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UNITED SANUCES FAMILY ASSOCIATION
CONSTITUTION AND BY-LAWS
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Board of Directors (Officers) President: Anakhanda Mushaba 1st Vice-President: Arnold Allen 2nd Vice-President: Ernest Miles General Secretary: Abdul-Lateef Sadiq Treasurer: Nelson Coles
NATIONAL OFFICE: P.O. Box 162895 Atlanta, Georgia 30321 USA Tel: (323) 481-4790 Fax: (530) 466-2189
The UNITED SANUCES FAMILY ASSOCIATIONConstitution & By-Laws Copyright © 2009 - 2010
All rights reserved. No part of this book may be reproduced by any means without the expressed written permission of the United Sanuces Family Association
Published by the UNITED SANUCES FAMILY ASSOCIATION. Atlanta, Georgia Printed by the UNITED SANUCES FAMILY ASSOCIATION
Dr. Moses F. Powell ARTICLES OF INCORPORATION OF THE UNITED SANUCES FAMILY ASSOCIATION
Article I -- Name & Definitions Section 1. The name of this corporation shall be: United Sanuces Family Association. Section 2. As used in this Constitution and Bylaws, the term:
Article II -- Non-Profit The corporation is a non-profit corporation incorporated under the laws of the State of Georgia. Article III -- Existence Section 1. The existence of USFA shall be authorize by the Estate of Moses F. Powell
Article IV -- Objects and Purposes Section 1. The objects or purposes of USFA shall be to -- Establish National goals for martial Art activities and to encourage attainment of these goals.
Provide for the swift resolution of conflicts and disputes involving martial artists, athletes and amateur sports organizations and protect the opportunity of any martial artist, athlete, coach trainer, manager, administrator, or official to participate in martial arts competition; Foster the development of martial art facilities for use by USFA martial artist and to assist in making the existing martial artist facilities available for use by USFA martial artist; Provide and coordinate technical information on physical training, equipment design, coaching, and performance analysis; Encourage and support research, development, and dissemination of information in the area of martial arts, sports medicine and sports safety; Encourage and provide assistance to martial art activities for women; Encourage and provide assistance to martial art programs and competition for handicapped individuals, including, where feasible, the expansion of opportunities for meaningful participation by handicapped individuals in programs of USFA competition for able-bodied individuals; Encourage and provide assistance to martial artists of racial and ethnic minorities for the purpose of eliciting the participation of such minorities in martial art activities in which they are underrepresented; To sponsor and encourage, regulate, and award USFA Championships on the regional, national, and international levels.
Article V -- Powers and Jurisdiction Section 1. USFA shall have perpetual succession and power to --
Section 2. The foregoing shall be construed as objects, purposes, and power, and the enumeration thereof shall not be held to limit or restrict in any manner the powers now or hereafter conferred on this corporation by the laws of the State of Georgia. Section 3. The objects, purposes, functions, and powers specified herein shall, except as otherwise expressed, be in no way limited or restricted by reference to or inference from the terms of any clause or paragraph of these Articles. The objects, purposes, functions, and powers specified in each of the clauses or paragraphs of these Articles of Incorporation shall be regarded as independent objects, purposes, functions, or powers. Section 4. The corporation may in its regulations confer powers, not in conflict with law, on its directors in addition to the foregoing and in addition to the powers and authorities expressly conferred on them by statute. Section 5. USFA is autonomous in its governance and independently determines and controls all matters central to such governance. USFA shall not delegate such determination and control, and shall remain free from outside restraint. Section 6. USFA membership is open –
Section 7. USFA shall provide an equal opportunity to martial artists, athletes, coaches, trainers, managers, administrators, and officials to participate in martial art competition without discrimination on the basis of race, color, religion, age, sex, or national origin and with fair notice and opportunity for a hearing to any martial artists, athletes, coaches, trainers, managers, administrators, and official before declaring such individual ineligible to participate. Section 8. USFA; shall be governed by a Board of Directors whose members are selected without regard to race, color, religion, national origin or sex; Section 9. USFA shall provide for the prompt and equitable resolution of grievances of its members through the exercise of due process proceedings. Such procedures shall be specifically set forth in the Bylaws of USFA
Article VI -- Right and Duties Section 1. Power and Jurisdiction: USFA has a duty to, and shall in fact:
Section 2. Authorization: USFA is authorized to:
Article X -- Office The principal office of the corporation will be the address of the president or secretary. Article XI -- Official Emblem and Seal The official Emblem and Seal shall be that adopted by this corporation. Article XII -- Member, Classes, Qualifications & Obligations Section 1. Classes of Membership: There shall be two classes of membership recognized by USFA:
Section 2. Regional Martial Arts Organizations:
Section 3. Club Members: Club Members: are limited to bonafide Sanuces Ryu Jiu-jitsu clubs, institutions, or other organizations of a permanent nature actively promoting or participating in Sanuces Jiu-jitsu. No organization whose interest in self-defense sports or games is purely commercial or which promotes jiu-jitsu and the martial way (do/sports) solely for profit or the advertising value derived there from is eligible for membership. Section 4. Affiliated Sports Organization Membership: Any martial way (Do/sports) organization that conducts a national program, or regular national competition; while at the same time promoting Sanuces Ryu Jiu-Jitsu. Affiliated Martial Way (Do/sports) organization members must abide by all the rules and regulations of the United Sanuces Family Association, its Constitution, and its Bylaws. Section 5. Armed Forces Members: Armed Forces members are the U.S. Army, the U.S. Navy, the U.S. Air Force, the U.S. Marine Corps and the Coast Guard. Section 6. Allied: Martial Arts and martial way (Do/sports) organizations in foreign countries can be affiliated if they meet the requirements of the Constitution and Bylaws of United Sanuces Family Association. Section 7. Disabled martial way (Do/sports) Organizations: Disabled martial way (Do/sports) organizations with active programs in jujitsu are eligible for membership in the United Sanuces Family Association. Section 8. Business Members: Business members consist of companies and any organizations in the U.S. who has an interest in supporting the development and growth of the Martial Arts in the country. They shall be admitted to membership for a period of one year by payment of the appropriate fee to USFA This is a non-voting membership. Section 9. Martial Artist, Athletes, coaches, trainers, administrators and officials:
