Section 1.01 - Registered office The city, town, or other community in which the registered office of this corporation is located in Minnesota shall be set forth in the Articles of Incorporation of this corporation, or in the most recent amendment or restatement of such Articles of Incorporation, or in a certificate of change of registered office filed with the Secretary of State of Minnesota reflecting the adoption of a resolution by the Board of Directors of this corporation changing the registered office.

Section 1.02 - Other Offices This corporation may have such other offices, within or without the State of Minnesota, as the Board of Directors may from time to time determine.

Section 1.03 - Corporate Seal This corporation shall have no corporate seal.

Section 2.01 - Members Membership shall be open to all applicants whose interests, in the opinion of the Board of Directors, are consistent with the purposes of the corporation as set forth in the Articles of Incorporation, these Bylaws, and operating rules and regulations as may be adopted from time to time pursuant to these Bylaws.

Section 2.02 - Class of Membership - DELETED

Section 2.03 - Annual Membership Meeting The annual meeting of the membership shall be held on the date and at such hour and place as the Board of Directors may determine. The purpose of the annual meeting shall be for election of Directors to fill those positions being vacated and for the transaction of such other business as shall come before the meeting. Notice of the time and place of holding the annual meeting shall be mailed to each member at least five (5) days prior to such meeting. No notice of the purposes of the meeting need be given except as otherwise required by law or by these Bylaws.

Section 2.04 - Special Membership Meetings Special meetings of the members may be called by the Commodore, by two members of the Board of Directors, or upon written request signed by ten (10) or more members. Notice of the time, place and purposes of any special meeting shall be mailed to each member at least ten (10) days before this special meeting, and at such meeting no business shall be transacted except that which relates to the purposes provided in the notice.

Section 2.05 - Quorum At any annual or special meeting of the members, twenty-five percent (25%) or more of the members shall constitute a quorum for the transaction of business.

Section 2.06 - Membership Fee The fee and assessments for membership in this corporation shall be established by the Board of Directors from time to time. The fee and assesments to be charged shall be charged on a per Registration basis. Each Registration shall be entitled to two (2) votes.

Section 2.07 - Property Rights No member shall have any right, title or interest in or to any property of this corporation.

Section 3.01 - General Powers and Qualification The property, affairs and business of this corporation shall be managed by the Board of Directors who shall be elected from and by the members at the annual membership meeting. Any individual Registration cannot be represented by more than one (1) Director; i.e. co-registrants (e.g. husband/wife ; father/son or daughter ; registrant/significant partner, etc.) cannot both sit on the Board as Directors. Nominees to the Board of Directors shall be selected such that, after election, each of the various racing fleets shall be represented by at least one (1) member on the Board of Directors. From within the Board of Directors, Fleet Captains shall be appointed who shall perform liaison duties with the membership as directed by the Board of Directors.

Section 3.02 - Number and Term of Office The number of directors shall be seven (7) and, upon election, shall each serve a term of two (2) years. Any elected member shall be eligible for re-election. Election to complete an unexpired term shall be for a term lasting until the next annual meeting of the membership. To facilitate annual elections with a board of seven for two years each, meetings in odd numbered years (97, 99, 01, etc.), four (4) Board members will be elected for two (2) years each and at the annual meetings in even numbered years (98, 00, 02, etc.) , three (3) Board members shall be elected for two (2) years each.

Section 3.03 - Organization At each meeting of the Board of Directors, the Commodore of this corporation or, in his/her absence, a chairperson chosen by a majority of the directors present, shall preside. The Secretary of this corporation or, in his/her absence, any person who the chairman shall appoint, shall act as secretary of the meeting.

Section 3.04 - Resignation Any director of this corporation may resign at any time by giving written notice to the Commodore or to the Secretary of this corporation. The resignation of any director shall take effect at the time, if any, specified therein or , if no time is specified therein, upon receipt thereof by the officer of this corporation to whom such written notice is given; unless specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 3.05 - Vacancies Any vacancy in the Board of Directors caused by death, resignation, removal, an increase in the number of directors, or any other cause, shall be filled

Section 3.06 - Place of Meetings The Board of Directors may hold its meetings at such place or places, within or without the State of Minnesota, as it may from time to time determine.

