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The Unit:
The Unit functions within the By-laws and Regulations
of the American Contract Bridge League and its District.
Objectives of the Organization
The objectives of the organization are:
1. To preserve and promote the best interests
of and to stimulate interest in the art of playing competitive duplicate
bridge and any modifications thereof;
2. To cooperate with and assist the League in the
promotion and conduct of contract bridge tournaments;
3. To encourage the highest standards of conduct
and ethics by its members, and to enforce such standards;
4. To promote the development and organization of
affiliated clubs within the Unit;
5. To cooperate in the League’s charity program
and to sponsor and conduct charity events with the object of realizing
funds to be devoted to worthy humanitarian causes;
6. To conduct such other activities as may be in
keeping with its principle objectives.
SECTION I
ARTICLE I
UNIT JURISDICTION
The geographical area within which this Unit may operate
shall be such area as is at present assigned to it by the Board of Directors
of the ACBL, and as it may hereafter be modified from time to time.
At the time of formation, the Unit consists of the counties of Bruce, Grey,
Huron, Perth, Elgin, Wellington, Brant, Waterloo, Oxford, Essex, Kent,
Lambton, Middlesex and the portion of Haldimand-Norfolk that is west of
County Road 18, in the province of Ontario, Canada.
ARTICLE II
MEMBERSHIP
Any person residing within the playing area of the Unit
is eligible for membership. Membership shall bind the applicant to
full compliance with and adherence to these, Articles the Unit’s Charter
and the Charter and By-laws of the American Contract Bridge League.
Such person, upon favourable action, shall become and
remain a member unless:
1. He changes his residence to a place
outside the jurisdiction of the Unit, in which case he shall become a member
of the new Unit immediately upon processing by the League of his change
of address;
2. He has failed to pay his dues in accordance with
regulations of the American Contract Bridge League;
3. He has been suspended or expelled from membership
in accordance with regulations established by the American Contract Bridge
League and the Board of Directors of the Unit, provided that such regulations
conform to the rules and due process and that such regulations as are established
by the Board of Directors of the Unit are not in conflict with the regulations
of American Contract Bridge League.
ARTICLE III
DUES
Annual dues shall be assessed by the Board of Directors
of the American Contract Bridge League.
SECTION II
ARTICLE IV
ANNUAL AND OTHER MEETINGS OF MEMBERS
1. The annual or any other general meeting of the
members shall be held within the boundaries of Unit 249, as the Unit Board
of Directors may determine and on such a day as the said directors shall
appoint provided that the annual meeting of the members shall be on a day
prior to the last day of September in each year following the end of the
fiscal year and normally in conjunction with a Unit Tournament.
2. At every annual meeting, in addition to any other
business that may be transacted, the president will report the activities
of the Board of Directors.
3. The members may consider and transact any business,
either special or general, without notice thereof at any meeting of the
members. The Unit Board of Directors may chose to defer this business
to a future meeting.
4. Special meeting of the members may be called
at any time to consider either specific subject matters by the Unit Board
of Directors or by the President, or by petition of twenty (20) of the
members. Notice of the time and place of any special meeting shall
be given at least ten (10) days before such a meeting. The notice
of any special meeting shall contain an agenda of the matters to be taken
up at such a meeting. No other business shall be acted upon at such
a special meeting.
5. A quorum for the transaction of business at
any annual or special meeting shall consist of ten (10) members.
6. No proxies shall be permitted.
ARTICLE V
ADJOURNMENTS
Any meeting of the Unit of the Directors may be adjourned
to any time and from time to time and such business may be transacted at
such adjourned meeting as might have been transacted at the original meeting
from which the adjournment took place. No notice shall be required
of any such adjournment. Such adjournment may be made notwithstanding
that no quorum is present.
ARTICLE VI
VOTING OF MEMBERS
1. Each member shall, at all meetings, be entitled
to one vote and he may not vote by proxy. No members shall be entitled
to vote at meetings of the Unit unless the member has paid all dues or
fees, if any, then payable by him.
2. At all meetings of members, every question shall
be decided by a majority of the votes of the members present in person,
unless otherwise required by the By-laws of the Unit, or by law.
