Unit 128 By-Laws

These amended Bylaws were approved at the general membership meeting held during the Daytona Beach Regional in November of 2010. They became effective at the time they were approved.

ACBL UNIT 128 BYLAWS

ARTICLE I
Organization Name and Description

Section 1. The name of this organization is the Florida Unit of the American Contract Bridge League, Inc., hereinafter referred to as the UNIT.

Section 2. The American Contract Bridge League is hereinafter referred to as the ACBL.

Section 3. The UNIT is organized as a not for profit corporation under the laws of the State of Florida and has such powers and obligations as provided in the laws of the State of Florida for non-profit corporations.

Section 4. The UNIT:

(a) Is a subsidiary of the ACBL;
(b) Is subject to regulation by District 9 of the ACBL, hereafter referred to as the DISTRICT;
(c) Recognizes the ACBL as the parent organization, having authority and control over Tournament Bridge.
(d) Exists under the sanction of the ACBL, functions within the jurisdiction of the ACBL, and complies with the bylaws and regulations of the ACBL.

Section 5. The UNIT is a member unit of, and is subject to regulation by, District 9 of the ACBL, hereinafter referred to as the DISTRICT.

ARTICLE II
Objectives of the Organization

Section 1. The general objectives of this organization are:

(a) To preserve and promote the best interests of the tournament form of the game of Contract Bridge or any modifications that may be developed in the future;
(b) To exercise all legal powers and to perform all duties of a Florida Corporation in pursuit of the forgoing or related powers and duties.

Section 2. Specific powers and duties of the UNIT are:

(a) To cooperate with and assist the ACBL and the DISTRICT in the promotion and conduct of Duplicate Contract Bridge Tournaments conducted by the ACBL or the DISTRICT within the geographical boundaries of the UNIT;
(b) To conduct Duplicate Contract Bridge Tournaments under its own auspices;
(c) To prescribe rules of eligibility for participation in tournaments under its own auspices or those of affiliate clubs.
(d) To act as the governing authority of the ACBL and to schedule and supervise Duplicate Contract Bridge Tournaments conducted by clubs running games sanctioned by the ACBL within the geographical boundaries of the UNIT:
(e) To process reports of dishonest, unethical, or improper conduct by participants in sanctioned games, UNIT events, or tournaments under its jurisdiction, and to discipline members of the UNIT guilty of such conduct in a manner fully consistent with the ACBL Disciplinary Regulations.

ARTICLE III
Membership

Section 1. A member of the UNIT is a member of the ACBL, residing in the jurisdiction of the UNIT, until changed.

Section 2. Membership dues shall be the sum designated by the ACBL and payable as provided in its regulations. The UNIT may assess additional fees as necessary.

Section 3. A member shall be considered to be in good standing if required dues for the current year are paid and the member is not under suspension by either the ACBL or the UNIT.

Section 4. A member of the UNIT may be censured, suspended, or expelled only in accordance with the ACBL Code of Disciplinary Regulations.

ARTICLE IV
Administration of Organization Affairs

Section 1. All affairs of the UNIT shall be controlled by the Board of Governors. ACBL regulations shall be deemed regulations of the UNIT.

Section 2. The business affairs of the UNIT shall be administered by the Executive Manager in compliance with these Bylaws and the directives of the Board of Governors.

Section 3. The geographical territory of the UNIT is divided into AREAS to provide proportionate representation of the membership on the Board of Governors. These AREAS and the number of Board members elected from each AREA are:

Area 1. (two members)

Commonwealth of Puerto Rico
Territory of the Virgin Islands
Miami-Dade County
Monroe County
Those members of Unit 128 that reside in Broward County

Area 2 . (two members)

Glades County	Highlands County	Martin County	Okeechobee County
Palm Beach County	St. Lucie County

Area 3. (two members)

Alachua County	Baker County	Bradford County	Clay County
Columbia County	Dixie County	Duval County	Flagler County
Gilchrist County	Hamilton County	Lafayette County	Lake County
Levy County	Madison County	Marion County	Nassau County
Putnam County	St. Johns County	Suwannee County	Taylor County
Union County	Volusia County

Area 4. (two members)

Citrus County	Hernando County	Hillsborough County	Pasco County
Polk County	Sumter County

Area 5. (two members)

Pinellas County

Area 6. (one member)
Manatee County (except those zip codes within Unit 102) and Sarasota County (except those zip codes within Unit 102).

