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BY-LAWS
Approved 05/06/1998 with revisions through 12/20/2000
The name of this Association shall be Mississippi Coast Yachting Association, herein referred to as the MCYA or the association.
The purposes of this association are to foster and encourage friendly, social and nautical relations among the cities of the Mississippi Gulf Coast; to foster and advance sailing in all phases, and in particular to promote interclub races and regattas, both inshore and offshore under uniform rules, among the constituent members of the association. Further, to act in a supervisory capacity to effect measures for the mutual benefit of member clubs, to coordinate joint activities and efforts, to study mutual problems and take such actions on the members behalf as may be specifically authorized.
ARTICLE III - ORGANIZATION AND AUTHORITY
SECTION 1: ORGANIZATION - At a duly organized meeting on April 8, 1947, the governing bodies of the Mississippi Gulf Coast Yacht Clubs, in unanimous agreement on the need for an association to be made up of the Mississippi Coast Yacht Clubs, established the Mississippi Coast Yachting Association.
SECTION 2: AUTHORITY - The Mississippi Coast Yachting Association shall make its own procedural rules, adopt regulations, appoint committees, and call upon others for assistance and advice concerning the association purpose.
SECTION 1: ELIGIBILITY REQUIREMENTS - Yacht Clubs and Sailing Clubs located in the coastal counties of Hancock, Harrison and Jackson Mississippi and other areas of the State of Mississippi as may be determined by the Board of Directors from time to time, shall be eligible to apply for membership in the MCYA.
SECTION 2: APPLICATION AND ELECTION - Organizations applying for membership shall make application through the Secretary-Treasurer on a suitable form as provided by the MCYA, and shall be recommended by a minimum of two Member Clubs. The Secretary-Treasurer shall refer the application to the Flag Officers for review and action. A two-thirds vote of those members of the Board of Directors present and entitled to vote shall be required for election on an applicant for membership. Applicants elected to membership shall be declared a member upon payment of the appropriate dues.
SECTION 3: DUES - Annual dues shall be as fixed by the Board of Directors from time to time, to be due on May 1st each year. Dues are payable no later than the annual Chapman Regatta. Payment of annual dues shall be a condition of eligibility to compete in the Chapman Regatta. In the year of acceptance to membership said dues for a new Member Club shall be prorated based on the number of complete months remaining in the dues year as of the date of acceptance. Dues for the year of acceptance shall be due upon receipt of invoice.
SECTION 4: RESIGNATIONS, SUSPENSIONS AND TERMINATIONS
A. RESIGNATIONS - Member Clubs current in financial obligations to the MCYA may submit resignations in writing to the Secretary-Treasurer. The Board of Directors shall have the authority to accept such resignations. If said resignation is mailed before May 1st, the resigning member shall not be liable for dues for the upcoming dues year.
B. SUSPENSIONS - A Member Club that is delinquent in any financial obligations to the MCYA or lapses in meeting the eligibility requirements described above shall automatically be suspended from membership. Suspended members shall not be represented at any meetings of the Board of Directors, shall not participate in any MCYA events, or otherwise participate in MCYA affairs.
C. TERMINATIONS
(1) Any Member Club that remains in suspended status for more than six months shall be presented to the Board of Directors for action at the next regular meeting of the Board, and termination of membership because of suspended status shall be by majority vote.
(2) The membership of any Member Club may be terminated for conduct injurious to the name of the MCYA by a two-thirds vote of those members of the Board of Directors present and entitled to vote, provided previous notice was given with the call of the meeting.
(3) Member Clubs subject to termination proceedings shall be entitled to a hearing before the Board of Directors on request.
SECTION 1: POSITIONS - The officers of the Mississippi Coast Yachting Association shall consist of a Commodore, a Vice-Commodore and a Secretary-Treasurer, all of whom shall be members of a different MCYA Member Club at the time of their election. Said Officers shall be termed "Flag Officers" in the tradition of Yachting. Between meetings of the Board of Directors, the Flag Officers shall have the full authority of the Board to run the association except for those powers described in Articles IV and XI.
SECTION 2: NOMINATIONS
A. BY COMMITTEE - The Commodore, with the approval of the Flag Officers, shall appoint no later than forty-five (45) days before the Annual Meeting a Nominating Committee consisting of a Chair and two at large Member Club Representatives, all of different clubs. Said appointed Chair shall be an elected MCYA Past Commodore unless none is available. The Nominating Committee shall nominate one candidate for each office to be filled in that year and shall do so in such time to allow the Secretary-Treasurer to include the committee slate of nominees with the call for the Annual Meeting.
B. BY MEMBER CLUBS - Individuals may be nominated for office by written nomination by at least two (2) Member Clubs. Said nominations shall be mailed by registered or certified mail no later than fifteen days prior to the Annual Meeting to all Member Clubs and MCYA Officers.
