American Cuemakers By-Laws

ARTICLE I

Name
The name of the Association shall be The American Cuemaker's Association, hereafter referred to as "The ACA(Tm)".

ARTICLE II

Offices

Section 1. Principal Office. The principal office of the Association shall be located at the address of the President of the Association, or at another location as determined by the Board of Directors .

Section 2. Other Offices. The Association may have offices at such other places as the Board of Directors may from time to time determine, or as the affairs of the Association may from time to time determine, or require.

ARTICLE III

Purpose

Section 1. Purpose. The purpose of the ACA is to advance the art of cuemaking as a unique American art form by establishing and maintaining high standards for American made cues and cue products, educating the public, promoting the collecting of cues, and cooperating with other organizations engaged in billiard promotions whose objectives are compatible with those of the ACA.

ARTICLE IV

Membership

Section 1. Voting Members. Voting Membership is restricted to cuemakers who make cues (or whose company makes cues) wholly within the fifty United States of America. Cuemakers who make cues outside of the United States of America or use parts (other than raw materials) imported from outside the United States of America are not eligible for voting membership. See definitions below. Voting Members may be either an individual cuemaker or a company. If the voting member is a company, one person must be named as the representative. The representative will then attend the meetings, receive all ACA correspondence, and vote as an individual cuemaker. If this person leaves the company, the company may then name another representative. There can be a maximum of two voting members working as cuemakers in any one company or shop. Additional members from any company or shop must be associate members.


DEFINITIONS:

Raw materials: Raw materials are items that go into cues that are one piece such as wood, ivory, inserts, joint pins, rubber bumpers, tips, ferrules, wrap, various plastics, metal rings, glues, finishes, etc...NOTE: Some rubber bumpers and tips are actually made from more than one piece, but are considered as raw materials.

Parts: A part is any item that goes into a cue that is manufactured from a raw material such as fronts, butt sleeves, decorative rings, glued up veneers, inlays, etc...


Section 2. Merchandising Members. Merchandising Members are members who market billiard related items. Merchandising Members are eligible to sell merchandise at ACA sponsored events where applicable. NOTE: The Board of Directors may impose some restrictions as to which merchandise is or is not appropriate for ACA events.

Section 3. Associate Members. Associate Members are individual persons or companies who wish to support the ACA.

Section 4. Suspension and Expulsion. Any member may be suspended or terminated by the Board of Directors. Sufficient cause for such suspension or termination of membership shall be violation of the by-laws or any lawful rule or practice duly adopted by the Association, or any other conduct prejudicial to the interests of the Association. Suspension or expulsion shall be by a majority vote of the entire membership of the Board of Directors: Provided, that a statement of the charges shall have been mailed by registered mail to the last recorded address of the member at least fifteen (15) days before final action is taken. This statement shall be accompanied by a notice of the time and place of the meeting of the Board of Directors at which the charges shall be considered and the member shall have the opportunity to appear in person or by his representative and present any defense to such charges before action is taken thereon.

ARTICLE V

Dues

Section 1. Annual Dues. The annual dues for each category of member of the Association shall be determined by the Board of Directors.

Section 2. Fiscal Year. The Fiscal year for the ACA shall be from January 1 to December 31 of each year.

ARTICLE VI

Membership Meetings

Section 1. Annual Meeting. There shall be an annual meeting of the association, in conjunction with an official ACA event, unless otherwise ordered by the Board of Directors.

Section 2. Other Regular Meetings. Meetings of the Association other than the annual meeting of the membership, may be held upon a majority vote of the Board of Directors and such notice of time and place and subjects to be considered to be mailed to each member at his last recorded address at least thirty (30) days in advance of each meeting.

Section 3. Special meetings. Special meetings of the membership of the Association shall be called by the President upon the written request of at least fifty percent of the Voting membership of the Association. Notice of such special meeting, or meetings, shall be mailed to each member at his last recorded address at least thirty (30) days in advance, with a statement of time and place and information as to the subject, or subjects, to be considered.

Section 4. Quorum. Attendance by fifty percent or more of the Voting members present at any event where a meeting is held or 25% of the voting members, (whichever is greater) at any regular or special meeting of the Association shall constitute a quorum, and in case there are less than the number required, the presiding officer may adjourn the meeting from time to time until a quorum is present. For the purpose of voting at such meetings, a Voting member of the Association may, through written notice filed with the Secretary prior to such meeting, authorize another Voting member in good standing to vote for him at any such specified meeting.

Section 5. Order of Business. The usual parliamentary rules as laid down in Robert’s Rules of Order shall govern all deliberations, when not in conflict with these by-laws.

ARTICLE VII

Officers

Section 1. Officers. Officers of the ACA are elected by the Board of Directors, and shall consist of the following:

1. President
2. Vice-President
3. Secretary
4. Treasurer

The Board of Directors can determine that more than one Vice-President is necessary. Similarly, the Board of Directors may combine two or more offices if necessary.

Section 2. President. The President shall be the principal executive officer of the Association. The President shall preside over General, Annual and Special meetings, appoint committees, and shall supervise and control the management of the Association in accordance with these bylaws and at the direction of the Board of Directors.

