ACBL UNIT 254 BYLAWS
A separate entity of the American Contract Bridge League (ACBL)
INTRODUCTION: Unit 254 [hereafter know as “the Unit] is a separate entity that interacts with the American Contract Bridge League (ACBL) through the Unit charter process, and exists for the purposes specified in Article I of these Bylaws. As such, the Unit and its members shall be subject to and abide by the Bylaws and regulations of the ACBL as in existence and amended from time to time by ACBL. No rule, regulation or bylaw adopted by the Unit shall be inconsistent with or be in contravention of the rules, regulations and bylaws of the ACBL.
ARTICLE I OBJECTIVES OF THE ORGANIZATION
Our objectives of the organization shall be:
- To preserve and promote the best interest of the competitive or tournament form of contract bridge and any modification thereof;
- To cooperate with/assist the ACBL in the promotion and conduct of contract bridge tournaments;
- To conduct bridge tournaments under its own auspices within its own jurisdiction;
- To encourage the highest standards of conduct and ethics by its members, and to enforce such standards.
- To promote and support the development and organization of all affiliated clubs within the Unit.
- To publish and maintain a website for the members; and
- To conduct such other activities as may be in keeping with its principle objectives.
ARTICLE II UNIT JURISDICTION
Unit 254 will have jurisdiction in the State of Guanajuato, Mexico presently assigned it by the ACBL, and as may be modified from time to time.
ARTICLE III MEMBERSHIP
Section 1. Any person who is a member of the ACBL and resides within the geographical area over which this Unit has jurisdiction shall be a member of the Unit. Any person who lives outside the geographical area over which this Unit has jurisdiction may apply for membership in the Unit according to regulations established by the ACBL. Any person who resides within the geographical area of the Unit may apply to become a member of a different unit according to regulations established by the ACBL.
Section 2. In accordance with the procedures established by the ACBL Board of Directors, the members in good standing (as defined by ACBL Rules and Regulations) of the Unit shall have voting rights and any other legal rights or privileges in connection with the governance of the Unit.
Section 3. Members shall remain a member of the Unit unless and until they change their residence to a place outside the jurisdiction of the Unit, without taking the necessary steps to retain membership in the Unit, per ACBL regulations.
ARTICLE IV MEMBERSHIP MEETINGS
Section 1. The Annual Meeting of the Unit shall be held in the first calendar quarter of each year at such time and place as fixed by the President. The agenda of the Annual Meeting shall include presentation of annual reports, including an annual financial report for the fiscal year January 1 to December 31, as well as such other business as may properly come before the meeting. Failure to hold an annual meeting shall not work a forfeiture or dissolution of the Unit or invalidate any action taken by the Board of Directors or officers of the Unit.
Section 2. The Board of Directors shall notify the membership at least thirty (30) days prior to the Annual Meeting by email, posting the notice on the Unit Website, and announcing the meeting at sanctioned duplicate games.
Section 3. A special meeting of the membership may be called:
- By a majority vote of the Board of Directors;
- Or by written request of at least fifteen (15) members in good standing as of the date of the request.
The special meeting shall contain an agenda of only those matters to be taken up at such special meeting, and no other matters requiring a vote of the members shall be considered.
Section 4. The Chairperson of the Election Committee or Secretary shall certify prior to the meeting that a quorum exists. A quorum for transaction of business at any annual or special meeting shall be 25% of the members in good standing on the date the meeting is scheduled.
Section 5. Absentee ballots shall be permitted. Members may also vote absentee via email ballots. Such votes may be revoked at an annual or special meeting by a member who is present at the meeting and wishes to change the prior absentee vote. Because absentee ballots shall be used, there may be no nominations from the floor for elections of directors, nor shall there be any change of any question being considered at meetings once ballots have been mailed.
Section 6. No proxy voting shall be permitted, as per ACBL guidelines.
ARTICLE V UNIT BOARD OF DIRECTORS
Section 1. The affairs of the Unit shall be managed and conducted by the elected Board of Directors, which shall consist of seven (7) Unit members in good standing, each elected for a period of two (2) years. The directors will be elected annually at the Unit’s annual membership meeting and they will take office immediately following their election. No director shall hold office more than three (3) consecutive two-year terms.
Section 2. To conduct business at a meeting of the Board, the Board shall require a quorum present, which shall be a majority of the number of directors duly elected and serving at the time business is to be conducted.
Section 3. Election of Board Members
- Nominating Committee
Candidates for election to the Board shall be nominated by the Nominating Committee and elected by the general membership. At a time reasonably in advance of the annual member meeting, the President shall appoint a Nominating Committee consisting of three (3) Unit members in good standing, none of whom are Board members. This Nominating Committee shall meet in a timely fashion, elect a chairperson from among its committee members, and proceed to prepare a slate of persons who are qualified to be elected to the Board. This slate shall be publicized in the notice of the Annual Meeting.
- Additional nominations may be made by petition from the general membership. A nominating petition must contain the approval of the nominee. Only such nominations received by the Board prior to publication of the notice of the Annual Meeting shall be publicized in the notice of the Annual Meeting or in absentee ballots requested by or sent to members.
- Election Committee and voting rules
The President shall appoint an Election Committee of three (3) members, none of whom are Board members and none of whom served on that year’s Nominating Committee. The Election Committee will elect a head teller from among its committee members, and will conduct the election process at the Annual Meeting, as provided by these By-laws. Voting shall be by secret ballot and every member in good standing shall be entitled to one vote for each director to be elected. Candidates receiving the most votes shall be elected. Cumulative voting will not be permitted.