SECTION 3: ELECTIONS - The election of officers shall take place at the Annual Meeting of the Board of Directors. The election shall be by show of hand vote for the Nominating Committee and write in candidates.
SECTION 4: TERMS OF OFFICE AND VACANCIES
A. TERMS OF OFFICE - The Commodore and Vice-Commodore shall serve a term of one year or until their successors are elected and assume office. The Secretary-Treasurer shall serve a term of three years or until his or her successor is elected and assumes office. Installation of elected officers shall occur upon completion of their election. The Commodore and Vice-Commodore may succeed themselves in the same office for one additional term beyond their original term. The Secretary-Treasurer may succeed himself or herself in the same office for more than one additional term. For the purpose of this Section, an officer who has served more than half a term shall be considered to have served a full term in that office.
B. VACANCIES IN OFFICE - A vacancy in the office of Commodore shall be filled by the Vice-Commodore automatically assuming the office of Commodore for the remainder of the term. A vacancy in the office of Vice-Commodore shall be filled by appointment made by the remaining Flag Officers for the remainder of the term. A vacancy in the office of Secretary-Treasurer shall be filled by appointment made by the remaining Flag Officers for the interim period until the next annual elections, at which time a Secretary-Treasurer shall be elected to a new three-year term.
SECTION 5: DUTIES OF OFFICERS
A. COMMODORE - The Commodore shall preside at all meeting of the Board of Directors and the Flag Officers; be an ex officio member of all committees except for Nominating; perform other such duties as are prescribed in these bylaws and the adopted parliamentary authority:
(1) Appoint all standing committees, their chairmen and advisors after consultation with the current chairmen.
(2) Appoint the Chapman Race Committee and jury as described in the Regulations for Sanctioned Events.
(3) Appoint a nominating committee as described in Article V, Section 2 of these bylaws.
B. VICE-COMMODORE - The Vice-Commodore shall assist the Commodore in the performance of his or her duties, preside at meetings in the absence of the Commodore, and perform such other duties as may be assigned by the Board of Directors.
C. SECRETARY-TREASURER - The Secretary-Treasurer shall chair the Nominating Committee and shall be an ex officio member of all committees, and shall have the following duties of the office: (1) Keep a record of all proceedings of the Board of Directors in a minute book and distribute copies of minutes of meetings of the Board to all members of the Board of Directors, all chairmen of standing committees, all MCYA Coordinators, and others as appropriate. (2) Mail notices of all meetings of the Board of Directors no later than thirty (30) days prior to such meetings to all members of the Board of Directors, all chairmen of standing committees, all MCYA Coordinators, and others as appropriate. (3) Maintain the MCYA Handbook and distribute copies and updates to all Member Clubs, all members of the Board of Directors, all chairmen of standing committees, all MCYA Coordinators, and others as appropriate. (4) Collect all dues and other monies of the Association and deposit same in the name of the Association in a bank as determined by the Flag Officers, cause proper disbursements of Association monies, and render an annual financial report covering the previous calendar year at the Annual Meeting and interim reports at the Semi-Annual and other meetings. (5) Keep a record of the annual winners of all MCYA Sanctioned Events.
SECTION 6: MEETINGS - The Flag Officers shall meet in person or by telephone conference at the call of the Commodore, or at the request of two Officers given to the Secretary-Treasurer. A minimum of seven days prior notice of meetings shall be given to each Officer, except that this requirement may be waived with the consent of all.
SECTION 7: QUORUM - A majority of the Flag Officers shall constitute a quorum.
SECTION 8: BUSINESS BY MAIL - Business of the Flag Officers may be conducted by mail when necessary. Actions taken by mail shall be made part of the minutes of the next following meeting of the committee.
SECTION 9: REPORTS - The Flag Officers shall make a report at each meeting of the Board of Directors, which shall include a summary of their between meeting actions. Said report may take the form of the Commodore's Report.
ARTICLE VI - BOARD OF DIRECTORS
SECTION 1: COMPOSITION AND AUTHORITY - The Board of Directors shall have full power and authority over the affairs of the MCYA and shall be composed of:
A. The Flag Officers of the Association
B. One representative from each Member Club of the Association, said representative to be either:
(1) The current Commodore of each Member Club, or;
(2) Such other person designated in writing, signed by the Commodore or the Secretary of the Member Club, and delivered to the Secretary-Treasurer of the Association. Such representative shall be a member of the yacht club so represented and shall not represent any other yacht club at the same meeting.
SECTION 2: VOTING - The voting authority of the Board of Directors shall be vested solely in the respective representatives of the Member yacht clubs present at a meeting, excepting those in suspended status. The presiding officer is empowered to vote only in case of a tie. All other Board of Directors members may make motions and take part in debate but shall not have a vote.
SECTION 3: BUDGET - The Board of Directors shall adopt an annual budget no later than the Annual Meeting each year. The Board of Directors may amend the budget by a majority vote without notice. The Board of Directors shall approve non-budgeted expenditures.
