ARTICLE FOUR
MEMBERSHIP MEETINGS
A. The annual meeting of the members of the Unit shall be held during the
first quarter of the calendar year at a time and place to be specified
by the Board of Directors unless otherwise directed by the Board of Directors.
B. Special meetings of the membership, for any purpose or purposes, may be called at any time by the President, and shall be called by the
President or Secretary when so directed by the Board of Directors, or at
the request in writing of any seven (7) or more members of the Board of
Directors, or at the request in writing of any fifty (50) or more of the
members of the Unit. Such request shall state the purpose or purposes of
the proposed meeting.
C. Written notice of any special meeting of the membership shall be given
to each member of the Unit at least 30 days prior to the date of said meeting.
Notice of any Special Meeting of the membership shall state the purpose
or purposes for which the meeting is called. No written notice shall need
to be given for th Annual Meeting. The Annual Meeting shall be held at
the first Sectional of each calendar year which is held in Atlanta, unless directed otherwise by the Board of Directors.
D. A quorum for the transaction of business at any annual or special meeting
of the membership shall consist of fifty (50) members.
ARTICLE FIVE
BOARD OF DIRECTORS
| A. Except as otherwise provided herein, the affairs of the Unit shall be managed
by the Board of Directors. In addition to the powers and authority expressly conferred upon the Board
by these By-laws, the Board may exercise all such powers of the Unit and
do all such acts and things as are not directed or required to be exercised
or done by the members in the Constitution, By-laws, or regulations of the ACBL, District 7, or the Mid-Atlantic Conference,
or by these By-laws. |
B. The Board of Directors shall consist of the following members, each
of whom shall be a member of the Unit:
| 1. President of the Unit. |
| 2. Vice-President of the Unit. |
| 3. Secretary of the Unit. |
| 4. Treasurer of the Unit. |
| 5. Immediate past President of the Unit |
| 6. A number of Area Representatives from the Metropolitan Atlanta geographic
area of the Unit, and Area Representatives from other geographic areas
of the Unit as presently designated by the Board of Directors or changed in the future
as provided for in Article Five paragraph C. The Board shall establish and maintain
as an attachment to these By-Laws a map of the State of Georgia which sets
forth the then- current designated geographic areas of the Unit. |
| 7. All past Presidents of the Unit except the immediate past President shall
be honorary, non-voting members of the Board. |
| 8. The President, with the approval of the Board, may from time to time
name such honorary, non-voting members of the Board as he/she shall deem necessary
or proper. |
|
| C. The Board of Directors shall from time to time designate areas of the
Unit from which Area Representatives to the Board shall be chosen, shall
define the geographical limits of such areas, and shall establish the procedure
by which such Area Representatives shall be chosen. |
| D. The term of office of the Area Representatives to the Board shall be
two (2) years, and the word "year" as used herein shall mean
the period from the adjournment of one annual meeting until the adjournment
of the next annual meeting of the membership. Each area representative
shall continue to serve until the term for which he/she was elected shall
have expired, and until his/her successor shall have been duly elected
and qualified. |
| E. As long as the person is a member in good standing of the Unit, that
person need not reside in the Area set forth and identified on the map
as the various geographic areas of the Unit to represent said Area provided
that he/she is selected by that Area. |
| F. Vacancies on the Board shall be filled by the appointment of the President,
with the approval of the Board, and the person so appointed shall hold
office until the next annual meeting of the membership. If the vacancy
is that of an Area Representative, the residents of the geographical area
of the Area represented shall elect a successor who shall take office at
such annual meeting and shall hold office during the remainder of the non-expired
term. |
| G. Board of Directors shall hold meetings at such time or place as it may
from time to time determine. The Secretary shall call a meeting of the
Board at the request of the President, or upon the request in writing of
seven (7) of the members of the Board. Notice of said meeting will be mailed
to each member of the Board at least ten (10) days prior to the date of
such meeting. If an Area Representative is unable to attend, he/she may
designate any member in good standing of Unit 114 as an alternate to attend
in his/her place. Such alternate shall have full voting rights. |
| H. A quorum for the transaction of business at any meeting of the Board
of Directors shall consist of fifty percent (50%) of the Directors entitled to vote. |
I. In addition to the powers granted by other provision of these By-laws,
the Board of Directors shall have the following powers and duties:
| 1. To acquire, hold, administer, maintain, and dispose of all property
of the Unit. |
| 2. To appropriate the funds of the Unit for the purposes set forth in these
By-laws. |
| 3. To hire and discharge employees and to supervise their conduct and fix