Section 10. Practicing Members: Practicing members are those jiu-jitsuka who belong to a group member. They are a member of USFA by virtue of their membership in the group member of USFA, but they may not compete, officiate, or coach and are not considered martial artist, athletic members, coaches, or officials, in the national program unless specifically registered as an athlete, coach, or official with USFA They may participate in other sanctioned events. Section 11. Sustaining Members: Sustaining members are all other persons interested in the purpose and programs of USFA on either the regional, national or international level. They shall be admitted for a period of one year upon payment of the appropriate fee to USFA Section 13. Life Members: Life Members are those individual members who contribute $2,500 to the USFA for the furtherance Sanuces Ryu Jiu-Jitsu and other martial arts in accordance with the principles of USFA by payment of the appropriate fee to the USFA. Life members are admitted to USFA for the duration of 15 years. Section 14. Perpetual Members: Perpetual Members are those individual who contribute $5,000 or more to USFA for the furtherance of jujitsu and other martial arts in accordance with the principles of USFA By payment of the appropriate fee to USFA. Perpetual members are admitted to USFA for the duration of the Federation's existence.
Article XIII -- Admission of Members Upon payment of the appropriate fee and/or application and/or approval, a member shall be admitted to USFA Article XIV – Dues The appropriate fee for the various classes of membership shall be as designated by USFA
Article XV -- Non-Payment of Dues Any member who fails to pay its appropriate fees shall be dropped from the membership roles at the next annual meeting of the Association.
Article XVI -- Finance and Accounting Section 1. Finances: The Executive Board shall have the authority and the right to delegate authority to solicit collect or receive funds for the support of the activities of USFA, and to disburse and decide on all matters pertaining to the finances of USFA subject to the review of the Board of Directors. All income received shall be put into a common treasury. Each standing committee may maintain separate budgets, but all funds must be deposited in a common treasury. Section 2. Solicitation: No solicitation of funds may be made in the name of USFA unless all of the funds so raised are deposited into USFA Treasury. Without the written consent of USFA, no person or organization may use for the purpose of trade, to introduce the sale of athletic or martial art goods, or to promote any exhibition, athletic performance, or competition any the name of the Federation or any of its seals, marks, or other representations of the Association. Section 3. Disbursements: No funds of USFA shall be disbursed for other than the conduct of its activities in accordance with the rules and regulations of USFA and the law. Section 4. Checking Accounts: All moneys received shall be deposited to the credit of USFA and the treasurer shall sign all checks and/or any such officer or officers duly appointed. Section. 5. Fiscal Year: The fiscal year of the corporation shall run from January 1 to December 31. The Finance Committee at each general meeting of USFA must make a fiscal accounting. Section 6. Activities: No member of USFA shall conduct any activities for monetary gain in the name of USFA without the expressed written approval of USFA Section 7. Liability: No individual officer, director, or member of USFA shall be personally liable in respect of any debt or obligation incurred in the name of USFA pursuant to authority granted directly or indirectly by the Executive Committee. Section 8. Imprest Accounts: The Board of Directors may establish separate special accounts employing the imprest system for the liquidation of obligations requiring prompt payment, and payroll obligations; and it may authorize checks to be drawn thereon upon the facsimile of any one officer or employee. Section 9. Budget: A budget must be prepared annually by the Finance Committee and submitted to the Board of Directors. Section 10. Auditor and Audit Report: The Budget and Audit Committee, at the beginning of each fiscal year, shall audit the books and financial records of the United Sanuces Family Association for the previous year. Section 11. Compensation: All officers, directors, or members of the board of USFA shall act and serve without compensation in the aid of the educational or charitable purposes of USFA described in Article II, except as otherwise specifically provided in the Constitution or Bylaws. A. Compensation to members: No part of the earnings of the USFA shall incur to the benefit of, or be distributed to, its members, or other private persons, except that which USFA shall authorize paying as reasonable Compensation of the service rendered in the implementation of the objective set forth in Article 11, and except as otherwise specifically provided in the Constitution or Bylaws. Section 12. No one may use the name or any mark, emblem, logo or other identifying characteristics of, the Association for other than Association approved activities. A Regional Martial Arts Organization, or allied member, if part of the allied membership agreement, may use such marks, emblems, logos and other identifying characteristics relating to their activities as members of the Association. In being granted this license, the Regional Martial Arts Organization or allied member must investigate and protect against any infringement of Association marks, emblems, logos and other identifying characteristics in their geographic territory or area of operation.
