Bylaws

Created  Wednesday, 12 September 2007 04:21

Last Updated on Tuesday, 23 July 2013 15:01

ARTICLE I. Name, Purpose, Territory, General Provisions

1.1. The name of this organization shall be the Northern California Division of the United States Fencing Association (the Division). This organization is an administrative unit of the United States Fencing Association (USFA), and these By-Laws are adopted pursuant to Article XIII, Section 3 of the By-Laws of the USFA.

1.2. The Purpose of the Division is to promote the sport of fencing in its territory, and to conduct and/or oversee the conducting of fencing competition in its territory pursuant to the Articles of Incorporation, By-Laws, Operating Manual, Rules for Competition, and other constituent documents and authority of the USFA.

1.3. The territory of the Division shall be all of that territory in the state of California contained within the geographical boundaries of the counties of Sonoma, Marin, San Francisco, San Mateo, Alameda, and Contra Costa.

1.4. In these By-Laws, the following terms shall apply:

  • She or he shall apply to all persons regardless of gender;
  • Membership shall mean all the individual members in good standing of the Division.

1.5. These Bylaws are effective as of Nov. 21, 2004.

ARTICLE II. Membership

2.1. Membership in the Division shall be open to all members of the USFA, as defined in the By-Laws of that organization, who reside within the territorial district of the Division, or who compete for a fencing club located within the territorial district of the Division. No person who is a member of any other Division of the USFA may concurrently be a member of the Division.

2.2. Members of another Division of the USFA may transfer their membership into the Division, subject to any rules or restrictions imposed by the USFA.

2.3. No one shall be considered a member of the Division unless she or he has currently paid all fees due to the Division and the USFA.

2.4. The Secretary of the Division shall be responsible for obtaining from the USFA, on an ongoing basis, a roster of the current membership of the Division, and for providing that roster for all necessary Division purposes. In the event that any person presents herself or himself as a Division member who does not appear as such on the USFA membership roster, the Secretary, subject to review by the Executive Committee, shall determine whether the evidence of USFA and Division membership presented by that person is sufficient to establish that person as a Division member.

ARTICLE III. Competitions

3.1. Entrance fees for competitions affecting qualification paths to national events, conducted by or under the auspices of the Division, or within the territory of the Division (with the exception of competitions run by USFA or Pacific Coast Section), shall meet the guidelines set by the Division for the current season, or get a specific approval from the Executive Committee.

3.2. A schedule of Divisional competitions in fencing shall be prepared annually by the Executive Committee. The Executive Committee shall use its best efforts to locate Divisional competitions among the several USFA member clubs within the territory of the Division.

3.3. Competitions conducted by the Division shall be conducted pursuant to the rules and regulations for fencing competitions promulgated by the USFA. Weapon classifications of fencers for the purpose of ranking competitors in Divisional competitions shall be the same as those used by the USFA. Subject to these requirements, the Executive Committee of the Division shall oversee the conditions and restrictions governing the qualifications, entries, seeding, and conduct of all competitions under its jurisdiction.

3.4. Privately sponsored competitions may be listed in the Division's schedule of events if the Executive Committee approves the conditions, qualifications, and restrictions of such competitions held within the Division's territory. At least one member of the Division or Bout Committee shall be present at such approved privately sponsored competitions. The results of such approved privately sponsored competitions which otherwise comply with all USFA rules and regulations may be used for the purpose of determining weapon classification upon approval by the Executive Committee.

ARTICLE IV. Executive Committee - Election and Composition

4.1. The Executive Committee shall consist of:

  •  the four Officers
  • One Club Representative designated to the Division Secretary at least five (5) days prior to an Executive Committee

meeting by each fencing club located within the territorial boundaries of the Division, which (1) is a club member of the USFA pursuant to Article IV, Section 1(b) of the USFA By-Laws, and (2) of which two members representing such club have competed in at least one tournament held within the territorial boundaries of the Division during the previous or current fencing season. It is the responsibility of each fencing club to notify the Chair of the name of its Club Representative by means of a writing signed by the responsible authority of such club. In the event the Chair receives conflicting notification as to the identity of a particular fencing club's Club Representative, the Executive Committee shall review the documentation received and make a determination as to who, if anyone, shall be recognized as the Club Representative until the conflict is resolved.