Section 3.07 - Annual Meeting An annual meeting of the Board of Directors shall be held for the purpose of electing the officers of this corporation and for the transaction of such other business as shall come before the meeting. Notice of such meeting shall be given as provided in Section 3.08 hereof for special meetings of the Board of Directors, unless excused in accordance with Section 3.09 hereof. Each such notice shall state the time and place of the meeting, but need not state the purposes thereof except as otherwise herein expressly provided.

Section 3.08 - Special Meetings; Notice Special meetings of the Board of Directors shall be held whenever called by the Commodore or by two (2) of the other directors. Notice of each such special meeting shall be mailed to each director, addressed to him/her at his/her residence or usual place of business, at least two (2) days before the day on which the meeting is to be held or delivered to him/her personally or by telephone or by confirmed E-mail not later than one (1) day before the day on which the meeting is to be held.

Section 3.09 - Notices Excused Notice of any meeting of the Board of Directors need not be given to any director who shall be present at such meeting: and any meeting of the Board of Directors shall be a legal meeting without any notice thereof having been given if all of the directors of this corporation then in office shall be present thereat or waive such notice in writing before, at, or after such meeting.

Section 3.10 - Quorum and Manner of Acting Except as otherwise provided by statute or these Bylaws, four (4) directors shall be required to constitute a quorum for the transaction of business at any meeting, and the act of majority of the directors present at any meeting at which a quorum is present shall be the act of the Board of Directors. In the absence of a quorum, a majority of the directors present may adjourn any meeting from time to time until a quorum be had. Notice of any adjourned meeting need not be given other than by announcement at the meeting at which adjournment is taken.

Section 3.11 - Removal of Directors Any director may be removed, either with or without cause, at any time, by a vote of a majority of the total number of directors, at a special meeting of the Board of Directors called for the purpose, and the vacancy in the Board of Directors caused by any such removal shall be filled in the manner specified in Section 3.05 hereof.

Section 3.12 - Proxies Proxies shall not be allowed or used.

Section 4.01 - Number The officers of this corporation shall be a Commodore, a Vice Commodore, a Secretary, a Bursar, and, if the Board of Directors shall so elect, additional Vice Commodores and such other officers as may be elected by the Board of Directors. Any two (2) or more offices, except those of Commodore and Vice Commodore, may be held by the same person.

Section 4.02 - Election, Term of Office, and Qualifications All officers shall be elected annually by the Board of Directors and each, except in the case of officers appointed in accordance with the provisions of Section 4.10 hereof, shall hold office until the next annual election of officers and until his/her successor shall have been duly elected and qualified, or until his/her death, or until he/she shall resign, or until he/she shall have been removed in the mannner hereinafter provided. The Commodore of this corporation shall be elected from among the directors of this corporation, but no other officer need be a director of this corporation.

Section 4.03 - Resignations Any officer may resign at any time by giving written notice of his/her resignation to the Board of Directors, to the Commodore, or to the Secretary of this corporation. Any such resignation shall take effect at the time, if any, specified therein or, if no time is specified therein, upon receipt thereof by the Board of Directors, Commodore, or Secretary of this corporation; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 4.04 - Removal Any officer may be removed, either with or without cause, by a vote of a majority of the total number of directors, at any annual or special meeting called for the purpose, and such purpose shall be stated in the notice of such meeting or waiver of notice of such meeting unless all the Directors of this corporation are present thereat.

Section 4.05 - Vacancies A vacancy in any office because of death, resignation, removal, or any other cause shall be filled for the unexpired portion of the term in the manner prescribed in these Bylaws for election or appointment to such office.

Section 4.06 - Commodore The Commodore shall be the chief executive officer of this corporation and shall have general active management of the business of this corporation: shall, when present, preside at all meetings of the Board of Directors and at all meetings of the Executive Committee, if any; shall see that all orders and resolutions of the Board of Directors are carried into effect: may execute and deliver in the name of the corporation (except in cases in which such execution and delivery shall be expressly delegated by the directors or by these

Section 4.07 - Vice Commodore Each Vice Commodore, if any, shall be elected by the Board of Directors, shall have such powers and shall perform such duties as may be prescribed by the Board of Directors or by the Commodore. In the event of absence or disability of the Commodore, Vice Commodores shall succeed to his/her powers and duties in the order designated by the Board of Directors.

