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Constitution (Draft)

Name

This organization shall be known as the Catalina 4 Series Association hereinafter referred to as the Association.

Objectives

The Association is a non-profit organization of unpaid volunteers dedicated to furthering the enjoyment of the ownership of members' Catalina sailboats and to promote camaraderie among their owners. All these efforts are aimed at helping one another and supporting the reputation and value of the members' Catalina sailboats.

The Association shall:

Governing Rules

This Constitution, its Bylaws and the One Design Racing Rules shall be the governing rules of the Association.

Jurisdiction

The Association shall have jurisdiction over all Catalina 400 class, Catalina 42 class, Catalina 425 class , Catalina 440 class and Catalina 445 class activities. Its Constitution, Bylaws and One Design Racing Rules are binding upon all members and Association Fleets.

Prior to the elimination or deviation from any of the requirements set forth in this document, written permission must be obtained from the Commodore of the Association.

All disputes concerning the interpretation of the contents of this document shall be resolved by the governing body of the Association, and all such decisions shall be considered final.

The Association reserves the right to declare ineligible any member who does not conform to the spirit, as well as to the letter of this document.

The Association shall not be liable for any debt contracted by its Officers, Association Fleet Officers, or members other than the expenditures authorized by budget, or upon the written order of the Commodore of the Association.

Organization

A Catalina 400, Catalina 42, Catalina 425 , Catalina 440 or Catalina 445 owner may join the Association directly or through an established Association Fleet.

An Association Fleet is a regional unit, as designated by the Association, open to all eligible persons within its geographical area. The Association Fleet elects its own Officers which must include, as a minimum, a Fleet Captain and a Fleet Secretary/Treasurer. An Association Fleet is self-governing in all local matters not conflicting with the Association's Constitution, Bylaws, or One Design Racing Rules and has the authority to accept or reject applications for its own Association Fleet memberships.

Owners of Catalina 400, Catalina 42, Catalina 425, Catalina 440 or Catalina 445 sailboats in geographical regions where no established Association Fleets currently exist may make application to the Treasurer of the Association to become an Unattached Member of the Association. Unattached members are encouraged to make application to the Commodore of the Association to form an Association Fleet.

Fleet Charters

The purpose of an Association Fleet is to foster and promote Catalina 400 class, Catalina 42 class, Catalina 425 class and Catalina 445 class activities at the local level and to encourage participation by the individual members of the Association Fleet.

A new Association Fleet, consisting of three or more Catalina 400, Catalina 42, Catalina 425, Catalina 440 and Catalina 445 owners, may be chartered upon application to the Commodore of the Association. These owners must be members of the Association and the proposed new Association Fleet must not be located within the geographical region of any established and chartered Association Fleet.

Association Fleet Charters may be granted, suspended or revoked by the Association Governing Board. It shall take a two-thirds (?) vote of the Governing Board to suspend or revoke a charter. Charters can be suspended or revoked for the following reasons:

Suspended Association Fleet members and ineligible Catalina 400, Catalina 42, Catalina 425, Catalina 440 and Catalina 445 sailboats shall be barred from participation in any of the Catalina 400 class, Catalina 42 class, Catalina 425 class and Catalina 445 class races and activities. They cannot be reinstated until they fulfill all the Association's requirements.

The Association members, in good standing of a suspended Association Fleet which failed to maintain the minimum membership, shall be reclassified as Unattached Members until such time that their Association Fleet is reinstated.

Members of Association Fleets, which are suspended or revoked for reasons other than minimum membership, shall have their Association membership suspended until such time that their Association Fleet in reinstated.

A Fleet is self-governing in all local matters not conflicting with the Association's Constitution and Bylaws and has the authority to accept or reject applications for Fleet membership.

Membership

A member is in good standing upon payment of the prescribed Association dues and may participate on all Association activities. His/her membership may be granted or suspended at any time by the Governing Board.

Regular Member

A Regular Member is an owner or part owner with at least a thirty percent (30%) financial interest in a Catalina 400, Catalina 42, Catalina 425, Catalina 440 or Catalina 445 and is current with his/her Association dues. A Regular Member has the following privileges:

The following exceptions apply to partial owners:

Unattached Member

An Unattached Member is a person meeting all the membership requirements of a Regular Member except that he/she is not within any established Association Fleet geographical region. He/she is entitled to all the privileges of a Regular Member except for Association Fleet representation.

