BYLAWS OF THE INDIANA STATE CLAYS ASSOCIATION, INC.
ARTICLE I - IDENTIFICATION
Section 1. Name. The name of the Corporation is INDIANA STATE CLAYS ASSOCIATION, INC., hereinafter referred to as the “ISCA”, which is incorporated pursuant the Indiana Nonprofit Corporation Code.
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Section 2. Registered Office and Registered Agent. The address of the registered office of the Corporation is 507 West 116th Street, Carmel, IN 46032, and the name of its Registered Agent is Michael Perryman.
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ARTICLE II - PURPOSES
The purposes of the ISCA includes the following:
a) Promote clay target shooting sports, including Sporting Clays, NSCA 5-Stand Sporting™, FITASC (Parcours de Chasse), Small Gauge Events and other clay target events in the State of Indiana;
b) Improve the shotgun marksmanship of it is Members;
c) Educate the public about the use, care and safe handling of firearms; and
d) Promote the development of the essential characteristics of good sportsmanship, including honesty, fellowship, team play, and self-reliance.
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ARTICLE III - MEMBERSHIP
Section 1. Club Membership.
a) Membership. Any gun club located in the State of Indiana, having at least one sporting clays course, one five-stand course, or one parcour shall be eligible for membership in the ISCA provided it is in good standing with the National Sporting Clays Association (NSCA). Upon application, payment of the prescribed dues, and a majority vote by the ISCA Board of Directors (hereinafter referred to as “the Board”), any gun club located in the State of Indiana may become a Member Club and enjoy all the privileges of club membership in the ISCA. Each Member Club shall be entitled to designate a Director who shall become a member of the ISCA Board.
b) Dues, Fees and Fines. Member Clubs shall pay annual membership dues in the sum of One Hundred Dollars ($100.00) to the Treasurer in advance, no later than the 31st day of December for the following calendar year. The membership of any Member Club that fails to timely pay its dues shall be suspended, and the Director appointed to the ISCA Board by the Member Club shall be ineligible to attend meetings of the ISCA Board or vote on business to come before the Board until the delinquent dues are paid. Member Clubs shall charge each shooter participating in a registered shoot a daily fee in the sum of Three Cents ($0.03) for each registered target. Within fifteen (15) days following the completion of a registered shoot, a Member Club shall forward the fees collected from all shooters participating in a registered shoot to the Treasurer. All dues and fees collected by the Treasurer shall be used to pay the expenses of the ISCA and the balance, if any, shall be utilized for trophies and other prizes at the annual State Shoot. No part of the dues and fees may be used for payment of personal services, an honorarium, or personal expenses of any member of the ISCA. Violations of the bylaws, as well as rules and regulations established by the Board, will be dealt with on a case-by-case basis, subject to NSCA review, and may include temporary suspension of registered events, probationary status or expulsion from the ISCA.
Section 2. Individual Members. Any resident of the State of Indiana who is a member of the NSCA will automatically become a Member of the ISCA, provided the resident is not restricted from owning or operating a firearm under any state or federal laws, unless such membership is terminated by failing to pay any amount owed to ISCA or for other violations of rules and regulations established by the ISCA and NSCA. The Member’s ISCA number will be the same as the Member’s NSCA number. Any Indiana resident who is a NSCA member that does not want to be a Member of the ISCA may withdraw as a Member of the ISCA by submitting a written request to withdraw to the Secretary of the ISCA.
ARTICLE IV - OFFICERS
Section 1. Officers. The Officers of the ISCA shall consist of President, Vice President, Secretary and Treasurer. The Officers shall be elected by the Members and shall serve on the Board as provided in Article V. All Officers must be Members in good standing of the ISCA and NSCA. Officers shall serve without compensation, and any expenses they may incur in conducting ISCA business may be reimbursed if approved by a majority of the Board.
Section 2. Term of Office. The term of office for all officers shall be for terms of two years or until their successors are elected.
Section 3. Vacancies. In the case of a vacancy in the office of the President, Vice President, Secretary or Treasurer, a majority of the remaining Directors present at the meeting called for the purpose of filling vacancies will appoint that person to fulfill the remainder of the term of the office vacated; and
Section 4. President. The President shall preside at all meetings of the Board and shall be a member of all committees. If the President is unable to preside at a meeting of the Board, the Vice President shall preside in the President’s place, and if both the President and Vice President are unable to preside, the Secretary shall preside over the meeting. The President is empowered to execute all contracts and legal instruments, shall supervise all of the business of the ISCA and be an ex-officio member of all committees.
