Club
History and Organization:
The club was started by employees
of the SUBmarine SIGnal Corp, later a part of Raytheon, in the middle 1940s.
Many of the early trips were run out of a bus converted to an early prototype
of an RV. A stove provided heat, 16 bunk beds and a kitchen area with propane
burners were squeezed in, ski racks added, and a sanding system for traction
on icy roads was installed. There are many tales in the ski country of New England
about this legendary club vehicle, part transportation, part monument, part
event, and some of them must be true! The bus is immortalized in the Sub Sig
logo.
Sub Sig is a club of activists. The trips only happen because someone is willing
to lead them. If you have ideas for a trip, or would like to co-lead with an
experienced leader, let us know. We don’t require any rigorous training
for our leaders, only the willingness to organize car-pooling and food, then
coordinate activities at the cabin.
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Sub
Sig Officers and Directors (serving until Fall 2010)
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Schoolhouse
Officers (serving until Fall 2010)
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SubSig By-Laws
BYLAWS OF SUB SIG, Inc.
May 1995 (Amendment dates noted in ( ).)
I. PURPOSE
This corporation is established to encourage and to help all, especially young people and those
of limited means to a greater knowledge, love and care of the countryside, to develop their self-reliance
and independence, and to promote their physical health and education by spending more time in the open
air through participation in skiing, hiking, canoeing, camping, bicycling, mountaineering and allied
activities. It shall do all such things as are incidental or conducive to the attainment of the above
objectives.
II. MEMBERSHIP
A. There shall be three classes of membership to be known as active, temporary and honorary.
B. Active membership in this Corporation shall be open to those interested in its activities who
wish to support the objectives of the Corporation and who pay the required initiation fee and
other dues.
C. An applicant enjoys the full membership privileges until and unless his application has been
rejected and his initiation fee and other dues refunded, and he shall be notified upon his
confirmation or rejection to membership.
D. Temporary membership shall be open to anyone wishing to participate in a Corporation activity for which a fee is charged. It shall be granted for a period of one week upon application to an
official Trip Leader.
E. Honorary membership may be conferred by the Board of Directors.
F. Active Members shall pay such annual dues set by the Board of Directors unless they choose to become
Life Members on such terms as are set by the Board of Directors.
G. The Board of Directors may remove a person from membership for conduct detrimental to the Corporation
by a four-fifths (4/5) vote of the board. Due notice shall be sent such a member prior to the meeting
of the Board of Directors so that he may present evidence on his own behalf.
III. MEETINGS OF THE CORPORATION
A. At the Annual Meeting to be held in the fourth quarter of each calendar year the
order of business shall be as follows:
1. Reading of the minutes of the preceding annual meeting.
2. Reports of the Officers.
3. Report of the Auditor.
4. Reports of the actions of the Board of Directors.
5. Reports of Committees.
6. Old Business.
7. New Business.
8. Nomination and election of officers and the Board of Directors for the ensuing year.
Announcements of the time and place of the meeting shall be sent at least seven (7) days previous
to the scheduled meeting to the last known address of each Active and Honorary Member.
B. Active and Honorary Members in good standing shall each have one vote at the Annual Meeting or special
meetings of the Corporation.
C. Special meetings of the Corporation may be called at any time by any two members of the Board of
Directors or a petition signed by at least ten (10) members addressed to the Board of Directors. The
object of the meeting must be stated in the notice announcing the meeting and no business not so
mentioned may be voted upon.
D. The quorum for the transaction of business at the Annual or any special meetings of the Corporation
shall be one-tenth (1/10) of the active and honorary membership in good standing, or ten Active and/or
Honorary Members in good standing, whichever is larger.
IV. OFFICERS AND DIRECTORS
A. The Officers of the Corporation
shall consist of the President, Treasurer, Secretary and Auditor. The Officers
and the General Trips Director, Assistant Trips Director, Membership Director,
Equipment Manager, Huts and Cabins Director, Watersports Director, Trails Director
and up to two additional Members shall constitute the Board of Directors. With
the approval of a majority of members present and voting at any Annual Meeting
the Directors may change the duties or designations of, or eliminate the positions
of any of the Directors, except those of the four officers, but in no case shall
the number of members of the Board of Directors be less than seven. One of the
members of the Board of Directors shall be a member of Schoolhouse Inc. These
officers and members of the Board of Directors shall be elected at the Annual
Meeting from and by the active and honorary membership in good standing and shall
hold office until their successors have been elected. An officer may hold only
one office at the same time. The President and Treasurer shall not be eligible
for more than four consecutive terms (Nov. 1977; Oct. 1988).
1. The PRESIDENT shall preside at all meetings of the Corporation or of the Board of Directors.
With the advice of the Board of Directors he shall appoint committees for carrying out the objectives
of the Corporation. He shall sign contracts in the name of the Corporation when so authorized by the
Board of Directors, appoint and discharge any agents and employees subject to the approval of the Board
of Directors; he shall have the general management of the affairs of the Corporation and perform all
the usual duties incident to his office.
2. The TREASURER, under the direction of the Board of Directors, shall collect, keep safe, and disburse
funds belonging to the Corporation. He shall keep safe and preserve such deeds, certificates of
securities and other financial papers as have been entrusted to his care by the Board of Directors.
He shall open his books or accounts to the Auditor, any member of the Board of Directors or any Active
Member after reasonable notice of such inspection. In the thirty days preceding an annual meeting he
shall exhibit his books and financial records to the Auditor. He shall present a report of the financial
condition of the Corporation at the Annual Meeting. In the absence or incapacitation of the President
he shall perform the duties of that office.