Article XVII -- Legal Section 1. General Counsel: The President, with the approval of a majority of the Board of Directors, may select a member of the legal profession as General Counsel. He advises and consults with the officers and agents of USFA, renders legal advise and assistance as may be requested, and performs any other duties delegated to him. He has the right to the floor at any USFA meeting for explanatory purposes. He files the records, and documents belonging to USFA. He receives no salary or other compensation for his services, but does receive necessary expenses. Section 2. Special Counsel: The Board of Directors may authorize the appointment of special legal counsel at such fees and compensation as agreed upon when in the best interests of USFA Section 3. Contracts: Execution: All contracts of USFA are to be signed by the President and General Secretary. Section 4. Bonds: Corporate fidelity bonds may be obtained at the expense of USFA in a form and amount approved by the Board of Directors, indemnifying USFA against losses resulting from infidelity, defalcation, or misappropriation by officers, employees, or agents of funds, property, or assets owned by or under the control of USFA Section 5. Bank Accounts and Depositories: The Board of Directors must, from time to time as necessary, designate depositories for the funds, property, and assets belonging to or under the control of USFA
Article XVIII -- Termination, Suspension & Expulsion of Membership Section 1. Group Members:
Section 2. Individual Members:
Section 3. The Board of Directors of the United Sanuces Family Association, or the Executive Committee in its stead, is empowered to assume original jurisdiction in any matter or matters where, in its opinion, the best interests of USFA will be served thereby:
Article XIX – Dissolution The Board of Directors only shall have the authority to adopt a resolution of dissolution in accordance with legal statute. An affirmative vote by 2/3 members of the Board of Directors at a meeting duly constituted or mail ballot for that purpose is necessary for such action. Article XX -- Saving Clause Failure of literal or complete compliance with provisions of the Articles of Incorporation or Bylaws in respect to dates and items of notices, or the sending of same, or errors in phraseology of notices or proposals which, in the judgment of the Board of Directors or of the Executive Committee at their meetings, do not cause substantial injury to the rights of the members shall not invalidate the actions or proceedings of the Board of Governors or of the Executive Committee.
BY- LAWS OF THE UNITED SANUCES FAMILY ASSOCIATION
Article I -- Board of Directors Section 1. General Powers: The United Sanuces Family Association shall be governed by, and the business and affairs of the corporation shall be managed under the direction of, a Board of Directors as described in this Article I. A representative to the Board may simultaneously represent more than one category of membership, but may not represent more than one entity in any category. The USFA Board of Directors, shall consist of those holding the rank of 8th Dan and above in Sanuces Ryu Jiu-Jitsu. The USFA Executive Committee shall consist of those holding the rank of 5th Dan and above in Sanuces Ryu Jiu-Jitsu. All other USFA committees or governing boards shall be headed; by those holding the rank of 3rd Dan with the exception of the Parent Committee. Section 2. Members of the Board and Voting Rights: The Board of Directors shall have both voting and non-voting members as provided in this section. A. Group Members 1. The family (brother, wife, daughters, nieces, nephews, grandchildren and ex wives) of the Legendary Dr. Moses F. Powell shall have up to three (3) members on the Board of Directors and to two (2) members on the Executive Committee. The members of the family (brother, wife, daughters, nieces, nephews, grandchildren and ex-wives) of the Legendary Dr. Moses F. Powell shall elect or appoint from their own self its representatives to the Board of Directors and the Executive Committee. In the event the family member wishes to seat someone in their position on the Board of Directors or Executive Committee, must have the full approval of the USFA Board of Directors and Executive Committee. 2. Sanuces Dojo/Schools in Each Region shall nominate up to three (3) individuals to represent them on the Board of Directors or Executive Committee, with the full approval of the Board of Directors or Executive Committee. To vote (see Article 1 section 1) on the Board of Directors, the USFA Sanuces Dojo/Schools must be current on all moneys due to the United Sanuces Family Association and must have had a representative at the last two consecutive annual meetings. Further the Sanuces Dojo/Schools must have both individual and club members registered with United Sanuces Family Association, hold sanctioned events or send students/athletes to the National meetings/events. 