THE MAIDENHEAD GOLF CLUB LIMITED - CLUB BYE-LAWS
as revised Monday 21st March 2016
1. Under Article 45 of the Articles, the Board have the power from time to time to make, alter or repeal such Bye-Laws as they deem necessary, expedient or convenient for the proper conduct and management of the Club, subject to the Articles and provided that any Bye-Laws may be set aside by an ordinary resolution of a General Meeting of the Club.
2. These Bye-Laws were adopted by resolution of the Board on Monday 21st March 2016 in place of the previous Bye-Laws last revised in August 2012.
CATEGORIES OF MEMBERS
3. In these Bye-Laws:
“Articles” means the Articles of Association of the Company (including provisions of its former Memorandum of Association that are deemed to form part of the Articles), and references to numbered Articles are to the corresponding provisions of the Articles
“Board” means the board of directors of the Company
“Club” means the private members’ golf club operated by the Company
“Company” means The Maidenhead Golf Club Limited, a private company limited by guarantee without a share capital registered in England no.330041
“Company Members” or “Members of the Company” means persons who are both members of the Company and members of the Club (all members of the Company are automatically members of the Club)
“Club Members” or “Members of the Club” means persons who are members of the Club, but not necessarily members of the Company
4. The following categories of Company Members are designated in Article 11:
(a) Full Members of the Company (having the right to vote under Article 34);
(b) Seven Day Restricted Members of the Company (having the right to vote under Article 34 if they have been playing Members of the Club for not less than one year);
(c) Five Day Members of the Company (having the right to vote under Article 34 if they have been playing Members of the Club for not less than one year);
(d) Life Members of the Company (having the right to vote under Article 34);
(e) Honorary Members of the Company (having only the right without payment to use the Clubhouse and the golf course for such period of time as the Board shall decide);
(f) Social Members of the Company;
(g) Such other categories as the Board may from time to time decide, as defined in the Bye-Laws. Those categories presently consist of the following:
(i) Intermediate Members of the Company;
(ii) Artisan Members of the Company (formerly known as ‘Associate Artisan Members’);
(iii) Overseas Members of the Company;
(iv) Country Members of the Company;
(v) Life Social Members of the Company.
5. The following categories of Club Members are designated by these Bye-Laws:
(a) Full Members of the Club;
(b) Seven Day Restricted Members of the Club;
(c) Five Day Members of the Club;
(d) Life Members of the Club;
(e) Honorary Members of the Club;
(f) Social Members of the Club;
(g) Intermediate Members of the Club;
(h) Junior Members of the Club;
(i) Cadet Members of the Club;
(j) Artisan Members of the Club;
(k) Overseas Members of the Club;
(l) Country Members of the Club;
(m) Life Social Members of the Club;
(n) Temporary Members of the Club.
6. A Club Member has the same playing and social rights as the equivalent category of Company Member (e.g. a Full Member of the Club has full use of the Club facilities including the golf course and Clubhouse), but is not a Member of the Company and so (for the avoidance of doubt) has no rights or obligations:
(a) To receive notice of, attend or vote at general meetings of the Company;
(b) To be elected as a Director of Officer of the Company;
(c) To contribute to the assets of the Company on a winding up in accordance with the guarantee clause; or
(d) To participate in any dividend or distribution (to the extent permitted by the Articles or any special resolution of the Company Members).
ELECTION OF CLUB MEMBERS
7. Except where otherwise stated below, Club Members are elected by the Board and must be proposed and seconded by two different playing Members of the Club in the same way as Company Members (subject to and in accordance with the restrictions and procedure stated in Article 7, the limits on proposing and seconding in which apply to candidates for Membership of Company and Club). It is the candidate’s responsibility to obtain a proposer and seconder, or the Board may at its discretion accept a letter of introduction from an officer of another golf club acceptable to the Board of which the candidate has been a playing member or from some other responsible and acceptable source. Election shall be at a Board meeting of the Company of which notice of the proposed election has been given, and any Board member may require a secret ballot, with three adverse votes excluding.
