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Gulf Coast Division
Members Meeting
July 31, 2005

The special meeting of the membership was called to order at 1:15 PM by USFA representative Donald Alperstein, assisted by Gerrie Baumgart (a member of the USFA Board of Directors) at the Courtyard Houston Near The Galleria at 3131 West Loop South, Houston. The meeting had been called by Donald Alperstein under authority delegated by the USFA Board of Directors to intervene in the affairs of the Gulf Coast Texas Division. The announced reason for the meeting was "to conduct the Gulf Coast division in the current year's election and the adoption of by-laws to comply with USFA requirements". Division Chairman Louise Lepie was present, but the meeting (held under direct USFA intervention instead of under the Bylaws of the Division) was not chaired by the Division Chairman. The Secretary was not present, but notes were taken by more than one person on his behalf. At the meeting began, 26 voting members were present in person.

The chair noted that 106 proxies had been submitted to him in the required fashion. 92 of the proxies were valid. Seven were from people who were not voting members of the Division. Two were invalidated by receipt of a later valid proxy from the same person, two were received later than the deadline, one was not signed, and two were questionable because they were from people with names not clearly matching those of voting Division members. By general consent, there was a motion to accept the two questionable proxies as validly conferring votes to the parties named on the proxies. Acceptable statements were offered that the proxies were issued by known voting members of the Division whose USFA memberships were valid but in a different name. The motion to accept the two proxies passed. The chair noted that seven people were named by unlimited proxies, i.e., proxies entitling them to cast votes as they saw fit, specifically Giorgio Bassa (1), Frank Berntsen (1), Rachel El-Saleh (11), Andrey Geva (10), Louise Lepie (61), August Skopik (1), and Nicole Trojanowski (1). The chair also noted that three people were named by limited proxies, i.e., proxies specifying how votes should be cast for elections, but allowing the bearers to vote as they saw fit for Bylaws matters, specifically Andrey Geva (4), August Skopik (3), and John Trojanowski (1).

Colored cards, one color per election contest, were distributed for voters present in person and bearers of unlimited proxies. Nominations were opened for people to act as tellers under the supervision of Gerrie Baumgart. Kathy Bone and Rebecca El-Saleh were nominated. Those three tellers were accepted by the assembly.

The chair asked for nominations for the office of Chairman. Louise Lepie and Bill Trapani were nominated. The assembly closed nominations. The vote was Lepie 91, Trapani 27. Louise Lepie was declared the winner.

The chair asked for nominations for the office of Vice Chairman. Jerry Dunaway and Alexander Popovici were nominated. The assembly closed nominations. The vote was Dunaway 71, Popovici 46. Jerry Dunaway was declared the winner.

The chair asked the assembly if it wished to decide to merge the offices of Secretary and Treasurer for the coming year, as described as allowed under the old Bylaws. John Trojanowski moved that the offices not be combined for 2005-2006. Marty Wysocki seconded the motion. The motion passed without objection.

The chair asked for nominations for the office of Secretary. During nominations, Marty Wysocki made clear that, although is name had formerly been associated with candidacy for the office, he had previously withdrawn his name. Matt Delevoryas and August Skopik were nominated. The assembly closed nominations. The vote was Delevoryas 81, Skopik 34. Matt Delevoryas was declared the winner.

Giorgio Bassa moved that the already selected tellers be retained as tellers for the election of Treasurer. John Trojanowski seconded the motion. The motion passed without objection.

The chair asked for nominations for Treasurer. Tom Bone and Rachel El-Saleh were nominated. The assembly closed nominations. The vote was El-Saleh 87, Bone 31. Rachel El-Saleh was declared the winner.

By general consent, the assembly recessed for five minutes.

The chair reconvened the meeting. He announced that there existed voting members who wished to leave the meeting, and wanted to know if they could execute proxies. The chair explained that by the rules under which the meeting had been convened, the answer was "no" because all proxies were specified as having to be received by a deadline. However, he offered the matter to the assembly to decide. John Trojanowski moved to allow people who have appeared in person to depart the meeting and leave a proxy. Sinclair Oubre seconded the motion. After debate, the motion passed. The chair asked that anyone leaving the meeting write out a proxy on any sheet of paper before departing, giving name, the name of the person who would hold the proxy, and if there were any restrictions on how to cast votes.

The chair introduced the next order of business, the election of Congressional representatives. He stated that informal calculations had just determined that the Division was entitled to eight Congressional representatives, provided the Division actually consisted of 585 members (as the 2004-2005 year ended). The Division Chairman stated that the Division had been notified by the National Office that it was entitled to nine representatives. The chair advised that the Division elect an excess number, e.g., 10, with the highest-finishing candidates being the representatives, in whatever number proved to be correct, and any additional candidates being alternates in the order of votes received. Were there few nominations, e.g., five, an election would be unnecessary, but there would exist unfilled seats which could optionally be filled on a later occasion. He further advised that, when the next Congress approached, the Division consider having resignations and elections to fill empty positions to best adjust the representatives to their ability to attend the Congress.

The chair announced that, in random order. August Skopik, Andrey Geva, and Stephen Moss had all already received votes (from limited proxies). The chair entertained additional nominations. Nominations and seconds were received for Bill Trapani, Marty Wysocki, Suzanne Simpson, Rachel El-Saleh, Tom Bone, John Trojanowski, Manuel Rodriguez, and Nicole Trojanowski. A point of order was raised about the exact method of casting votes in view of the multiple offices needing filling, and what that meant for the limited proxies with instructions to vote for certain people. The chair indicated that that was a meaningful question to this election, and would need to be settled by the assembly. By general consent, nominations were closed. The chair suggested that all voters be entitled to vote for eight names of candidates, possibly required to be different or possibly allowed to be the same. The chair entertained and received a motion and second that ballots allow (up to) eight names to receive votes. The motion passed. The chair entertained and received a motion that votes be cumulative, i.e., that one name could receive more than one of the eight votes allowed on each ballot. In response to a question, the Chairman indicated that those casting a large number of votes could just specify how the total of eight votes per person times the number of people being represented be apportioned among candidates. The motion passed with an indeterminate large number of votes for, and eleven votes against.