3. Regional Directors; may be appointed by the United Sanuces Family Association, where there is no Sanuces Dojo/Schools. To be eligible to vote on the Board of Directors, the regional director must be current on all monies due to the United Sanuces Family Association and must have attended the last two consecutive annual meetings. Further the regional director must have both individual and club members registered with United Sanuces Family Association, hold sanctioned events or send students/athletes to the National meetings/events. B. At Large the President shall, with the advice and consent of the Executive Board, have the right to appoint to the Board of Directors from the membership up to a total of ten members-at-large (see Article: 1 section.1), each of whom shall have one vote and all of the other rights and privileges of the members of the Board. C. Charter Organizations of USFA shall be represented by one permanent member on the Board of Directors from among the Sanuces Dojo/Schools in their region. This Board Member shall have one vote and all of the other rights and privileges of the members of the Board. Charter Organizations of USFA may vote by proxy if needed, via official representative, U.S. Mail, fax or email. D. Charter Life Members are permanent "on-call" advisors to the United Sanuces Family Association (USFA). E. Board of Directors Officers: The President, Vice-President, General Secretary, and Treasurer shall each have one vote on the Board of Directors. F. Open Meetings: all meetings of the Board of Directors shall be open to all members of the United Sanuces Family Association; provided, however, that the Board of Directors upon the determination of the President or vote of the Board may go into executive session and exclude any persons who are not members of the Board. Section 3. Term: All members of the USFA Board of Directors who are appointed as representatives of USFA Board Members shall serve a term of one year. Each at large (elected) member of the USFA Board of Directors shall serve a term of 4 years, which shall expire at the annual meeting occurring 4 years after appointment. Section 4. Authority: The Board of Directors has the power to:
Article II -- Annual Meeting Section 1. Annual: Unless otherwise determined by the Board of Directors, the annual meeting of The United Sanuces Family Association shall be held in the winter months (November). Section 2. Special: Special meetings of the United Sanuces Family Association may be scheduled at the written request of 1/3 of the members of the Board of Directors. A notice of such special meeting must be mailed no less than 45 days prior and shall include the time and location and purpose of such meeting. The President shall establish the time and location of such meeting. Section 3. Order of Business: At all meetings of the United Sanuces Family Association, the following is the order of business:
Section 4. Quorum: At all meetings of the United Sanuces Family Association a quorum consists of the voting members of the Board of Directors present. Section 5. Procedure: The current Robert's Rules of Order are the general rules of order except where they are in conflict with the Constitution and Bylaws of the United Sanuces Family Association, and in such cases, the latter prevails. Section 6. Agenda: The Executive Committee shall hold an agenda meeting before each meeting of the Board of Directors and draw up the agenda for the annual meeting of the Board of Directors. An affirmative vote of the majority of the Executive Committee members shall suffice to approve matters for the agenda. The agenda meeting may be held by mail, in which case, an affirmative vote of the majority of the Committee members answering shall suffice to approve matters for the agenda. Nothing contained in this Article shall be deemed to vary requirements, set forth in the Constitution or elsewhere in these Bylaws, specifying procedures for amendments to such documents or specifying the manner in which other specific actions, such as amendments to the related thereto. Section 7. Credentials: The officers of the Corporation shall act as a Committee on Credentials to determine the qualifications of each voting member. Each representative to the Board of Directors must present to the General Secretary their credentials, which shall include the full name and address of the representative, at least 30 days in advance of the Annual Meeting of the Federation. No representative shall be eligible to vote at any meeting unless he or she be certified to that effect by the Committee on Credentials or admitted by a majority of the votes cast by the duly accredited representatives to the Board of Directors. Certification shall remain in effect from annual meeting to annual meeting unless removed in writing by letter signed by the appropriate officer for the regional sports organization or allied member.
Article III -- Officers Section 1. Titles: the titles of the officers of the United Sanuces Family Association Board of Directors are: President, 1ST Vice-President, 2ND Vice-President General Secretary, and Treasurer. Section 2. Term: All officers of the United Sanuces Family Association shall serve a four-year term and be elected at the annual meeting. Section 3. Duties: A. The President shall order meetings of the United Sanuces Family Association as provided herein and preside at all meetings. The President is the Chief Executive Officer of the Corporation. He has the right to exercise all the powers of his office in accordance with the Constitution and Bylaws and is a non-voting ex-officio member of all committees. He shall perform such duties as assigned by vote of the Board of Directors or of the Executive Committee. B. The Vice-President shall perform all the duties of the President if the President is unable or incapable of performing such. Otherwise, the 1st Vice-President will oversee and facilitate specialized projects or programs and other duties as assigned by the President. C. The General Secretary shall have such duties as assigned to him by the President and shall have all the powers and shall perform all the duties of the Treasurer if the Treasurer is unable or incapable of performing such. The General Secretary shall make proper arrangements for
and Special Committee. He shall serve as the depository of all minutes of such Committees. D. The Treasurer shall;
pertaining to this office for audit or other purposes.