RESIGNATION OF CLUB MEMBERSHIP
8. A person who ceases to be a Company Member (for any reason) automatically ceases to be a Club Member. Company Members may not resign Club Membership without also resigning Company membership.
9. A Club Member may resign Membership by written notice to the Manager at the registered office of the Company. Resignation takes effect immediately or as otherwise specified in the notice. The annual subscription is payable in full and non-refundable for the Club Year in which it takes effect.
EXPULSION OR SUSPENSION FROM CLUB MEMBERSHIP
10. If in the opinion of the Board the conduct of any Club Member is injurious to the character of the Club or objectionable in any respect, that Member may (after he or she has been given the opportunity to justify or explain his or her conduct) be requested by the Board to resign his or her Membership. If he or she does not resign effective within one week of the request, the Board may resolve that he or she be expelled from Membership of the Club with immediate effect. Alternatively to requesting resignation or expulsion the Board may suspend his or her Membership for a period of not more than three months.
11. A Club Member who is expelled may appeal to a General Meeting of the Company, which the Board shall convene as if it had been requested by a Company Member under Articles 29 and 30. The expelled Member may make written submissions to the Board to be read at the General Meeting and/or may attend and speak (but not vote) at the Meeting. The voting Company Members shall decide by ordinary resolution on a poll by secret ballot whether to reinstate the expelled Club Member with effect from the date of such resolution. For the avoidance of doubt there is no such appeal against suspension or against ceasing to be a Member for non-payment of an annual subscription or other fees.
PLAYING AND SOCIAL RIGHTS
12. The playing and social rights of the various categories of Company and Club Members are summarised in the following table. In the Bye-Laws below, references to a category of Member that explain their playing and social rights in more detail apply to both Company Members and Club Members of that category.
Category Playing Rights Social Rights
Full Full use of golf course and practice areas Full use of Clubhouse
Seven Day Restricted Full use of golf course and practice areas, except on Saturdays and Sundays may only use golf course at times specified by the Board Full use of Clubhouse
Five Day Full use of golf course Monday to Friday only, or as specified in Bye-Law 17
Full use of practice areas Full use of Clubhouse
Life Full use of golf course and practice areas Full use of Clubhouse
Honorary Use of golf course and practice areas for such period of time as the Board shall decide Use of Clubhouse for such period of time as the Board shall decide
Social No use of golf course or practice areas, except as specified in Bye-Law 18
Full use of Clubhouse
Intermediate (age restricted - see Bye-Law 20)
Full use of golf course and practice areas, but see Bye-Law 20
Full use of Clubhouse
Junior (age restricted - see Bye-Law 21)
Use of golf course and practice areas subject to Bye-Law 21
Accompanied use of Clubhouse as guest - see Bye-Law 21
Cadet (age restricted - see Bye-Law 22)
Use of golf course and practice areas subject to Bye-Law 22
Accompanied use of Clubhouse as guest - see Bye-Law 22
Artisan As defined by the Board Full use of Artisan Clubhouse
Overseas Use of golf course 8 times a year – subject to Bye-Law 33 Full use of Clubhouse
Country Use of golf course 8 times a year – subject to Bye-Law 33 Full use of Clubhouse
Temporary As defined by the Board Full use of Clubhouse
Life Social (age restricted - see Bye-Law 35) Only if discounted subscription paid – see Bye-Law 37 Full use of Clubhouse
OVERRIDING BOARD DISCRETION RE PLAYING RIGHTS
13. In order to manage the course for the benefit of all and allow competitions and matches to take place, the Board reserve the authority to allot and from time to time amend specific times of play for all categories of Members, notwithstanding any specific provisions of these Bye-Laws as to playing rights.
ENTRANCE FEES AND SUBSCRIPTIONS
14. The Board may, from time to time as it considers necessary, set and amend the entrance fees, annual subscriptions and related discounts for each category of Membership, with varying rates between categories or groups of Members to suit conditions or situations prevailing at the time.
