BY-LAWS OF THE SOUTHWEST BADMINTON ASSOCIATION
---Working Copy ---
- BOARD OF DIRECTORS
- The affairs of the Southwest Badminton Association
(SWBA) shall be managed by a Board of Directors (herein
referred to as the "Board"). The Board shall have general
charge of the affairs, funds, and property of the SWBA. The
Board shall prepare and enforce rules regulating the
operation of the SWBA. They shall have full power, and
shall carry out the purposes of the SWBA in accordance with
its Constitution and By-Laws.
- The Board shall consist of the Representatives
elected and/or appointed by each State, and any member
co-opted as after-mentioned. Each State shall be entitled to
one (1) State Representative for if the state consists of
at least one (1) but less than 100 USAB members, if the State
has 101 but less than 200 USAB members, it shall be
entitled to two (2) State Representatives; each State shall
be entitled to an additional State Representative for USAB members of 201-300,
301-400, 401-500, 501-600, and 601-700. No state shall be entitled to
more than seven (7) State Representatives, except as
provided below for "members-at-large." The cut-off date
for determining the number of USAB members shall be January lst each year. The Board may co-opt up to two (2)
additional members-at-large as Directors with full voting
- Directors shall serve for terms of three (3) years,
or until their successors are elected or appointed by the
States or, in the case of At-Large Directors, appointed by the Board.
A Director must maintain USAB membership and be
in good standing .
- Until the first Annual General Meeting of the SWBA,
the Board shall elect officers by physical or electronic ballot or via
conference call. Thereafter,
at the Annual General Meeting of the SWBA, the Board of
Directors shall elect officers as needed from their own number by physical or electronic
ballot or via roll-call
vote. Such officers shall hold office for two (2) years, or until
their successors are qualified and elected.
- An Executive Committee, consisting of the
President, Vice President, Secretary, Treasurer, and one (1)
other member of the Board, shall act on the affairs of the
SWBA between the regular meetings of the Board and the
actions of the Executive Committee shall be subject to
ratification by the Board at its next annual meeting.
- The Officers of the SWBA shall consist of a
President, Vice President, Secretary, and Treasurer.
- In order to qualify as an Officer the candidate must be a member in good standing of the
- Officers shall be elected by the Board of Directors at the Annual
General Meeting for a two (2) year term of
office, or until their successors are elected. No one shall be
elected President for more than two (2) consecutive terms.
Election of officers shall be by a majority vote of the
Board. In the event there is a tie vote in choosing the
officers, a run-off election shall be held immediately.
- The terms of office shall commence at the time of
the officers' election at the Annual General Meeting and shall terminate at the Annual General Meeting
two (2) years thereafter. If, for any reason, new officers are not elected, the
existing officers shall continue in the office until
succeeded by a duly elected officer.
- The President shall be the Chief Executive Officer
of the Association and shall preside at all meetings of the
Board of Directors and the Executive Committee. The
President shall, subject to the approval of the Executive Committee, appoint all committees and shall ensure
that other officers and committees perform their duties.
The President shall, in conjunction with the Secretary and Treasurer or other officer appointed for the purpose, sign
and execute all deeds and contracts in the name of the SWBA
when authorized to do so by the Board.
- The Vice President shall assist the President in
the performance of her/his duties and shall exercise all
the powers of the President in the latter's absence.
- The Secretary shall issue notices calling all meetings, both of the
Board of Directors and the Executive Committee, and shall keep the minutes
of all meeting's. The Secretary shall maintain records of
the activities of the SWBA and maintain files of
correspondence, which shall be open for inspection by
members of the Board.
- The Treasurer shall receive all monies
payable to the SWBA, and issue receipts therefore. She/he
shall pay all accounts against the SWBA subject to the
approval of the Board, and shall keep proper accounts open
for inspection by Board members. She/he shall report
in writing the state of finances of the SWBA whenever go
requested by the Board, and shall present at the Annual
General Meeting a financial report showing all receipts and
expenditures for the current year.
- All officers shall be directly responsible to the
State Representatives and the Board for the usual duties
incident to their respective offices.
- If the office of President becomes vacant for any
reason, including incapacity, the Vice President shall be
designated by the Executive Committee to assume those
duties temporarily. The Association shall, by majority vote
of the Board of Directors within a period of thirty (30)
days, either confirm the Vice President's permanent
accession to the Presidency or appoint a new President to
complete the term of office vacated by the duly elected
President. A vacancy in any other office shall be filled by
majority vote of the Board within thirty (30) days of the
occurrence of the vacancy.
- MEETINGS AND ELECTIONS
- The Annual General Meeting of the SWBA Board of Directors shall be held
at such time and place as the Board may fix for the purpose of electing
officers and conducting the affairs of the SWBA. An agenda shall be posted
or sent to voting members of the Board fourteen (14) days
in advance of the meeting.
- Five (5) Directors present in person shall
constitute a quorum for the transaction of business at,
each meeting; the lack of a quorum shall render any
- The President may schedule and call other meetings
of the board during the period between the Annual General
Meetings. Mail ballots or conference call meetings may be used to handle such other business as may arise between
- If four (4) Directors request a meeting in writing or by email,
then the President must call a meeting within thirty (30)
days of receipt of the request.
- Each Director shall have the right to designate a
proxy to attend meetings of the Board and vote in his/her
place. Although each Director may appoint a substitute,
notice in writing shall be given to the Secretary of the
Association at least ten (10) days before the meeting. The
proxy may be another Director but need not be a member of
the Board. No person shall be able to hold more than one
- Absent Directors may vote at any meeting by physical or electronic ballot
or via conference call, stating the proposition that is the subject and
whether they vote yes or no thereon. Absentee ba1lots shall
not be counted in determining whether there is a quorum.
- The Executive Committee shall have the power and
authority to carry out the decisions of the Association and
to perform all work and exercise all of the powers of the
Association, subject to the disapproval of the Board.
The actions of the Executive Committee shall, however,
never conflict with previous actions of the Board.
- A Regional Director to USA Badminton shall be elected in accordance with the
relevant By-Laws of that Association.
- Membership in the Association is concurrent with
membership in the USAB and, simultaneously, residence in
Region 5. Members may be accepted any time
during the year, depending on the initial date of residence
in Region 5 and the condition of USAB membership.
- The interests of the Association's members are
represented through their respective State Representatives
on the SWBA Board of Directors. State Representatives may be elected through procedures decided by the State
Association or appointed by an officer of the State
Association. In the absence of a State Association, the
SWBA Board of Directors may appoint a Board Member to
represent that state from among the USAB members residing
in that State.
- The number of State Representatives on the Board is
based on USAB membership in the states comprising Region 5,
as stipulated in Section I.b of the By-Laws.
APPROVED BY THE Board of Directors on: _20 October 2014_
PRESIDENT: _________________________________(Kyle Emerick)_
VICE PRESIDENT: _________________________________(Marc Tsukakoshi)_
SECRETARY: _________________________________(Shannon Huang)_
TREASURER: _________________________________(Tom Wilmshurst)_
Page maintained by Stan Bischof. Last updated:
20 Oct 2014 14:05