The annual meeting of the membership was called to order at 9:02 AM by Chairman Andrey Geva at South Houston High School, the venue for the divisional qualifying tournament ("Divisionals") for Summer Nationals. Other Officers present were Vice Chairman August Skopik, Secretary Matt Delevoryas, and Treasurer John Trojanowski. Approximately 30 other members of the Division were present.

The Chairman introduced the meeting, apologized for starting delays caused by the review of a large number of proxies, and expressed pleasure at the meeting having been delayed due to the great interest in, and attendance at, the meeting.

The Chairman indicated he would speak briefly about the current fencing year, reports would be made, etc. The Chairman reported that as a result the first meeting of the membership in the fencing year [the special meeting on Nov. 16, 2003], which lasted three to four hours, almost everything the members wished had been accomplished. He reported that the Divisional Bout Committee and "Tournament Committee" had been activated. He reported that The Committee had been created [Secretary's note: The phrase "The Committee" herein is meant to refer to the committee with no known official name which was constituted by agreement at the November 16th meeting of the membership of the Division, composed of a representative of each club, to recommend a policy for awarding certain key tournaments including Divisionals to host clubs], it had issued advice to the Division, and the Executive Committee had done everything The Committee proposed. Financial reports had been filed, and a new financial report through the present had been created. The Division was close to having all tournaments (except non-electric and other deliberately non-USFA tournaments) fully official and in conformance with all USFA and Division Bylaw requirements. Many specific proposals had been made to amend the Division's Bylaws to address the problems created by the great age of the Bylaws. The Chairman invited anyone with other Bylaw change proposals to speak during the meeting, but with the understanding that the Bylaws could not be amended to include such changes until a following membership meeting, presumably the meeting expected to be required to be held in August.

The Treasurer announced that he had brought only a few printed copies of a financial report of the Division, showing activity in the current fencing year to date, but that the report was online on the Gulf Coast Division Web site. The report reflected revenue of $1160 of entry fees and $96 of membership dues rebates from a check from an earlier membership year, total expenses of $579 all associated with the JO qualifying tournament, for a net inflow for the membership year of $643.86.

The Chairman reported that one accomplishment during the membership year was creation of the current official Web site of the Division, which he stated contained meeting minutes, agendas, and official documents.

The Treasurer reported that due to historical failures to file Division financial reports with the USFA, the USFA had placed in escrow the membership dues rebates the Division would normally receive. For the few membership years immediately preceding the current year, he had been able to prepare reports after the fact which the USFA found acceptable, and they released the dues rebates, money which had promptly been spent to purchase the two sets of strip scoring equipment [two Favero FULL-ARM-05 scoring boxes and four Favero Millennium reels with Favero floor cords] owned by the Division. However, dues rebates for the current membership year were in escrow because the latest financial statement does not contain a federal ID (federal taxpayer ID, or employer identification number; the equivalent for a group of a Social Security number for an individual). He had submitted the necessary SS-4 form to the Internal Revenue Service, and was still awaiting the assignment of an ID, after which there was no further problem expected to receive the dues rebates.

The Vice Chairman reported that the Gulf Coast Division has no representation in the governance of the Southwest Section, despite its large population. He espoused the idea that the Division should have such representation, and that the election at which to gain it would be at Sectionals in Oklahoma City.

The Chairman reported that the membership in the Division was approximately 550, probably making the Division one of the five largest in the country.

Concerning the 15 proposed amendments to the Division Bylaws which had been announced and had their texts given in advance (see Appendix I), Matt Delevoryas moved that all 15 amendments be adopted. The motion was seconded. There was no debate, and the motion passed without objection.

Giorgio Bassa spoke, inquiring if it would be proper or wise to replace the Bylaws wholesale with more current Bylaws, as opposed to making individual changes. The answer he received is that it would certainly be legal to do so, but at some future meeting when the proposed replacement Bylaws would be announced in the call of the meeting. However, for that to happen, there would have to be someone who would prepare proposed replacement complete Bylaws.

Andrey Geva characterized the current Division election system as strange in that a candidate for office, and his views, might not be known until the election itself. He wished for a system where candidates would be known one to two months before the election, and their platforms could become known. He also spoke of wanting the Division to have greater control over, and more uniformity of, proxy voting. He announced a desire to change the Bylaws to accomplish this.

