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CONSTITUTION AND BY-LAWS
OF THE
GEORGIA SPORTING CLAYS ASSOCIATION |
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ARTICLE I - NAME
The name of the organization shall be the GEORGIA
SPORTING CLAYS ASSOCIATION (hereafter referred to as "GSCA").
ARTICLE II -
PURPOSE
The purpose of the GSCA shall be as follows: To promote
and encourage organized sporting clays shooting among the residents of
the State of Georgia; and To encourage residents of other states to
shoot sporting clays at Georgia ranges/clubs; and to enhance GSCA
members’ knowledge of the safe handling and proper care of firearms,
as well as improve shotgun marksmanship; and To further the development
of those characteristics of honesty, fellowship, self discipline, team
play and self- reliance, which are the essentials of good sportsmanship
and the foundation of true patriotism; and To assist Georgia sporting
clays Clubs in maintaining financial integrity.
ARTICLE III -
OFFICERS
The elected officers of the GSCA shall be the President,
Vice President and Secretary-Treasurer. The terms of the officers shall
be two years.
ARTICLE IV -
DUTIES OF ELECTED OFFICERS
President: The President shall preside at all
Board of Directors meetings of the GSCA. The President is empowered to
execute all contracts and legal instruments, and have general charge and
supervision of all affairs of the GSCA. The president shall be a member
of all standing and special committees. The President shall prepare and
present to the general membership an annual report delineating the
accomplishments, activities, and general condition of GSCA.
The president may select and
appoint committee chairman and ad hoc non-voting Board members from the
general membership as may be appropriate to undertake the business
requirements and obligations of GSCA.
Vice-President: The Vice President shall have the
responsibility for the general promotion of clay target shooting. He/she
shall aid any new group in the organization of any clay shooting club
under the auspices of the GSCA. The vice-president shall preside at
Board meetings in the absence of the president and shall perform the
duties of the president in the event of the resignation, death, or
disability of the president.
Secretary-Treasurer: The Secretary-Treasurer
shall record and maintain all minutes of the Board of Directors
meetings, special meetings and annual meetings of the GSCA. He/she shall
assist the president and perform such other duties as the President may
require. As Treasurer he/she shall be the custodian of all moneys,
trophies, securities and vouchers of the GSCA, and shall collect all
funds due, issue payment for all accounts payable, and preserve the
receipts for all funds paid out. He/she is authorized to receive all
funds due the GSCA and to place such funds in any bank or banks, as the
Secretary-Treasurer shall deem appropriate.
A detailed report of all funds received and distributed by the
Secretary-Treasurer shall be made at the Annual Meeting. As treasurer,
he/she shall maintain all financial records in a form consistent with
generally accepted accounting principles.
ARTICLE V -
BOARD OF DIRECTORS
The Board of Directors shall consist of the President,
Vice-president, Secretary-Treasurer, three (3) club representatives and
three (3) at large representatives as described below. All members of
the Board of Directors must be members of the National Sporting Clays
Association, and have been a resident of Georgia for at least one year
prior to the date of the election.
A) Each member club in good standing will vote for three
(3) club representatives to the Board of Directors at elections. Each
club will have one (1) vote for each of three of the nominated club
representatives. The three (3) nominated club representatives receiving
the most votes shall be the club representative directors to the Board
of Directors
B) All individual GSCA
members may vote for three (3) representatives of those candidates
nominated to represent the members. The three (3) GSCA members receiving
the most votes for directors at large will be the member representatives
to the Board of Directors.
C) All individual GSCA
members will vote for one person for President, one person for
Vice-President, and one person for Secretary-Treasurer.
D) Each elected member
of the Board of Directors shall be entitled to one vote at all meetings
of the Board of Directors, the Annual State Association meeting and any
special meetings.
E) The Board of
Directors shall have the authority to set fines and sanctions for not
complying with the rules and regulations of the GSCA.
F) The Board of
Directors from time to time will set the rules of competition of
tournaments held in Georgia, commensurate with published NSCA Rules.
G) The Board of
Directors shall be authorized to adopt rules, procedures and penalties
regarding unsportsmanlike conduct or repeated rule infractions by any
range/club or individual.
H) The terms of the
Directors shall be two years, effective after the results of the
election are announced.
I) The President can
conduct meetings by electronic communications provided a quorum takes
action.
