USPTA California Division Bylaws Vote December 30, 2005 Dear USPTA California Division member: As an independently functioning division of the United States Professional Tennis Association, each division operates under its own set of bylaws. The USPTA California Division, never having a complete set of bylaws on record, formed a Bylaws Committee in 2005 to address the absence of these guidelines and close loopholes that had formed as a result. Under the guidance of USPTAâ€™s legal counsel, Paul Waldman, and with direction from the national USPTA bylaws, the Bylaws Committee developed a complete set of bylaws for the California Division. The proposed bylaws are contained within this document. To make these bylaws effective, the California Division now needs your approval. Please take a moment to review the proposed bylaws and vote to approve or reject them by filling out and detaching the enclosed stamped postcard and returning it to the address shown on the ballot. Please note that by approving the bylaws, the terms of the current Board of Officers will be extended by six months in order to get into compliance with the bylaw guidelines. In order for your vote to count, your ballot must include your member number and be postmarked by January 30, 2006. Thank you for your time. Your voice matters. Sincerely,
Yvonne Kingman California Division executive director
Bylaws of the California Division of the United States Professional Tennis Association, Inc. Article I Name and purpose Section 1. Name of this division The name of this division shall be the California Division of the United States Professional Tennis Association, Inc. (hereinafter sometimes referred to as the California Division or Division). Section 2. Purpose The purpose of the California Division shall be to administer the funds entrusted to it and the programs left in its charge by the United States Professional Tennis Association, Inc. (hereinafter sometimes referred to as the â€œUSPTAâ€?) in accordance with the bylaws of the USPTA, and to do any further acts in accordance with the bylaws of the USPTA. Article II Members Section 1. Active membership Application for membership, admission procedure and testing and classification as a member of the California Division shall be in accordance with the provisions of the bylaws of the USPTA. Section 2. Honorary membership Those persons who have made an outstanding contribution to the sport of tennis or to the California Division shall be eligible to become honorary members of the California Division. Honorary membership shall be proposed and voted on by the Board of Officers of the California Division. Article III Board of Officers Section 1. Powers of Board of Officers The California Division shall be managed by its Board of Officers.
Section 2. Meetings of Board of Officers The Board of Officers shall meet annually at such time as it deems convenient. It also shall meet at the call of the president upon twenty (20) days notice or upon the call of a majority of the Board of Officers, who may call a meeting of the Board of Officers upon twenty (20) days notice. Section 3. Makeup of Board of Officers The Board of Officers will consist of the president, regional vice president, first vice president, second vice president, secretary, treasurer, immediate past president, district presidents and such other officers as the Board of Officers deems necessary or desirable. All officers must be active members of the division at the time of their election. Section 4. Nominations and election of Board of Officers The Board of Officers will be elected annually by the divisional membership for a one-year term ending December 31 and the new officers will be installed January 1. The election will be held as follows: Nominations will be made at least eight (8) weeks before the election by the Nominating Committee. The Nominating Committee will propose a complete slate of officers and forward this slate to a person (or persons) designated by the Board of Officers. At least seven (7) weeks before the election, said person (or persons) will mail to the membership the Nominating Committeeâ€™s slate and call for further nominations. At least five (5) weeks before the election, the nominations from the membership must be received by said person (or persons), who thereupon will add to the ballot the names of those persons who receive the greatest number of nominations from the membership. Only one nominee per office will be added to those persons nominated by the Nominating Committee, and names added will have received the most number of nominations from the membership. A nominee added to the ballot must receive nominations from at least 10 members. Thereafter, at least four (4) weeks before the election, the said person (or persons) will send the ballots to the members. The ballots then will be returned to a Counting Committee, which will be appointed by the Board of Officers. Should any district president be opposed, only members in good standing who live within that district will be allowed to vote for the position. Section 5. Nominating Committee The Nominating Committee will be composed of three members, and the immediate past president as an advisor with no vote. Following the passage of this new set of bylaws, the president of the division, with the concurrence of the board of officers, will appoint the new Nominating Committee. They will be called No. 1, No. 2 and No. 3. No. 3 will be deemed to have served three years and he/she will be chairperson. No. 2 will be deemed to have served two years and will be assistant chairperson. No. 1 will be deemed to have served one year. After this
first Nominating Committee, the normal term of office will be three years. After the initial Nominating Committee has nominated a slate of officers, there will be a new nominating committee as follows: No. 3 will no longer serve; No. 2 will move up to be chairperson of the new Nominating Committee; and No. 1 will move up to be assistant chairperson of the new Nominating Committee. A new Nominating Committee member will be appointed by the two (2) remaining Nominating Committee members. The foregoing procedure will be repeated year after year ( i.e. the chairperson departing or leaving and the remaining two moving up, and a third member being appointed). All Nominating Committee members will serve for three years (except the initial three members), and the outgoing member cannot serve on a new Nominating Committee for at least two subsequent consecutive years. In the event that a member of the Nominating Committee for any reason cannot serve, his/her replacement shall be made by the Board of Officers upon majority vote. A member of the Nominating Committee can be removed for cause upon majority vote of the Board of Officers. Section 6. USPTA board supervision The entire election procedure of the Division, as set forth in preceding paragraphs 3, 4 and 5, is under the supervision of the Board of Officers of USPTA, which may ensure, at its discretion and in whatever manner necessary, the fairness of the Division’s election of its Board of Officers. The supervision of the USPTA Board of Officers may be invoked upon the petition of at least 10 percent of the Division’s membership, or at its own discretion. Section 7. Voting procedure at Board of Officers meetings At meetings of the Board of Officers, a quorum shall be a majority of the board. No proxy voting will be allowed. The meeting will be chaired by the president or his/her designee. Robert’s Rules of Order will govern proceedings of the Board of Officers meetings if the chair is challenged. The president may poll the Board of Officers by telephone, but only in cases where time is of the essence and a majority of the board does not object to the procedure. Section 8. Duties of officers (a) President The president will be the Chief Executive Officer of the California Division. He/she shall preside at all meetings, preserve order, appoint all committees with the approval of the Board of Officers not otherwise provided for, and see that the officers and committees perform their respective duties. He shall be an ex officio member of all committees appointed by him/her.
