana, North Dakota, South Dakota, and Wyoming.

Section 3.

The principal location of this association shall be Shelby, Montana. The mailing address shall be Post Office Box 348, Shelby, Montana 59474-0348.

Section 4.

This Corporation shall be a corporation not-for-profit and shall not have any capital stock. The conditions, qualifications, privileges and obligations of membership shall be set forth in the Bylaws of the Corporation. Provision may also be made in the Bylaws for one or more classes of members who shall have no voting power.

Section 5.

The Corporation shall have perpetual existence.

ARTICLE II
Membership

Section 1.

Each applicant for membership in this association shall furnish satisfactory evidence of their qualifications to the association�s Executive Committee, which shall be the judge of the applicant�s qualifications for membership. The term �regular member� as used hereafter, shall mean only Class AA, A, B or C members, as defined in Section 2 below.

Section 2.

Membership Classes:
(A) Class AA - Charter Members: To qualify for the Charter Membership, a member must have qualified as a �regular member� and must have joined the association during the calendar year of 1976.

(B) Class A Members - Golf Course Superintendents: To qualify for Class A Membership, an applicant shall have, at the time of application for membership, at least 3 years experience as a golf course superintendent or equivalent and be employed in such capacity. Class A Members shall have all the privileges of the association, including those of voting and holding office. Equivalent will refer to the titles of Superintendent, Pro-Superintendent and General Manager, with the qualification that the applicant is involved with the direct responsibility for the turf management at their facility.

(C) Class B Members- Golf Course Superintendents: To qualify for Class B Membership, an applicant shall have at the time of application, less than 3 years experience as a golf course superintendent or equivalent, and be employed in such capacity. Class B Members shall have all the privileges of the association, including those of voting and holding office. Equivalent will refer to the titles of Superintendent, Pro-Superintendent and General Manager, with the qualification that the applicant is involved with the direct responsibility for the turf management at their facility.

(D) Class C Members - Assistant Superintendent: To apply for Class C Membership, an applicant shall be, at the time of application for membership, an assistant to a golf course superintendent, and be employed in such capacity. Class C Members shall have all the privileges of the association, except that of holding office.

(E) Class D -Allied Members: To qualify for Allied Membership, an applicant must be an individual or business firm interested in the growing, management, design or production of turf grass, and selling its products or services for the installation, maintenance or design of turf. Each Allied Member shall have the right to name three of its owners, employees or other agents as its representatives to the association. Allied Members shall have privileges of the Association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.

(F) Class E - Student Members: To qualify for membership under this classification, an applicant must be enrolled in a college or university involved in the field of turf management. Applicants must obtain the signature of their major professor or a superintendent or assistant superintendent who is a member of this association as a sponsor of their membership. Student Members shall have privileges of the Association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.

(G)Class F - Associate Members: To qualify for membership as an Associate Member, an applicant shall be employed at the teaching level in a recognized horticultural program, be a Federal or State employee involved with the management or research related to turf, be a former Class A, B, or C Member who is no longer directly responsible for turf management but wants to retain membership in this association, or an individual interested in golf course management. Associate Members shall have all privileges of the association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.

(H) Class G - Honorary Life Members: Those persons whose outstanding work in our profession or related field entitles them to special recognition. They shall not be required to pay dues or assessments. Honorary Life Members are to be designated by the Executive Committee.

(I) Transfer of Membership - from one classification to another shall be done only at the time that dues are renewed and only after the Membership Information Form has been received for the coming year. The one exception to this time period will be in the case of a Class A, B or C Member who leaves employment as a turf manager, but who wants to retain membership in the association. Notification must be made immediately to the association office, and reclassification will be immediate.

(J) Inactive Members - An inactive member is a member who, by reason of unemployment, illness or other adverse circumstances, has been placed in this class upon their application. The Executive Committee shall have the authority to act on such application and to place a member on inactive status subject to such terms and conditions as the Executive Committee may specify from time to time by Standing Rules.

A, B, and C members who no longer fulfill all the requirements for A, B, and C classification due to a position change will be eligible to keep their status for the purpose of resumes, interviews, applications, etc., for a period not to exceed twenty-four (24) months, providing they are actively seeking employment as a Golf Course Superintendent or Assistant. Members in this classification will continue to pay regular dues during this period, and retain all rights and privileges granted under their classification. The Executive Committee shall have the authority to allow a present inactive Board Member to complete the elected/appointed remainder of term, not to exceed twelve months. Any A/B/C Inactive member exceeding twenty-four months of consecutive unemployment will be automatically placed in the appropriate membership classification or dropped from the association.