Section 4. Nominations: Prior to August 1 of any election year, the chairman of the Nominations and Elections committee shall request from members of the United Sanuces Family Association nominations for officers, which are to be elected at the next annual meeting. Nominations must be accompanied by a written acceptance of the nominee and a brief biography stating the nominee’s qualifications for office. Thirty (30) days prior to the annual meeting, the nominating committee shall submit the names of all nominees and their biographies to all delegates. Additional nominations may be made from the floor of the Board of Directors. Section 5. Elections: The officers will be elected from among the members of the Board of Directors who have served a minimum of four consecutive years on the Board of Directors or Executive Committee by a majority vote of the voting members of the Board of Directors of the United Sanuces Family Association at the annual meeting. Elections of officers will be conducted by written ballot under the supervision of the Nominating and Elections Committee at the annual meeting, except in the case of the first four establishing years of the United Sanuces Family Association. If there is only one candidate for a particular office, the vote may be taken by a voice vote. The Nominating and Elections Committee shall make provisions for runoff elections. Section 6. Vacancies: In the event of death, resignation, or incapacity of office, the various duties of the officers shall be assumed until the next annual meeting of the United Sanuces Family Association as follows: Section 7. Privileges: The officers of the United Sanuces Family Association shall be members of the Board of Directors and each shall have a vote on the Board of Directors. Any regional martial arts/sports organization that shall have their delegate elected as an officer of the United Sanuces Family Association shall be entitled to immediately appoint a replacement delegate to the vacant position. Section 8. Limitations: To be an officer of the Corporation of the USFA, a candidate must be an active member of the Federation.
Article IV -- Conflict of Interest No officer, trustee, administrator, director, or employee of the United Sanuces Family Association shall engage in commerce directly or indirectly with the United Sanuces Family Association for his own financial benefit or as representative of any entity in which he has an interest, except when such transaction is on an open and fully competitive basis. If any officer, or member of the federation has a financial interest in any contract or transaction involving Jiu-Jitsu or any other martial arts, such individual shall not participate in USFA’s evaluation or approval of such contract or transaction unless the material facts of the relationship or interest are disclosed or known to the other directors or committee members. If such disclosure is made, the contract or transaction shall not be voidable if the Board of Directors in good faith authorized the contract or transaction by the affirmative vote of the majority of the disinterested directors or committee members and the contract or transaction is fair to USFA at the time it is authorized. The above shall not apply to a situation where such person's services are retained directly by The United Sanuces Family Association on a professional basis such as an attorney, physician, CPA, dentist, computer consultant, and instructor etc. No officer, member of the Executive Board or of the Board of Directors, or of any committee, and no paid consultant, employee, or agent of the United Sanuces Family Association shall participate in the evaluation or approval by the United Sanuces Family Association of annual contractual arrangement to which it is proposed that the United Sanuces Family Association become a party, if such individual, or organization to which he is a member, save regional sports organization, would benefit directly, or indirectly, from the United Sanuces Family Association 's becoming a party to such arrangement.
