Bylaws of the Council of Sailing Associations
ARTICLE I - NAME
The name of this organization is the Council of Sailing Associations of the
United States Sailing Association (hereafter, Council or CSA for the former, and US SAILING for the latter).
ARTICLE II - DEFINITIONS
1.Regional Sailing Associations (RSAs), sometimes titled yacht racing unions, yachting associations, or yacht racing associations, are those geographical organizations composed of member clubs which, by their acceptance of membership in USSAILING, accept responsibility to carry out the purposes for which US SAILING was organized.
2.The Areas are those geographical territories in which US SAILING has grouped Regional Sailing Associations to carry out certain functions of US SAILING.
ARTICLE III - PURPOSE
1.To extend the scope of organizational participation to encompass a higher percentage of local sailors in the Regional Sailing Association structure.
2.To provide a forum in which RSAs may make their views known to US SAILING.
3.To exchange information among RSAs on matters of mutual interest.
4.To advise US SAILING's committees, councils and staff in matters which affect member clubs, RSAs and Areas.
5.To foster educational programs for training in the sport of sailing.
6.To provide other services which will mutually benefit the member clubs, RSAs and Areas of US SAILING.
7.To promote and support the activities of US SAILING in all Regional Sailing
Associations and Areas.
ARTICLE IV - MEMBERSHIP
1.Every Regional Sailing Association which is a member of US SAILING, and pays dues which may be authorized to support the activities of the Council, is a member of the Council. Each member Regional Sailing Association shall name its representative to the Council. The representative should have been or should be an officer of his RSA at the time of his election. Each RSA may designate an alternate representative.
2.Each Area Director shall hold membership in the Council by virtue of his
office.
3.The officers of the Council shall hold membership in the Council by virtue of their offices.
4.Two representatives from and appointed by the Community Sailing Council shall be ex-officio members of the CSA.
5.All persons serving on the Council shall be individual members of US SAILING.
6.A vacancy shall be filled for the un-expired term of any RSA representative or Area Director by following the same procedure as was used to name his predecessor.
7.Dues for the Council shall be set by the Council.
ARTICLE V - OFFICERS
1.The officers of the Council shall be Chairman, Vice-chairman and Secretary.
2.The Chairman is the chief operating officer of the Council and the CSA
Executive Committee.
3. Officers will be elected at the annual meeting for terms of one year,
beginning at the time US SAILING's Annual General Meeting adjourns. The
election may be by secret ballot.
4.The CSA Chairman is elected for a term of one year, and is eligible for reelection for two additional consecutive terms.
5.The Executive Committee shall appoint a Chairman, Vice-chairman or Secretary
should any of those offices become vacant between annual meetings, to serve out the un-expired term.
6.The Chairman or, in his absence, the Vice-chairman, shall preside at all
meetings of the Council and of the Executive Committee.
7.The Secretary shall keep a record of all proceedings at all meetings, and
shall mail copies of the minutes of all meetings to the RSAs through their
designated representatives.
8.The Chairman's office shall serve as a clearing-house to carry out the
objectives set forth in Article III of these Bylaws.
ARTICLE VI - Area Directors
1. Each Area delineated by the US SAILING Board of Directors shall be represented on the Council by an Area Director elected by the Council at the Council’s annual meeting.
2. Area Directors shall coordinate the activities within their respective Areas, serve in the US SAILING House of Delegates as authorized in the US SAILING bylaws, and perform such other duties as described in the US SAILING Bylaws and Regulations, these bylaws, and appropriate Area governing documents.
3. Area Directors shall serve a term of two years or until their successors or elected, staggered to expire as follows: even years – Areas B, D, F, H, J; odd years – Areas A, C, E, G, K. Terms shall begin at the close of the annual meeting of the US SAILING House of Delegates or of the annual meeting of the Council, whichever occurs later.
4. Candidates for Area Director shall be nominated by the Council Nominating Committee from among nominees submitted by the Regional Sailing Associations within an Area, except that if by agreement among said Associations only one candidate is submitted then that candidate shall be the nominee.
ARTICLE VII - MEETINGS
1.The Council shall have its annual meeting in advance of the annual meeting of US SAILING.
2.The Council may also meet at the location of, and at the time of, the Spring meeting or any special meeting of US SAILING.
