BY-LAWS OF THE GALVESTON ARTILLERY CLUB

Article I: Adoption of Charter and Statement of Purpose

Section 1. The Charter of the Galveston Artillery Club, approved and filed in the office of the Secretary of State of Texas, November 3, 1931, is hereby re-adopted.

Section 2. The purpose of this organization is the maintenance of a Social Club in the County of Galveston, Texas, with the same high level of prestige and membership which has been associated with the Club since its organization under the name of the Galveston Artillery Company in the year 1840.

Section 3. This Club exists as a non-profit organization and has neither capital stock nor stockholders.

Section 4. The Club shall maintain a clubroom at its present location in the City of Galveston, Texas, or at such other place or places in the County of Galveston as shall be decided by its Board of Directors.

Article II: Title to Club's Properties and Management of Club's Affairs

Section 1. The full and absolute title to all property, real, personal and mixed of whatsoever nature presently belonging to the Club, or in the future to be acquired by it shall at all times be vested in the Club, and the Club shall hold title to such property for the Resident Members. The Board of Directors shall have full and complete management and control of all property and all affairs of the Club and shall at all times without any action or further authorization from the Resident Members, have and retain full authority and power to sell, convey, lease, pledge, mortgage or otherwise dispose of any or all real or personal property of the Club; to purchase for cash or on terms all real or personal property deemed by it proper for the Club; to borrow money for or on account of the Club and to secure the lender thereof by mortgage of the Club's property, real or personal; to contract for and in behalf of the Club to hire and fire such employees as may be necessary and proper in the general conduct, operation management and control of the Club's affairs and its properties; provided, however, that any Board action concerning sale or lease of real property of the Club requires a majority vote of the Resident Members of the Club.

Section 2. No person now has or shall ever have any interest of whatsoever nature in the affairs or in the properties of this Club, title to which is held by the Club, except by maintenance of status as a Resident Member of this Club, and in the event there should in the future ever be a dissolution of this Club or if it should ever cease to exist, any properties of whatsoever nature then owned by the Club shall be, by its existing Board of Directors, distributed equally among its then existing Resident Members.

Article III: Annual Meeting and Election of Officers and Board of Directors

Section 1. A meeting of the members of the Club shall be held annually for the purpose of electing eight (8) Directors who shall also serve as officers of the Club, as determined by the voting Members: President, Vice President, Secretary, Treasurer, Captain, Historian, Past President and Junior Representative.

Section 2. At least fourteen (14) days prior to such annual meeting, the President shall appoint a nominating committee to consist of five (5) members. All five (5) members of this committee shall have previously served as an officer of the Club, and none shall be a current officer. The slate of names submitted by the nominating committee shall be posted on the bulletin board in the clubrooms not less than seven (7) days prior to said annual meeting. Additional nominations for such elective offices may be made from the floor at the annual meeting. Election to such elective offices shall require a majority vote of quorum of the Resident Members, which quorum is hereby declared to be twenty-five percent (25%) of such Members.

Section 3. Duties of the officers:

  • President: Responsible for the proper execution of the policies of the Club and presides at meetings of the Board of Directors.

  • Vice President: Acts for the President when absent and chairs the Artillery Ball and the Mardi Gras Ball.

  • Secretary: Records minutes of Board meetings and distributes them to members.

  • Treasurer: Manages Club funds, maintains financial records, and reports to the Board.

  • Captain: Serves as Master of Ceremonies for the Artillery Ball and the Mardi Gras Ball.

  • Historian: Maintains historical records of the Club.

  • Past President: Provides continuity and context to the Board.

  • Junior Representative: Assists in membership recruitment and social event development.

Section 4. Such annual meeting shall be held on the third Tuesday of January each year and at least ten (10) days’ notice shall be given to the membership.

Section 5. In advance of the annual meeting, the Nominating Committee’s selection of President shall confer with the Nominating Committee on the appointment of the Chair of the House. Selection of the Chair of the House shall be upon approval of such choice by a majority of the Nominating Committee prior to the annual meeting. The newly elected President shall announce the House Chair at the Annual Meeting. If the Nominating Committee’s selection of President is not elected at the Annual Meeting, but instead a nomination from the floor is elected, the newly elected Board will by majority vote select a new Chair of the House at its first Board Meeting. The eight (8) officers elected as set forth and the Chair of the House appointed as set forth above shall constitute the Board of Directors of the Club.

Section 6. Vacancies occurring in the Board of Directors occasioned by death, resignation, or inability to act for other cause shall be filled upon approval by a majority of the remaining members of such Board.

Article IV: Classes of Membership

Section 1. All members of this Club shall be at least twenty-one (21) years of age. Classes of membership are set out below in Sec. 3 and as may be determined by the Board of Directors from time to time.

Section 2. Resident Members and all other classes of members shall pay initiation fees and dues in such an amount and at such times as the Board of Directors shall from time to time determine and direct.

Section 3. Classes of Membership:

  • Resident Membership: Primary residence in Galveston County. Only Resident Members vote and hold office.

  • Contiguous County Membership: Primary residence in Greater Houston Metropolitan area or a county contiguous to Galveston.

  • Non-Contiguous County Membership: Primary residence in a county not contiguous to Galveston unless in Greater Houston Metropolitan area of such county.

  • Legacy Membership: Surviving spouse of a member.

  • Junior Membership: Ages 21 to 39, choosing not to be another membership class.

Article V: Closed Membership and Closed Clubrooms

Section 1. Resident Membership shall not exceed 100, with discretion to increase to 120. Clubrooms and social affairs are for members and guests.

Section 2. Members may bring guests who are their responsibility, except at the annual meeting.

Section 3. Debutante families at the Annual Artillery Ball may invite non-member guests, subject to Board limits.

Article VI: Invitation to Membership

Section 1. Membership by invitation only. Proposals for new members require Board approval.

Section 2. Membership committee votes on proposed members. Resident Members may protest within two (2) weeks. Approval requires seven (7) or more affirmative votes. Acceptance requires payment of initiation fee.

Section 3. No discrimination based on race, color, creed, national origin, religious preference, sex, or sexual orientation.

Article VII: House Rules

The Board of Directors shall promulgate, adopt and keep available rules governing the operation and conduct in the Club's clubrooms.

Article VIII: Expulsion and Reinstatement of Members

Section 1. Members may be suspended or expelled for conduct or delinquent fees by affirmative vote of five (5) Board members, after due process.

Section 2. Reinstatement upon appeal requires five (5) affirmative votes within thirty (30) days of suspension or expulsion.

Article IX: Members' Waiver of Claims Against the Club

Membership constitutes waiver of claims for injuries due to Club negligence, malfeasance, or misfeasance.

Article X: Amendments to These By-Laws

Amendments require notice and majority vote of Resident Members, or two-thirds (2/3) vote without notice.

Approved January 16, 2024, by vote of Membership.