J) Any member of the
Board of Directors may be represented by written proxy in the event
he/she is unable to attend any regular or special meeting. The GSCA
President may secure a vote on any resolution pertaining to GSCA
business, except amendment(s) to the Constitution and By-Laws, by
electronics communication, or by sending a registered letter ballot on
the subject to be voted on. A vote on such matters shall be counted
within ten (10) days after notice by electronic communication, or the
date such letter ballot has was mailed. The secretary-treasurer shall be
responsible for tallying ballots. At such time, all members of the Board
of Directors shall be notified of the results of any such action voted
on.
K) Elected GSCA
Officers and Directors shall execute their respective responsibilities
without remuneration. Elected Officers and Directors shall not accept
compensation in any form nor shall they benefit materially from their
service to the Board.
L) Board members may
be reimbursed for actual out-of-pocket expenses incurred while engaging
in GSCA business and as authorized and approved by the president.
M) Where advantageous
and in the best interests of GSCA, GSCA may contract with Board members
and General members for required products and services.
ARTICLE VI -
CLUB MEMBERSHIP
Upon application, payment of the prescribed dues
and subsequent vote by the Board of Directors, the GSCA shall accept for
membership any organization whose goals and purposes are consistent with
goals and purposes of the GSCA as a member club. It is expected that all
member clubs shall have the means to communicate via the Internet and
E-mail.
ARTICLE VII -
INDIVIDUAL MEMBERSHIP
Any NSCA member who is a resident of the State of Georgia
shall be a member of the GSCA. Any member in good standing shall have
the privilege of discussing or speaking on any subject at the annual
meeting, regular Board of Directors meetings, or special meetings of the
GSCA and is entitled to one (1) vote for the election of officers and
directors at large.
ARTICLE VIII -
DUES AND FEES
Individual membership, club dues and any other
fees shall be set by the Board of Directors from time to time.
ARTICLE IX -
ANNUAL STATE CHAMPIONSHIP
Immediately following the Georgia Annual State
Championship, the President shall appoint a committee of five members in
good standing and GSCA directors, who, with the GSCA officers, shall
serve as the Annual State Championship Committee. This Committee shall
be responsible for organizing and executing the Georgia Annual State
Championship. The president may elect to delegate chairmanship of the
committee.
At least eighteen (18) months
prior to the date of the Georgia Annual State Championship, the
president shall contact all member clubs to determine which clubs desire
to submit a proposal to host the State Championship.
At least fifteen (15) months prior to the date of the Georgia Annual
State Championship, the then sitting committee shall prepare and present
a Request for Proposal to all the member clubs who have expressed an
interest in hosting the next Georgia Annual State Championship. The
interested clubs shall be given thirty days (30) to prepare and submit
their respective proposal. GSCA reserves the right to accept or reject
any proposal as deemed in the best interests of GSCA and its members.
Should GSCA not receive any proposals, or not receive any proposals that
meet the quality, cost and substantive requirements desired by GSCA,
GSCA may chose to select and negotiate an agreement with any member
club, in the best interests of GSCA and its members. |
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ARTICLE IX -
ANNUAL STATE CHAMPIONSHIP (CONT.)
GSCA may undertake whatever
scope of work it is capable of executing, or contract all aspects of the
championship to a member club. GSCA shall provide an agreement between
the host club and GSCA which will delineate the specific scope of work,
responsibilities and obligations, terms and conditions, and all other
aspects of the championship.
The selection of the host
club will be made by the Board of Directors by vote. Criteria for
selection of the most favorable proposal will be established by the
shoot committee. Announcement of the next year’s State Shoot will be
made at the current year’s annual meeting, providing an agreement has
been executed between the parties. The committee may modify the
timetable from time to time depending on the current situation and
conditions known to the committee.
ARTICLE X -
TOURNAMENT SCHEDULING
Any member club desiring to register a tournament
with NSCA shall request approval of the desired tournament date(s) by
the President of the GSCA in order to avoid conflicts with other member
clubs, and to assure that the date of said tournament may be recorded by
the Secretary-Treasurer and that the records of the GSCA are kept
current.. The president of the GSCA shall request a registered
tournament number from NSCA once all GSCA and NSCA annual dues are paid
by the respective club(s).
The procedure for annual registration of scheduled tournaments is
as follows: Any club in good standing desiring to host a
sanctioned tournament, shall make its application to the President of
the GSCA on a date designated by the president as the Annual Shoot
Registration Date. Application shall be made by completing the NSCA
Application For Registered Tournaments Form and may be submitted either
by E-mail or surface mail.