Every question shall be decided upon in the first instance by a show of
hands unless a poll be demanded by any member. Upon a show of hands,
every member having voting rights shall have one vote, unless a poll be
demanded, a declaration by the Chair that a resolution has been carried
or not carried and an entry to that effect in the minutes of the meeting
shall be admissible evidence as prima facie proof of the fact without proof
of the number or proportion of the votes accorded in favour or against
such a resolution. The demand for a poll may be withdrawn, but if
a poll be demanded and not withdrawn, the question shall be decided by
a majority of votes given by members present and in person and such poll
shall be taken in such a manner as the Chair shall direct, and the result
of such poll shall be deemed the decision of the Board in general meeting
upon the matter in question. In a case of an equality to votes in
a general meeting, whether upon a show of hands or at a poll, the Chair
shall be entitled to a second deciding vote.
SECTION III
ARTICLE VII
UNIT BOARD OF DIRECTORS
1. The affairs of the Unit shall be managed and conducted
by the Unit Board of Directors, which shall consist of ten (10) elected
and up to four (4) appointed persons, all of whom must be members of the
Unit.
2. Each Director shall hold office for a period
of two (2) years and shall continue to hold office until his successor
has been duly elected. The commencement of the term shall be established
by the regulations of the Unit Board of Directors.
3. A nominating committee is to be appointed to
nominate sufficient candidates to fill the positions open for the directors
at large. Further nominations are to be received from the membership
at large. Such nominations must be signed by two (2) members, accepted
by the nominee, and must be received by the Secretary of the Unit at least
twenty-one (21) days prior to the date of the election.
4. The election of members to the Board of Directors
will take place at a tournament as determined by the Unit Board.
Ballots, which may also be published in the Unit publication or sent by
post to all Unit members, may be mailed to the Unit Secretary by any member
of the Unit specifying the member’s choice for the Unit Board of Directors.
These ballots must be received ten (10) days prior to the tournament designated
as the election tournament. The Board of Directors may set conditions
to control and validate the mail ballots from time to time as they see
fit. The successful candidates will take office at the first meeting
subsequent to the election or at any meeting deemed by the Board
of Directors. At the first meeting, the Board may, at its discretion, appoint
up to four (4) Directors from designated geographical areas to attempt
to guarantee representation from these areas. There can be no more than
two (2) appointees from any one geographical area.
No more than four (4) members may be elected from any
one geographical area. After the appointments, no geographical area
may have more than five (5) members serving on the Board of Directors.
The Board of Directors does not need to ensure that each geographical region
is represented.
The geographical areas at the time of formation of the
Unit are:
1. Windsor, Chatham, Kingsville, Ridgetown
2. London
3. Kitchener-Waterloo, Guelph, Stratford
4. Tillsonburg, Woodstock, Brantford, St. Thomas
5. Goderich, Kincardine, Owen Sound
6. Sarnia
5. Any vacancy on the Unit Board of Directors shall
be filled by the Board of Directors and the persons so appointed shall
hold office for the balance of the unexpired term, subject to the provisions
regarding geographical representation as outlined in Section III, Article
VII, Item 4.
6. The Unit Board of Directors shall hold a minimum
of three (3) meetings a year, one of which shall be designated the annual
meeting. Subsequent regular meetings thereafter shall be held pursuant
to regulations established by the Board of Directors, on appropriate notice.
7. A quorum of the Unit Board of Directors for the
transaction of business shall not consist of less than fifty (50) percent
of the Board members.
8. In addition to the powers herein granted by other
provisions hereof, and by the laws of the province of Ontario, the Unit
Board of Directors shall have powers and duties including, but not limited
to:
a) The conduct and management, supervision
and control of the business of the Unit;
b) The management, supervision, control and conducting
of tournaments, the selection of all dates and locations for holding such
tournaments and the making of all contracts in connection therewith;
c) The employment and discharging of employees
and the supervision of their conduct and fixing of their compensation;
d) The censure, suspension, expulsion or discipline
of any member. But no member shall be censored, suspended or expelled
or otherwise disciplined until he has been furnished with written charges,
to which he has time to reply or until after a hearing of which he has
received reasonable notice. He may be represented by council.
Disciplinary action by the Unit may be appealed to the District II Judiciary
Chairman. The right of a member, against whom charges are pending,
to play in tournaments during such a penalty shall not be affected unless
otherwise directed by the Board;
9. The Directors shall receive no remuneration for
acting as such other than expenses as determined by the Board from time
to time.