Article V -- Executive Committee Section 1. Membership: The Executive Committee shall consist of the: A. President Section 2. Meetings:
Section 3. Duties and Powers: The Executive Committee is empowered to act for the United Sanuces Family Association on behalf of the Board of Directors during the interval between meetings of the Board of Directors subject to the approval of the Board of Directors, save and except, that it cannot amend the Constitution or Bylaws. The Executive Committee shall have general charge of the business, affairs, and activities of the United Sanuces Family Association and shall define the policies to be followed in carrying out the purposes and objectives as set forth in the Constitution and Bylaws. Action taken at any of the meetings of the Executive Committee shall take place immediately following the adjournment of such meeting unless it is stipulate otherwise. Section 4. Vote: In the event the same person should be named to more than one position on the Executive Committee, he or she shall be entitled to vote in one such position chosen by him or her. Section 5. Appointment:
Section 6. Term of Office
Article VI -- Executive Director Section 1. Duties: The Board of Directors may hire an Executive Director to serve as chief administrator under the direction of the President, Board of Directors and Executive Committee, and he shall carry out their directives and policies in accordance with the Constitution and Bylaws. He shall supervise all paid staff, handle all correspondence and communications, make arrangements for martial artists, instructors, athletes and teams competing abroad, and for participation of foreign athletes in the U.S. In addition he shall: A. See that the appropriate officers sign all contracts; Article VII -- Emergency Powers Section 1. Emergency Powers of Officers: In the event of actual or potential lawsuits against the United Sanuces Family Association, or acts of Congress, or of arbitration proceedings (actual or potential), or other serious matters, the President of the United Sanuces Family Association with the concurrence of the General Secretary or the Executive Director, and upon advice of a Counselor, may assume emergency powers to act in an extraordinary situation in the best interests of the United Sanuces Family Association in such manner as necessary, which may include but not be limited to: A. Suspension or reinstatement of any class of member in the United Sanuces Family Association as permitted by the Constitution or Bylaws; Section 2. Effective: Any action taken under this emergency provision will be effective until the next meeting of the Executive Board, Board of Directors, or a maximum of ninety (90) days. The President to the Executive Committee and the Board of Directors and the Athletes Advisory Council shall report all such emergency powers exercised in writing in full detail. Article VIII -- Committees Section 1. Standing Committees: There shall be such standing committees as determined by the Board of Directors of the United Sanuces Family Association. All USFA committees or governing boards can consist of up to 20% martial artists/ athletes’ representation in accordance with the USFA Constitution, and the USFA Bylaws, Chapter XXXIII, Section 7. There shall be the following Standing Committees:
Section 2. Operation: Each standing committee is responsible for its own internal operation and the operational plan and functioning statement must be filed with the General Secretary. The Board of Directors must approve such operational plan and functioning statement. Section 3. Chairperson: The chairperson of each standing committee shall be appointed by the President and approved by the Board of Directors. To be a Chairperson of a committee, a candidate must have been an active member of the Association for a minimum period of 4 consecutive years and must have served on the committee for which he is nominated, except in the case of the first four establishing years of the United Sanuces Family Association. Section 4. Special Committees: The President shall have the authority to appoint such special committees as deemed appropriate. Section 5. Removal of Members of Committees: A. General Members: A member of the Committee may be removed only by the original appointing or electing authority and then only upon written notification to the individual and the General Secretary of the United Sanuces Family Association. B. Chairpersons: The President shall have the authority to replace the Chairperson of a standing administrative or special committee he has appointed subject to approval of the new appointee by the Board of Directors as required elsewhere. Article IX -- Amendments to Constitution and Bylaws Section 1. Presentation: A proposed amendment may be submitted only by:
Section 2. In a timely fashion the Proposed Amendment; must be postmarked to the General Secretary in writing at least one hundred days before the annual meeting of the United Sanuces Family Association at which it is to be submitted; it shall be forwarded immediately to the Chairperson of Law and Legislation; a report of all proposed amendments must be mailed by the General Secretary to each duly certified board member. Section 3. Form of Publication: A proposed amendment must be submitted to the General Secretary in such a form as to show the entire section, subsection, or paragraph, as the case may be, as it will read if adopted, with any changes in language underlined if new and if deleted by:
Section 4. Urgent Amendment: If deemed by it to be urgent and necessary, the Law and Legislation Committee may present an amendment for consideration at any time during a meeting of the United Sanuces Family Association. If time permits, a copy of the amendment shall be made available to each person present who is entitled to vote on amendments. Section 5. Consideration of Law and Legislation Committee: Proposed amendments must be submitted to and reported upon by the Law and Legislation Committee. Section 6. Modification: the United Sanuces Family Association may modify an amendment in any manner while it is under consideration, but such modification must be germane to the subject matter of the proposed amendment. Section 7. Adoption: A proposed amendment may be adopted only upon the affirmative vote of not less than 2/3 of the members of the Board of Directors present and voting. Any proposed "urgent amendment" must be approved by unanimous vote by those members of the Board of Directors present and voting. Section 8. Effective Date: All amendments approved as prescribed become effective January 1 of the year following the adoption unless otherwise specified at the time of adoption. Section 9. Multiple Amendments: If more than one amendment has been proposed on the same subject matter, and there are substantive differences between such amendments, the Board of Directors, may, after due consideration of such proposals, adopt a compromise of substance as well as form; and if the adoption of the amendment as proposed or amended or compromised is inconsistent or in conflict with other parts of the Constitution or Bylaws, the Board of Directors may adopt conforming amendments appropriate to the case. Section 10. Saving Clause: Failure of literal compliance with any provisions of the Constitution or Bylaws in respect of dates and times of notice, or the sending or receipt of the same, or errors in phraseology of notice of proposals, which in the judgment of the members at meetings held do not cause substantial injury to the rights of members shall not invalidate the actions or proceedings of the members at any meeting. Section 11. Mail Vote: Amendments to the Constitution and Bylaws may also be held pursuant to Article XII of the By- Laws provided that the proposed amendments are distributed to the members, together with a statement of the reasons for the mail vote. Members will have 30 days from the date of mailing of the amendments to file with the Association written comments for or against the amendments. Thereafter, the proposed amendments and vote of recommendation along with any data, views, or arguments submitted by the members who are deemed pertinent and appropriate by the Chairperson of the Law and Legislation Committee shall be distributed at least 15 days prior to the last date at which votes will be received and counted.