The Annual Shoot Registration Date shall be chosen so as to
assure that all tournament dates will be approved in a timely manner,
tournament numbers are assigned, and tournaments are published in the
NSCA magazine and listed on the NSCA website. The application shall
include the desired dates (as 3rd Saturday in May, for example, and the
date of the month in order to provide repeatable dates year over
year).
Selection of shoot dates will
consider the previous year's schedule, with clubs having first choice of
their respective traditional shoot dates. A GSCA "Traditional Shoot
Date" is defined as a date selected by a member club to host a GSCA
sanctioned event on the date which they held a GSCA sanctioned event
during the previous season. A club shall be able to keep a traditional
shoot date from year to year. The Board of Directors reserves the right
to limit the number of traditional shoot dates a club may have.
The President shall attempt
to resolve any conflicts in scheduling dates. Any unresolved conflicts
will be decided by a majority vote of the Board of Directors based on
the best interest of the GSCA. If a range/club chooses a shoot date and
then cancels that shoot, notification to GSCA and NSCA
is required. It is the sole responsibility of the host club to notify
GSCA, NSCA, and the shooters that the tournament has been canceled. Any
club which fails to hold a shoot on a scheduled date for reasons other
than provident cause loses that date. Any issue regarding provident
cause will be decided by a majority vote of the Board of
Directors.
As part of the scheduling
process, two registered shoots may be held on the same date if:
1) The club first scheduling the date in question agrees in
writing to share the scheduled tournament date, or 2) no conflict shall
exist if the clubs in question are 150 or more statute air miles apart.
However, after the announcement of the annual shoot schedule, no club
may schedule a shoot date where another club has a scheduled that date,
without the written consent of the host club. Such written consent may
be by E-mail. A club may request to be assigned any vacant date at any
time. If a club should cease operation, or cancel any shoot, the
President shall promptly notify all other clubs. The date(s) for the
current year will be assigned to the first club applying for said vacant
date(s). The date shall be permanently assigned as set forth in the
above paragraphs.
ARTICLE XI -
ANNUAL AND SPECIAL MEETINGS
The Annual Meeting of the GSCA shall be held during the
Annual Georgia State Championship. Notice of said Annual Meeting shall
be printed in the Annual Georgia State Championship Program. Special
meetings of the GSCA may be called at any time by the President or upon
written request to the President by any two (2) members of the Board of
Directors. Notice of any special meeting and the purpose thereof shall
be sent out by the President or Secretary-Treasurer of the GSCA to the
GSCA officers, directors and a representative of each member club in
good standing. Notice shall be by electronic communication at the club's
last known E-mail address at least fifteen (15) days prior to the date
fixed for such meeting. No business shall be transacted except as
specified in the notice.
ARTICLE XII -
QUORUM
A quorum for the transaction of all business at any
regular or special meeting of the Board of Directors shall constitute a
majority of the Directors and Officers of the GSCA.
ARTICLE XIII -
AMENDMENTS TO THE CONSTITUTION AND BY-LAWS; REMOVAL OF OFFICERS
The Constitution and By-Laws may be amended as follows:
The proposed amendment(s) shall be submitted to the Secretary-Treasurer
of the GSCA at least 30 days prior to the Annual State Meeting or
Special Meeting. The Board of Directors shall consider the proposed
amendment(s). If the proposed amendment(s) is/are adopted by a majority
of the Board of Directors, it will be published in the newsletter at
least fifteen (15) days before the Annual State Meeting or special
meeting.
The proposed amendment(s) will be presented to the membership at
the Annual State Meeting or special meeting and a majority vote of the
members voting will govern the decision to pass or defeat the proposed
amendment(s). Any officer or director may be removed from office by a
resolution submitted to the Secretary-Treasurer, which resolution will
be submitted to the procedure set forth above, except that a special
meeting shall be called by resolution of the board of directors, and the
officer or director shall be removed upon adoption of the resolution to
remove by a majority of the membership voting at the special meeting.