4.2. The officers of the Executive Committee of the Division shall be elected annually by the Membership, and each shall hold her or his office until she or he shall resign or be removed or otherwise disqualified to serve, and her or his successor shall be elected and qualified. Only members in good standing of the Divisions, as defined in Article II of these Bylaws, shall be eligible for election to the Executive Committee.

4.3. A member of the Executive Committee shall be disqualified to serve by failure to maintain membership in the Division. Executive Committee officers may otherwise be removed only by a vote of the membership, pursuant to Article V, Sections 5.8 and 5.9 of these By-Laws.

4.4. The Officers of the Division shall be a Chair, a Vice-Chair, a Secretary, and a Treasurer.

4.5. A vacancy in any elective office shall be filled by the Executive Committee. (For absence of Chair, see paragraph 4.7.)

4.6. The Chair shall be the chief executive officer of the Division and shall preside at all meetings of the Division. She or he shall, subject to the control of the members and the Executive Committee, have general supervision, direction, and control of the business and Officers of the Division, with powers and duties of management usually vested in the office of chief executive. She or he shall be ex officio a member of all standing committees.

4.7. The Vice-Chair shall perform such duties as the Chair or Executive Committee shall delegate to her or him. In the absence of the Chair, or in the event of her or his death or disability, or inability or refusal to act, the Vice-Chair shall perform the duties of Chair, and, when so acting, shall have all of the powers of and be subject to all the restrictions on the Chair.

4.8. The Secretary shall conduct all official correspondence of the Division, keep a roster of the Divisional membership, keep records of all meetings of the Executive Committee and the membership, issue notice of all meetings, and perform such other duties as may be assigned to her or him by these By-Laws, the Chair, or the Executive Committee. The Secretary shall be the official custodian of the records of the Division.

4.9. The Treasurer shall keep the accounts of the Division, receive all monies, fees, and dues, pay all bills approved by the Executive Committee, and shall retain receipts for all such disbursements. The Treasurer shall, at the annual membership meeting, submit a report, audited by a committee or person appointed by the Executive Committee, of the financial transactions of the preceding fiscal year. The Treasurer shall be responsible for preparing and submitting the Division's annual financial report to the National Office of the USFA, subject to the requirements of that Office. The Treasurer shall keep all funds of the Division in such accounts, each subject to withdrawal upon such signature or signatures, as the Executive Committee may from time to time prescribe. At the direction of the Executive Committee, the Treasurer shall prepare the proposed budget pursuant to Article 5, Section 5.7 of these By-Laws.

ARTICLE V. Executive Committee - Meetings, Powers, Duties

5.1. The Executive Committee, subject to these By-Laws and the By-Laws of the USFA, shall have full powers of management of the Division.

5.2. Meetings of the Executive Committee shall be called by the Chair or upon written request of four (4) members of the Executive Committee, provided such a request specifies the object of the meeting. Notice of all Executive Committee meetings shall be given to all Executive Committee members, at least seven (7) days before such meeting is held, either (1) in writing, (2) by fax, (3) through personal telephonic communication (not via voice mail), or (3) by the e-mail following procedure: each Executive Committee member shall provide a Designated E-mail Address to the Chair and Secretary. The Chair and Secretary may use that Designated E-mail Address to send all notices and communications to the Executive Committee member until that member notifies the Chair or Secretary, either in writing, by fax, or by e-mail, that such Designated E-mail Address has been terminated or superseded, and provides a replacement Designated E-mail Address.

5.3. At any meeting of the Executive Committee, a quorum shall be five (5) members present in person. On failure of a quorum, a lesser number may adjourn to a given time and place, providing that a notice will be sent to all members of the Executive Committee at least 24 hours prior to the second meeting.

5.4. Decisions of the Executive Committee shall be by majority vote of those members present at any meeting conforming to the requirements of Sections 5.2 and 5.3 of these By-Laws. No proxies shall be admitted.

5.5. No major expenditure (over $500.00), except those already approved by the membership, may be authorized by the Executive Committee unless notice of the meeting indicates that such an item is on the agenda.

5.6. In addition to its duties pursuant to Article III of these By-Laws, the Executive Committee shall determine and supervise the arrangements for the venues of all Divisional fencing events and the transportation and safekeeping of all equipment under its jurisdiction.