ARTICLE VII - MEETINGS OF THE BOARD OF DIRECTORS
SECTION 1: REGULAR MEETINGS
A. ANNUAL MEETING - The Annual Meeting shall be held the first Saturday in June, in conjunction with the Chapman Regatta unless otherwise ordered by the Board of Directors. The meeting shall be hosted by the yacht club hosting the Chapman Regatta.
B. SEMI-ANNUAL MEETING - The Semiannual Meeting shall be held during the autumn of the year, date and location as established by the Flag Officers, and shall be called by the Commodore.
SECTION 2: SPECIAL MEETINGS
A. WINTER MEETING - When, in the opinion of the Flag Officers, the proper conduct of Association business necessitates it, a Winter Meeting shall be held, date and location as established by Flag Officers, and shall be called by the Commodore.
B. OTHER MEETINGS - Special Meetings may be called by the Commodore with the approval of the Flag Officers, or upon written request of forty percent (40%) of the Member yacht clubs given to the Secretary-Treasurer, subject to the following:
(1) Written notice of special meetings shall be given as prescribed in Article V, Section 5.C (2).
(2) No business shall be transacted at said meetings except that stated in the notice.
SECTION 3: QUORUM - A majority of the voting members entitled to vote shall constitute a quorum.
ARTICLE VIII- COMMITTEES AND PARLIAMENTARIAN
SECTION 1: STANDING COMMITTEES
A. The Standing Committees of the MCYA shall be: Bylaws, Chapman Race, and Racing Rules. Said committees shall function as described in Sections 2 through 5 of this article.
B. All members of Standing Committees shall be members of MCYA Member Clubs.
C. Unless otherwise state herein, terms for members of Standing Committees shall be one year, or until their successors are appointed.
D. All Standing Committees shall make an annual report at the Annual Meeting and such other reports as are necessary.
E. All Standing Committees shall maintain a book containing minutes and other appropriate items to ensure the proper long term functioning of the committee.
SECTION 2: BY-LAWS COMMITTEE
A. COMPOSITION - The committee shall be composed of a chairman and two or three additional members.
B. DUTIES - The committee shall:
(1) Review all amendments submitted in accordance with Article XI, edit same for composition and, together with the committee's recommendation for action, if any, forward said amendments to the Secretary-Treasurer in time for distribution as required by Article XI.
(2) Originate amendments as necessary.
(3) Consolidate similar amendments for joint proposal subject to acceptance by the proposers.
SECTION 3: CHAPMAN RACE COMMITTEE
A. COMPOSITION - The committee shall be composed of a chairman and one or more members from MCYA yacht clubs.
B. DUTIES - The committee shall secure, from the Member Clubs, individuals to participate on the host club's Race Committee and Protest Committee for the annual Chapman Regatta. This participation shall, as appropriate and beneficial to the host club, take the form of providing club members to assist with the conducting of races to providing mark, chase or scat boats, to providing mark and signaling equipment, and to providing Protest Jury members. The committee shall further develop and provide to host clubs: standardized notices, registration, crew lists, measurement, scoring and results documentation (Appendix B).
SECTION 4: RACING RULES COMMITTEE
A. COMPOSITION - The committee shall be composed of a chairman and one or more members from MCYA yacht clubs.
B. DUTIES - The committee shall maintain a current set of the MCYA Regulations For Sanctioned Events, originate amendments to said Regulations when appropriate, review amendments to said Regulations originated by parties other than the Rules Committee, edit for composition, and give a recommendation for action, if any. Additionally, the committee shall develop and present to the MCYA Board of Directors for adoption, the Standard Chapman Regatta Sailing Instructions, and shall update and maintain the Standard Sailing Instructions as required.
SECTION 5: PARLIAMENTARIAN - The Parliamentarian shall be a member of an MCYA Member Club and shall serve as prescribed in the adopted parliamentary authority. The term of office shall be one year or until a successor is designated and assumes office.
The Burgee of the MCYA shall be a red, white and blue rectangular swallow tailed pennant, 12" by 18" with horizontal stripe 4" wide, superimposed with letters MCYA in blue, upper left field of red with blue V bar 1" wide superimposed with 6 white stars, upper right field of blue, lower left and right field of red, MCYA is legible from both sides.
ARTICLE X - PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern 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 Board of Directors may adopt.
PROCEDURE - These bylaws may be amended at any meeting of the Board of Directors by a two-thirds vote of those members present and entitled to vote provided that the amendment:
A. Shall have been proposed in writing by a Member Club, a member of the Board of Directors, the By-laws Committee, or a standing or special committee.
B. If originated by a party other than the By-laws Committee, shall have been submitted to that committee for review, as required by Article VIII, Section 2.B(1) of these Bylaws, through the Secretary-Treasurer no later than sixty days prior to the meeting at which the amendment will be considered.
C. Shall have been included with the notice of the meeting at which the amendment will be considered.