Area 7. (two members)

Charlotte County	Collier County	DeSoto County	Hardee County
Hendry County	Lee County

Section 4. A candidate for election to the Board of Governors must be a resident of the AREA for which representation is sought at the time the candidate is placed on the ballot. Should a candidate or member of the Board relocate to another area, that member or candidate shall tender his/her resignation from the Board, to be effective upon the Board selecting a replacement from a member that resides within the area that has a vacancy.

Section 5. The Board of Governors may periodically review the division of the UNIT into AREAS and the number of Board Members elected from each AREA in order to maintain approximately equal proportionate representation and shall propose Amendments hereto as necessary for this purpose.

Article V
Board of Governors

Section 1. The UNIT Board of Governors shall consist of:

(a) Voting members, who shall be members of the UNIT, elected by the membership in accordance with the procedures described in ARTICLE XI; and
(b) Non-voting members, designated by these Bylaws or appointed by the President with the approval of the board. Non-voting members shall have all privileges of voting members of the Board, except to initiate, second, or vote on motions before the Board.

Section 2. The voting members of the Board shall:

(a) Elect the UNIT officers, and have the power to remove those officers, and to remove the appointed non-voting members as described in ARTICLE VI of these Bylaws;
(b) Hire employees, or independent contractors, define their duties and authority, and oversee their performance;
(c) Determine and implement the UNIT's policies;
(d) Approve the dates, locations, and management of all Tournaments conducted and promoted by the UNIT;
(e) Conduct its meetings in accordance with ARTICLE IX and ARTICLE X;
(f) Initiate amendments to these Bylaws in accordance with ARTICLE XII;

Section 3. Elections for the Board of Governors shall be held biennially, in even numbered years, commencing in the year 2006, at the last Regional UNIT tournament of that calendar year, and be supervised by an Elections Committee, in accordance with the provisions of ARTICLE XI.

Section 4. The term of each member duly elected shall be four years. At least one member of each AREA shall be elected at each biennial election, except Area 6, whose representative shall be elected in the non-Leap year, e.g.2006, 2010, etc)..

Section 5. In the event of a vacancy on the Board of Governors, the Board shall elect a successor from the membership of the AREA of the UNIT from which the vacancy arose for the remainder of the term.

Section 6. A Member of the Board of Governors may be removed from office by two-thirds of the members of the Board in attendance at a regular or special meeting, if it is determined that said member has:

(a) Failed to maintain membership in the UNIT;
(b) Been absent from two consecutive Board meetings without good and sufficient reason,
(c) Engaged in conduct inimical to the best interest of the UNIT, DISTRICT, or Tournament Bridge.

Section 7. The Board of Governors shall meet on the last day of the tournament, at which the election for board members has been held or on any day during the tournament if no election is contested. The Board will receive and certify the election results reported by the Elections Committee, report the results to the ACBL, and cause the results to be published. The Board will then seat the newly elected members. Upon attaining a quorum, the new Board shall elect officers for the following two years.

Section 8. The Board of Governors shall elect UNIT officers from among its own members. The UNIT may have a President, a Vice-President, a Recording Secretary, a Corresponding Secretary and a Treasurer.

Section 9. Elected and appointed Board members shall be reimbursed for per diem expenses and transportation expenses for those meetings that they attend at rates determined from time to time by the Board. Except for expense reimbursement, Board members will receive no remuneration. They may however, hold an office or position as employee or independent contractor which receives compensation.

ARTICLE VI
Organization Officers

Section 1. The President shall:

(a) Preside at all meetings of the UNIT Board of Governors and the annual meeting of the UNIT membership;
(b) Appoint all committees and, except when these Bylaws specify otherwise, serve on them as an ex-officio member;
(c) Appoint, from members of the Board, or the immediate past Board President, the UNIT Representatives to the DISTRICT Board of Directors;
(d) Exercise general supervision over the activities of the UNIT and perform other duties that are prescribed by the Board of Governors or are incidental to this office;

The President may not hold the office for more than two terms consecutively (except in the case of completing the unexpired term of an officer that has resigned or is no longer in office). The President will receive reimbursement of expenses related to the performance of the duties of the office, which includes tournament expense reimbursement, but shall receive no salary for this office.