(b) Vice presidents (First and Second) The vice presidents shall assist the president in the performance of his/her duties. (c) Secretary The secretary shall perform the duties usual to the office of the secretary and in assistance to the president. (d) Treasurer The treasurer shall keep all the financial records in a safe place, shall pay all authorized bills promptly on consultation with the president, and shall report on the Division’s financial affairs periodically. He/she also shall report periodically to the treasurer of the USPTA in accordance with the USPTA bylaws. (e) Regional vice president The regional vice president of the Division, along with the president of the Division, will represent the Division on the Executive Committee of the USPTA in accordance with the USPTA bylaws. The regional vice president shall assist the president in the performance of his/her duties and shall exercise the powers of the president in his/her absence or in case of his/her death. (f) Immediate past president The immediate past president will assist the president in the performance of his/her duties and be an advisor to the board, with a vote. (g) District presidents The district presidents will represent regions within the division and the members that live within those regions. Section 9. One person per office In no event shall any two of the offices comprising the Board of Officers be filled by the same person. Section 10. Abandonment of position If a board member misses three (3) consecutive board meetings or five (5) meetings during a one (1) year period, the sitting board may vote to remove the person and replace him/her by a simple majority. Section 11. Financial responsibility The Board of Officers is responsible for the financial stability of the Division. As such, it is directed to maintain a minimum reserve equal to the average of the last three most recent years’ division allocation of membership dues split (one year’s operational funds). It is the responsibility of the treasurer to keep the board informed as to the status of these funds at board meetings. The California Division’s fiscal year will be calculated based on the calendar year (January 1 – December 31).
The Board of Officers may authorize withdrawing from reserves for emergency purposes with a two-thirds (2/3) majority vote. All funds withdrawn from the reserves must be replaced with a time frame specified as part of that vote, but no more than 90 days. If the reserves exceed the average of the three most recent years, the treasurer should inform the board of this fact, and an effort to use these additional funds to provide services to the California Division members should be made within the next calendar year. Section 12. Interim board positions. Should any board member resign or be removed, the current sitting board may install a member in good standing to the open position on a simple majority vote, on an interim basis until the next normally scheduled nomination and election can take place. The Nominating Committee chairperson may be called upon for recommendations. Article IV Membership meeting The members of the California Division shall meet annually, or more often, at a time or times set forth by the Board of Officers. At the membership meetings, which shall be chaired by the president of the Division, the members may discuss the affairs of the Division and make recommendations to the board. They also may vote in person or by proxy on proposed amendments to the bylaws of USPTA, as set forth therein. Article V Amendments to the bylaws Amendments to the bylaws may be proposed by the Board of Officers, and a vote thereafter shall be taken by a mail ballot of the membership. A member must have at least 21 days to return his/her ballot. The proposed amendment will be adopted if at least two-thirds of those voting vote to adopt the amendment. The effective date of any amendment will be when the amendment is adopted or at a time specified in the amendment resolution. Any amendment to the bylaws may be revoked by the USPTA Board of Officers at its discretion, and the divisional amendment process is under the supervision of the USPTA Board of Officers, which may be invoked at its discretion.
Article VI Incorporation in these bylaws of the USPTA bylaws All pertinent provisions of the USPTA bylaws, such as but not limited to, membership eligibility requirements, the code of ethics and disciplinary proceedings, are incorporated by reference in these bylaws.
California Division Bylaws Vote I vote to approve the proposed bylaws.
USPTA California Division P.O. Box 1382 Torrance, CA 90505
24-cent stamp here
I vote to reject the proposed bylaws. Name _________________________ Member No. _________________________ Signature _________________________ Date _________________________
Alan Cutler USPTA California Division 6252 Friends Ave. Whittier, CA 90601
California Division P.O. Box 1382 Torrance, CA 90505
FIRST-CLASS MAIL U.S. POSTAGE PAID TORRANCE, CA PERMIT NO. 868
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