A motion was made and seconded to recess for five minutes. By general consent, the motion passed.

The chair reconvened the meeting, with cards distributed for use as ballots for Congressional representatives.

As the last of the ballots were being prepared, the chair announced the next order of business was adopting of new Bylaws. The chair acknowledged that the "bylaw committee" had worked to prepare a complete draft Bylaws and suggested a representative of the bylaw committee speak about them. The chair asked the assembly whether it indeed to adopt Bylaws part by part, or adopt a complete set of Bylaws in one action.

Andrey Geva moved to postpone all action to adopt Bylaws until some future time. Giorgio Bassa seconded the motion. The chair clarified that this would allow discussion of Bylaws, and such discussion almost certainly would occur, but would terminate with a vote to adopt Bylaws occurring on some later occasion. After discussion, some expressed a desire to table this motion until after the Bylaw discussion had occurred, and Patrick Gremillion so moved. The chair indicated it would instead be proper instead to defeat the current main motion, and propose it anew after the Bylaw discussion had occurred. With no further debate, the motion failed by a vote of 29 for, and an uncounted number equal to or greater than 61 against.

The chair again asked about whether to vote on Bylaws by part or only as a whole. Greg Micek moved to vote on Bylaws only as a whole. The motion was seconded. After no debate, the motion passed.

The chair entertained Rachel El-Saleh speaking on behalf of the bylaw committee, who explained the understandings and motivations of the bylaw committee in crafting the specific proposed Bylaws they had brought to the Division. (The Bylaws offered by the bylaw committee appear as Appendix I.) She explained in particular detail how the portion dealing with allocation and division sanctioning of tournaments was crafted.

The understanding of the assembly was that the Bylaw draft offered by the bylaw committee would eventually be moved for adoption as a whole, but before that would occur, the assembly might entertain motions to make changes to that draft. The assembly had substantial discussion within itself and with the chair about how to entertain the proposed Bylaws, whether to start with the beginning, or with the relatively non-controversial portions first, or with the most controversial portions first. The chair advised starting with the beginning, which was not controversial. Sinclair Oubre moved to refer for a vote Article XI in the form proposed by the bylaw committee. The motion was seconded. Considerable debate ensued, speaking for the proposed article, speaking against it, and advocating specific changes to it. Included in this debate was discussion of whether the draft ought to be stating that the Division Bout Committee (later to be renamed Division Tournament Committee) representative sent to a tournament should be described as being the chairman of the bout committee of that tournament. The assembly was quite clear that the representative should not be empowered to run the tournament (which is exactly the definition of the chairman of the bout committee). No formal motion was made, but implicitly the assembly by general consent suspended the rules to allow its immediate consideration, then resolved that that language was incorrect, then returned to the original main motion. Eventually, by general consent the motion failed and the assembly began making motions addressing specific portions of the Article.

For the entire rest of the meeting, the assembly made motions which literally were phrased is if adopting actual Bylaw text, or general descriptions of requirements for the Bylaw text, but these motions were always understood to be abbreviations for making changes to the draft which would eventually be proposed for adoption at the end of the meeting.

Suzanne Simpson moved to change "Division Bout Committee" to "Division Tournament Committee" throughout the draft Bylaws. Kathy Bone seconded the motion. The motion passed without objection.

Andrey Geva moved to change the draft Bylaws to specify that the Division Tournament Committee be composed of three members from each USFA member club in the Division, and that the Tournament Committee representative for each tournament be selected by lot, not including representatives from hosting club. Marty Wysocki seconded the motion. After discussion, Greg Micek moved to amend the motion to specify that the Division Tournament Committee shall include one member from each USFA member club chosen by that club and be charged with determining how to staff all Division USFA sanctioned tournaments and competitions. After some discussion, the chair recommended that the language instead be similar to that all competitions sanctioned by the Division shall be run by USFA rules, and that the Tournament Committee is responsible for ensuring compliance of each tournament and competition, and responsible for ensuring proper staffing of each tournament, and that the Tournament Committee be composed of one member from each USFA member club chosen by that club. By general consent, the motion to amend was considered to be so worded. The motion to amend passed without objection. The chair restated that the motion then on the floor was: The applicable portions of the Bylaws provide that all competitions sanctioned by the Division shall be run pursuant to the rules and regulations for fencing competitions promulgated by the USFA. The Division Tournament Committee shall be responsible for insuring compliance with that principle. The Division Tournament Committee shall be composed of one representative from each USFA member club located in the Division, which representative shall be selected by that club. In addition, the Tournament Committee shall be responsible for insuring proper staffing of each tournament.

The motion passed without objection.

Andrey Geva moved that the draft specify that if a tournament is held and a member of the Division Tournament Committee does not show up, that does not cause decertification. Kathy Bone seconded the motion. After discussion, the motion passed without objection.

Marty Wysocki moved that the Division Tournament Committee shall from its membership elect its chair. John Trojanowski seconded the motion. After brief discussion, the motion passed without objection.

Greg Micek moved that the (proposed) Bylaw be amended so that after the number of available weekends has been determined, that number shall be divided by the number of USFA member clubs in the Division to determine the allotment of tournaments to each club, and any date that is not taken on the calendar by some specific cut-off date early in the season will then be filled from the remaining applications by the Tournament Committee. John Trojanowski seconded the motion. After extensive debate, a vote was taken and the motion failed.