15. All entrance fees and annual subscriptions of Company Members are due and payable in accordance with the conditions laid down in Articles 10, 12 and 13. Equivalent payment terms apply to the entrance fees and annual subscriptions of Club Members; i.e.:
(a) Subject to Bye-Law 15(b) below, the appropriate entrance fee and first annual subscription are payable on election as a Member. Membership only takes effect on payment. If not paid in full within one month of election, the Board may revoke the election. The Board may set pro rata first annual subscriptions on election part way through a Club Year.
(b) The Board may allow Members to pay entrance fees and annual subscriptions by instalments on such terms as they may from time to time decide.
(c) If a Member fails to pay any annual subscription or instalment by the final due date notified by the Board (normally the last day of the first month of the Club Year), they shall automatically cease to be a Member of the Company and/or Club (as applicable), but may be reinstated at the discretion of the Board on payment of all arrears. If two or more instalments have been missed in succession, or there is a pattern of missed payments, the Board will only exercise its discretion to reinstate in exceptional circumstances.
16. Entrance fees and subscriptions are not refundable under any circumstances (including but not limited to the resignation, death, expulsion or suspension of a Member), except as the Board may decide in its sole discretion and without setting any precedent for future cases.
FIVE DAY MEMBERS
17. Five-Day Members may play on Saturdays or Sundays after 4:00pm when the tee is not reserved for competitions or matches. Any Five-Day Member wishing to take advantage of this concession must obtain permission from the Manager and pay the concessionary Green Fee before playing.
18. Social Members have no playing rights, but upon presentation of a valid handicap certificate may play the golf course upon payment of the appropriate green fee.
19. Social Members have full rights to use the Clubhouse and facilities at any time. They may introduce guests to the privileges of the Clubhouse in accordance with Bye-Law 42.
20. The Board may elect as an Intermediate Member of the Company or Club any person aged between 18 and 23 years. The Board may also grant an extension to Intermediate status, upon written application, to Members aged 23 to 25 that can show evidence that they are in extended full time education or have a Category 1 handicap and are pursuing a career in golf. Intermediate Members who are granted this privilege are required to make themselves available to play in Scratch Team matches. Intermediate Members of the Company have no entitlement to vote and are not permitted to hold office within the Company.
JUNIOR MEMBERS OF THE CLUB
21. The Board may elect as a Junior Member of the Club (only) any person aged between 12 and 17 years. Junior Members are subject to special restrictions regarding entry to the Club competitions, hours of play, and playing partners as decided by the Board from time to time. A Junior Member with a handicap of 18 or better may introduce playing guests, who must have a current valid handicap supported by a current certificate. Junior Members may use the Clubhouse when accompanied as Members’ guests, but they may not purchase or consume alcoholic drinks and are not allowed to gamble. Junior Members may not introduce guests to the Clubhouse.
CADET MEMBERS OF THE CLUB
22. The Board may elect as a Cadet Member any person under the age of 12 whom they consider shows exceptional ability or promise. No entrance fee or annual subscription is payable by Cadet Members. Cadet Members may not use the Course unless accompanied by a Junior Section Organiser, and may use the practice areas when accompanied by a parent or other family member, the Professional or Junior Organiser or another Member. Cadet Members may use the Clubhouse when accompanied as Members’ guests, but they may not purchase or consume alcoholic drinks and are not allowed to gamble. Cadet Members may not introduce guests.
TEMPORARY MEMBERS OF THE CLUB
23. The Board may elect as a Temporary Member of the Club (only) any person who is visiting, or temporarily resident in the Maidenhead area, or is subject to a corporate membership agreement. Temporary Members, including green fee players, are entitled to all the facilities at the Clubhouse, including the bar and catering, during their Temporary Membership.
24. No person who has been expelled as a Member of the Company or Club, or rejected for Membership, or whose Membership has otherwise terminated shall be eligible for election as a Temporary Member.
25. This category covers Artisans, who have been duly and properly elected by the Artisan Section (which comprises all Artisan Members of the Company and of the Club).