Section 5. Vice President. The Vice President shall have the responsibility for promoting the purposes of the ISCA and sporting clay shooting, and upon request of those seeking to form a new gun club, the Vice President shall assist in the organization of any gun club seeking membership in the ISCA. The Vice President shall also perform such other duties as the President or the Board may direct and shall be an ex-officio member of all committees.
Section 6. Secretary. The Secretary’s duties shall include: keeping all minutes of all the meetings of the Board and the meetings of the membership; and maintaining lists of all ISCA Members and Member Clubs with names, mailing addresses, NSCA numbers, as well as phone numbers and email addresses, if available. The Secretary shall also issue all notices, submit proposed registered shoot dates to the NCSA, and perform such other duties as the President or the Board may direct.
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Section 7. Treasurer. The Treasurer shall be the custodian of all bank accounts, monies, trophies, securities and vouchers of the ISCA. The Treasurer shall receive all funds due to the ISCA and deposit the funds in a bank designated by the Board. The Treasurer shall make no disbursements other than those authorized by the Board. A detailed report of all the monies received by the Treasurer each month shall be furnished to the Board within fifteen (15) days following the end of each month. Any Member and Club Member may also request a copy of any reports furnished to the Board. The Treasurer shall furnish a surety bond in the sum of $2,500.00, the expense of which shall be paid by the ISCA. All checks written on a checking account in the name of the ISCA shall be signed by both the Treasurer and the President, and any disbursement that exceeds $500.00 must be approved by the Board.
Section 8. Nomination and Election. Any Member may nominate any Member of the ISCA for any ISCA office, except for the office of President which requires that a Member nominated for this office serve a minimum of one term as an active Board member. All nominations shall be in writing and delivered to the Secretary not less than ten (10) days before the annual meeting of the Members, and the Secretary shall prepare and post a list of the nominees at the Member Club hosting the annual State Shoot on the first day of the State Shoot. The Secretary shall make ballots available to Members at annual meeting of the Members.
ARTICLE V - BOARD OF DIRECTORS
Section 1. Membership. Each Member Club in good standing with the NSCA and ISCA is entitled to appoint one person as a Director. The Board shall also include the President, Vice President, Secretary, and Treasurer. The President, Vice President, Secretary, and Treasurer shall serve as Directors during their terms of office, and the Directors appointed by each Member Club shall serve on the Board so long as the person is a Member in good standing with the NSCA and ISCA, or until the person resigns or is replaced by the Member Club.
Section 2. Duties. The Board shall have all the fiduciary powers and duties customary to boards of directors of corporations, including the supervisory direction of the financial and business affairs of the ISCA, preparation of an annual budget, and provision for adequate reserves to insure financial solvency of the ISCA. Additional duties and responsibilities of the Board shall include:
a.) The Board being responsible for the management and control of the affairs, funds, and property of ISCA. Its powers are to be commensurate with its duties, subject to the power of the members at the annual or special meetings to modify or rescind any board action or to adopt measures as they see fit.
b.) The Board adopting or revising bylaws or rules governing operation and activities of the Board and other rules as the Board considers advisable.
c.) The Board appointing, discharging and fixing the compensation and duties of any employees or agents of the ISCA.
d.) The Board appointing standing and special committees and changing committee personnel at will, disciplining Members for misconduct, removing officers for cause, filling vacancies in any office or in its own membership, and otherwise exercising such powers as conferred by law on boards of directors of nonprofit corporations.
e.) The Board shall have the authority to conduct investigations or hearings in connection with any complaint against any member, which in the opinion of the Board, is guilty of unsportsmanlike conduct or any prejudicial acts that are detrimental to the best interests of the ISCA, and to take such action as the Board deems appropriate, subject to NSCA rules and procedures, including termination of such members’ membership. All complaints against a Member Club or Member must be in writing and delivered to the Secretary of the ISCA prior to any action of the Board. All complaints and discussions of any penalties and/or suspensions against any Member Club or Member shall be addressed in executive session to protect the privacy of the parties involved.
Section 3. Annual Meeting. The Board shall meet each year immediately after the annual meeting of the Members, at the place where the annual meeting of the Members has been held. No notice shall be necessary for the holding of this annual meeting of the Board.