ARTICLE XIV -
ELECTIONS
No later than ninety (90) days before the annual meeting
in election years, the president of the GSCA shall appoint a nominating
committee consisting of three (3) GSCA members in good standing and
members of the Board of Directors. The nominating committee chairman
shall be an elected member of the Board of Directors. It shall be the
nominating committee’s responsibility to solicit nominations from the
Board of Directors and general membership for GSCA officers and
directors. An announcement of acceptance of nominations by the
nominating committee shall be made to the general membership in the GSCA
newsletter sixty (60) days prior to the annual meeting. The nominating
committee shall assure that candidates are qualified to stand for
election (membership and residency requirements), and agree to serve if
elected.
Nominations may be submitted by any GSCA member in good standing.
Forty-Five (45) days prior to the annual meeting in election years,
nominations shall be closed and the nominating committee shall provide a
list of all candidates to the secretary-treasurer. The
secretary-treasurer shall formulate and post a ballot on the GSCA
website and in the GSCA newsletter thirty (30) days prior to the annual
meeting. Members have fifteen (15) days from the date of posting to
submit their ballot to the secretary-treasurer. All ballots must show
the members NSCA number. A special ballot will be posted for GSCA member
clubs only, showing the names of club representative director nominees.
Upon closing of voting, The secretary-treasurer shall tally all ballots
and be prepared to announce and post election results at the annual
meeting. Terms of new officers and directors will commence immediately
upon the conclusion of the annual meeting.
ARTICLE XV – COMMUNICATIONS
It is recognized that the key to a vibrant and well
informed Association is timely and accurate communications. GSCA shall
utilize state-of-the art techniques to communicate with its members.
Specifically, GSCA shall establish an Internet web site and will publish
a newsletter via E-mail. Since special and unique skills are required to
maintain a web site and publish a newsletter, The president shall
appoint one or more qualified individuals to the Board as non-voting
members of the Board of Directors to undertake these functions.
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GSCA By-laws: The By-Laws above
were adopted unanimously by the members of the Georgia Sporting Clays
Association on May 3, 2008 at the annual state meeting. The newly
adopted by-laws must now be approved by NSCA.
The By-Laws listed below are the old by-laws and will be removed
from this site when NSCA approves the by-laws above. |
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CONSTITUTION AND BY-LAWS
OF THE
GEORGIA SPORTING CLAYS ASSOCIATION, INC. |
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ARTICLE I - NAME
The name of the corporation shall be the GEORGIA SPORTING CLAYS ASSOCIATION,
INC. (hereafter referred to as "GSCA") and is incorporated pursuant to the provisions of the Georgia Nonprofit Corporation Code.
ARTICLE II - PURPOSE
The purpose of the GSCA shall be as follows:
The promotion and encouragement of organized sporting clay shooting among the residents of the State of Georgia; and to encourage residents of other states to shoot sporting clays at Georgia ranges/clubs.
To increase among GSCA's members the knowledge of the safe handling and proper care of firearms, as well as improve shotgun marksmanship; and
to forward the development of those characteristics of honesty, good fellowship, self-discipline, team play and self- reliance which are essentials of good sportsmanship and the foundation of true patriotism; and
To assist Georgia Sporting Clay Ranges/Clubs in remaining financially healthy.
ARTICLE III - OFFICERS
The elected officers of the GSCA shall be President, Vice President and Secretary-Treasurer.
The terms of the officers shall be two years.
ARTICLE IV - DUTIES OF ELECTED OFFICERS
President: The President shall preside at all Board of Directors' meetings of the GSCA. The President is empowered to execute all contracts and legal instruments and have general charge and supervision of all affairs of the GSCA and shall be a member of all committees. The President shall publish a newsletter at least four (4) times a year.
Vice-President: The Vice President shall have the responsibility for the general promotion of clay shooting. He/she shall aid any new group in the organization of any clay shooting club under the auspices of the GSCA.
Secretary-Treasurer: The Secretary-Treasurer as secretary shall keep all the minutes of the Board of Directors' meetings and of the GSCA. He/she shall collect all money due, issue all moneys, and perform such other duties as the President or Board of Directors may require. As Treasurer he/she shall be the custodian of all moneys, trophies, securities and vouchers of the GSCA and shall preserve the receipts of moneys paid out. He/she is authorized to receive all funds due the GSCA and to place such funds in any bank or banks, as the Secretary-Treasurer shall desire. A detailed report of all moneys received and distributed by the Secretary-Treasurer shall be made at the Annual State Meeting.