Section 2, The Vice-President shall:

(a) In the absence or incapacity of the President, assume the President's duties;
(b) Perform other duties that the President or Board of Governors may assign.

The Vice-President will receive reimbursement of expenses related to the performance of the duties of the office, but shall receive no salary
for this office.

Section 3. The Recording Secretary shall:

(a) Attend all regular and special meetings of the Membership and Board of Governors and record and keep the minutes of those meetings;
(b) Keep copies of all contracts to which the UNIT is a party;
(c) Receive and file the reports of all officers and Committees;
(d) Maintain a roster of UNIT members and keep records of all tournaments and other UNIT activities;
(e) Perform other duties that are prescribed by the Board of Governors or are incidental to this office.

The Recording Secretary will receive reimbursement of expenses related to the performance of the duties of the office, which includes tournament expense reimbursement, and may also receive a salary for these duties as determined by the Board of Governors.

Section 4. The Corresponding Secretary shall:

(a) Attend all regular and special meetings of the Membership and Board of Governors:
(b) Send meeting notices to the members of the Board of Governors and effect the publication of notices of the Membership;
(c) Handle all official and such other correspondence as may be required by the President, the Board of Governors, or the Executive Manager;
(d) Complete and file all UNIT reports that the ACBL requires;
(e) Perform other duties that are prescribed by the Board of Governors or are incidental to this office.

The Secretary will receive reimbursement of expenses related to the performance of the duties of the office, and may also receive a salary for these duties as determined by the Board of Governors.

Section 5. The Treasurer shall have the care, custody of, and responsibility for all funds and securities and all property of the UNIT, and shall deposit the funds in such bank as may be approved by the Board of Governors. The Treasurer shall:

(a)Keep accurate books of account of all receipts and disbursements:
(b) Attend all regular and special meetings of the Membership and Board of Governors;
(c) Submit a financial report at the regular meetings of the Board of Governors and such other times as may be required by the President or the Board of Governors;
(d) Perform all such legal and other duties as may be incidental to the office:
(e) Obtain and submit a professional review of the UNIT’s financial records;

The Treasurer will receive reimbursement of expenses related to the performance of the duties of the office, and may also receive a salary for these duties as determined by the Board of Governors. The Treasurer may hire a controller and/or other staff to assist him/her with the approval of the majority of the Board of Governors.

ARTICLE VII
Employees and Independent Contractors

Section 1. The Executive Manager shall be an ex-officio member of the Board of Governors and shall:

(a) Be the business manager of the UNIT, administering the affairs of the UNIT in compliance with procedures established by the Board of Governors;
(b) Attend the annual Membership meeting and all meetings of the UNIT Board of Governors;
(c) Be responsible for tournament supplies and equipment of the UNIT.

The Executive Manager will receive reimbursement of expenses related to the performance of duties, and may also receive a salary and benefits for these duties as determined by the Board of Governors.

Section 2. The Publications Coordinator shall, in compliance with specifications set forth by the Board of Governors:

(a) Edit the UNIT's part of the DISTRICT publication, and/or the UNIT’s publication, which shall include tournament results, review of UNIT meetings, local news, and such other material as may be appropriate.
(b) Assist with the printing and distribution of the DISTRICT publication and/or the UNIT publication.
(c) Receive a salary for these duties as determined by the Board of Governors.

Section 3. The UNIT Legal Counsel shall be an ex-officio member of the Board of Governors and shall:

(a) Attend all meetings of the Board of Governors.
(b) Be a member of the Florida Bar ;
(c) Advise the Board of Governors with regard to the legal aspects of matters under consideration by the Board..

The UNIT legal counsel will receive reimbursement of expenses related to the performance of duties prescribed by the Board or President, and may also receive a salary for these duties as determined by the Board of Governors. The rate of pay shall be established annually by the Board and Legal Counsel.