26. The playing rights of Artisan Members shall be as defined by the Board from time to time. They are not eligible to play in any main Club competition.
27. Artisan Members operate and maintain their own Artisan Clubhouse, for which they pay an annual subscription to the Artisan Section as determined by the Artisan Committee. They are only allowed into the Club’s Clubhouse by invitation.
28. The annual subscriptions of Artisan Members will be at the discretion of the Board and will, in general be in line with those applicable to Five Day Members of the Company and Club respectively but subject to a reduction to reflect the subscription that the Artisans pay for the use and maintenance of their own Clubhouse (such reduction not to exceed 15% of the equivalent category of Five Day Member’s subscription).
29. If the Club requires additional funding from the Membership in relation to the development of the course, the Artisan Members will be expected to pay the same amounts as the equivalent categories of Five Day Members. However, they will not be expected to contribute to the cost of any modifications and additions to the main Clubhouse.
30. Artisan Members are entitled to introduce guests in the same manner as other Members, but are restricted to playing in those times allocated for the Artisans. Their guests may be introduced to the Artisan (not Club) Clubhouse.
31. Artisan Members of the Company have no entitlement to vote and are not permitted to hold office within the Company.
OVERSEAS AND COUNTRY MEMBERS
32. The Board may elect as Overseas Members previous Members who have wholly or temporarily moved their residence overseas, and as Country Members previous Members who have permanently moved more than 50 miles from the Club. This privilege will only be granted on a whole subscription year basis. Overseas and Country Members retain their previous status as Members of the Company or Club (as appropriate), but if they are Company Members they have no entitlement to vote and are not permitted to hold office within the Company.
33. Overseas/Country Members are entitled to use the Clubhouse at all times and to use the course on eight occasions in any subscription year. Normal visitors’ Bye-Laws will apply to any additional use of the course during such period. No one in this category may play in Club competitions, except Weekday Medal and Weekday Stableford competitions and then solely for the purpose of handicap adjustment.
34. Overseas/Country Members may introduce guests in the same manner as other Members.
LIFE SOCIAL MEMBERS
35. A person who is aged 85 or over and has been a Member of the Company and/or Club for at least 30 continuous years may be granted the status of Life Social Member by the Board. A Life Social Member retains his or her previous status as Member of the Company or Club.
36. Life Social Members have full rights to use the Clubhouse and facilities at any time without payment of any subscription. They may introduce guests to the privileges of the Clubhouse in accordance with Bye-Law 42.
37. Life Social Members who wish to retain playing rights may pay a subscription of 50% of that now payable by a Member of the Company or Club of their previous category of Member in order to retain the playing rights applicable to that category. Otherwise, they may play the golf course upon presentation of a valid handicap certificate and payment of the appropriate green fee.
38. Life Social Members of the Company are entitled to vote as if they were Life Members of the Company.
MEMBERS’ GUESTS (COURSE)
39. Except as otherwise stated in these Bye-Laws, Members may introduce guests, limited to three per Member at any one time, for the purpose of playing golf and must sign in guests in the register in the Professional’s shop. Green fees must be paid before commencing play. When the Professional’s shop is closed green fees may be paid in the Manager’s office or behind the bar.
40. No guest shall be introduced on a privileged green fee more than six times per calendar year. The Manager’s permission is required for weekend and Bank Holiday playing guests.
41. Guests shall not be entitled to compete for Club prizes or trophies, or play in Club competitions.
MEMBERS’ GUESTS (CLUBHOUSE)
42. Except as otherwise stated in these Bye-Laws, Members may introduce guests to the privileges of the Clubhouse by entering their names and addresses, or club, in the visitor’s book, located in the lounge. Whilst there is no set maximum to the number of guests a Member may introduce or the number of times a guest may be introduced to the Clubhouse, action will be taken by the Board against any Member who is thought to be abusing this privilege.
MEMBERS’ GUESTS (GENERAL)
43. No person who has been expelled from the Club, or rejected for Membership, or whose Membership has been terminated shall be eligible for introduction as a guest.