ARTICLE V - BOARD OF DIRECTORS
The Board of Directors shall consist of the President, Vice-president, Secretary-Treasurer, three (3) range owner/club representatives and three (3) at large representatives as described below. All members of the Board of Directors must be members of the National Sporting Clays Association, and have been a resident of Georgia for one year prior to the date of the election.
A. Each range/club in good standing will vote for three (3) range/club representatives to the Board of Directors at the Annual State Meeting. Each range/club will have one (1) vote per range/club. The range/clubs shall decide by majority vote the method to be used to elect their three (3) representatives to the Board of Directors.
B. All individual GSCA members will vote for three (3) representatives from the membership of the GSCA to represent the membership. At the annual meeting, each GSCA member may vote for three (3) candidates. Nominations for the representatives from the GSCA membership will be taken from the floor. The three (3) GSCA members receiving the most votes will be the representatives to the Board of Directors
C. All individual GSCA members will vote for one person for President, one person for Vice-President, and one person for Secretary-Treasurer. Each GSCA member may vote for three (3) candidates for member representatives. Nominations for the representatives from the GSCA membership will be taken from the floor. Actual voting will be by paper ballot on the day after the annual meeting for the GSCA member representatives and for the President, Vice-president, and Secretary-Treasurer, The Secretary-Treasurer will prepare the ballots with the required names of the nominees for each office. Voting will take place from 10 AM to 2 PM in the shoot registration area, and the results posted in a public area. The voter will be required to list their name and NSCA member number on a separate list to ensure that only Georgia shooters vote. Voters must be on the current NSCA membership rolls, or show other proof of NSCA membership in order to receive a ballot.
D. Each member of the Board of Directors shall be entitled to one vote at all meetings of the Board of Directors, the Annual State Meeting and any special meetings.
E. The Board of Directors has the authority to set the rules concerning fines and sanctions for not complying with the rules and regulations of the GSCA.
F. The Board of Directors from time to time will set the rules of competition of tournaments held in Georgia.
G. The Board of Directors shall be authorized to adopt rules, procedures and penalties regarding unsportsmanlike conduct or repeated rule infractions by any range/club or individual.
The terms of the Directors shall be two years, effective after the results of the election are announced.
The President can conduct meetings by electronic communications provided a quorum takes action.
Any member of the Board of Directors may be represented by written proxy in the event he/she is unable to attend any regular or called meeting. The GSCA President may secure a vote on any resolution pertaining to GSCA business, except amendment(s) to the Constitution and By-Laws, by sending a registered letter ballot on the subject to be voted on and vote on such matters shall be counted within ten (10) days after the date such letter ballot has been mailed. At such time, all Board of Directors shall be notified of the results of any such action voted on.
ARTICLE VI - RANGE/CLUB MEMBERSHIP
Upon application, payment of the prescribed dues and subsequent vote by the Board of Directors, the Board of Directors may accept the application of any organization whose goals and purposes are consistent with goals and purposes of the GSCA as a range/club.
ARTICLE VII - INDIVIDUAL MEMBERSHIP
Any resident of the State of Georgia shall be eligible for membership in the GSCA. Any member in good standing shall have the privilege of discussing or speaking on any subject at the annual or special meeting of the GSCA and is entitled to one (1) vote on the election of officers at the Annual State Meeting.
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ARTICLE VIII - DUES AND FEES
Individual membership or range/club dues and any other fees shall be set by the Board of Directors from time to time
ARTICLE IX - ANNUAL STATE TOURNAMENT
Immediately following the Georgia Annual State Tournament, the President shall appoint a committee of at least five members, who with the officers, shall serve as the Annual State Tournament Committee. This Committee shall be responsible for organizing the Georgia Annual State Tournament. At least fifteen (15) months prior to the date of the Georgia Annual State Tournament, the committee shall prepare and present a Request for Proposal to all the ranges/clubs for the next Georgia Annual State Tournament. The ranges/clubs making a bid to hold the Georgia Annual State Tournament will submit their bids thirty (30) days prior to the current year's Georgia Annual State Tournament. The contract shall set forth the various duties and obligations of the GSCA and the host range/club in regard to the Georgia Annual State Tournament. The selection of the host range/club will be made by the Board of Directors based on submitting the most favorable bid as determined by the Board of Directors. Criteria for selection of the host range/club will be based on criteria set forth by the GSCA officers and the Committee appointed by the President.
Announcement of the next years State Shoot will be made at current years Georgia Annual State Tournament. The committee may modify the timetable from time to time depending on the current situation known to the committee.