their compensation. |
| 4. To audit all receipts and disbursements of the Unit. |
| 5. To conduct, manage, supervise, and control all of the business of the
Unit, including, but not limited to, the conduct of tournaments, the selection
of all dates and locations for holding such tournaments, and the making
of all contracts in connection therewith. |
| 6. To censure, suspend, expel, or otherwise discipline any member of the
Unit; provided, however, that no member shall be censured, suspended, expelled,
or otherwise disciplined, until he/she has been furnished with written
charges, to which he/she has had opportunity to reply, and until after
a hearing, of which he/she has received notice, and at which he/she may
be represented by counsel. |
|
| J. Members of the Board of Directors may be allowed such compensation for
attendance at regular or special meetings of the Board as may be from time
to time determined by resolution of the Board. |
| K. Any Area Representative to the Board of Directors may be removed from
the Board, by a two-thirds vote of all members of the Board (including
those Unit officers entitled to vote) present and voting at a Special Meeting
called for such purpose. Any Area Representative to the Board of Directors
may also be removed at any Regular Meeting of the Board of Directors provided
that notice has been given at least ten days in advance of the meeting
to all members of the Board of Directors that said removal will be considered
at that meeting. Any Area Representative whose removal has been proposed
shall be given the opportunity to be heard at said meeting. |
ARTICLE SIX
OFFICERS
A. The officers of the Unit shall consist of a President, a Vice President,
a Secretary, and a Treasurer.
B. In order for a person to be eligible to run for the office of President,
he/she must have served the Unit as an officer, a member of the Board of
Directors, or a member of a committee, for a period of at least six (6)
months.
C. The term of office of each officer shall be two (2) years, and the word
"year" as used herein shall mean the period from the adjournment
of one annual meeting until the adjournment of the next annual meeting
of the membership. Each officer shall continue to serve until the term
for which he/she was elected shall have expired, and until his/her successor
shall have been duly elected and qualified.
D. Duties of the President shall be as follows:
1. To preside at all meetings of the membership of the Unit, and at all meetings
of the Board of Directors.
2. To serve as Chairman of the Executive committee.
3. To prepare an annual report on the affairs of the Unit to be presented
at the annual meeting of the membership.
4. To see that all orders and resolutions of the Board of Directors are carried
into effect.
5. To serve as an ex-officio member of all committees except the nominating
committee and the ethics committee.
6. To exercise all of the powers of the Board of Directors as directed by
the Executive Committee between meetings of the Board and to report to each meeting of
the Board the actions taken.
7. To perform such other duties and responsibilities as may be assigned
to him by the officers of the Board of Directors of the ACBL, District
7, or the Mid-Atlantic Conference, or by the Board of Directors of the
Unit, and all actions necessary to implement the provisions of these By-laws.
E. Duties of the Vice President shall be as follows:
1. To perform the duties of the President in the absence of the President
or in the event of his/her inability or refusal to act; in so acting, the Vice President
shall have all the powers and be subject to all the restrictions upon the
President.
2. To perform such other duties as may be assigned to him from time to time
by the President or by the Board of Directors.
3. To become President in the event of the death, incapacity, or resignation
of the President.
4. To serve as a member of the Executive committee.
F. Duties of the Secretary shall be as follows:
1. To maintain an accurate roster of the membership of the Unit, which
shall include the name, address, telephone number, e-mail if available,
and the ACBL Number of each member.
2. To attend all meetings of the Board of Directors and all meetings of
the membership and record all votes and the minutes of all proceedings
in books to be kept for that purpose, and to perform like duties for the
standing committees when required.
3. To give, or cause to be given, any notice required to be given of any
meetings of the membership or of the Board of Directors.
4. To conduct all correspondence with the ACBL, the Mid-Atlantic Conference,
and all other persons and agencies having official business with the Unit,
and to conduct all unofficial correspondence.
5. To perform such other duties as may be assigned to him from time to
time by the President or by the Board of Directors.
6. To serve as a member of the Executive committee.
G. Duties of the Treasurer shall be as follows:
1. To have charge of and be responsible for the receipt, custody, safekeeping,
and disbursement of all Unit funds in accordance with the instructions
of the President or the Board of Directors.
2. To prepare and maintain any and all financial data as may be requested
by the Board of Directors.
3. To perform such other duties as may be assigned to him from time to
time by the President or by the Board of Directors.