10. The members of the Unit may, by resolution passed
by at least two-thirds of the votes cast at general meeting of which notice
specifying the intention to pass such a resolution has been given, remove
any director before the expiration of his term of office, and may, by a
majority of the votes cast at that meeting, elect a person in his stead
for the remainder of his term.
ARTICLE VIII
UNIT OFFICERS
1. There shall be a President, a Vice-President,
a Secretary and a Treasurer and such other officers as the Board may determine
by means of a By-law from time to time. The President and Vice-President
shall be elected by the Board of Directors from among their number at the
first meeting of the new Board after the election of Directors. The
other officers of the Unit Board need not be members of the Board
but they shall not have voting rights at Board meetings if they are not
elected members of the Board.
2. The President shall, when present, preside at
all meetings of the members of the Unit and Board of Directors. The
President shall also be charged with the general management and supervision
of the affairs and operations of the Unit. The President and Secretary
or other officers shall sign all By-laws. During the absence or inability
of the President, his duties and powers shall be exercised by the Vice-President.
If both the President and Vice-President are absent, the Unit Secretary
will call for a vote of the attending members to elect an acting Chair
for the meeting.
The duties of the President and Vice-President shall conform
to the regulations of the American Contract Bridge League.
3. Vacancies due to death, resignation or other
causes shall be filled by the Unit Board of Directors, subject to the conditions
imposed by Section III, Article VII, Item 4.
4. The duties of the officers shall be those outlined
in the Unit By-laws and Regulations, and such others as may be assigned
by the Unit Board of Directors.
SECTION IV
ARTICLE IX
AMENDING PROCEDURE
Amendments to the By-laws may be proposed by the members
of the Unit upon petition signed by at least twenty (20) members and submitted
to the Secretary at least thirty (30) days in advance of the annual meeting
or any special meeting called for the purpose, or upon petition signed
by three (3) member of the Unit Board of Directors. It shall be the
duty of the Secretary to incorporate the text of the proposed amendment
in the notice of the meeting. The concurrence of two-thirds of all
members voting shall be required to pass any amendment.
ARTICLE X
UNIT RECORDS
The Directors shall see that all necessary books and records
of the Unit, required by the By-laws of the Unit or any applicable statute,
are regularly and properly kept.
ARTICLE XI
All cheques, bills of exchange or other orders for the
payment of money, notes or other evidence of indebtedness issued in the
name of the Unit, shall be signed by such officer or officers, agent or
agents of the Unit Board in such a manner as shall, from time to time,
be determined by resolution of the Board.
ARTICLE XII
SECURITIES
The securities of the Unit shall be deposited for safekeeping
with one or more bankers, trust companies or other financial institutions
to be selected by the Board of Directors. Any and all securities
so deposited may be withdrawn, from time to time, only upon the written
order of the Unit Board signed by such officer or officers, agent
or agents of the Unit Board in such a manner as shall, from time to time,
be determined by resolution of the Board or Directors and such authority
may be general or confined to specific instances.
ARTICLE XIII
NOTICE OF MEETINGS
Whenever, under the provision of the By-laws of the Unit,
notice is required to be given, such notice may be given either personally
or telegraphed or by depositing same in a post office or public letter
box, in a prepaid, sealed wrapper addressed to the Director, officer or
member at his or their address as the same appears in the records of the
Unit. A notice or other document sent by post shall be held to be
sent at the time when the same appears on the books of the Unit.
A notice or other document sent by post shall be recorded to be sent at
the time when the same was deposited in a post office or public letter
box as aforesaid, or, if telegraphed, shall be held to be sent when the
same was handed to the telegraph company or its messenger. For the
purpose of sending any notice, the address of any member, Director or officer
shall be his last address as recorded in the files of the Unit.
At the discretion of the Unit Board, notice may be given
by timely advertisement in the Unit publication.
ARTICLE XIV
FISCAL YEAR
Unless otherwise ordered by Unit Board of Directors, the
fiscal year of the Unit shall terminate on the thirty first (31) day of
December in each year.
ARTICLE XV
MEANING AND INTENT
In these Articles and in all other Articles of the Unit
hereafter passed, unless the context otherwise requires, words importing
the singular number or the masculine gender shall include the plural number
or the feminine gender, as the case may be, and vice-versa, and the references
to persons shall include firms and corporations.
Passed by the Unit 249 Board of Directors
November 18, 2002 - Stratford Board of Directors' Meeting
Libby Brawn
RW Burns
President
Recording Secretary |