44. Guests are not entitled to introduce other guests.
45. The introducer shall be responsible for his guest’s behaviour, in the Club and on the Course, and compliance with such regulations as may, from time to time, be determined by the Board. The behaviour of a guest can be grounds for expulsion as if it were the misconduct of the introducer.
46. Members introducing guests are responsible for any expense or debt incurred by them with the Bar or Restaurant, the Steward or Professional.
47. The Board may suspend the rights of any Member to introduce guests (playing or otherwise) on any day or days they deem desirable.
48. Members wishing to use the Club car park for reasons other than utilising the golf course or Clubhouse facilities should seek prior approval of the Manager. Regular use of the car park may incur a supplementary charge, the amount of which to be determined by the Board from time to time.
49. Children are permitted in or upon Club premises only if accompanied by their parent(s) or guardian and provided they do not cause any inconvenience to Members.
50. In no circumstances are dogs (other than guide dogs) allowed in the Clubhouse or (of any kind) on the golf course.
51. Mobile phones may only be used to make or receive phone calls on the patio and in the car park when out of earshot of the 1st tee and the 18th green. They may be taken onto the course but must be switched off or in silent mode and may only be used to make emergency phone calls to obtain urgent medical assistance.
52. Members, guests and visitors are expected to be suitably dressed at all times and must conform to the rules regarding dress as laid down from time to time by the Board.
SALE OF ALCOHOL
53. The bar will be open for the sale of alcoholic drinks at such times as are regulated by the Board within the hours permitted by law. Bar hours will normally change at the beginning and end of British Summer Time.
54. Regulations governing the allotment and adjustment of handicaps are in accordance with the S.S.S. and C.O.N.G.U. Unified Handicapping System, effective 1st January 2016.
INTERPRETATION OF COMPETITION RULES
55. If any doubt or difference shall arise respecting the interpretation of competition rules, the same shall be resolved by the Board, or its elected representative, whose decision shall be conclusive and binding.
POWER TO CLOSE THE COURSE
56. In the event of inclement weather, the course may be closed at any time at the discretion of the Manager, Chairman of the Green, Senior Course manager of the day or the Professional.
57. Play at weekends is permitted as posted in the Clubhouse, with particular reference to type of play and times of starting, which may vary from time to time.
58. Practice is not permitted from tees, fairways, bunkers, or onto any green. Practice on the course is only permitted in the areas designated; i.e. the area left of the 17th fairway and area designated on the left of the 9th fairway. There is also a practice facility on Harvest Hill Road.
59. Trolleys of all types must be of such design as will not damage the course and must not be taken on to the greens, aprons or into bunkers. The Green Committee reserve the right when necessary to forbid the use of any type of trolley.
60. No Member shall take away from the Clubhouse any periodical, pamphlet, book or other articles belonging to the Club. Any Member damaging the property of the Club may, at the discretion of the Board, be called upon to make good such damage. Severe disciplinary action will be taken against anyone defacing Club notices.
MEMBERS’ AND VISITORS’ PROPERTY
61. The Manager will arrange for all reasonable care to be taken of articles placed in his custody for which a receipt is given. The Company will not be responsible for the loss or damage to any other articles or equipment brought by Members or visitors to the Club.
62. It is a covenant of the Club lease that it takes all reasonable measures to warn off trespassers. It is therefore the duty of all Members to enforce this covenant and to require the public to keep to the footpaths.
63. Members and visitors must pay for all drinks and other goods obtained at the bar at time of purchase. The staff have strict instructions not to extend credit.
64. The conduct of the staff of the Club shall not be a matter for personal reprimand by any Member. Complaints must be made to the Manager in writing.
65. The Board may delegate any duties or decisions in relation to these Bye-Laws or any of them to a duly appointed sub-committee or to any Officer or Director of the Club.
66. Every Member shall communicate in writing any change of his or her address to the Manager and all notices sent to the address of a Member as appearing on the Club register shall be deemed to have been duly delivered.