4. To serve as a member of the Executive committee.
H. A vacancy occurring other than by removal of an officer in any office
except President shall be filled by the appointment of the President, with
the approval of the Board, and the person so appointed shall hold office
for the remainder of the unexpired term
| I. Any compensation of all officers of the Unit shall be fixed by the Board
of Directors. |
|
J.. Any officer of the Unit may be removed from office by a two-thirds
(2/3) vote of all members present and voting at a special meeting of the
Unit called for such purpose. An officer whose removal has been proposed
shall be given an opportunity to be heard at such meeting. The vacancy
in any office created by the removal of an Officer shall be filled by the
members of the Unit at the same meeting. Any officer may also be removed
at any Annual Meeting of the Unit provided that notice has been given at
least ten days in advance of the meeting to all members of the Unit that said removal will
be considered at that meeting. Any officer whose removal has been proposed shall be given the opportunity
to be heard at said meeting.
|
ARTICLE SEVEN
EXECUTIVE COMMITTEE
An Executive Committee shall consist of the President, Vice-President,
Secretary, Treasurer, and Immediate Past President. It shall decide any issues that cannot wait until the next regularly scheduled
meeting. The President shall serve as Chairman of this committee and will make the
report of its actions to the full Board at the next meeting. Any action that is taken must have three affirmative votes from this committee
in order to be implemented.
ARTICLE EIGHT
E-MAIL PROCEDURES
E-mail can be used to conduct Unit business as permitted by Georgia law,
but must be sent out by either the President or the Secretary. A minimum of one (1) week must pass before any action can be taken unless everyone on the executive committee
or board (whichever body is making a decision) has agreed to shorten the
time period. Members without e-mail must be contacted by mail for the vote.
ARTICLE NINE
NOMINATIONS AND ELECTIONS
| A. The Nominating Committee shall consist of the immediate past President
(or a past President) of the Unit who shall serve as chairman, and not
less than two other members of the Unit. At least one member of the Committee
shall reside outside the Metropolitan Atlanta area. |
| B. The Nominating Committee shall prepare a slate of officers to
be placed in nomination at the Annual Meeting of the membership. Notice of the slate of officers chosen by the Nominating Committee shall
be given to each member of the Unit at least forty-five (45) days prior
to the annual meeting of the membership. Members may be notified by inclusion in the unit publication, which may
be distributed by placing the publication on the unit web page and making
copies available to clubs in the unit. |
| C. Any other person desiring to run for office may so notify the Secretary
in writing or by e-mail at least thirty (30) days prior to the Annual Meeting
of the membership. All persons so notifying the Secretary shall be considered
duly nominated, and shall be listed on the printed ballot to be distributed
at the Annual Meeting. Provisions shall also be made on the ballot for
write-in votes for each position. |
| D. ELECTIONS shall be held at the Annual Meeting of the membership.
Elections shall be by written ballot. A printed ballot shall be prepared
and distributed by the Secretary. Ballots shall be cast in person at such times as shall be determined by
the Board of Directors during the tournament at which the Annual Meeting
is to be held. Absentee ballots may be cast as provided for in sub-section
E. Absentee ballots shall be separately retained. If a quorum is present,
the affirmative vote of a majority of the members voting in the election
shall be necessary for election. If none of the candidates for a particular
office receive the required number, a run-off shall be held between the
two candidates receiving the higher number of votes. If at all possible,
this run-off shall be at the Annual Meeting, or if that is not possible,
at such other time as determined by the Board of Directors. If any absentee
ballot has been cast for a candidate who is in the run-off, that ballot
shall be counted for that candidate in the run-off as it was in the regular
election. Absentee ballots cast for candidates not in the run-off shall be disregarded. If there is an uncontested election then no ballot will be prepared and
the slate will be presented at the Annual Meeting. The President will declare the candidates elected. |
E. ABSENTEE BALLOTS. Provisions shall be made for any member in good standing
of the Unit to acquire an Absentee Ballot from the Chairman of the Election
Committee, under the following guidelines: If a Unit member is unable to
attend the tournament at which elections are held that member shall:
| 1. Send a stamped, self-addressed envelope along with a request for an
Absentee Ballot to the Chairman of the Election Committee. |
2. The following information must be submitted with each request for an
Absentee Ballot:
| a. Player's Name |
| b. Player's ACBL Number |
| c. Player's address as recorded on the ACBL Membership List |
| d. Player's Telephone Number |
| e. Player's Signature |
|
| An incorrect ACBL Player Number or failure to provide any of the above
information will invalidate the request. If the address provided does not agree with
the current ACBL roster, the Chairman of the Election Committee shall make
a reasonable effort to verify the address submitted as valid. In the event
that the Chairman is unable to verify the address, no Absentee Ballot will
be issued. When a request for an Absentee Ballot is denied for one of the
above reasons, the player shall be notified in writing by the Chairman
of the reason for such denial. |
| 3. The President shall appoint an election committee in sufficient time
prior to any election so that the chairman's name and address can be listed
in the notice of the election. |
| 4. When the Chairman issues an Absentee Ballot, it will be considered that
the player requesting the ballot has voted and that player's name will
be stricken from the register of eligible voters at the time of issue.