August Skopik moved: "to allow the Tournament Committee to be arbiter of the tournament schedule, and each USFA club will be assigned from the available dates a number of tournaments that they have first priority on. Not tournament dates, competition dates, that they have first priority on. By a, what did we use [unintelligible] before ...." (The remainder of the motion is not available.) However, the question, as put to the assembly by the chair, as the moved and seconded motion to be debated, was differently phrased, having been shaped by considerable discussion of appropriate wording to express what the mover was attempting to enact. The question put to the assembly was that the Tournament Committee will determine the number of available dates, will divide the number of available dates by the number of USFA member clubs in the Division, and then will randomly draw lots to determine the order of scheduling preferred in rotation.

Sinclair Oubre moved to amend the motion to specify that each USFA member club in the Division be given one exclusive protected weekend.

It became clear that the assembly desired to have a lottery, and each club gets one guaranteed weekend. Thereafter, remaining days somehow get sorted out by the Division Tournament Committee in a way where multiple tournaments could occur on the same day but conflicting competitions within them would not be allowed. By general consent, the motions then on the floor were considered to have failed, John Trojanowski moved this, and the motion was seconded.

Rachel El-Saleh requested that the motion be amended to specify that a lottery would be used to resolve conflicts only after the Tournament Division Committee failed to resolve the conflict through negotiation. With the consent of the maker and the seconder of the motion on the floor, by general consent the assembly considered the main motion so amended. The main motion was then agreed by general consent to be that each club gets one guaranteed weekend, with conflicts unable to be resolved by negotiation being resolved by lottery, and that thereafter the number of still-available days will be divided by the number of USFA member clubs in the division to determine the expected ratio of additional days to clubs, but then additional days would be allocated by lottery in a way where multiple tournaments could occur on the same day but conflicting competitions within them would not be allowed, with days being allocated until either the calendar is full or no club seeks additional days.

Sinclair Oubre moved the previous question, and it was seconded. By general consent, the previous question was presumed to have passed. After some additional discussion over the text of the main motion, it was restated to specify that the number of available weekends would be determined, one weekend would go exclusively to each USFA member club resorting to the lottery in case negotiation cannot resolve conflicts, and thereafter the remaining dates would be claimed by clubs rotating in lottery order where conflicting tournaments would be permitted but conflicting events would not, continuing until either the calendar is full or no club seeks additional days. The motion passed without objection.

Steve Moss moved that the calendar be published by Labor Day, and the Tournament Committee adopt whatever procedures are necessary to assure the calendar will be published in a timely fashion. John Trojanowski seconded the motion. After brief discussion, the motion passed without objection.

Marty Wysocki cited allegations that some of the draft Bylaw texts disturbed Donald Alperstein as potentially problematic or illegal, and wondered what mechanism there might be to learn of such impending problems other than after already enacting flawed text. Donald Alperstein reported, in brief: Article VI, Executive Committee, he advised that the meetings, to be held "... at such time and place ..." also should specify "... and by such method, in person or otherwise ...". Also, the allowance for waiver of notice by the quorum present should instead be waiver of notice by all entitled to such notice. August Skopik moved to make such changes, and Giorgio Bassa seconded the motion. There was no discussion, and the motion passed. Article IX, Section 6 about contested elections, subsection 10 said that for three or more candidates with no majority received, a runoff should occur immediately with the winner elected, but the technical details of the meaning of this were missing. Rachel El-Saleh moved that there be a runoff between the top two candidates, and John Trojanowski seconded the motion. After some discussion, it was suggested that instead it be between such top candidates as represent at least 50% of the votes cast, and any candidates tied with them. With the consent of the original maker and seconder, the assembly by general consent considered the motion so amended. As amended, the motion passed. Article XI, Section 3, appeared to imply but not require that the tournament calendar be published. It was noted that earlier changes in the meeting had introduced explicit mention that the calendar be published by Labor Day. Article X, Amendments, Donald Alperstein cited Gerrie Baumgart as having recommended that 15 days is insufficient notice for a vote to amend Bylaws, and 30 was recommended. Marty Wysocki so moved, and August Skopik seconded the motion. Without discussion, the motion passed without objection.

Marty Wysocki moved to accept the draft Bylaws as amended. The motion was seconded. By general consent, this was assumed to include authorizing the bylaw committee to prepare actual wording for such portions of the draft Bylaws for which the assembly has passed motions stating the philosophy which needed to be embodied in the Bylaws but not specifying actual wording. After discussion, the motion passed without objection.

Marty Wysocki requested that the minutes of the meeting express the thanks of the Division to Donald Alperstein and Gerrie Baumgart in appreciation for their efforts, and that the assembly thanks those who put in tremendous work preparing the draft Bylaws.

For the election of Congressional representatives, the candidates were announced to have received votes in the order Rachel El-Saleh, Suzanne Simpson, Bill Trapani, August Skopik, both John and Nicole Trojanowski, Manuel Rodriguez, Andrey Geva, Stephen Moss, Marty Wysocki, and Tom Bone.

The chair solicited a motion to destroy the ballots. John Trojanowski so moved. Louise Lepie seconded the motion. The motion passed.

The chair praised the assembly at its unexpected productivity in the meeting, and admonished the assembly to continue the momentum. He also suggested that the Division is huge, but the Division is underrepresented in terms of referees, bout committee presence at a national level, Congress, and Board of Directors, and that the Division can and should address this.

A motion to adjourn was moved and seconded. The motion passed without opposition. The meeting adjourned at 5:10 PM.

 

Matt Delevoryas,
Secretary

Accepted with corrections March 24, 2007

Appendix I

The Bylaws Proposed by the Bylaws Committee

PREAMBLE

These Bylaws, revised in 2005, do hereby supersede, supplant and otherwise replace any previous bylaws, amendments or other rules whereby the Gulf Coast TX Division has been governed. In the event of conflict between these Bylaws and the USFA Bylaws, the latter shall take precedence and the former shall be considered amended accordingly. In these bylaws, the term "he" or "him" shall apply to all persons regardless of gender. "Membership" shall mean all individual members in good standing of THE DIVISION.