Section 3. Vice President(s). The Vice President(s) in the order of their selection, unless otherwise determined by the Board of Directors, shall, in the absence or disability of the President, perform the duties and exercise the powers of that office. In addition, they shall perform such other duties and have such other powers as the President and Board of Directors shall prescribe.

Section 4. Secretary. The Secretary shall be responsible for maintaining records of ACA business, keep minutes of annual and special meetings of members, notify members of scheduled meetings, maintain the Roster of Members, and perform any other duties as required and directed by the President.

Section 5. Treasurer. The Treasurer shall be the Chief Financial Officer of the ACA. The Treasurer shall be responsible for maintaining accurate financial records of the ACA, including all receipts and disbursements. The Treasurer shall maintain and make available to the public the financial records and annual reports. The Treasurer shall also conduct an annual inventory of capital assets and be responsible for acquiring and maintaining insurance coverage of such assets if appropriate. The Treasurer shall be responsible for preparing and filing the annual Federal Income Tax report.

Section 6. Term of Office. All officers shall serve for one year, or until their successors are elected and qualified.

Section 7. Removal from Office. Officers may be removed from office by two methods:

1. By majority vote of The Board of Directors
2. By petition signed by 50% of the voting membership of the ACA.

Section 8. Vacancies. Vacancies in any office may be filled for the balance of the term by the Board of Directors.

ARTICLE VIII

Board Of Directors

There shall be five (5) directors. Each director shall serve for a period of 3 years in staggered sequence in order that no more than 2 directors shall have their term expire in a given year.

Section 1. The duties and responsibilities. The duties and responsibilities of the Board of directors include the following:

a. Actively pursue the objectives of the ACA.

b. Supervise, control and direct the affairs of the Association.

c. Adopt such rules and regulations for the conduct of ACA business as shall be deemed advisable.

d. Approve the ACA budget and direct the disbursement of its funds.

e. Establish policies and procedures for the conduct of ACA affairs.

f. Elect the officers of the ACA.

g. Approve any oral or written communications on behalf of the ACA.

h. Set general policies for all ACA publications.

i. Determine the amount of annual dues.

j. Confirm the President's appointments of committee members.

k. Administer disciplinary actions including written reprimands, fines, suspension, and other punishments as appropriate.

l. May employ an administrative officer who shall manage the Headquarters office under the advisory supervision of the President and the direction of the Board of Directors.


Section 2. Removal from Office. A member of the Board of Directors may be removed from office by a majority vote of the other Directors. In case of a tie, the President will cast the tie breaking vote.

Section 3. Vacancies. Vacancies on the Board of directors may be filled at the discretion of the remaining Directors. The newly appointed Director shall serve until the next general election, at which time a successor director shall be elected to fill the unexpired term of the vacating Director.

ARTICLE IX

Mail Vote

Section 1. Mail Vote. Whenever, in the judgment of the Board of Directors, any question arises which it considers should be put to a vote of the Voting membership, though it deems it impractical to call a special meeting for such purposes, the Directors may, unless otherwise required by these by-laws, submit such a matter to the membership in writing by mail for vote and decision, and the question thus presented shall be determined according to a majority of the votes received by mail within the stipulated time set by the Board of Directors after submission to the membership, provided that in each case votes shall have been received from at least fifty per cent of the membership

ARTICLE X

Amendments

Section 1. Amendments. These by-laws may be amended, repealed, or altered, in whole or in part, by a majority vote of the voting members present at any duly organized meeting of the Association; provided that a copy of the amendment proposed for consideration shall be mailed to the last recorded address of each Voting member at least thirty days prior to the date of the meeting.

ARTICLE XI

Miscellaneous Provisions

Section 1. Limitation on Liabilities. Nothing herein shall constitute members of the Association as partners for any purpose. No member, officer, agent or employee of this Association shall be liable for the acts or failure to act on the part of any other member, officer, agent or employee of the Association. Nor shall any member, officer, agent or employee be liable for his acts or failure to act under these by-laws, excepting only acts or omissions to act arising out of his willful misfeasance.

Section 2. Dissolution Clause. Upon the dissolution of the Association, the assets of the Association shall be disposed of in accordance with the rules and regulations of the Internal Revenue Service section 501(a).

Section 3. Revenue. No income, contribution or other revenue or funds shall inure to the benefit of any individual member.

Section 4. Name and Marks. The name and service marks of the ACA may be used by any member of the ACA only in accordance with regulations issued from time to time by the Board of Directors. Use of the name and service marks of the ACA by nonmembers or nonmember organizations, other than in news reporting or commentary, is permitted only with prior approval of the Board of Directors.

Section 5. Endorsement and Sponsorship. No member of the ACA and no nonmember or nonmember organization shall be permitted to use the name or service marks of the ACA in a manner to suggest or imply sponsorship or endorsement of any commercial product or service, except as approved by the Board of Directors.

Section 6. Indemnification. The officers, employees, agents and servants of the ACA shall be indemnified for any costs, expenses, or liabilities incurred as a result of the performance of their duties as approved in the Texas State Statutes, Section ???, or any amendments thereto.