Associate Member

An Associate Member is a person who does not own or partially own a Catalina 400, Catalina 42, Catalina 425, Catalina 440 or Catalina 445 sailboat. This person does not have voting privileges and cannot hold Association or Association Fleet office. An Associate Member can command an association sailboat in Association or Association Fleet sanctioned races.

Honorary Member

An Honorary Member is a person selected by the Association who has an active interest in the welfare of the Catalina 400 and/or the Catalina 445 class. Honorary members cannot hold Association or Association Fleet Office, cannot vote and are not required to pay dues.

Association Officers

Regular or Unattached Members in good standing can fill the following offices and shall perform the following duties:

Commodore

The Commodore is the Chief Executive of the Association. The Commodore shall preside at meetings, serve as chair of the Governing Board, rule on procedure and jurisdiction, summarize decisions, appoint special committees including the Mainsheet Editor, and authorize, with the approval of the Governing Board, all Association expenditures. The Commodore shall act as spokesperson for the Association and prepare notifications and publicity releases. The Commodore shall be responsible for accepting and evaluating the formation of Association Fleets.

Vice Commodore

The Vice Commodore shall perform the duties of the Commodore in the absence of the Commodore and assist all other officers. The Vice Commodore shall be responsible for arranging the National Regatta and the Annual Association Meeting.

Secretary

The Secretary shall be responsible for correspondence, recording the minutes of all meetings, notification to the membership of all elections and special events, and maintaining the history of the Association. The Secretary shall maintain or supervise the maintenance of an accurate and current record of members, Fleets, Fleet Officers and registered owners of Association sailboats. The Secretary shall send and receive ballots and publish the minutes of the Governing Board.

Treasurer

The Treasurer shall maintain financial records and securities of the Association and deposit and disburse funds based upon the budget and the approval of the Commodore.

Nominations

Nominations for Association Officers shall be submitted to the Governing Board before October 1st of each year. Association Officers are Commodore, Vice Commodore, Secretary and Treasurer. Officers shall be elected by a majority vote of those members responding to a ballot sent directly to them. Ballots must be submitted to the Secretary of the Association by November 1st. On December 1st, the Secretary will count all ballots received and notify the Governing Board and elected officers by December 15th.

Term of Office

Association Officers shall assume their duties January 1st and shall serve for 12 months. Vacancies shall be filled by appointment by the Commodore of the Association.

Association Staff

Mainsheet Editor

The Mainsheet Editor shall write and/or edit articles for Mainsheet Magazine and provide information about modification and upkeep of MAINSHEET to the Governing Board.

Mainsheet Technical Editor(s)

The Association shall have at least one Mainsheet Technical Editor for each model of Association Catalina sailboat. These individuals shall write and/or edit technical articles for Mainsheet Magazine and provide information and upkeep regarding issues associated with the technical section of Mainsheet Magazine to the Mainsheet Editor.

Webmaster

The Webmaster shall be responsible for designing, updating and maintaining the Association's website. Annual revisions and updates are required to occur between 1 November and 1 December each year. The Webmaster is also responsible for developing and maintaining an email list for all Association members such that the Commodore, or his/her designee, can send emails to Association members from time to time, utilizing that list.

Governing Board

The Commodore, Vice Commodore, Secretary and Treasurer together with the immediate Past Commodore will form the Governing Board. Their terms of office shall be the calendar year commencing the first of January.

The Governing Board shall interpret the Constitution and Bylaws, conduct all business, determine the policies, and shall serve as the last court of appeal in disputes over the interpretation of those documents. The rulings of the Governing Board shall be binding and final.

The Governing Board shall have the authority to enforce its decisions and to suspend Association Fleets and/or individual members.

Each Association Officer is entitled to one vote.

If an office is vacated for any reason, the Governing Board shall appoint a Regular Member in good standing to finish the remaining term of the office.

Finances

The fiscal year of the Association shall run from January 1 through December 31. The Governing Board shall determine the Association dues. Members shall forward their annual dues to the Treasurer, or designee, upon initial application or annual renewal. Payment of dues on or before their annual renewal date shall be the responsibility of each member.