ARTICLE III
Officers, Executive Committee and Board of Directors

The governing body of the association shall be an Executive Committee. The President, Vice President and Secretary/Treasurer shall be considered as three members of the committee. The remaining members of the committee shall be designated as the Board of Directors. The duties, term of office, powers, qualifications, method of election, and succession of the Officers and Directors shall be set forth in the By-Laws.

ARTICLE IV
By-Laws

The members may, by a 2/3rds majority vote of the voting members present, adopt such By-Laws as may be deemed necessary for the proper government of the association and the execution of its affairs. The By-Laws may be altered or amended by a 2/3rds majority vote of the voting members present at a special meeting called for such purpose, after at least 30 days notice of such meeting is mailed to the voting members, directed to the last recorded address on the membership roster. Such notice shall contain the proposed alterations or amendments. The By-Laws and amendments shall be recorded by the Executive Director in a book procured for such purpose.

ARTICLE V
Constitutional Amendments

This constitution may be altered or amended by a 2/3rds majority vote of the voting members present at a special meeting provided that notice by mailed to the voting members at least thirty (30) days prior to the meeting, using the last recorded address on the membership roster. Such notices shall contain the proposed amendments to the Constitution.

BY-LAWS

(Adopted 1976, Amended 11 October, 1996)

ARTICLE I
Membership

Section 1.

Application for Membership: Any person who desires to become a member of this association shall file a completed Membership Application Form along with a check in the amount of the current years dues. The application shall contain a concise record of the applicant�s training, qualifications and experience in the field of turf management. The applicant must complete all portions of the application form and must sign the application form. Effective July 1, 1997, each applicant for Class A or B Membership must present to the Board of Directors an application for membership or evidence of membership with the Golf Course Superintendents Association of America and must maintain that membership thereafter.

Section 2.

Approval or Rejection of Application: Application for membership shall be approved by the Executive Director. In the event that an application for membership is rejected, a hearing for reconsideration, if requested in writing, shall be granted by the Executive Committee.

Section 3.

Loss of Membership: No member shall at any time use their affiliation with this association for the purpose of promoting schemes, ideas of objects for the purpose of private or collective gain. Violation of this By-Law shall be sufficient cause for expulsion from this association. A member may be expelled or suspended for any of the following reasons: failure to pay dues and/or assessments; active promotion of disunity or disloyalty, or submitting false information on an application for membership. Expulsion or suspension of a member from this association shall be a majority vote of the Executive Committee with just cause shown.

ARTICLE II
Dues and Assessments

Section 1.

Dues: The annual dues shall be established by a majority vote of the voting members present at any regular or special meeting, providing at least (30) days notice of such meeting is mailed to the voting members directed to the last recorded address on the membership roster. Such notice shall contain the proposed alteration.

Section 2.

Assessments: Special assessments may be incurred by either the Executive Committee or a majority vote of the voting members present at a regular or special meeting, when required in the proper business of the association. The amount of the assessment, if levied by the Executive Committee, shall not exceed the amount of the annual dues in any one (1) year.

Section 3.

Payment of dues: The annual dues shall be payable on or before the first day of April. The fiscal year of the association shall begin on the first day of April. Any member who shall fail to pay said dues by said date shall be automatically dropped from the membership of this association and all rights and privileges in connection therewith shall thereupon be canceled. Any member dropped from the association in the manner herein before described shall be notified thereof by the Executive Director. Application for re-admission to membership in this association must be made in writing, to the Executive Committee within (30) days after notification of suspension. Such application for re-admission to membership must be accompanied by payment of the dues, assessments and all accounts in arrears.

Section 4.

The Executive Committee may be at any time at its discretion for good cause shown in writing, temporarily excuse or extend the time for payment of annual dues for any member who, due to ill health, advanced age or other good cause, shall be unable to make payment within the time fixed by these By-Laws.

ARTICLE III
Officers, Board of Directors, Executive Committee

Section 1.

There shall be elected, by a majority vote of the voting members present at each annual Fall meeting of this association, a President, Vice President and Secretary/Treasurer who shall hold office for a period of one (1) year, beginning with their election, and until their successors are elected and qualified and shall perform the duties hereinafter prescribed for each office. The President, Vice president, Secretary/ Treasurer, and three (3) other Directors shall be Class A or B members of GCSAA. The Board of Directors shall be composed of six (6) members, two (2) of whom shall be elected at the annual Fall meeting each year,and their term shall run for three (3) years. The Immediate Past President of this association shall then serve as the seventh member of the Board of Directors.