Tim Guerinot spoke, proposing that tournaments in the Division could resemble, and provide training for, tournaments like Division I NACs, with two rounds of pools and direct elimination with repêchage. In discussion, there was some merit seen in the suggestion, but it was noted that formats of individual tournaments were generally determined by the organizers of those tournaments, excepting the Division's SSCC tournament, which was constrained by SSCC policies.

The Chairman asked for nominations for the office of Chairman. Andrey Geva and Louise Lepie were nominated. Without objection, nominations were closed.

At this time, ballots were distributed to all voters requesting them, and their names noted. Then, the Secretary issued additional ballots corresponding to proxy votes which he had previously examined and noted to be in the possession of certain attendees, but not issuing ballots corresponding to proxies for people who were in the meeting and had already received their own ballots. For those carrying more than a few proxies, each person was offered and accepted a ballot with the Secretary's hand-written and signed notation of how many votes the bearer could cast with the ballot.

The Chairman appointed as tellers Brad Goldie, Marty Wysocki, Don Cravey, Frank Berntsen, and Mark Sennewald. The tellers collected the ballots and began to count them.

While the tellers were counting, the Chairman asked for nominations for the office of Vice Chairman. An attempt was made to nominate August Skopik, but he asked that he not be nominated. Nominations were received for John Trojanowski and Joseph Reeve.

The nominations were interrupted by the arrival of the report of the tellers for the vote for Chairman. 225 votes had been cast, 46 for Andrey Geva, 176 for Louise Lepie, and 3 reported as "spoiled" ballots. The chair declared Louise Lepie elected.

The Chairman resumed entertaining nominations for Vice Chairman. Andrey Geva was nominated. Without objection, nominations were closed.

Ballots were distributed for Vice Chairman as they had been for Chairman, except that one person requested a ballot and was convinced to rescind the request because a ballot for a proxy vote in the name of that member had already been distributed (and the member was content that the proxy vote would be used as the member would have voted).

The tellers collected and began to count the votes.

Ballot distribution began for both Secretary and Treasurer.

The Chairman entertained nominations for Secretary. Matt Delevoryas was nominated. Without objection, nominations were closed. As required by the Bylaws, the Secretary then cast a unanimous ballot for Matt Delevoryas. The Chairman declared Matt Delevoryas elected.

Ballot distribution continued, but distributing only one ballot form instead of two.

The Chairman entertained nominations for Treasurer. Dennis Meyers was nominated. Without objection, nominations were closed. As required by the Bylaws, the Secretary then cast a unanimous ballot for Dennis Meyers. The Chairman declared Dennis Meyers elected.

The Chairman entertained nominations for Treasurer. Dennis Meyers was nominated. Without objection, nominations were closed. As required by the Bylaws, the Secretary then cast a unanimous ballot for Dennis Meyers. The Chairman declared Dennis Meyers elected.

By general consensus, the meeting adjourned at 10:20 AM.

 

Proposition 1

In the Gulf Coast Division Bylaws, in Article VII Section 1, substitute "regular meetings" for "annual meetings" in both occurrences, in Article VII Section 1 part 1, substitute "Kick-off meeting -- on the same day" for "On the same day", in Article VII Section 1 part 2, substitute "Annual meeting -- on the same day" for "On the same day", and in Article VII Section 3 substitute "regular meetings" for "the annual meeting".

Proposition 2

In the Gulf Coast Division Bylaws, in Article VII, Section 4, substitute "provided" for "provides".

Proposition 3

In the Gulf Coast Division Bylaws, substitute "bylaws" for "by-laws" everywhere it appears, preserving capitalization or lack of same of the first letter.

Proposition 4

In the Gulf Coast Division Bylaws, in Article III, replace the text of Section 2 with: "Classes of Membership: The membership of the Division, being composed of members of USFA, INC, shall be divided into classes as established from time to time by the Board of Directors of USFA, INC. The requirements for membership in each class shall be subject to such regulations as the Board of Directors of USFA, INC may determine."

Proposition 5

In the Gulf Coast Division Bylaws, in the four locations

1. Article IV, Section 4, Sub-Section A, part 1, sub-part 3

2. Article V, Section 3, part 3

3. Article VII, Section 1, part 2

4. Article IX, part 3

substitute "Divisional qualifiers for Summer Nationals" for "Divisional Championships", and in Article X, Section 2, substitute "a Closed Tournament which is not a Restricted Tournament" for "Divisional Championships".