3.Notice of an annual or Spring CSA meeting shall be mailed to each member of the Council at least 30 days before the date set for the meeting and shall contain the proposed agenda. The notice of a special meeting shall be mailed at least 30 days before the date set for the meeting and shall state the reason for calling the meeting and the principal business to be transacted at that meeting.
4.Each member of the CSA or CSA Executive Committee shall have one vote. Individuals holding more than one position shall have one vote for each position held.
5.Duly authenticated written proxies filed with the Chairman may be voted at all meetings of the Council.
6.A majority of all members of the Council, represented in person or by proxy, shall constitute a quorum for a Council meeting.
ARTICLE VIII - COMMITTEES
1.CSA EXECUTIVE COMMITTEE
(a) Composition: There shall be an Executive Committee, composed of the officers of the Council, the Area Directors, the Chairman of the US Sailing Championships Committee, and the immediate past Council Chairman.
(b) Duties and Authority: The Executive Committee shall be responsible for executing the directives and policies of the Council, and shall perform such other duties as are specified in these Bylaws. Between meetings of the council, the Executive Committee shall have the full authority of the Council, except for those powers described in Article V, Sections 3 and 4, and Article IX, Sections 3 and 4. None of the act of the Executive Committee shall conflict with any actions taken by the Council.
(c) Meetings: The Executive Committee shall meet in person or by telephone conference at the call of the Chairman or at the request of three members of the committee given to the Secretary. A minimum of seven days prior notice of meetings shall be given to each member of the committee, except that this requirement may be waived with the consent of all members of the committee.
(d) Quorum: A majority of the members of the Executive Committee shall
constitute a quorum.
(e) Reports: The Executive Committee shall as soon as possible after each meeting, and in no event more than thirty days after each meeting, provide a copy of the minutes of the meeting to each member of the council.
2.NOMINATING COMMITTEE
(a) At each annual meeting of the Council, the incumbent Chairman shall appoint a Nominating Committee of not less than three members in addition to its Chairman. The Nominating Committee shall be chaired by the immediate Past Chairman of the Council. This committee, when approved by the CSA Executive Committee, shall serve until the next annual meeting.
(b) The Nominating Committee shall nominate from among the past or present members of the Council a Council Chairman, Vice-chairman and Secretary. In addition, the committee shall nominate one candidate for election as Area Director as described in Article VI for each Area Director position open for election at the next annual meeting of the Council.
(c) The report of the Nominating Committee shall accompany the notice of the Council annual meeting.
(d) Independent nominations of candidates meeting the same qualifications may be made from the floor at the annual meeting.
3.COUNCIL SERVICES REVIEW COMMITTEE
(a) There shall be a Council Services Review Committee to review the current activities of the Council and US SAILING with regard to services required to strengthen the bond between Yacht and Sailing Clubs, Sailing Organizations, individual sailors and US SAILING. Existing services will be reviewed for effectiveness and new services will be reviewed for potential advantages.
(b) Members of this Committee will be appointed by the CSA Chairman annually. The Committee Chairman shall not be one of the CSA Officers.
4.SPECIAL COMMITTEES
(a) Special Committees, to work in specific areas of mutual interest, shall be appointed by the Chairman, with the advice and consent of the Executive Committee.
5.REPRESENTATIVES TO OTHER COMMITTEES
With the approval of the Executive Committee, the Chairman shall appoint past or present council members to serve on US SAILING Committees as provided in the US SAILING Bylaws and Regulations, and such other bodies as required.
ARTICLE IX - PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order Newly
Revised shall govern the Council in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order the Council may adopt.
ARTICLE X - AMENDMENTS
1.Any amendment to these Bylaws shall be initiated by a majority of the entire CSA Executive Committee.
2.The proposed amendment shall be circulated to all Council members at least 30 days prior to the Council annual meeting or Spring meeting or 30 days prior to any special meeting called for the purpose of ratifying such proposed amendment.
3.Amendments shall be effective upon ratification by a two-thirds majority vote of the Council members present at the meeting.
4.However, any amendment not circulated in accordance with the above may be ratified at the Council annual or Spring meeting but shall require a unanimous vote of all the Council members present at such meeting.
As amended, October 17, 1981
October 25, 1992
March 18, 1995
October 25, 2002
March 18, 2006