ARTICLE I - NAME AND ORGANIZATION

Section 1: Name.

The name of the division shall be THE GULF COAST TX DIVISION of the UNITED STATES FENCING ASSOCIATION INCORPORATED. THE GULF COAST TX DIVISION shall hereinafter be referred to as "THE DIVISION", and the UNITED STATES FENCING ASSOCIATION shall be referred to as the "USFA". THE DIVISION is the responsible entity for the organization and supervision of fencing within its geographical area. THE DIVISION is a duly chartered subordinate, constituent body of the USFA, exercising powers given by, performing duties directed under, and subject to, the Charter and Bylaws of the USFA, with jurisdiction over the following geographic area:

Section 2: Geographic Area.

Beginning at the mouth of the Sabine River, at the Texas-Louisiana border, thence extending west down the Texas Gulf Coast to the Mexican Border, thence west following the Mexican-Texas border to the junction of US Highway 77, thence northward following US Highway 77 to the point where it is intersected by the 31st parallel of latitude, thence east following the 31st parallel to the Texas-Louisiana border, thence southward following the Texas-Louisiana Border to the mouth of the Sabine River. The foregoing geographic area is the historic and approved area for THE DIVISION. It shall not exclude any offshore developments in the Gulf of Mexico nor waive any claim to jurisdiction thereto.

ARTICLE II - OBJECTIVES

The objectives of THE DIVISION shall be:

  1. To encourage the sport of fencing.
  2. To promote sportsmanship.
  3. To promote programs to advance levels of coaching, refereeing, and armoring.
  4. To promote participation in divisional, sectional and national competitions sponsored by the USFA.
  5. To improve the quality of fencing competitions.
  6. To provide general information to the public with respect to the sport of fencing.

ARTICLE III - MEMBERSHIP

Section 1: Eligibility.

Any USFA member residing in THE DIVISION, or belonging to a registered fencing club located within the area of THE DIVISION, shall be eligible for membership in THE DIVISION. No member of this Division may be a member of any other Division of the USFA.

Section 2: Classes.

The membership of THE DIVISION shall be divided into classes as established from time to time by the Board of Directors of the USFA. Members of each class shall possess such rights and be subject to such regulations as the Board of Directors of the USFA may determine.

Section 3: Rights of Members to Compete and Vote.

  1. Competing:
    All individual members in good standing shall be entitled to participate in any competition held under the auspices of THE DIVISION, subject to the limitations of these Bylaws and to such regulations and limitations as the Board of Directors of the USFA may from time to time lay down with respect to particular categories or classes of members or competitions. USFA or FIE membership shall be required for any fencer competing at any USFA sanctioned event held under the auspices of THE DIVISION.
  2. Voting:
    Only those individual members who are eligible to vote in national matters per the USFA Bylaws shall have the right to vote on all matters that may be voted on by THE DIVISION pursuant to these Bylaws and to hold any office to which they may be elected or appointed. The date of admission to membership is determined according to the USFA Bylaws. To be eligible to vote or hold office, members must have either provided their date of birth to the USFA National Office or notified the National Office on or before February 1st of the year at issue that they have, or will attain their 18th birthday as of that date.

Section 4: Membership Year.

The membership year shall commence on August 1st and end on the following July 31st. All dues are payable on application for membership to the USFA.

Section 5: Discipline and Grievances.

With the exception of disciplinary penalties associated with competitions, all other matters pertaining to the discipline, suspension and expulsion of members and any grievances submitted by members shall be referred to the Board of Directors of the USFA for appropriate action.

Section 6: Non-Discrimination.

Membership in THE DIVISION shall be allowed without regard to race, color, religion, national origin or sex.

ARTICLE IV - OFFICERS

Section 1: Officers and Terms of Office.

At the Annual Meeting of THE DIVISION there shall be elected a Chair, a Vice Chair, a Secretary and a Treasurer (or Secretary-Treasurer). All officers shall take office August 1st next following their election, and shall hold office until the following July 31st, or until their successors are elected and have qualified.

Section 2: Qualifications for Officers.

Only voting members of THE DIVISION may hold office in THE DIVISION.

Section 3: Chair.

The Chair shall:

  1. Convene and preside over all meetings of THE DIVISION, unless otherwise specified in these Bylaws.
  2. Ensure that all scheduled Division meetings are convened.
  3. Coordinate and direct the duties of the Executive Committee.
  4. Ensure that any Division checking accounts shall require at least two signatures, the Chair and the Treasurer's.
  5. File the annual reports, called for under the corporate Bylaws of the USFA, with the Secretary and Treasurer of the USFA. The preparation of these reports may be delegated to the Secretary and the Treasurer of THE DIVISION.
  6. Ensure that a full and complete financial account of Division funds and expenditures be published three times yearly.
  7. Be an ex-officio member of all committees.
  8. Ensure that the Executive Committee appoints a Chair of the Webmaster Committee to run and maintain a Division Web site.
  9. With the Executive Committee, prepare and publish the yearly schedule to members of THE DIVISION by September 1st, or as soon after this date as the National Schedule is published.
  10. Perform the duties of the Chair of the Division Bout Committee, a standing committee of THE DIVISION, if that position is vacant for any reason.
  11. Ensure the presence of qualified referees, appropriate equipment and supplies, and trophies, awards, or certificates at Junior Olympic Qualifiers and Divisional Qualifiers for Summer Nationals.
  12. Ensure that the Executive Committee or the Equipment Committee makes an annual inventory and recording of all Division equipment and supplies and make recommendations for its repair and/or replacement. At the end of the term of office, immediately deliver all such equipment and inventory records to his successor.