5.7. The Executive Committee, or the Treasurer at their direction, shall prepare annually a proposed Budget, showing projected income, expenditures, and reserves for the following fencing season, to be submitted for approval by the Membership at its annual meeting.

5.8. Decisions of the Executive Committee may be overruled, or members of the Executive Committee removed from office, by a supermajority of 60% of the votes cast at a special or regular meeting of the membership conducted pursuant to Article VI of these By-Laws. Petitions to conduct such a referendum or removal must be signed by at least ten percent (10%) of the total voting membership of the Division and filed with the Secretary of the Division. The Secretary shall, within two (2) days of such filing, notify the Chair of the Division of the petition, and the Chair shall conduct the referendum within four (4) weeks of such notification.

5.9. If the annual meeting of the Membership is to be held within four (4) weeks of the notification of the Chair described in

Section 5.8 of this Article, the referendum shall be conducted by special meeting, called by the Chair pursuant to Article VI, Section 6.1 of these By-Laws.

ARTICLE VI. Membership Meetings

6.1. The Annual Meeting of the Division shall be held in June or July of each year at a date and time fixed by the Chair.

Special meetings of the Membership may be called at any time by the Chair, by the Executive Committee, or by petition of the members pursuant to Article V, Section 5.8 of these By-Laws. The Secretary shall provide the Membership with reasonable notice of any annual or special meeting; such notice shall include an agenda of items to be considered at such a meeting. Any Division member in good standing, of the age of eighteen (18) years or older at the time of a Membership meeting, shall be qualified to vote at that meeting.

6.2. At any meeting of the Membership, a quorum shall consist of seven (7) members in person. All business before the meeting may be voted on in person or by proxy, provided that no proxy shall be voted on a proposed change in these By-Laws, or a referendum under Article V, Section 8 of these By-Laws, unless the proxy specifies whether it is to be cast for or against the proposed amendment or referendum. Proxies must be in writing and signed. Any person presenting a proxy to a Membership meeting must provide the original and this original or a photocopy shall be retained by the Secretary. Decisions of the members shall be by majority vote (except the case of removal from the office described in Section 5.8 of these By-Laws that shall require supermajority of 60%).

6.3. Not later than May 1 of each year, the Executive Committee shall appoint a Nominating Committee of no fewer than three (3) members representing at least three (3) different USFA member clubs within the Division. The Nominating Committee shall nominate for office those candidates for the Executive Committee who shall be voted on at the next annual meeting. The Nominating Committee shall file its nominations with the Secretary of the Division in sufficient time for notice of the proposed nominees to accompany notice of the Annual Meeting.

6.4. Additional nominations for members of the Executive Committee may be made from the floor at the time of the meeting if each such nomination is seconded by at least one more voting member.

6.5. If no additional nominations for an office are made, the Chair of the Division shall cast at the Annual Meeting an unanimous ballot for the candidates nominated for office by the nominating committee. When additional nominations have been made for any office, voting for the candidates for such office shall be by voting members only and voting by proxy shall not be permitted. At the request of any voting member present at the meeting, voting shall be by secret ballot. For purposes of election of officers of the Executive Committee, a quorum shall consist of seven (7) members present and voting.

6.6. Executive Committee officers, elected by a majority of the votes cast, shall take office immediately after their election, and shall hold office until they resign or be disqualified or removed, or until their successors are elected and qualified.

6.7. If applicable, the order of business for the Annual Meeting shall be as follows:

  • Minutes of the last Annual Meeting
  • Report of Nominating Committee
  • Election of Officers
  • Treasurer's Report and adoption of Budget
  • Proposed Amendments to By-Laws
  • Old Business
  • New Business

ARTICLE VII. Amendment of By-Laws

7.1. Amendments to these By-Laws may be proposed at any Annual Meeting or special membership meeting, provided that written notice has been given to all members, pursuant to Article VI, Section 6.1 of these By-Laws, setting forth the Amendment(s) to be proposed at such meeting.

7.2. Proposed amendments shall be adopted if approved by a majority of those members present in person or by proxy and voting at such meeting, subject to the provisions of Article VI of these By-Laws.

7.3. These By-Laws shall take effect immediately after their adoption by the membership. Unless otherwise specified, amendments to these By-Laws shall take effect immediately after their adoption, and notice of their adoption shall be given to all members of record.