Bylaws of the Stinczyk Players Group

These recommended bylaws meet the requirements of the Royal Canadian Golf Association (RCGA) and the Golf Association of Ontario (GAO), hereinafter referred to collectively as the "association(s)"

Article I - Name

The name of this golf club shall be The Stinczyk Players Group

Article II - Purpose

FIRST:To stimulate interest in golf at The Stinczyk Players Group by bringing together a group of golfers desirous of forming a golfing organization.

SECOND: To promote and foster a closer association among the members for their joint and mutual benefit, and to promote and conserve the best interests and true spirit of the game of golf.

THIRD: To enforce uniformity in the Rules of Golf by creating a representative authority.

FOURTH: To maintain a uniform system of handicapping as set forth in the regulations of the RCGA Handicap System manual.

FIFTH: To provide a convenient and authoritative body to govern club competitions and events.

ARTICLE III - Membership

Section 1. There shall be a minimum of 20 individuals.

Section 2. Memberships are individual and non-transferable.

Section 3. Memberships shall only be issued to golfers with a reasonable and regular opportunity to play golf and who can return scores for posting and calculation of handicap indexes by the club.

Section 4. Membership confers no voice or special privileges in connection with the operation of any golf course, clubhouse, or any facilities of the golf course or courses where the club may conduct its activities from time to time.

Section 5. Memberships are for a calendar year only, with all memberships expiring on December 31.

ARTICLE IV - Meetings

Section 1. The Annual Meeting of the Club shall be held in the month of November. The Board of Directors shall provide notice, by publication, of such meeting at least 21 days prior to that date.

Section 2. A quorum for any meeting shall be 12 members in good standing present in person or by proxy. Each active member in good standing shall be entitled to one vote.

ARTICLE V: Dues

Section 1. All membership fees and dues shall be established by the Board of Directors from time to time in such amounts as they deem are adequate to operate and maintain the Club. Such fees and dues shall include membership dues payable to the associations. Member's association dues will be remitted promptly to the associations. Improper reporting of membership numbers and the resulting association fees will result in suspension of the golf club.

ARTICLE VI - Board of Directors

Section 1. The Board of Directors shall consist of the six original founders of The Stinczyk Players Group (Walter Barszczyk, David Campbell, Geoff Herrle, Patrick MacDonald, William G. Reid, John Stinson) and they shall exercise all powers of management of the club not specifically excepted by these By-laws.

Section 2. The Board of Directors shall meet at such times and places as they may select and a majority of the board shall constitute a quorum at any meeting.

Section 3. In the case of any vacancy through resignation, disqualification or other cause, the remaining Directors, even though less than a quorum, may elect a successor by majority vote to hold office for the unexpired term of the Director whose place was vacant, and until the election of a successor.

ARTICLE VII - Officers & Committees

Section 1. Within ten days after the Annual Meeting, the Board of Directors shall meet and elect a president, vice-president, and secretary/treasurer whose duties shall be such as their title would indicate or such as may be assigned to them respectively from time to time.

Section 2. The Board of Directors shall authorize and define the powers and duties of all committees. Chairmen and committee members shall be appointed by the president, and the president shall be ex-officio member of all committees except the nominating committee.

Section 3. The club must have a Handicap Committee composed primarily of members with the responsibility to establish a fair and proper system of handicaps in accordance with procedures set forth in the RCGA Handicap System Manual. The following committees may be appointed each year, with such other committees as the president may deem necessary and advisable:

ARTICLE VIII - Amendments of Bylaws

Section 1. The Board of Directors shall have the power to repeal or amend any of these Bylaws, provided that such action shall not be effective until approved by a two-thirds vote of the members of the Club at a meeting held in accordance with the provisions contained herein.

ENACTED: January 30, 2002

WITNESSED: David A. Campbell, President; Walter Barszczyk, Secretary