Section 4: Vice Chair.

The Vice Chair shall:

  1. In the absence of the Chair, perform the duties of the Chair and, when so acting, have all of the powers of and be subject to all the restrictions of the Chair.
  2. Convene and preside over all scheduled Division Advisory Forum meetings.
  3. Act as liaison between the Division Advisory Forum and the Division Executive Committee.
  4. Perform such duties as may be assigned by the Chair or other proper authority.

Section 5: Secretary.

The Secretary shall:

  1. Conduct all official correspondence as authorized by the Executive Committee.
  2. Keep a record of the Annual and Special Meetings of THE DIVISION and its Executive Committee and make such record available to the membership by providing for electronic posting by the Webmaster Committee on a Division Web site, by e-mailing to the members, or by equivalent method. Any member who would like to receive a printed copy of the minutes by mail may do so by notifying the Secretary.
  3. Issue notices to all members of Division meetings.
  4. Provide the current yearly schedule of fencing events and make such record available to the membership by providing for electronic posting by the Webmaster Committee on a Division Web site, by e-mailing to the members, or by equivalent method. Any member who would like to receive a printed copy of the schedule by mail may do so by notifying the Secretary.
  5. Be official custodian of the records of THE DIVISION.
  6. Maintain a current membership list of the Division members.
  7. Verify the voting status of each member as appropriate.
  8. Prepare and submit to the USFA National Office results from all required qualifying events for National Competitions.
  9. Ascertain and report to the USFA National Office the rating of all sanctioned competitions and certify each fencer as to his or her classification(s).
  10. Perform such duties as may be assigned by the Chair or other proper authority.

Section 6: Treasurer.

The Treasurer shall:

  1. Keep the accounts of THE DIVISION.
  2. Receive all monies, fees, dues, etc., and see to their proper transmission to the USFA National Office or deposit in THE DIVISION 's approved accounts.
  3. Compile full financial accounts of divisional funds and expenditures three times per year and make such record available to the membership by providing for electronic posting by the Webmaster Committee on a Division Web site, by e-mailing to the members, or by equivalent method. Any member who would like to receive a printed copy of the accounts by mail may do so by notifying the Treasurer. The financial accounts will be made available as follows:
    1. on or before September 1st
    2. on or before December 1st
    3. on or before April 1st
  4. At the Annual Meeting of THE DIVISION, submit a report of the financial transactions of the preceding year.
  5. Keep all funds of THE DIVISION in a checking account. All accounts shall be in the name of "Gulf Coast TX Division of the USFA" opened with the Gulf Coast TX Division Tax Identification Number.
  6. Pay all bills approved by the Executive Committee and preserve all vouchers for such disbursements.
  7. Perform such duties as may be assigned by the Chair or other proper authority.

Section 7: Combined Offices.

The office of Secretary and Treasurer may be combined for any year upon majority vote of the members of THE DIVISION voting, in person or by proxy at the Annual Meeting. In the event of such vote, the candidates for the office of Secretary and the office of Treasurer shall be deemed candidates for the combined office.

Section 8: Removal of Officers.

Officers of THE DIVISION may be removed for cause. The Board of Directors or Bylaws of the USFA may prescribe procedures for removal that provide the accused officer with notice of the asserted grounds for removal and due process during the removal proceedings. If the Board of Directors or Bylaws of the USFA fail to adopt such procedures, the USFA Executive Committee may remove an officer of THE DIVISION if it finds there is cause for such removal after notice to the accused officer and a hearing or other appropriate proceeding in which that officer was accorded due process rights.

Section 9: Vacancies in Office.

A vacancy in the office of Chair, whether arising from resignation, death, removal or otherwise, shall be filled by the Vice Chair. All other vacancies in offices of THE DIVISION, whether arising from resignation, death, removal or otherwise, shall be filled by appointment by the remaining members of the Executive Committee. In filling vacancies, the Executive Committee may appoint any member eligible to hold office.

ARTICLE V - DIVISION ADVISORY FORUM

Section 1: Purpose.

The purpose of the Advisory Forum shall be provide an opportunity for members to meet, present and discuss ideas, interests and concerns that are pertinent to THE DIVISION and that may be considered by the Executive Committee.

Section 2: Notification and Quorum.

  1. Notice of the Advisory Forum Meetings shall be given to all members of THE DIVISION by the Secretary, which notice shall be published on a Division Web site a minimum of five (5) days prior to such meeting.
  2. At any meeting of the Advisory Forum, a quorum consists of those members who attend the meeting.

Section 3: Meetings.

  1. The Vice Chair shall preside at all meetings of the Advisory Forum, provide information on activities of Executive Committee, and record all ideas, interests and concerns.
  2. Advisory Forum Meetings shall occur a minimum of twice yearly, once during the fall and once during the spring, or as suggestions dictate. The Vice Chair may pair meetings with competitions as seen fit.

ARTICLE VI - EXECUTIVE COMMITTEE

Section 1: Composition.

The Executive Committee shall be composed of the Chair, the Vice Chair, the Secretary, and the Treasurer of THE DIVISION.

Section 2: Responsibilities and Powers.

The Executive Committee shall be vested with the full powers and responsibility for the management and policies of THE DIVISION subject to these Bylaws.

Section 3: Quorum.

At any meeting of the Executive Committee, a quorum shall consist of three (3) members. On failure of a quorum, a lesser number shall have the power to adjourn to a given time and place. The Chair shall designate the date, place and time of each meeting.

Section 4: Meetings.