Article X -- Mail Vote The Board of Directors and the Executive Committee shall have the power to transact their respective business by mail, email, fax, videoconference, or telegraphic vote, if in the judgment of the President the urgency of the case requires such action. Such votes are handled in the following manner: Section 1. Board of Directors and Executive Committee:
Article XI -- International Membership Section 1. The United Sanuces Family Association may join with other organizations from other countries in an international organization.
Article XII -- Dues and Assessments The dues and assessments for various classes of membership shall be those adopted by the Board of Directors. Failure to pay all dues shall suspend all membership privileges of the delinquent members, including representation on the Executive Board, Board of Directors, and on all committees, until all arrearages are paid.
Article XIII -- Grievances; Board of Review; Hearings Section 1. Petition: Any member of the United Sanuces Family Association dissatisfied with or aggrieved by any interpretation, action, or decision of the United Sanuces Family Association relating to any matter within the cognizance of the United Sanuces Family Association, including any disputes arising under Article XV of these Bylaws, or alleging a violation of the Constitution and Bylaws of the USFA or the Amateur Sports Act of 1978, may seek review from the adverse determination by timely submission of a written petition to the General Secretary of the United Sanuces Family Association (but not more than six (6) months after the effective date of the said interpretation, action, or decision in question). Such petition shall state the grievance of the petitioner and/or cite the error committed, specify the interpretation, action or decision to review, contain a statement of the relevant facts, recite the relief requested and be accompanied by the record, if any, of all proceedings relating to the grievance, including any documents to be considered on review and a copy of the adverse decision, if rendered in writing. If any respondents are named in the petition, the General Secretary shall provide a copy of the petition, together with any accompanying documents, to each respondent within 10 days after receiving the petition. Each respondent may file a written response to the petition with the General Secretary, and shall provide a copy of any such response to the petitioner, at any time prior to the hearing referred to below in Section 2. Section 2. Board of Review: Within 15 days after the General Secretary has received a petition, the President shall appoint a Board of Review to consider the petition. The Board of Review shall consist of at least 3 but not more than 10 disinterested members of the United Sanuces Family Association. Any or all of the members of the Board of Review may be members of the Board of Directors, and at least twenty percent (20%) of the members of the Board of Review shall be Martial Artists / Athletes as defined in Article I, Section 2, Part E of these Bylaws. The Board of Review shall set a date, time and place for a hearing to consider the petition as expeditiously as possible (but not more than 45 days after the filing of the petition) and shall inform all parties concerning such date, time, and place. The board of Review may attempt to resolve the dispute informally to the satisfaction of all parties prior to the date set for the hearing and may implement any resolution agreed upon by all parties. Section 3. Hearings: At any hearing conducted pursuant to Section 2 above, all parties shall be given a reasonable opportunity to present oral or written evidence, to cross-examine witnesses, and to present such factual or legal claims as desired. Counsel may represent all parties. The hearing panel shall make a record of the hearing, which may be a stenographic record, an audio or videotape, or a summary record of the proceedings,, and the record shall bee made available to each interested party upon request and payment therefore. The rules of evidence shall not be strictly enforced, but rules of evidence generally accepted in administrative proceedings shall be applicable. The burden of proof shall be upon the petitioner, who shall also initially have the burden of going forward with the evidence. Upon completion of the presentation of the petitioner’s evidence, the respondent, if there is one, may move to dismiss for failure to sustain the burden of proof. If such motion to dismiss is denied, the respondent shall then have the burden of going forward with evidence in opposition to the petition and in support of its position. Section 4. Decision: A final and binding decision (subject to appeal as provided below in Section 6 or the right to arbitration as provided below in Section 8 or in Section 2 of Article XV) shall be rendered by the Board of Review (based on the vote of a majority of the members of the Board of Review who attended the hearing) within 75 days after the date the petition was filed with the General Secretary. The decision shall be communicated to all parties in writing. The same of another Board of Review except shall not reopen petitions previously considered and decided upon by a Board of Review for consideration by direction of the Executive Board or the Board of Directors upon a showing of sufficient cause. Section 5. Powers of Board: A Board of Review shall have the power and authority to take any action and provide any relief, not contrary to the Constitution or Bylaws of the United Sanuces Family Association. Without limiting the generality of the foregoing, a Board of Review may: A. Impose and enforce penalties for any violation of the United Sanuces Family Association rules or regulations; Section 6. Appeal: Any party to a hearing conducted by the Board of Review may appeal a decision of a Board of Review to the Board of Directors by filing a written statement of appeal with the General Secretary within 30 days after the decision of the Board of Review. The Board of Directors shall accept an appeal for the Review only if two-thirds of all the members of the Board of Directors vote to accept the appeal within 18 months after the decision being appealed was rendered by the Board of Review. Upon review of any decision of a Board of Review by the Board of Directors, the Board of Directors may uphold or overturn the decision of the Board of Review or remand the matter to the Board of Review for further consideration. Section 7. Reinstatement: A petition for reinstatement to eligible status can be acted upon at any time by the Board of Review, subject to ratification by the Board of Directors at an annual meeting of the United Sanuces Family Association, or at any regular or special meeting of the Board of Directors. A two-thirds vote of those members of the Board of Directors present and voting is necessary to ratify reinstatement.