Section 4.08 - Secretary The Secretary shall be Secretary of, and when present, shall record proceedings of all meetings of the Executive Committee, if any; shall keep a register of the names and addresses of all members of the corporation; shall at all times keep on file a complete copy of the Articles of Incorporation and of all amendments and restatements thereof and a complete copy of these Bylaws and all amendments and restatements hereof; shall, when directed to do so, give proper notice of meetings of the Board of Directors and meetings of the Executive Committee, if any; shall perform such other duties as may from time to time be prescribed by the Board of Directors or by the Commodore; and, in general, shall perform all duties usually incident to the office of Secretary.

Section 4.09 - Bursar The Bursar shall keep accurate accounts of all moneys of this corporation received or dispersed: shall deposit all moneys, drafts, and checks in the name of, and to the credit of, this corporation in such banks and depositories as a majority of the Board of Directors shall from time to time designate; shall have power to endorse for deposit all notes, checks and drafts received by this corporation; shall disburse the funds of this corporation as ordered by the Board of Directors, making proper vouchers therefor; shall render to the Commodore and the Directors whenever required, but at least once a year, an account of his/her transactions as Bursar and of the financial condition of this corporation: shall perform such other duties as may from time to time be prescribed by the Board of Directors or by the Commodore; and, in general, shall perform all duties usually incident to the office of Bursar. Banking records shall be established to allow the Commodore of the corporation to assume all duties of the Bursar if the Bursar cannot perform such duties.

Section 4.10 - Other Officers, Agents, and Employees This corporation may have such other officers, agents, and employees as may be deemed necessary by the Board of Directors. Such other officers, agents, and employees shall be appointed in such manner, have such duties, and hold their offices for such terms as may be determined by resolution of the Board of Directors.

Section 4.11 - Bond The Board of Directors shall from time to time determine which, if any, officers of this corporation shall be bonded and the amount of each bond.

Section 5.01 - Number, Qualifications The Board of Directors may, by resolution adopted by a majority of the total number of Directors, establish such committees as it deems necessary for the operation of this corporation. The Board of Directors shall determine by resolution, the powers and duties of the committee, how many persons shall serve on the committee, the terms of office for such committee members and such other matters as may be necessary for the operation of the committee.

Section 5.02 - Race Committee The Board of Directors shall appoint a Race Chair who shall establish a Race Committee as considered necessary to be in charge of all races sponsored by the corporation The Race Committee shall propose race schedules and racing rules to be used in the conduct of all races sponsored by the corporation. Such schedules and rules shall be subject to approval by the Board of Directors.

Section 5.03 - Social Committee The Board of Directors shall appoint a Social Chair who shall establish a Social Committee as considered necessary which shall be in charge of planning all social events for the corporation. The scope and schedule of the social events shall be subject to approval by the Board of Directors.

Section 5.04 - Nominating Committee - The Board of Directors shall establish a Nominating Committee which shall be in charge of selecting nominees for new members of the Board of Directors.

Section 5.05 - Handicapping Committee The Board of Directors shall appoint a Handicapping Chair who shall establish a Handicapping Committee as considered necessary to establish PHRF handicaps for all registered boats of the BBYRA and shall determine the number and makeup of PHRF racing fleets. Handicaps, number of fleets and fleet makeup shall be subject to approval by the Board of Directors.

Section 6.01 - Books and Records The Board of Directors shall cause to be kept:

Section 6.02 - Documents Kept at Registered Office The Board of Directors shall cause to be kept at the registered office of this corporation originals or copies of:  

Section 6.03 - Accounting System and Audit The Board of Directors shall cause to be established and maintained, in accordance with generally accepted accounting principles applied on a consistent basis, an appropriate accounting system for this corporation.

Section 6.04 - Expenses The Board of Directors may at any time and from time to time provide for payment or reimbursement of expenses incurred by any director, officer, agent, or employee of this corporation for such expenses that are directly in furtherance of the charitable purposes of this corporation and the amount of expenses paid or reimbursed, as the case may be, must be reasonable and not excessive. No indebtedness of this corporation shall be caused by any director, officer, agent, or employee of this corporation without knowledge of the Board of Directors.

Section 6.05 - Fiscal Year The fiscal year of the corporation shall coincide with the calendar year.

Section 6.06 - Check, Drafts, and Other Matters All checks, drafts, or other orders for the payment of money and all notes, bonds, or other evidences of indebtedness issued in the name of this corporation shall be signed by such officers, agents, employee or employees of this corporation in such a manner as may from time to time be determined by resolution of the Board of Directors.

     Doris Bower, Vice Commodore (signed)

     Robert Locker, Commodore (signed)

     Norm Schultz, Commodore (signed)

     Paul Moyer, Commodore