The Chair shall preside at all meetings of the Executive Committee. Executive Committee Meetings shall be held at such time and place as shall be designated by the Chair and shall be called upon the written request of two (2) or more members of the Committee. All members shall be given not less than forty-eight (48) hours prior notice of all meetings unless such notice is waived by the quorum present. Any member of the Executive Committee may participate in a meeting by telephone unless another member participating in the meeting objects. The Divisional Executive Committee shall schedule meetings at no less than the following times:

  1. at some time prior to September 1st to prepare the Divisional Schedule.
  2. at the Chair's discretion, in the Fall following the Advisory Forum Meeting.
  3. at the Chair's discretion, in the Spring following the Advisory Forum Meeting.

Section 5: Action on Advisory Forum Matters.

Any proposed suggestions from the Advisory Forum may be included on the agenda for the next Executive Committee meeting. The Executive Committee shall take such action as it deems appropriate, which action may include adoption, adoption with conditions, rejection or tabling. Actions on suggestions shall be recorded in the Executive Committee Meeting Minutes.

Section 6: Electronic Mail.

Any specific question or matter that might be discussed at an Executive Committee Meeting may be submitted to the Executive Committee by electronic means.

Section 7: Operations Manual.

The Executive Committee may maintain an Operations Manual to provide information about the policies, procedures and operations of THE DIVISION.

ARTICLE VII - COMMITTEES

Section 1: Committees.

Except as otherwise provided in these Bylaws, the Executive Committee shall have the power to create such standing and special committees as they may deem necessary or appropriate, appoint the chairs thereof, and assign functions thereto. The members of committees need not be members of the Executive Committee. With the exception of the Webmaster Committee and the Division Bout Committee, any other committee shall be optional at the discretion of the Executive Committee.

The committees are as follows:

  1. Division Bout Committee: The Chair of the Division Bout Committee or his appointee shall be the de facto bout committee chair at each competition in THE DIVISION at which classifications may be earned. The Division Bout Committee Chair shall certify each competition under the auspices of THE DIVISION to the Executive Committee as having been run in accordance to USFA rules and therefore eligible to award classifications. The Chair of the Division Bout Committee shall also appoint two (2) or more other members of THE DIVISION and possibly other members of the USFA for each competition who, with the tournament bout committee chair, shall constitute the tournament bout committee for such competition. The Division Bout Committee Chair may also accept suggestions from the competition organizers for additional tournament bout committee members. The tournament bout committee chair shall decide all disputes arising during the course of that competition. An appeal may be taken from any decision of the tournament bout committee chair to the tournament bout committee as a whole, in which event the decision of a majority of the tournament bout committee members shall control.
    1. A tournament bout committee shall consist only of members in good standing of the USFA.
    2. The minimum requirement for a place on a tournament bout committee is a thorough knowledge of the USFA Rules.
    3. Anyone competing or serving as team captain or serving on the local organizing committee may not serve on a tournament bout committee of that competition.
  2. Webmaster Committee: The Chair of the Webmaster Committee, known as the Webmaster, shall be responsible for a Division Web site. This includes ensuring that a Division Web site is regularly updated (no less than once per month) and properly maintained. A Web site should include: the minutes of Executive Committee Meetings, Division Financial Accounts, a copy of these Bylaws, a listing of all upcoming competitions in the Division and a listing of member and referee classifications. The Webmaster may also choose to post news article links written about members, clubs, or events of THE DIVISION.
  3. Historical Committee: The Chair of the Historical Committee shall compile a record of the results of all individual competitions conducted by THE DIVISION and results of outstanding individual performances by members of THE DIVISION in competitions outside of the Division, such as, International competitions, National competitions, Sectional Qualifiers for Summer Nationals and other major competitions within the Section of the USFA to which THE DIVISION belongs. Historical records compiled by this committee shall be kept on a Division Web site. The activities of this committee shall in no way negate the record keeping and reporting responsibilities of the Divisional Secretary.
  4. Publicity and Membership Committee: The Chair of the Publicity and Membership Committee shall have charge of all publicity and public relations relating to THE DIVISION and shall also be charged with the conducting of continuing efforts to promote fencing within THE DIVISION.
  5. Equipment Committee: The Chair of the Equipment Committee shall have charge of all competition equipment owned by, or in the custody of, THE DIVISION. The committee shall maintain and store the equipment at a location or locations as designated by the Division Executive Committee, but shall not be located at a club for club use. The Chair of this committee shall also be responsible for making periodic reports as to the status of the equipment, and for ensuring the transport of the equipment to Divisional qualifying competitions, Sectional qualifying competitions and such other competitions as THE DIVISION may be required to provide equipment.
  6. USFA Congressional Representative Committee: The Chair of the Congressional Representative Committee shall represent THE DIVISION at the USFA Congressional Meetings and call for interested persons to serve on such a committee. The committee members shall serve as additional representatives to the USFA Congress as specified in the USFA Bylaws. The committee shall make reports of the meetings of the Congress and shall make such reports available to the membership by providing for electronic posting by the Webmaster Committee on a Division Web site.

Section 2: Committee Meetings.

Every committee shall meet from time to time at the call of the Chair thereof, and it shall be the duty of the Chair to call a meeting upon the written request of a majority of the members of his committee or of the Division Chair.

Section 3: Committee Reports.

The Division Chair may request reports from the Committee Chairs from time to time.

ARTICLE VIII - DIVISION MEETINGS AND NOTICES

Section 1: Annual Meeting.

There shall be an Annual Meeting of THE DIVISION held in the same location as the Divisional Qualifiers for Summer Nationals. A quorum shall consist of seven (7) voting members present in person or by proxy. The meeting shall convene immediately following the completion of the first day of fencing for the Divisional Qualifiers.

  1. Unless those entitled to vote at the meeting shall determine otherwise, the order of business at the Annual Meeting shall be as follows:
    1. Read, correct if necessary, and approve the Minutes of the last Annual Meeting and all Special Meetings conducted since that Annual Meeting
    2. Treasurer's Report
    3. Inventory and Condition of Divisional Equipment Report
    4. Recommendations by Outgoing Officers
    5. Election of New Officers
    6. Old Business
    7. New Business

Section 2: Notice of Annual Meeting.