Section 2.

Duties of the Officers:
(A) President: The President shall preside at all meetings of the association. They shall see that all orders and resolutions are carried into effect. They shall call the special meetings of the Executive Committee or of the membership whenever they deem it necessary for the business of the association.
(B) Vice President: The Vice President shall discharge the duties of the President whenever, for any reason, the President cannot function as President. In the event that both the President and Vice President are incapacitated, the Directors shall elect one of the members of the Executive Committee to act as President until such time as the elected President can function.
(C) Secretary/Treasurer: The Secretary/Treasurer shall issue the call for all meetings when so directed by the President or Executive Committee. They shall help the Executive Director in keeping the minutes of all meetings held by the association or its Executive Committee. They should keep a close watch on expenditures, with due reference to the budget, calling to attention of the President matters which he feels should be considered further before any expenditure is made. They should audit the annual itemized financial report prepared by the Executive Director.

Section 3.

Executive Director: The Executive Director shall be appointed by the Executive Committee. The duties of the Executive Director shall be as follows:
(A) To keep, as a regular duty, a record of all business and correspondence.
(B) To preserve all manuscripts and records.
(C) To keep a list of all members, addresses, date of admission to membership and current status.
(D) To render an official report at each meeting (annual and special) and at each Executive Committee meeting.
(E) To inform each person elected to membership of such election, and to furnish him/her with a membership card and a copy of the Constitution and By-Laws of the association.
(F) To produce all minutes and records for inspection by any member in good standing at any reasonable time.
(G) To bill all accounts receivable monthly, including dues, collect all money due the association, and deposit said dues and monies.
(H) To pay all legitimate bills.
(I) To, in general, conduct the business of the association subject to the will and directives of the Executive Committee, and within the limitations of the approved budget.
(J) To prepare and send an annual itemized financial statement for audit by the Secretary/Treasurer.
(K) To prepare and send an annual financial statement to all the officers.
(L) To prepare an annual budget for Executive Committee approval.
(M) To perform all duties delegated to the office of the Executive Director by the Executive Committee.

Section 4

Executive Committee:
(A) The Executive Committee shall have the general charge and management of the affairs of the association, subject to the Constitution and By-Laws. Five (5) members of the Executive Committee and Board of Directors shall constitute a quorum necessary for the conduct of business at an Executive Committee meeting. Two months prior to the annual Fall meeting of the association, the Executive Committee shall elect a nominating committee consisting of voting Class AA, Class A, or Class B Members.
(B) Vacancies: Vacancies occurring in any office or in the Board of Directors of this association shall be filled by appointment, by the President, with the approval of the Executive Committee. Appointments made under the provision of this paragraph shall terminate with the next annual meeting at which time the vacancy shall be filled by a membership election.

ARTICLE IV
Committees and Duties

Section 1.

The President shall appoint, from the Executive Committee of the membership, at least the following committees whose duties are described as follows:
(A) Education Committee: who shall make arrangements for a program of interest for each meeting. It shall present speakers, demonstrations and whatever else shall be of interest to its members. This committee shall lead all discussions on pertinent problems of golf course maintenance.
(B) Membership Committee: who shall review qualifications of candidates for admission to membership whenever a question arises as to said qualification. It shall present such names and recommendations to the Executive Committee. It shall be active to secure such a membership that will advance the interests of the association.

Section 2.

Nothing herein contained shall be construed to prohibit the appointment of other committees by the President for the advancement of the association. No committees shall have the authority to bind this association for the payment of money or the performance of any contract, such authority hereby being reserved for the Executive Director.

ARTICLE V
Meetings

Section 1.

Annual Elections
(A) At one (1) annual meeting, to be selected by the President of the association, the election of Officers and Board of Directors will take place. The slate of candidates proposed by the nominating committee shall appear in the notice of the annual meeting. The membership shall be given a thirty (30) day notice of this annual meeting.
(B) Additions to the nominations recommended by the nominating committee shall be accepted if proffered from the floor at the time of election. The election shall proceed by secret ballot and be decided by a simple majority of the voting members present at said meeting.
(C) The election committee shall be comprised of the Executive Director and the Secretary / Treasurer.

Section 2.