As provided for in Article Seven, paragraph D, absentee ballots shall be
separately counted and retained, and can be recounted in the event of a
run-off, provided the absentee ballot was cast for one of the individuals
in the run-off. |
| 5. Absentee Ballots will be serialized to avoid reproduction |
6. The Chairman of the Election Committee shall submit the original of
all requests for Absentee Ballots along with a written report to the President
of Georgia State Unit 114 at the same time as election results are presented
and containing:
| a. The number of Absentee Ballots issued. |
| b. The number of Absentee Ballots counted. |
| c. Details of any request that was denied. |
|
|
7. Absentee Ballots must be returned to the Election Chairman no later
than two days prior to the start of the elections. i.e, If the election
starts on a Thursday, Absentee Ballots must reach the Chairman on Monday.
|
|
ARTICLE TEN
COMMITTEES
A. The following shall be standing committees of the Unit and shall be
appointed by the President with the approval of the Board of Directors:
| 1. Conduct and Ethics |
| 2. Membership |
| 3. Tournaments |
| 4. Finance |
| 5. Unit and Novice Games |
|
| B. There shall be such special committees as the Board of Directors may
from time to time authorize or create, including Nominating and Election
Committees for each election. A member may not serve on both the Nominating and Election Committees. |
| C. A vacancy on any committee, unless otherwise provided for in the By-laws,
shall be filled by appointment of the President, with the approval of the
Board. |
| D. Any person requesting the opportunity of serving on a committee shall
not be denied the privilege. |
| E. The compensation of members of committees of the Unit shall be fixed
by the Board of Directors. |
ARTICLE ELEVEN
MISCELLANEOUS
A. The Unit books of account shall be kept on a fiscal year basis, and shall
be closed and balanced at the end of each fiscal year. The fiscal year of the Unit
shall begin on January 1 and end on December 31. The Unit books of account shall be reviewed by the Executive Committee
of the Board of Directors at a meeting prior to the annual meeting and
a report will be given at the annual meeting.
B. All funds of the Unit shall be deposited in the name and to the credit
of the Unit in a bank or banks designated by the Board of Directors. Withdrawals
from such accounts shall be made only by checks or vouchers signed by persons
authorized by the Board of Directors.
C. If practicable, a blanket fidelity bond shall be obtained to cover all
officers, employees, or other persons handling the funds of the Unit, which
bond shall be payable to the Unit, in such amounts as the Board of Directors
shall determine from time to time, but not less than ten thousand dollars.
D. Whenever under the provisions of these By-laws notice is required to be
given to any member, director, or officer, such notice may be given by
personal notice, by publication of such notice in the official publication
of the Unit, or by mail. If notice is given by mail, such notice shall
be directed to the member at his/her post office address last shown on
the records of the Unit. Notice may also be given to the members by mailing
a copy of such notice to the club manager of each franchised duplicate
club within the Unit, with instructions that such notice be announced and
posted. All notices pertaining to Conduct and Ethics matters shall be given
only by personal notice, e-mail or by mail.
ARTICLE TWELVE
AMENDMENTS
A. The By-laws of the Unit may be amended and new By-laws adopted at any annual
or special meeting of the membership.
B. Amendments may be proposed by members of the Unit upon petition signed
by at least fifty (50) members and submitted to the Secretary at least
thirty (30) days in advance of any Annual or Special Meeting called for
such purpose. Amendments may be proposed by members of the Board of Directors
upon petition signed by at least seven (7) members of the Board and submitted
to the Secretary at least ten (10) days in advance of any Annual or Special
Meeting of the Board called for such purpose.
C. The Secretary shall provide a notice that there is a proposal to amend
the By-laws in the notice of the meeting, and that any member may request
a copy of the proposed changes.
D. The concurrence of two-thirds (2/3) of all members present and voting shall
be required to pass any amendment.
E. A copy of any amendment shall be attached to or incorporated into these
By-laws.
ARTICLE THIRTEEN
EFFECTIVE DATE
The foregoing By-laws shall supersede all previous By-laws and upon adoption
by a two-thirds (2/3) vote at the Annual Meeting of the membership shall
become the official By-laws of Georgia State Unit 114.