The Association shall not be liable for any debts contracted by its officers, Fleet officers, or members other than the expenditures authorized upon written order of the Commodore.

The Governing Board shall have the power to contract for any of its business services and will review the contract annually for continuation, compensation, responsibilities and performance. All Governing Board members are expected to keep expenses to a minimum.

The Association will reimburse for necessary expenses of the Officers and Committee members upon application to the Treasurer and approval by the Commodore. Outlays over $100, as well as transportation and lodging expenses must be approved in advance.

Meetings

Annual Meeting

An Annual Meeting of the Association will be considered desirable but, because of the distribution of members, holding this meeting can be optional. If held, it will be at some significant event such as the National Regatta, Catalina Rendezvous, Sailboat Show or Sail Expo where a significant number of members may already be attending.

Quorum

For the purposes of conducting the Annual Meeting of the Association, 10 members in good standing, representing at least three Association Fleets, shall constitute a quorum. However, until the Association has four established Association Fleets, a quorum will be 5 members in good standing and until the Association has two established Association Fleets, a quorum will be 3 members in good standing.

Voting

Each Association sailboat shall be entitled to cast one (1) vote, regardless of how many members share in the ownership of that particular sailboat.

Voting by email will be permitted, with a maximum time of 30 days to return ballots but no proxies shall be allowed.

Elections

To ensure that Officers shall be responsive to the desires of Association members, Officers shall be elected by a majority vote of those members responding to a ballot mailed to their record address.

The Governing Board shall serve as the Nominating Committee. Prior to the election, the Governing Board shall announce the nominations for Commodore, Vice Commodore, Secretary and Treasurer. Additional nominations may be made by written application by any three members within ten days. Such nominations shall be added to the nominations proposed by the Nominating Committee, provided the nominees accept such nominations. The Secretary shall provide ballots to each regular member. Member ballots must be returned within thirty (30) days of distribution.

Elected Officers shall take office the first day of January.

Amendments

A proposed amendment to this Constitution must be approved by a majority of the Governing Board and must be presented in writing to the Commodore by at least three Regular Members, three Unattached Members or a combination thereof. To be adopted, amendments to this Constitution must be approved by a majority of the votes cast by Association member sailboats. Ballot returns must be received by the Secretary within 30 days of the receipt of ballot requests.

Amendments to the Bylaws or One Design Racing Rules must be approved by a majority vote of the Association Officers to be adopted.

Suspension

Any Association Officer or member may be suspended or expelled from the Association by a two-thirds vote of the Association membership for conduct or action deemed prejudicial or injurious to the Association.

Safety

Association Events/Activities

Members and guests attending Association and Association Fleet activities shall agree to always operate their sailboats in a safe manner. The decision of whether to participate in an Association or Association Fleet event and/or activity and the decision whether to start or continue in an Association or Association Fleet event and/or activity is the sole responsibility of the Association Member and not that of any Association Officer, members of the Governing Board or any other person sponsoring or undertaking such events and/or activities. Association Members should inform all crew members and guests of their responsibility to sail safely. Association Members acknowledge that, for sanctioned Association and/or Association Fleet events/activities, alcoholic beverages may be available to crew members and guests and that if alcoholic beverages are consumed, crew members and guests consuming such beverages, will agree not to operate sailboats registered as members of the Association during those sanctioned Association and/or Association Fleet events/activities.

Annual Inspections

All Association Members agree to self-inspect their Catalina sailboats at least annually to ensure that these sailboats meet or exceed all established and published United States Coast Guard safety standards.

National Championship Regatta and Annual Rally

National Championship Regatta

Each year, the Association may choose to organize, schedule and host a Regatta which would include a series of races to select the National Champion in each Catalina 400 class. The site and date of the Regatta shall be selected by the Governing Board. The various Association Fleets will be given the opportunity to host and sail in this event. Other rules and conditions will be detailed in the One Design Racing Rules of the Association.

Any owner-member may charter another Catalina for the championships if the owner's boat is not available for the series.

Annual Rally

Each year, the Association may choose to organize, schedule and host a rally for all Association sailboats. This, more than likely, would be a weekend event and would include numerous sailing related activities including a 'fun race' for all Rally participants. Details regarding the locations and dates for such rallies will be published in Mainsheet and sent to all Association Members.