Section 4. The Board of Directors shall have the responsibility to conduct, manage, supervise, and control all of the business and financial affairs of the Unit. To that end, the board shall meet at least quarterly, or more frequently as necessary. Board members may participate in said meeting by means of a conference telephone or any other electronic means where all persons participating may hear each other. Participation by such means shall constitute presence in person at a meeting.
Section 5. Vacancies on the Board due to death, disability, resignation, or any other cause, shall be filled by appointment by the Board of a replacement to complete the balance of that director’s term. Failure of a director to attend three (3) consecutive meetings shall be grounds for removal from the Board.
Section 6. No person who receives financial compensation or benefits directly or indirectly from owning or managing an ACBL sanctioned club game located in the geographical area of the Unit may be nominated for, elected to or appointed to the Board. In the event a current Board member assumes ownership or manages a club as defined above for financial compensation or benefit that director’s seat is deemed vacant after thirty (30) days.
Section 7. Any expenditure in excess of $250 shall require prior authorization and require the signature of two (2) Officers of the Board.
ARTICLE VI UNIT OFFICERS
Section 1. The officers of the Unit shall be a President, Vice-President, Secretary and Treasurer. The offices of Secretary and Treasurer may be combined and held by one member.
Section 2. The Board shall elect all officers at the first meeting after the annual meeting’s election. Those elected shall hold office for one (1) year or until their successors shall have been duly elected and qualified. No member of the Board may hold the office of President for more than two (2) consecutive terms.
Section 3. The President shall preside as chair at all meetings of the membership and of the Board. The President shall supervise and manage the affairs of the Unit and perform all other duties incidental to the office. The President shall be an ex-officio member of all committees. It shall also be the President’s duty to create new and/or additional committees and appoint chairpersons to all committees.
Section 4. The Vice-President shall assist the President in the execution of the President’s duties and perform all other duties as the President or the Board may direct. In addition, the Vice-President shall replace the President whenever the President lacks capacity to function.
Section 5. The duties attendant on the Secretary shall include, among others:
- Attending all Board meetings and all membership meetings;
- Keeping minutes of all Board meetings and membership meetings;
- Notifying the Board members of any regular or special meeting of the Board;
- Posting, as soon as possible after the meeting, a copy of the minutes of all Board meetings. Electronic communication may be used.
- Maintaining the lists of all Unit members;
- Maintaining records and correspondence; and
- Certifying in a timely manner that a quorum exists at any annual or special meeting.
Section 6. The duties of the Treasurer shall include, among others:
- Care, custody, and responsibility of all funds, securities and property of the Unit;
- Keeping full and accurate accounts of receipts and disbursements belonging to the Unit;
- Depositing all monies and valuables in the name of and to the credit of the Unit in such depositories as may be designated by the Board;
- Disbursing the funds of the Unit as may be directed by the Board of Directors, taking proper vouchers for each such disbursement; and
- Rendering to the directors, at all meetings or whenever they require it, an account of all transactions and of the financial condition of the Unit.
Section 7. The officers of the Unit shall serve without compensation, but are entitled to receive reimbursement of expenditures made on behalf of the Unit.
ARTICLE VII STANDING COMMITTEES
Section 1. Disciplinary and Ethics Committee. This committee shall be appointed by the President with the approval of the Board and shall be composed of three (3) members of the Unit in good standing. Its duties shall be receipt of any charges and the holding of hearings on any conduct, ethics or judicial case among Unit members. Their findings and recommendations shall be reported to the Board.
Section 2. Tournament Committee. This committee shall be appointed by the President, chaired by a Board member and consist of a reasonable number of members in good standing. Its duties shall be to make all necessary arrangements for the holding of tournaments within the complete authority of the Unit, subject to the regulations of the ACBL. This committee shall present a proposed budget to the Board at least ninety (90) days in advance of the proposed tournament and shall render a complete report to the Board at the meeting held next after the tournament.
Section 3. Communications Committee. This committee shall be appointed by the President, chaired by a Board member, and shall consist of a reasonable number of members in good standing. Its duties shall be to maintain the Unit’s website, to publish and distribute emails intended for all members simultaneously, and to write articles for newsletters.
Section 4. Special Committees. The President or the Board may appoint special committees from time to time, as necessity dictates. Such committees are automatically dissolved when the purpose for which they had been created has been fulfilled.
ARTICLE VIII AMENDMENTS TO THE BY-LAWS
Section 1. Amendments to the By-laws may be proposed:
- By a majority of the Board of Directors, or
- By a petition signed by at least fifteen (15) members in good standing at the date the petition is served on the Board.
Notice of any proposed By-laws amendment shall be given by email to all Unit members, by posting the notice on the Unit’s website, and at locations of sanctioned duplicate bridge games within the Unit’s jurisdiction (where possible) at least thirty (30) days in advance of the annual meeting or any special meeting called for that purpose. The notice will include instructions on how to obtain and submit an absentee ballot.
Section 2. It shall be the duty of the Secretary to incorporate the text of the proposed By-laws amendment in the notice of any annual or special meeting whose agenda includes the proposed amendment. Members in good standing of the Unit may vote on a proposed amendment either at the meeting or by absentee ballot. Amending these Articles requires a two thirds (2/3rds) majority of the membership in good standing (including absentee ballots). No amendment shall be retroactive.
ARTICLE IX RULES OF ORDER
The latest edition of Robert’s Rules of Order, revised, shall be accepted as the governing authority for procedure of this organization in all matters not specifically covered by these By-laws.
ARTICLE X NON-SMOKING EVENTS
All Unit functions and events shall be non-smoking.