3. The SECRETARY shall be a resident of the Commonwealth of Massachusetts. He shall keep minutes of the
meetings of the Board of Directors and meetings of the Corporation, shall receive and preserve such
records, reports, etc. as the Board of Directors shall instruct, shall keep a register of the names and
addresses of Active, Honorary and Temporary Members. He shall notify Active and Honorary Members of the
meetings of the Corporation and prepare the required documents to assure the continuity of the
Corporation and perform all other duties incident to his office. In the absence or incapacitation of the
President and Treasurer he shall perform the duties of these officers.
4. The AUDITOR shall audit the financial records of the Corporation and report the findings in writing
at the Annual Meeting and at such other times as directed by the Board of Directors. (Nov. 1977)
5. The GENERAL TRIPS DIRECTOR shall be responsible for the coordination of planning and organization of
outing activities. He shall appoint a Trip Leader for each trip.
6. The ASSISTANT TRIPS DIRECTOR shall assist the General Trips Director in carrying out his duties.
(Nov. 1977)
7. The MEMBERSHIP DIRECTOR shall publicize the activities of the Corporation and shall be responsible
for efforts to obtain and retain members. (Nov. 1977).
8. The EQUIPMENT MANAGER shall be in charge of the personal property of the Corporation and shall be
responsible for its storage, issue and maintenance.
9.The HUTS AND CABINS DIRECTOR shall have charge of the huts and cabins operated by the Corporation,
including their management, repair and maintenance. Any single expenditure incurred in carrying out
his duties in excess of $100 must be approved by the Board of Directors, except that expenditures for
normal operation, fuel, electric or telephone service and emergency repairs do not require such prior
approval. (Nov. 1977)
10. The WATERSPORTS DIRECTOR shall direct watersports activities of the Corporation and shall have
charge of the watercraft and auxiliary equipment owned by the Corporation. (Nov. 1977).
11. The TRAILS DIRECTOR shall direct trail-making and trail-maintenance activities of trails under the
care of the Corporation. The Trails Director shall be the liaison person with the White Mountain
National Forest or other appropriate authority, and the New England Trails Conference. (Nov. 1977)
B. Meetings of the Board of Directors may be called by the President, Treasurer,
Secretary, or any two Directors. Members of the Board of Directors shall be notified
of such meetings at least three days prior to the scheduled meeting. The order
of business at meetings of the Board of Directors shall be the same as at Annual
Meetings of the Corporation, except that the minutes read shall be those of the
preceding Board meeting - and that there shall be no election of officers or members
of the Board unless vacancies in the roll of officers have occurred. A resolution
in writing signed by all members of the Board of Directors shall be as valid as
if it had been passed at as meeting of the Board. The quorum for the transaction
of business shall be five directors.
C. The Board of Directors shall have and may exercise all the powers of the Corporation, except as are
conferred upon Active and Honorary Members of the Corporation by the laws of the Commonwealth of
Massachusetts or by these Bylaws. It is hereby expressedly declared that the Board of Directors shall
have the following powers:
1. To purchase, lease or otherwise acquire for the Corporation any and all rights, privileges,
franchises or property, whether real or personal or mixed whenever in their judgment they deem it
beneficial for the objectives of the Corporation and which the Corporation is authorized to acquire.
2. To sell, let, mortgage, consolidate, merge, dispose of, or otherwise deal with all or any part of the
property or rights of tIle Corporation except as otherwise provided by the laws of the Commonwealth of
Massachusetts, when in their opinion, the interests of the Corporation would be protected thereby, and to
have power to accept as consideration other rights or property or such compensation as is satisfactory to
the parties concerned.
3. To borrow or raise money when they deem it necessary and to secure the same
by mortgage pledge, deed or trust or in any other manner on any or all property
of the Corporation, within the limitations of the laws of the Commonwealth of
Massachusetts.
4. To provide for the management of the affairs of the Corporation in such a manner as they may think fit
and to delegate such power and authority from time to time to any committee, office or agent as the laws
of the Commonwealth of Massachusetts will permit.
5. At their discretion to appoint and remove managers, assistants, committees, agents, employees,
permanent or temporary and to determine their duties and fix their salaries or compensation, if any,
consistent with these Bylaws.
6. To carry out all other functions specifically mentioned or implied in these Bylaws as those proper
for the Board of Directors.
V. AMENDMENTS
These Bylaws may be amended by an affirmative vote of two-thirds (2/3) of the Active and Honorary
Members of the Corporation voting at a regular Annual Meeting, special meeting called for the purpose,
or by mail ballot. Original and amended versions of the applicable sections shall be mailed ten (10) days
prior to the meeting or the stated deadline of return of the mail ballots. The amended Bylaws shall
become effective upon announcement of the vote.
VI. DISSOLUTION OF THE CORPORATION
The Corporation may be dissolved after an affirmative vote of two-thirds (2/3) of the Active and Honorary
Members present at a special meeting called for the purpose, or, if the active and honorary membership
combined falls below ten (10) members for a one-year period. The dissolution shall become final after a
two-thirds (2/3) vote of the Board of Directors, and after the proceeds of any sale of property of the
Corporation, real, personal, or mixed shall have been used to repay any outstanding loans and any funds
remaining have been distributed by the Board of Directors in accordance with the laws of the Commonwealth
of Massachusetts.
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©2005. Last updated Oct. 29, 2008.