Proposition 6

In the Gulf Coast Division Bylaws, in Article IV, append to the text of Section 1, Sub-Section A, part 5: "This shall not apply to such tournaments as may be permitted to be conducted within the Division where the organizing committee is not provided directly by THE DIVISION, and expenses are not paid by The DIVISION. Such tournaments could include, but not be limited to, tournaments for USFA members hosted by clubs within the geographic area of THE DIVISION."

Proposition 7

In the Gulf Coast Division Bylaws, in Article IV, append to the text of Section 1, Sub-Section A, part 7: "This shall not apply to such tournaments as may be permitted to be conducted within the Division where the organizing committee is not provided directly by THE DIVISION. Such tournaments could include, but not be limited to, tournaments for USFA members hosted by clubs within the geographic area of THE DIVISION. However, the Chairman should make available equipment owned by THE DIVISION and facilitate arrangements for other equipment as may be appropriate to further the objectives of THE DIVISION."

Proposition 8

In the Gulf Coast Division Bylaws, in Article IV, append to the text of Section 3, Sub-Section A, part 5: "As an alternative to mailing minutes of a meeting of the Executive Committee, the Secretary may deliver the minutes to members by electronic means, or make the minutes generally available through electronic means in a fashion where the membership would reasonably be able to locate the minutes including but not limited to being made available on the World Wide Web in a manner where it can be easily found at an official Web site of THE DIVISION."

Proposition 9

In the Gulf Coast Division Bylaws, in Article IV, append to the text of Section 4, Sub-Section A, part 1, sub-part 2: "As an alternative to mailing the financial report, the Treasurer may deliver the report to members by electronic means, or make the report generally available through electronic means in a fashion where the membership would reasonably be able to locate the report including but not limited to being made available on the World Wide Web in a manner where it can be easily found at an official Web site of THE DIVISION."

Proposition 10

In the Gulf Coast Division Bylaws, in Article V, Section 3, substitute "such time and place as" for "such time and place as such time and place as", and insert after "written request of three (3) or more members of the Committee." the sentence "Any member of the Executive Committee may participate in a meeting by telephone or other electronic means unless another member of the Executive Committee participating in the meeting objects."

Proposition 11

In the Gulf Coast Division Bylaws, in Article V, insert Section 4 reading: "Waiver of notice: any member of the Executive Committee may waive notice of any meeting of the Executive Committee. Neither the business to be transacted at, nor the purpose of, any meeting of the Executive Committee need be specified in the waiver of notice of such meeting. Notice may be waived in either of the following ways: (a) an acknowledgment of wavier reflected in the minutes of the meeting for which such notice is waived; attendance of a member of the Executive Committee at any meeting shall constitute a waiver of notice of such meeting except where the member attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. (b) a written acknowledgment signed by the member of the Executive Committee so waiving and received by the Secretary on or before the date of the meeting for which such notice is waived."

Proposition 12

In the Gulf Coast Division Bylaws, renumber Article XI to Article XII, and insert "Article XI -- Parliamentary Authority", reading: "The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern THE DIVISION in all cases to which they are applicable and in which they are not inconsistent with rules and policies of USFA, INC, these Bylaws, and any special rules of order THE DIVISION may adopt. This shall include, but not necessarily be limited to, meetings of the Executive Committee, meetings of other committees, and meetings of the members."

Proposition 13

In the Gulf Coast Division Bylaws, Article IV, Section 1, Sub-Section A. replace part 4 with "If the position of Chairman of the Bout Committee, a standing committee of THE DIVISION, shall be vacant for any reason, then the Chairman shall perform the duties of the Chairman of the Bout Committee.", and, in Article VI, Section 1, cognizant of the possibility that existing wording in the second half of the section may conflict with USFA rules and procedures and be null and void but not wanting at this time to address such issues, replace Section 1 with: "Bout Committee: The Chairman of the Bout Committee or his appointee shall be the de facto Chairman of the bout committee at each tournament in THE DIVISION. The chairman of each individual bout committee shall have charge of and conduct that tournament. The Chairman of the Bout Committee shall also appoint (2) or more other members of THE DIVISION and possibly other members of USFA, INC. for each competition who, with the chairman of the bout committee of the competition, shall constitute the bout committee for such competition. The chairman of an individual bout committee shall decide all disputes arising during the course of that competition. An appeal may be taken from any decision of the chairman to the bout committee as a whole, in which event the decision of a majority of the members of the bout committee shall control."