Meetings:
(A) Regular meetings shall be held at the discretion of either the Executive Committee or the membership. Specific dates and times of the meetings are made at the discretion of the Executive Committee with recommendations made by the Executive Director.
(B) Special meetings of the Executive Committee of the association may be called by the President or the Executive Committee for any purpose that may require such a special meeting.

Section 3.

Order of Business:
(A) The order of business at all meetings for the Executive Committee and the association shall be as follows:
(1) Call to order.
(2) Roll call.
(3) Reading of minutes.
(4) Treasurer�s Report.
(a) Financial Report to be rendered at each Fall meeting.
(b) Treasurer�s Report and Proposed Budget to be rendered at each Spring meeting.
(5) Communication and bills.
(6) Report of committees.
(7) Old Business.
(8) New business (election of Officers, Board of Directors during the Fall meeting ).
(9) Adjournment.
(B) Quorum: At any regular meeting or special meeting of this association, at least ten (10) Class AA or A members must be present to constitute a quorum necessary for the transaction of business. Any member present at less than a quorum meeting may adjourn the meeting to some other hour or day.
(C) All matters coming before the Executive committee or the association, not coming within the order of business prescribed, and all disputed questions of parliamentary practice shall be controlled by Robert�s

Rules of Order, Revised.

ARTICLE VI
Indemnification

The Association shall indemnify any and all persons who may serve or have served at any time as officers or directors, and their respective heirs, paid administrators, successors and assigns, against any and all expenses, including amounts paid upon judgments, counsel fees and amounts paid in settlement (before or after suit is commended), actually necessarily incurred by such person in connection with the defense or settlement or any claim action, suit or proceeding in which they, or any of them are made parties, or a party, or which may be asserted against them or any of them, by reason of being, or having been, an officer or director of this Association, except in relation to matters as to which any such officer or director, or former officer or director, shall be adjudged in any action, suit or proceeding to be liable for those acts and omission arising out of this or his/her willful misfeasance. Such indemnification shall be in addition to any other rights to which those indemnified may be entitled including such immunities under any law, bylaw agreement, or otherwise.

ARTICLE VII
Dissolution

In the event of the dissolution of the Association, after all liabilities and responsibilities have been met, its assets shall be distributed in accordance with the Internal Revenue Code concerning its exempt status or in accordance with State law. The decision of distribution shall be made by the Board of Directors.

ARTICLE IV

Voting

Section 1.
Proxies
Voting members may exercise their vote through the use of a proxy. A proxy may be exercised only by the person named in such proxy, who must be a voting member in good standing of the Association. Proxies may be exercised on votes on amendments to the Bylaws, elections of Officers and Directors only.

Section 2.
Individuals
Individual voting members, not voting by proxy, may cast a vote in person on all issues brought before the body.

Section 3.
Voting Procedures
The Board of Directors shall have the power to establish Standing Rules governing voting procedures at Association meetings.

Section 4.
Election Committee
The President shall annually appoint an Election Committee consisting of five (5) voting members of this Association who shall conduct the election activities of the Association at the annual meeting under the direction of the Chairperson. In addition to the slate of candidates recommended by the Nominating Committee, nominations will be accepted from the floor. When nominations have been closed, the election shall proceed in orderly fashion by ballot for all elected persons. However, if there is but one (1) candidate for any office, that election may be held by voice vote. Election of President and Vice President requires a majority vote. Directors are elected by a plurality vote. All other issues shall be decided by a majority vote, with the exception of amendments to the Bylaws.

ARTICLE V

OFFICERS AND BOARD OF DIRECTORS

Section 1.
Qualifications and Terms of Office
Only Class A, Class B, and Affiliate members who are active in the Association are eligible for election as Directors of this Association. Officers must be Class A or Class B members of the Association. Officers or Directors ceasing active employment may serve up to six (6) months after cessation of employment. There shall be elected to the Board of Directors seven (7) members of this Association . At least six (6) of the eleven (11) Board of Directors/Officers shall be Class A or B members of the GCSAA. The seven (7) Directors shall be elected at the annual meeting and their terms of office shall be three (3) years. The External Vice President must be a GCSAA Class A member with five years membership, current membership in EGCSA, past or present member of EGCSA Board of Directors or previously a board member of another chapter. In addition, the term of office is limited to two consecutive terms (six (6) years). The GCSAA Chapter Delegate must be a Class A member with five years membership, current membership in the EGCSA, past or present member of the EGCSA Board of Directors or previously a Board member of another chapter. The GCSAA Chapter Delegate is limited to two consecutive terms (six (6) years). The President and Vice President are elected for one year at the annual meeting. The President will appoint a Secretary and Treasurer after the annual meeting. The Immediate Past President of this Association shall serve as a Director for the term of one (1) year. The President shall appoint to the Board of Directors any other eligible person so required to fulfill any unforeseen circumstance. The Officers of this Association are President, Vice President, Secretary and Treasurer. The Officers and Directors of this Association as constituted, shall constitute the Board of Directors of this Association. Each member of such Board of Directors shall be entitled to vote at meetings and a quorum necessary for the transaction of business shall not be less that the majority of said Board of Directors.