Notice of the Annual Meeting shall be given to all voting members of THE DIVISION, which notice shall be sent, either by postal delivery or e-mail, and published on a Division Web site not less than fifteen (15) days prior to such meeting.

Section 3: Special Meetings.

Special Meetings of THE DIVISION may be called by the Chair at a time and place of relative convenience for the membership, and shall be called by the Chair upon written request of not less than twenty percent (20%) of Division voting membership or fifty (50) Division voting members, whichever is greater. For a special meeting requested by the voting members of THE DIVISION, the Chair shall call the meeting for a time soon enough to accommodate the business intended for the meeting. A quorum shall consist of seven (7) voting members present in person or by proxy. Business not specified in the notice of any such meeting shall not be acted upon.

  1. Unless those entitled to vote at the meeting shall determine otherwise, the order of business at the Special Meeting shall be as follows:
    1. Read, correct if necessary, and approve the Minutes of the last Special Meeting at which the issue to be addressed at the present Special Meeting was considered
    2. Report of Officers and Committees (when appropriate)
    3. Proposed Amendments to Bylaws (when appropriate)
    4. Other items of Proposed Business, as notified

Section 4: Notice of Special Meetings.

Notice of Special Meetings shall be given to all voting members of THE DIVISION by the Secretary, which notice shall be sent, either by postal delivery or e-mail, and published on a Division Web site not less than fifteen (15) days prior to such meeting and shall contain a statement on the purpose of the meeting. Such notice shall include or be accompanied by the text of any amendment to these Bylaws to be acted upon at such Special Meeting, or a notice of where on a Web site on the internet the text of the proposed amendments may be viewed, provided, however, that if the text of the proposed amendments is not included with the notice, the notice shall include a statement that a copy of such text may be obtained by mail on submission of a written request.

Section 5: Notices to Last Known Address.

Any notices shall be deemed validly given or delivered if mailed to a member at the address on file with the USFA.

Section 6: Procedures at Meetings.

Unless otherwise provided for in these Bylaws, procedure at meetings shall be governed by the provisions of the current edition of Robert's Rules of Order.

ARTICLE IX - ELECTIONS

Section 1: No Voting by Slates.

Candidates for office stand for election as individuals. Ballots shall not take into account or provide for a vote for any candidate to be tied or joined to a vote for any other candidate, except when each of such candidates are running unopposed.

Section 2: Election Committee.

  1. The Election Committee shall consist of five (5) members: the Division Secretary, three (3) persons, with as little vested interest in the outcome of the election as is practical and who need not be members of THE DIVISION or the USFA, serving as Tellers appointed by the Executive Committee and overseen by the highest rated willing non-Division related Referee in attendance at Divisional Qualifiers for Summer Nationals.
  2. The Election Committee shall be responsible to fairly administer the election of Officers and balloting on other issues brought before the membership. The Secretary shall validate the proxies of all members presenting such for consideration. Questions on proxy validation may be brought to the Executive Committee members present for review. The Committee shall establish and enforce electoral rules not inconsistent with these Bylaws, shall provide for the validation and tallying of ballots and shall certify the results of the election.

Section 3: Nominations.

The Secretary shall include in the Annual Meeting notification to the membership of THE DIVISION that nominations are being accepted for each Office open for election. From that time, nominations may be made and submitted to the Secretary for posting on a Division Web site. Brief biographies and statements of goals may also be submitted for each Officer nomination. Nominations for Division Officers may also be made from the floor at the Annual Meeting.

Section 4: Elections by Majority.

The Officers of THE DIVISION shall be elected by a majority of the votes cast.

Section 5: Uncontested Elections.

If only one candidate has been nominated for any office, then the candidate for such office shall be certified by the Election Committee as having been unanimously elected.

Section 6: Contested Elections.

When more than one candidate has been nominated for an office, the Election Committee shall provide for voting by anonymous ballot as follows:

  1. Proxies for all voting shall be submitted to the Secretary for verification of eligibility to vote by or before 2:00 pm of the day of the Annual Meeting.
  2. As proxies are submitted, the Secretary shall record voters' names and proxies on a Voter Identification sheet containing sequential numbers. The corresponding number shall be the Identification Number for that voter. As voters holding no proxies check in with the Secretary, their names shall also be recorded on the Voter Identification sheet with their proxy number listed as one (1). The Voter Identification Number sheets shall serve as the duplicate record of voters and proxies and shall be maintained until the conclusion of the election.
  3. The Secretary shall be responsible for verifying each voter's eligibility and that of each voter's proxies. Once verified, the Secretary shall stamp the voting cards for each voter using a stamp unique for the election and year.
  4. Each voter shall be given four (4) distinct colored cards with their number of proxies, including themselves, written on the cards. For those voters not carrying proxies, their cards shall have a number one (1) written on them. Each set of cards shall also have the voter's identification number written on them and carry a stamp of validation from the Secretary. Once cards have been issued, the proxy holder may submit no further proxies.
  5. The Chair shall call for any additional nominations from the floor for each position separately. Once all nominations are submitted, nominations for each Office shall be closed.
  6. Each voter shall submit his vote for each position by writing the name of his chosen candidate, or the apportionment of the total number of votes to which he is entitled among more than one candidate, on the appropriate colored card.
  7. The Tellers shall adjourn to tally the ballots under the supervision of the non-Division related Referee.
  8. The Chair shall announce the elected candidates.
  9. In the event that a recount is requested, the non-Division related Referee should recount immediately.
  10. In the event that three (3) or more candidates are nominated for any office, and no candidate receives a majority vote, a run-off election shall be conducted immediately and the winner shall be declared elected.
  11. When all ballots are tallied, they shall be handled in a manner designed to protect the confidentiality of each member's vote. The Election Committee shall destroy all ballots, proxies and duplicate records after the Annual Meeting of THE DIVISION is concluded and the results of the election have been certified.