Section 4. Other Meetings. Other meetings of the Board may be called by the President or by two (2) Directors to be held at any place within the State of Indiana, upon seventy-two (72) hours’ notice given to each Director. If a Director is present at a meeting, notice of the time, place and purpose thereof shall be deemed waived, and notice may also be waived by any absent Directors, either by written instrument, e-mail, facsimile transmission or telegram. A Director’s signature on the minutes of the meeting of the Board shall also constitute a waiver of notice. Directors may participate in a special meeting through use of any means of communication by which all Directors participating may simultaneously hear each other during the meeting.
Section 5. Quorum and Teleconference Meetings. At a meeting of the Board the presence of a majority of the members of the Board then qualified and acting shall constitute a quorum for the transaction of business. The Board may meet by means of a telephone conference call, video conferencing or similar communications means if all persons participating in the meeting can hear each other at the same time. Participation in such a meeting constitutes presence in person at the meeting.
Section 6. Proxy. A member of the Board may be represented by written proxy in the event that the Director is unable to attend an annual or special meeting. No proxy shall be valid after thirty (30) days from the date of its execution, unless a longer time is expressly provided therein. If a proxy has been duly executed by a Director, and the Director then attends a meeting in person and desires to vote, the Director may do so, thereby revoking the proxy by the Director’s attendance and vote.
Section 7. Vacancies. In the case of a vacancy in the office of a Director appointed by a Member Club, the Member Club shall appoint a new Director.
ARTICLE VI - MEETINGS OF MEMBERS
Section 1. Annual Meeting. The annual meeting of the Members shall be held at a location determined by the Board between January 15 and March 31st of each calendar year. The order of business of the annual meetings shall be specified by the Directors. Each Member in good standing shall have the opportunity of speaking to the Members present at the meeting, within a time limit set by the Officer presiding over the meeting, on any matter relevant to the business of the ISCA brought up for discussion.
Section 2. Special Meetings. Special meetings of the Members may be called by the President, or upon written request to the President by any two (2) Directors.
Section 4. Notice of Special Meeting. A written notice of a special meeting shall be issued by the Secretary, stating the place, day and hour of the special meeting, and the purposes or purposes for which the special meeting is called. The Secretary shall mail a written notice of the special meeting shall to each Member at least fifteen (15) days prior to the date fixed for the special meeting, at the address provided by the Member to the Secretary.
Section 5. Meetings.
A. Voting rights. Every Member of ISCA shall have the right at all meetings to vote on such issues as may be designated by the Board for majority vote. Each Member shall have one vote at an annual meeting to vote for the Officers of the ISCA.
B. Voting. Every Member of the ISCA shall have the right to vote on such issues as may be designated by the Board for majority vote. The ISCA President may secure a vote on any resolution pertain to ISCA business, by send an email containing the subject to be voted on, and the Members may vote by email to the Secretary within fifteen (15) days after the date of the Secretary’s email to the Members. Within ten (10) days of receiving the emails containing the votes of the Members, the Secretary shall send an email containing the results of the voting to all Members that have furnished email address to the ISCA or NSCA.
C. Election of Officers. Each Member in good standing shall have the right to cast one vote for a candidate for each Officer to be elected. The Secretary shall distribute a ballot with a list of all candidates for each Office to each Member present at the meeting.
Section 6. Quorum. At a meeting of the Members the presence of a majority of the Members in good standing present in person or by proxy shall constitute a quorum.
ARTICLE VII - STATE SPORTING CLAYS CHAMPIONSHIP SHOOT AND REGISTERED SHOOTS
Section 1. State Shoot. ISCA will sponsor an annual state sporting clays championship (“State Sporting Shoot”) that shall include Sporting Clays and may also include NSCA 5-Stand Sporting™, FITASC (Parcours de Chasse), Small Gauge Events and other clay target events at a location and on a date selected by the Board. The date of the State Sporting Shoot shall precede the NSCA National Championship.
a) Requirements to Participate. The State Sporting Shoot will be open to all NSCA members. However, only ISCA Members having shot at least 300 targets registered with NSCA between October 1st of the year prior to the State Sporting Shoot and the date of the State Sporting Shoot will be eligible for class prizes, monies and/or State awards, trophies or championship status. The ISCA Members who do not meet the 300-target minimum may participate in the State Sporting Shoot, but shall not be eligible for class prizes, monies and/or State awards, trophies or championship status.
b) Selection of Member Club to Host State Sporting Shoot. The Board shall establish written criteria setting forth minimum Member Club facility requirements to host the State Sporting Shoot, and any Member Club meeting such requirements shall be eligible to host the State Sporting Shoot. The Member Club to host the State Sporting Shoot shall be chosen by majority vote of the Board from among eligible Member Clubs in good standing with the NSCA and ISCA.
c) State Sporting Shoot Committee. The Board shall choose a State Sporting Shoot Committee consisting of the Directors and other interested members who shall assist the host Member Club in planning and managing the State Shoot. The NSCA State Delegates and NSCA State Representative shall also be members of the State Shoot Committee. The rights and responsibilities of host Member Club management shall not be abridged or abrogated by the Board or the State Sporting Shoot Committee.