ARTICLE VIII
Committees

Section 1. There are two categories of UNIT Committees:

(a) Standing committees defined by these Bylaws;
(b) Temporary (or ad hoc) committees, created by the President or Board to address specific matters.

Section 2, The membership of each committee includes any ex-officio members specified by these Bylaws and other UNIT members as appointed by the President.

Section 3. The budget for each committee is determined by the UNIT Board of Governors.

Section 4. The internal rules of procedure of any committee are determined by the chair of the committee in accordance with directives of the Board of Governors.

Section 5. The Executive Committee shall consist of the UNIT Officers and the immediate past president. This Committee shall advise the President on matters of immediate urgency, and shall act for the Board when an emergency meeting of the Board is not practical. The President is the Chair of the Executive Committee. The executive committee may meet telephonically, live, and/or electronically at the direction of the chair, at all meetings.

Section 6. The Education Committee promotes the development and education of bridge within the UNIT and works in cooperation with the DISTRICT education liaison and novice coordinator.

Section 7. The Membership Committee is to increase membership by seeking new members and encouraging present or former members to renew or reinstate their memberships.

Section 8. The Election Committee shall be comprised of at least three and no more than seven members appointed by the President (with the approval of the board), a majority of whom are members of the Board of Governors not then running for re-election, and the remainder of whom are from the general membership of the UNIT. The President is not a member of this Committee. The Committee shall be constituted so that no two members are from one AREA of the UNIT. The Election Committee may meet telephonically, live, and/or by electronic means at the direction of the chair of the Committee. The Board of Governors member with the most time on the Board, not up for re-election, shall serve as interim chair, until one is appointed by the Election Committee itself. The functions of the Committee shall be:

(a) To seek candidates for the Board of Governors in the absence of any applications for an AREA;
(b) To certify candidates for the ballot,
(c) To conduct and supervise all aspects of the elections as described in Article XI of these Bylaws.

ARTICLE IX
Quorum and Rules of Order

Section 1 Fifty percent of the elected (voting) membership of the Board of Governors shall constitute a quorum for that body. Thirty regular members in good standing shall constitute a quorum for the annual Membership Meeting or for special Membership Meetings.

Section 2. Robert's Rules of Order, Revised, shall be accepted as the governing authority for this organization in all matters not specifically covered by the Bylaws or by Standing Rules adopted by the Board of Governors.

ARTICLE X
Meetings

Section 1. The annual membership Meeting of the UNIT shall be held during the last Regional Tournament within the geographical boundaries of the UNIT each year, the time and place to be specified by the President of the UNIT, with the approval of the board, and publicized in the official UNIT publication or within the UNIT pages of the DISTRICT publication, and at the tournament site. The published time or place of the meeting may be modified by the President with the approval of the board. The meeting shall be chaired by the President of the UNIT or designated representative.

Section 2. A special UNIT Membership Meeting may be called by a petition signed by at least 50 members from each of at least 5 AREAS, or by a majority vote of the UNIT Board of Governors, or by the President with the approval of a majority of the Executive Committee. Notice of the time and place of any special Membership Meeting shall be given by mail or by publication at least thirty (30) days before such meeting and shall include the agenda of matters to be taken up at such meeting. Only items included in the published agenda may be acted upon at a special Membership Meeting. Special Membership Meetings may include bylaws amendments as long as the provisions of Article XII, Section 2 are met.

Section 3. Thirty (30)regular members in good standing shall constitute a quorum for any Membership Meeting.

Section 4. The Board of Governors shall hold its annual meeting during the last Regional Tournament within the geographical boundaries of the UNIT each year. Additional meetings of the Board of Governors may be held at the discretion of the President.

ARTICLE XI
Election Procedures

Section 1. Elections for the Board of Governors shall be held in even numbered years beginning in the year 2002. The term of each member duly elected shall be four years.