Article XIV -- Suspension and Expulsion Section 1. Suspension or Expulsion: The Executive Committee and the Board of Directors shall have the right to suspend, for a definite or indefinite period of time, depending upon circumstances or, to expel a member, delegate, or alternate delegate, registered athlete, coach, manager, member of any committee or member, or anyone participating in the activities of the United Sanuces Family Association in any capacity whatsoever, when such person who by neglect of duty or by conduct tends to impair his usefulness as a member or delegate of the United Sanuces Family Association, and which is detrimental to the objectives, programs, or ideals of the United Sanuces Family Association, or who has contravened any of the Constitution or Bylaws or rules or regulations of the United Sanuces Family Association, or who, by his conduct at a meeting or at a meet, either practice or competitive, of any of the sports, of the United Sanuces Family Association, has acted in a manner which tends to bring disrepute upon the United Sanuces Family Association. The procedures to be taken in reference to such suspension or expulsion shall be as follows: A. The person charged shall be notified, in writing, sent to his or her last known address by either certified mail or registered mail, return receipt requested, of the charges against him or her in detail, or of the circumstances which the charging authority believes require answers, explanation, or clarification. Such charges are to be heard and decided by the Executive Board. The hearing shall be held and decision rendered no later than seventy-five (75) days from the date of notification to the person charged. The written statement of charges shall also set out the penalties which may ensue if such charges are proved; the statement shall contain a date at which time a hearing will be had, with the request that the person charged shall appear before the Executive Board with the right to have counsel of his own choice to represent him at the hearing; the written statement to the person charged shall set a date of hearing not less than thirty (30) days after the date of mailing of such notification with the demand that the person charged shall answer in writing, to the General Secretary of the United Sanuces Family Association of the charges set forth in such written statement with such answers to be delivered to the General Secretary by either certified mail or registered mail, return receipt requested, no later than ten (10) days prior to the date of hearing. B. If any proposed suspension or expulsion will affect the participation in an athletic competition that is so scheduled that compliance with regular procedures would not be likely to produce a decision soon enough to do justice to the affected parties, then the elected officers of the United Sanuces Family Association, and the chairpersons of the Law and Legislation Committee and the Registration Committee are authorized, upon 48 hours notice, or such lesser time as the circumstances may dictate, to hear and decide any such proposed suspension or expulsion. By 2/3 vote of this group the individual or entity charged might be suspended from participating in any activities of the United Sanuces Family Association whatsoever after such notice and hearing as time and circumstances may reasonably dictate. The hearing may be conducted by telephone conference if necessary, but in any event under such circumstances as to fully protect rights of procedural due process of the individual or entity charged. The notice to be given to the individual or entity charged may be oral, in writing, or by mailgram, but shall in any instance contain all that required of the notice set forth in sub-paragraph A of this Section 1. If an aggrieved party shall then demand further hearing on the charges, such hearing shall be held in accordance with the provisions and procedures set forth in sub-paragraph A of this Section 2. C. The Executive Committee and the Board of Directors may assign any case or matter within the provisions of this Article to a Board of Review to take original jurisdiction. Section 2. Refusal to Testify. Any person who, after having been properly requested to do so, fails, without adequate reason, or refuses to appear and testify before any hearing held pursuant to this Article, or to answer any question pertaining to the subject matter of the hearing including the eligibility status of the individual under investigation, may be suspended from competition or be subject to such other penalties or discipline as may be proper, until such time as he/she has purged himself/herself from his failure or refusal. The same shall also apply to any complainant, dissatisfied petitioner, or unsuccessful party to an appeal who fails or refuses to pay the expenses, which may have been assessed against him pursuant to any proceeding held pursuant to this Article. Section 3. Hearing. The provisions of Section 3, Article XIII shall apply to all hearings held pursuant to this Article XIV. Any decision made by the Board of Directors following a hearing held pursuant to Article XIV, Section 1, Part A shall be final, and any controversy so decided shall not be reconsidered by a Board of Review pursuant to Article XIII. Section 4. Notice To Athletes In each case where a notice is mailed to a registered martial artist/athlete, it is sufficient to mail the notice, addressed to him at the residence given in his application for registration; or, if he has filed with the Board of Review a written notice of change of residence, then at such changed address.
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