Section 2. Registered Shoots. Any Member Club that desires to schedule a registered shoot shall submit a NSCA registered shoot application to the President or his designee for signature approval and forward it to the NSCA office for final approval. Shoot applications must be postmarked or received by the NSCA not less than ten (10) days prior to the shoot date. Registered shoot dates may not be altered without prior approval of the ISCA and notice to the NSCA. If a registered shoot is cancelled or the date is altered, it shall be the sole responsibility of the Member Club to notify all shooters. It shall be the responsibility of the Member Club to report shoot results to the ISCA and to the NSCA within fifteen (15) days following the completion of a registered shoot.
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ARTICLE VIII – ALL-STATE TEAM
Section 1. Administration & Selection Process. The Board may establish the selection criteria and process and eligibility requirements for choosing Members to be placed on the ISCA’s Annual All-State Team.
ARTICLE VIII - CORPORATE BOOKS
Section 1. Location and Fiscal Year. Except as otherwise provided by the laws of the State of Indiana, the Articles of Incorporation of the corporation, these Bylaws, the books and records of the corporation, may be kept at such place or places within or without the State of Indiana, as the Board may, from time to time, determine. The principal office of the ISCA shall be located at the address of the Secretary or such other address designated by the Board.
Section 2. Membership Register. The Secretary shall maintain an alphabetically arranged register containing a complete and accurate list of the names, mailing addresses, telephone numbers, NSCA numbers and e-mail addresses, if available, of all ISCA Members and Member Clubs
ARTICLE IX - CONTRACTS, CHECK, NOTES
The persons authorized to sign contracts, checks, drafts, notes, bonds, and orders of payment of money shall be designated by the Board from time to time.
ARTICLE X - AMENDMENTS
The power to make, alter or repeal these Bylaws is vested in the Board, except as otherwise stated in these Bylaws and the provisions of the Indiana Business Corporation Law may otherwise require.
ARTICLE XI - CORPORATE SEAL
The seal of the Corporation shall be circular in shape with the words “Indiana State Clays Association, Inc.” imprinted in the outer circumference of the seal. In the center of the seal shall be the words “Corporate Seal”.
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ARTICLE XII - RULES OF CONDUCT
Each Member and Member Club will be furnished a copy of the Official NSCA Rules and Regulations, with the understanding that they will read and understand each rule. All Members and Member Clubs are responsible to know these rules and abide by them, for their own benefit and safety as well as that of other shooters. By entering a competition or holding a competition, every person agrees to abide by these rules and to accept all official decisions. Any member or Member Club in violation of Official NSCA Rules and Regulation is subject to possible suspension by the NSCA Executive Council, and any Member or Member Club suspended by the NSCA Executive Council shall also be automatically suspended from membership in the ISCA during the period of suspension by the NSCA Executive Council.
ARTICLE XIII – LIABILITY
The Board and its members will not be responsible for any accidents or injuries on any sporting clay field or any Member Club. The Board is authorized to purchase liability insurance to defend and indemnify the ISCA and the Board. The cost of such insurance will be paid by the ISCA,
ARTICLE XIV – ORDER OF BUSINESS
The order of business at all meetings shall be as follows:
1. Roll call and seating of Board Members;
2. Reading of Minutes (at the Annual Meeting or the previous Annual Meeting);
3. Report of Officers;
4. Reports of Committees;
5. Unfinished Business;
6. New Business; and,
7. Adjournment
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These Bylaws are hereby adopted by the Board of Directors this ____ day of _____________ 2017, to become effectively immediately.
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Michael Perryman, President and Director
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Jack Moran, Vice President and Director
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Lisa Geisler, Secretary and Director
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James McNutt, Treasurer and Director
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Jack Baugher, Director appointed by
Howard County Izaak Walton League
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, Director appointed by
Indian Creek Shooting Center
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Phil Baker, Director appointed by
Indiana Gun Club
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, Director appointed by
Kosko Conservation Club
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Kenneth A. Layton, Director appointed by
Sugar Creek Sporting Clays
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Michael Logan, Director appointed by
Linton County Conservation Club
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VACANCY, Director appointed by
Terre Haute Sporting Clays