ARTICLE X - AMENDMENTS

Section 1: Manner of Making Amendments.

These Bylaws may be amended at any Special Meeting of THE DIVISION called for that purpose, by a vote of two-thirds of those present in person or by proxy. Only amendments included in the Notice may be considered at the Special Meeting convened. Voting at such meetings is subject to the provisions of Article III of these Bylaws. Notices of such meetings are subject to the provisions of Article VIII of these Bylaws.

Section 2: Effective Date of Amendments.

Unless otherwise specified, amendments to these Bylaws shall take effect immediately after their adoption. The amended Bylaws so adopted shall be posted to a Division Web site. Any member who would like to receive a printed copy of the Bylaws by mail may do so by notifying the Secretary.

ARTICLE XI - COMPETITIONS

Section 1: Qualifying Competitions.

Qualifying competitions conducted by THE DIVISION shall be run pursuant to the rules and regulations for fencing competitions promulgated by the USFA. Weapon classifications of fencers for the purpose of ranking competitors in Divisional qualifying competitions shall be the same as those used by the USFA. Subject to these requirements, the Executive Committee of THE DIVISION shall oversee the conditions and restrictions governing the qualifications, entries, seeding and conduct of all qualifying competitions under its jurisdiction.

Section 2: Entrance Fees for Qualifying Competitions.

Entrance fees for Divisional qualifying competitions conducted by or under the auspices of THE DIVISION shall meet the guidelines set by the Executive Committee for the current season or by special approval from the Executive Committee.

Section 3: Sanctioned Competitions

THE DIVISION wants to encourage safe, strong, well run competitions under its authority. In order to be a USFA sanctioned competition it shall be necessary to have at least one (1) independent member of the Division Bout Committee, who shall not be affiliated with the club holding the competition, present as chair of the tournament bout committee to certify that the competition complies with all USFA and DIVISION rules and regulations. The competition, if properly conducted, shall then qualify for the purpose of determining weapon classifications. Because of the physical size of THE DIVISION, combined with the large number of clubs and the limited number of members qualified to be part of a tournament bout committee, the following system has been developed to allow all qualified USFA member clubs an equal opportunity to hold a USFA sanctioned competition:

  1. Number of Available Weekends
    The number of weekends available for Divisional USFA sanctioned competitions shall be calculated by removing the blackout weekends (e.g. Summer Nationals, The Divisional Junior Olympic Qualifier, the Divisional and Sectional Qualifiers for Summer Nationals, Southwest Section Circuit Cup Competitions, and Regional Youth Circuit (RYC) and Super Regional Youth Circuit (SYC) competitions held in the DIVISION) and the weekends that are considered dead (e.g. the two weekends after Summer Nationals).

  2. Allotment of Sanctioned Competitions to Member Clubs
    The number of USFA sanctioned competitions that each qualified member club may hold each year shall be calculated by dividing the number of available weekends by the number of qualified member clubs in THE DIVISION. The number of competitions shall be rounded down to the nearest number. For example, if there are 17 qualified member clubs in THE DIVISION, the number of competitions is 35/17 rounded down to the nearest whole number, which is 2. In order to be considered a qualified member club, the club must have been a member of the USFA for a minimum of six months of the previous season, and must have been a member of the USFA for six weeks before the requested competition date. In addition, the club must remain a member of the USFA prior to and during its allocated competitions, in order for the competitions to be USFA sanctioned.

  3. Allocation of Weekends
    The Executive Committee shall publish on a Division Web site a calendar with the blackout and dead weekends as they are identified, and shall update the calendar as the blackout weekends are designated and Divisional USFA sanctioned competitions are assigned. Qualified member clubs may request a particular weekend(s) to hold their USFA sanctioned competitions for the ensuing season, starting the Monday after the Divisional Qualifiers for Summer Nationals. The request should be made via e-mail to the Executive Committee members. The Executive Committee shall assign the weekend to the club that requests it first. The time of the request shall be the earliest date and time that an Executive Committee member received it. The Secretary shall keep hard copies of the requests until the competition has been held.

  4. Designation of Blackout Weekend after the Weekend has been Assigned
    Note that each member club asks for dates at its own risk. Because some of the "blackout weekends" may not be identified until well into the season, it is possible that a date that has been assigned for a Divisional USFA sanctioned Competition may subsequently become a blackout weekend. The member club shall therefore have to change the date of its competition or revise the competition to a non-USFA sanctioned competition. The Executive Committee shall send the affected member club a calendar with all the available dates noted and the club shall have first priority on the available dates for two weeks after the e-mail is sent.

  5. Relinquishing Assigned Competition Dates
    In the event that a member club has requested and been assigned a date for a Divisional USFA Sanctioned Competition and subsequently decides not to hold the competition that weekend, the Club shall notify the Executive Committee in writing (by e-mail or hard copy) at least six weeks prior to the competition date. In the event that six weeks notification is not given, the date shall be counted as one of the club's sanctioned competitions.

In the event that the number of qualified member clubs in THE DIVISION is significantly reduced during the year, it shall be left to the discretion of the Executive Committee to assign additional competitions in a fair and equitable manner. The Executive Committee shall not be allowed to offer dates to some clubs and not others. All qualified member clubs shall have an equal opportunity to hold additional sanctioned competitions.

Section 4: Non-Sanctioned Competitions.

All non-sanctioned competitions may be listed in THE DIVISION's schedule of events at the discretion of the Executive Committee. These competitions should follow USFA and DIVISION rules and regulations. However, no classifications can be earned at these non- sanctioned competitions.