ARTICLE X - TOURNAMENT SCHEDULING
Any member range/club desiring to register a tournament with NSCA shall make its application through the President of the GSCA in order that the date of said tournament may be recorded by the Secretary-Treasure and the records for the GSCA be kept up to date.
The procedure for registration of a shoot is as follows:
Any range/club in good standing, desiring to sanction a tournament with the GSCA, shall make its application to the President of the GSCA no less than 30 days before the Annual State Meeting held at the Georgia State Championship Tournament. Except, this procedure will begin with the 1999 Georgia State Championship Tournament and apply to the shoot year 2000.
The application should include the desired dates (as 3rd Saturday in May, for example, rather than a date of the month. This would give repeatable dates for the same period of time each year.)
Selection of shoot dates will consider the previous year's schedule, with range/clubs having first choice for GSCA traditional shoot dates. A GSCA "Traditional Shoot Date" is defined as a date selected by a member range/club to host a GSCA event on a date on which they held a GSCA sanctioned event during the previous season. A range/club shall be able to keep a traditional shoot date from year to year. The Board of Directors reserves the right to limit the number of traditional shoot dates a range/club may have.
The President shall attempt to resolve any conflicts in scheduling dates. Any remaining unresolved conflicts will be resolved by a majority vote of the Board of Directors with the best interest of the GSCA involved in making its decision.
If a range/club chooses a shoot date and then cancels that shoot, notification of the GSCA is required. It is the sole responsibility of the host range/club to notify shooters that the tournament has been canceled. Any range/club which fails to hold a shoot on a scheduled date for reasons other than provident cause then loses that date. Any issue regarding provident cause will be decided by a majority of the Board of Directors.
As part of the scheduling, two registered shoots may be held on the same date if:
The range/club first scheduling agrees in writing: or No event shall conflict with a shoot date; unless the range/clubs are over 150 statute air miles apart; but
after announcement of the annual shoot schedule at the Annual Georgia State Championship Tournament, no range/club may schedule a shoot date where another range/club has a scheduled date without the written consent of the host range/club.
At the annual meeting of the Board of Directors, a club may request to be assigned any vacant date.
If a range/club should cease operation, or cancel any shoot the President shall promptly notify all other range/clubs. The date for the current year will be assigned to the first range/club applying for the vacant date. The date will be permanently assigned as set forth in the above paragraphs.
ARTICLE XI - ANNUAL AND SPECIAL MEETINGS
The Annual Meeting of the GSCA shall be held during the Annual Georgia State Championship Tournament. Notice of said Annual Meeting shall be printed in the Annual Georgia State Championship Tournament Program.
Special meetings of the GSCA may be called at any time by the President or upon written request to the President by any two (2) members of the Board of Directors. Notice of any special meeting and the purpose thereof shall be sent out by the President or Secretary-Treasurer of the GSCA to the GSCA officers and a representative of each member range/club in good standing at the range/club's last known post office address at least fifteen (15) days prior to the date fixed for such meeting. No business shall be transacted except as specified in the notice.
ARTICLE XII - QUORUM
A quorum for the transaction of all business at any regular or special meeting of the Board of Directors shall constitute a majority of the Directors and Officers of the GSCA.
ARTICLE XIII - AMENDMENTS TO THE CONSTITUTION AND BY-LAWS; REMOVAL OF OFFICERS
The Constitution and By-Laws may be amended as follows: The proposed amendment(s) shall be submitted to the Secretary-Treasurer of the GSCA at least 30 days prior to the Annual State Meeting or Special Meeting. The Board of Directors shall consider the proposed amendment(s). If the proposed amendment(s) is adopted by a majority of the Board of Directors, it will be published in the newsletter at least fifteen (15) days before the Annual State Meeting or special called meeting. The proposed amendment(s) will be presented to the membership at the Annual State Meeting or special meeting and a majority vote of the members present will govern the decision to pass or defeat the proposed amendment(s).
Any officers or directors may be removed from office by a resolution submitted to the Secretary-Treasurer, which resolution will be submitted to the procedure set forth above, except that a special meeting shall be called by resolution of the board of directors, and the officer or director shall be removed upon adoption of the resolution to remove by a majority of the membership voting at the special meeting.
ARTICLE XIV - ORDER OF BUSINESS
The election of new officers will be the last order of business at the Annual Meeting.
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