Section 2. Only members of the UNIT may run for the Board of Governors. Each Member of the UNIT desiring to be a candidate for the Board of Governors of the UNIT shall file a written declaration of candidacy with the Recording Secretary of the UNIT on or before May 20 preceding each election hereafter. The declaration must contain the candidate's name, address, and AREA within the UNIT and an expressed desire to become a member of the Board to represent that AREA. A candidate must be a resident of the AREA for which representation is sought at the time of application. A subsequent move from the AREA shall not invalidate the candidacy nor deprive the elected Board member of the privilege of serving the remainder of his or her term, unless so voted by the Board of Governors.

Section 3. If more candidates apply for a position on the Board of Governors than there are available positions in that AREA, all applications shall be referred to the Election Committee to reduce the number of candidates to two candidates per AREA.

Section 4. Any candidate who runs unopposed shall be automatically elected.

Section 5. The biennial election of members of the Board of Governors shall be held during the last UNIT sponsored Regional tournament of the year.

Section 6. The election shall be by written ballot. Only members of the UNIT in good standing may vote.
(a) Rules for Voting:

1. A voting booth manned by employees and/or volunteers shall be open from thirty minutes before game time until game time in the first session of major events and from thirty minutes before game time until game time in the second session of major events during four consecutive days ending on the next to the last day of the tournament. Measures shall be instituted to assure that only members of the UNIT vote and that only ballots of members of the UNIT are counted. All ballots shall be deposited in the ballot box which shall remain intact until the voting has been completed, at which time three members of the election committee (and a representative of any candidate running for election may witness the counting of the ballots) shall total the ballots, reporting the results to the Recording Secretary of the UNIT. The Recording Secretary will then post the results in the playing areas of the tournament and publish them promptly in the official UNIT publication or in the UNIT pages of the DISTRICT publication, and on the UNIT web site.

(b) Rules for Absentee Voting

1. Members in good standing may vote by absentee ballot.
2. Official absentee ballots shall not be printed in the official publication in the September issue preceding the election, but a slate of candidates with a statement from each candidate, limited in size, shall be published in that issue. Official absentee ballots shall, upon receipt of a written request be mailed to members who live in the UNIT but do not plan to attend the fall elections.. Every member may receive an absentee ballot for personal use by written, request from the Corresponding Secretary of the UNIT. Absentee balloting shall be by official ballot only. No duplicates shall be accepted.
3. Each ballot must be returned to an address specified by the Election Committee, which may include a UNIT post office box, which shall be designated in the official publication, and must be received by the UNIT at that address only at least 14 days before the beginning of the tournament during which the elections are conducted.
4. Each absentee ballot must be sealed inside an envelope. This envelope must be placed inside another envelope that must contain, hand printed, the member's name, address and ACBL membership number. Additionally, each member voting by absentee ballot must affix his or her signature across the flap of the outer envelope after sealing the envelope.
5. Any ballots received that are not in strict compliance with these regulations will not be counted and will be destroyed.
6. The Corresponding Secretary of the UNIT or designated agent will secure the ballots until delivering them, in person, to the Election Committee for tallying all ballots at the conclusion of the election period.
7. The UNIT is not responsible for delays in the mail. Any ballots not received in compliance with the deadlines will not be considered. No ballot will be returned to any member in any instance.

ARTICLE XII
Amendments

Section 1. Amendments to these Bylaws may be proposed by either the membership or the Board of Governors.

Section 2. The membership may propose amendments by a petition signed by not less than 10% of the members in good standing.

Section 3. The Board of Governors may propose amendments at any regular or special meeting of the Board of Governors, provided that notice in writing has been given at least ten (10) days in advance of the meeting announcing the intention to propose amendments to the Bylaws. The concurrence of two-thirds of all Board members present and voting shall be required to propose an amendment.

Section 4. Proposed amendments shall be published in the pages of the official Unit or District publication, but if this is not possible due to publication deadlines or space limitations, the proposed changes shall be published on the Unit Website at least 30 days prior to their consideration by the membership.

Section 5. Proposed amendments may be considered by the membership at the annual Membership Meeting, or at a special membership meeting called by the President, with the approval of the board.

Section 6. A majority of the membership quorum shall be required to approve a proposed amendment. In the absence of a quorum of the membership, the Board of Governors shall be empowered to approve proposed amendments by two-thirds vote at the next regular or special meeting.