Proposition 14

In the Gulf Coast Division Bylaws, Article VII, add Section 5 reading: "Eligibility: A member of THE DIVISION is entitled to vote, and is counted toward a quorum, if he satisfies such requirements as USFA, INC. may establish.
1. If USFA, INC. establishes requirements for eligibility to vote in division affairs, these requirements shall apply.
2. In the absence of such requirements, such requirements as USFA, INC. has established for eligibility to vote in national affairs shall apply instead.
3. If USFA, INC. requirements specify that a member must act to cause a condition to be satisfied before a specific calendar date during the membership year, and the vote occurs prior to that date, then it shall be sufficient if the member is known to have caused the condition to be satisfied by the time of the vote. 4. If USFA, INC. requirements specify that a member must inherently satisfy a condition before a specific calendar date during the membership year, and the vote occurs prior to that date, then it shall be sufficient if the member is known to have satisfied the condition by the time of the vote. 5. Unless specifically required by the USFA, INC., no member shall be eligible to vote or be counted toward a quorum if less than 18 years old."

Proposition 15

In the Gulf Coast Division Bylaws, increment by one the number of all articles from Article VI onward, and insert "Article VI -- Division Board", reading: "Section 1. Powers: There shall exist a Division Board with the power to set policies for THE DIVISION. Except where in conflict with provisions of these Bylaws, or with USFA, Inc., policies established by the Division Board must be followed by the Executive Committee, the Officers and other members of the Executive Committee, standing committees of THE DIVISION and their members, any other positions or bodies described in these Bylaws, and any positions or bodies established under authority granted by these Bylaws. The Division Board shall not be responsible for the management of THE DIVISION beyond setting policies.
Section 2. Composition: the Division Board shall consist of one member of THE DIVISION serving as a representative of each club which belongs to USFA, INC in the geographic area of THE DIVISION. Such representatives will be selected by the clubs. Whenever a club selects a representative, or an alternate for a representative, it must notify the Officers of THE DIVISION of the selection and means for contacting the person. The Secretary shall then notify the other representatives and alternates of the newly selected representative or alternate and his contact information, and notify the newly selected person of the existing other representatives and alternates and their contact information.
Section 3: Continuity through membership lapses: if membership of a club in USFA, INC. lapses at the beginning of the membership year due to lapse in dues payment or other failure to take action, but not for a reason prohibiting the club from rejoining, a representative of that club shall continue to be considered to belong to the Division Board for one month if the club declares that it is remedying the lapse. If the membership in THE DIVISION of a representative lapses at the beginning of the membership year due to lapse in dues payment or other failure to take action, but not for a reason prohibiting the person from rejoining, that representative shall continue to be considered to belong to the Division Board for one month if he declares that he is remedying the lapse.
Section 4. Quorum: a quorum shall consist of representatives of over one-half (1/2) of the clubs, or four clubs, whichever is greater.
Section 5. Proxies: club representatives may not vote by proxy at meetings of the Division Board. However, a club may select a new representative at any time. Also, if the selected representative is not present, then an alternate for the representative shall automatically be entitled to serve as the representative in the absence of the representative. An alternate representative does not automatically assume any special significance which might have been granted by the Division Board to the usual representative.
Section 6. Minutes: The Secretary shall record the minutes of meetings of the Division Board, but shall not ex officio be a member of the Division Board. The Secretary shall provide on request and shall have on hand in printed form the minutes of all the Division Board meetings. These shall be available to the members at the divisional meetings and shall be communicated to the membership in an analogous fashion to minutes of Executive Committee meetings.
Section 7. Meetings: the Division Board is not required to meet. Meetings of the Division Board shall be called by agreement of four representatives, and held at such time and place as the four representatives designate. All representatives and the Secretary shall be given not less seven (7) days notice of all meetings. The Division Board may select a chairman and may select a vice chairman from among the representatives, who shall hold those positions until the Division Board specifies otherwise. If the representative from a club is replaced temporarily or permanently by the club, the new representative does not automatically assume any special significance which might have been granted by the Division Board to the previous representative.
Section 8. Representativeness: the clubs shall be free to select as representatives any members of THE DIVISION who they consider to be able to serve satisfactorily to represent the interests of their clubs, without regard to any other role the member may serve in the club or in THE DIVISION. However, to such extent that the interests of owners and paid employees of clubs and the interests of the members of THE DIVISION within that club may differ, clubs are to avoid selecting owners and paid employees as representatives."