Section 2.
Vacancies
Vacancies occurring in any office or in the Board of Directors of the Association shall be filled by appointment by the President with the approval of the Board of Directors for the un-expired term.

Section 3.
Duties and Powers of the Board of Directors
(a)The Board of Directors shall have general charge and management of the affairs of the Association.
(b)The Board of Directors shall at each annual meeting make a full report of its acts and doings during the preceding fiscal year and shall further cause to be made an audit of the Treasurer�s books and present a reconciliation thereof to the membership at such annual meeting. Copies of such report shall be available to all members of said annual meeting.
(c)The duties of the External Vice President are as follows: attend all FGCSA board meetings, inform EGCSA Board of Directors and membership of pertinent FGCSA actions, represent the opinions of EGCSA to FGCSA, nominate candidates for FGCSA Distinguished Service Award and the President�s Award for Lifetime Service, and be willing to serve as a chairperson to the FGCSA. In addition, the external Vice President will be reimbursed for travel expenses to attend FGCSA meetings. Duties of the GCSAA Chapter Delegate are as follows: attend the annual GCSAA Chapter Delegate meeting, inform the EGCSA Board of Directors and membership of pertinent GCSAA actions, and represent the opinions of the EGCSA to the GCSAA. In addition, the GCSAA Chapter Delegate will be reimbursed to attend the annual Chapter Delegate meeting.

Section 4.
Duties of the President
The President shall, during any period when the Board of Directors is not session, have general charge and supervision of the affairs and property of the Association, subject to such rules and regulations as may from time to time be made by the Board of Directors. This individual shall preside at all meetings of the Association and Board of Directors and shall be an ex-officio member of all committees. This Officer shall, from time to time and as often as may be directed, submit reports to the Board of Directors and give such information touching affairs of the Association as may be required, and make such recommendations as he or she may think proper. The President shall appoint all committees except the Nominating Committee. All appointments shall be subject to the approval of the Board of Directors except where action is required of such committee or committees prior to any such meeting of the Board of Directors, such approval of appointment shall not be required.

Section 5.
Duties of the Vice President
In case of the absence or inability of the President, the Vice President shall, during the period of such absence or inability, perform the duties required of the President. In the event the Office of President shall become vacant, the Vice President shall perform all duties of the President until the annual election or until a successor shall be duly elected. In the event that both the Office of the President and Vice President shall become vacant or both Officers are incapacitated then the Board of Directors shall elect one of their members to fill the vacancy of the Office of the President.

Section 6.
Position of Secretary
One duly elected Director shall be appointed by the President to act as Secretary. This appointment shall be approved by the Board of Directors. The Secretary shall be an Officer of this Association and be present at all meetings of the members of the Association and the Board of Directors, and shall be responsible for , and keep a record. This Officer shall ascertain that proper notice, as stated in the Bylaws, has been given for all meetings of the members of the Association and of the Board of Directors, perform all other duties usually performed by the Secretary of a like association and such other and additional duties as may be required by the Board of Directors.

Section 7.
Treasurer
One duly elected Director shall be appointed by the President to act as Treasurer. This appointment shall be approved by the Board of Directors. This Officer shall be responsible for all monies, bills, notes, bonds and similar property belonging to the Association and the safekeeping of the same in the name of the Association. This individual shall oversee the deposit of all monies to the credit of the Association in such depositories as shall be designated by the Board of Directors and shall invest all funds not needed and make current disbursements as shall be ordered by the Board of Directors, shall pay all bills subject to such rules as may be prescribed by the Board of Directors and shall keep such financial accounts and records as may be required by the Board of Directors. The Treasurer shall be bondable. The bond premium shall be paid by the Association and the bond be held in custody of the President.