The F.W.B. Duplicate Bridge Club, Inc. Constitution and By-Laws
ARTICLE I – NAME
The name of this organization shall be the “F.W.B. Duplicate Bridge Club, Inc”
ARTICLE II – PURPOSE
The F.W.B. Duplicate Bridge Club, Inc., affiliated with the American Contract Bridge League (ACBL) and the Northwest Florida Unit 219 of the ACBL is a not for profit organization established for the purpose of planning,organizing, and conducting duplicate bridge games, tournaments and promoting high ethical standards.
ARTICLE III - MEMBERSHIP
Membership in The F.W.B. Duplicate Bridge Club, Inc. includes all current members of ACBL who are over 18 years of age and reside within the areas of Okaloosa, Santa Rosa, and Walton counties in Florida. Membership in the Corporation, however, does not automatically confer membership in the respective invitational clubs making up the Corporation. Membership in these clubs is subject to determination by the respective club directors. Membership will be made up of active and inactive members. Active members are defined as those who participate in a minimum of two (2) duplicate games per calendar year and pay and dues or fees assessed. Any member not fulfilling these requirements will be considered as inactive.
ARTICLE IV - FEES
Fees for regular bridge tournament sessions shall be determined by the Board of Directors.
ARTICLE V – BOARD OF DIRECTORS
Section A. The Board of Directors shall consist of the Officers of the Corporation, the Directors of all full time local sanctioned bridge games, holders of sanctions for games played at the club’s
facility, the chairman of the Regional Tournament Committee, and representatives of Unit 219 who shall be appointed
by a vote of the Board of Directors.. Each Director shall have only one (1) vote if holding more than one position on the Board.
Section B. The Board of Directors shall have general supervision of the activities of the Corporation. The duties of the Board of Directors shall be:
1. To formulate the objectives and policies of the Corporation;
2. To approve a monetary policy;
3. To appoint a Chairman and Co-Chairman to conduct the annual sectional tournaments; and
4. To perform such other duties as the Corporation desires.
Section C. The Board of Directors shall meet at least three (3) times per year. The President may call a special meeting of the Board of Directors at any time, and a special meeting must be called upon the request of any two members of the Board of Directors.
Section D. Questions requiring a vote of the Board of
Directors shall be decided by a simple majority of those casting a vote. An abstention shall not be counted as a vote
cast. In case of a tie, the President
shall cast the deciding vote.
ARTICLE VI – OFFICERS AND THEIR ELECTION
Section A. The officers of The F.W.B. Duplicate Bridge Club, Inc. shall consist of a President, a Vice President, a Secretary, and a Treasurer. These officers shall be elected for a term of two years by a majority of the members present and voting at The F.W.B. Duplicate Bridge Club, Inc. Annual Meeting and shall hold office until their successors are elected and qualify.
Section B. The term of each officer shall be for a period of two (2) years or until a successor is duly elected.
Section C. A Standing Nominating Committee, composed of three (3) members and authorized to select itsown chairman, shall be appointed by the Board of Directors. This Committee shall present a slate of officers atthe annual meeting – at which time additional nominations from the floor will be entertained. No nomination may be submitted without the consent of the nominee. Adequate advance notice of the election will beprovided to the membership. Elections will be held every two (2) years.
Section D. Vacancies in an elective office may be filled by the Board of Directors at any meeting. The Nominating Committee shall make recommendations for the vacancies to be filled.
ARTICLE VII – DUTIES OF OFFICERS
Section A. The President: The President shall perform all the duties pertaining to this office, and shall preside at all meetings of the Corporation and of the Board of Directors. The President shall appoint the chairman and members of all committees, except the Nominating Committee, and act as an ex-0fficio member thereof. The President will have the authority to approve financial expenditures up to $250 without approval of the Board of Directors. The President shall be authorized to sign checks.
Section B. The Vice President: It shall be the duty of the Vice President to perform all the functions of thePresident in his (her) absence or inability to serve.
Section C. The Secretary: It shall be the duty of the Secretary to conduct the correspondence of theCorporation as directed by the President and the Board of Directors. The Secretary shall keep a full and complete list of all members of the Corporation and of their current address. The Secretary will keep a record of the proceedings of all meetings of the Corporation and the Board of Directors. The Secretary will also be the custodian of all records belonging to the Corporation.
Section D. The Treasurer: It shall be the duty of the Treasurer to receive all money due the Corporation and to be the custodian of all its funds. The Treasurer may be bonded in such sum as the Board of Directors shall determine and shall be authorized to sign checks. In the absence or incapacity of the treasurer, power to sign checks may be delegated by the Board of Directors to one of its members. The Treasurer shall submit a written report at the Annual Meeting and at any other time when requested by the Board of Directors to review all of the financial records of the Corporation prior to the Annual Meeting.
ARTICLE VIII - MEETINGS
Section A. An Annual Meeting of The F.W.B. Duplicate Bridge Club, Inc. for election of officers and fortransacting general business of the Corporation shall be held during the last quarter of each year.
Section B. Adequate advance notice of at least two (2) weeks shall be given to all members of the Corporation. Notice of this meeting will be announced at each regular bridge session.
Section C. Motions will be passed by a majority of the active members present.
ARTICLE IX - COMMITTEES
Section A. There shall be as many Standing Committees as deemed necessary by the Board of Directors.
Section B. There shall be as many Special Committees as deemed necessary by the Board of Directors.
ARTICLE X – PARLIAMENTARY AUTHORITY
All meetings of The F.W.B. Duplicate Bridge Club, Inc. shall be governed by the procedures contained in Robert’s Rules of Order. The Parliamentarian shall be appointed by the Board of Directors.
ARTICLE XI - AMENDMENTS
This document may be amended at any regular meeting of The F.W.B. Duplicate Bridge Club, Inc., or at anymeeting called for this purpose, by a vote of two-thirds (⅔) of the active members present, provided a quorum is in effect. A quorum consists of 20% of the active membership. Members must be notified at least two (2)weeks in advance.
ARTICLE XII - DISSOLUTION
In the event of dissolution the residual assets of the Corporation will be turned over to one or more organizations which are exempt as organizations described in Sections 501(c)(3) and 170(c)(2) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future Internal Revenue Code or to the Federal, State or local government for exclusive public purpose.