ARTICLE I: NAME

1. The name of this organization shall be the North Berkshire Chess Club.

ARTICLE II PURPOSE

1. The purpose of this club shall be the promotion of chess as a relaxing recreation and as a competitive sport. Toward that end the club shall:

• Arrange for a meeting site and for the provision of chess equipment for members at said meetings;
• Sponsor tournaments, matches, and other chess competitions;
• Provide chess education, entertainment and social activities for the Members;
• Broaden and develop chess as art, recreation and sport to promote its popularity in the community.

2. The club is pledged:

• To operate exclusively for educational, recreational, and social welfare purposes:
• That no part of its contributions, dues, or net income shall inure to the benefit of any individual, except that trophies or prizes awarded in the course of its educational and promotional programs shall not be so construed;
• That the club is not operated for profit

ARTICLE III: MEMBERSHIP

1. All persons who are interested and able to appropriately participate in the purpose and activities of the club, and who desire to avail themselves of its advantages, may, upon approval of the Board of Directors, become members of this club.

2. The Board of Directors shall determine and fix from time to time the annual dues payable to the Club by the members, and the method by which such dues shall be paid. The Board shall have the power to reduce dues for persons who are unable to afford them.

3. The Board of Directors shall have the power to establish special classes of membership, such as non-resident, honorary and junior members, and to determine, and from time to time change, the conditions of such memberships, and the dues, if any, payable with respect thereto.

4. A member whose dues have not been received thirty days after becoming payable shall not be considered a Member in good standing of the Club and if any additional thirty days pass without payment, his/her name shall be removed from the membership roster.

5. Any Member may be suspended or expelled from the Club for violation of the Bylaws or rules of the Club, for conduct prejudicial to its interests or good name, or for refusing to comply with the reasonable requests made by the Club Manager in the performance of his/her duties, including a request that the member leave the Club premises for conduct in violation of the Club Rules. Any such action shall be effective only if approved by a vote of at least two thirds of the Directors present at the meeting at which such action is taken, and at least two thirds of the members of the Board of Directors may be present.

6. A member having resigned his/her membership in writing, having failed to renew membership prior to annual expiration, or having been expelled from the club for just cause shall forfeit all titles or interest in property of the club.

ARTICLE IV: GOVERNMENT

1. The government of the club shall be vested in the Board of Directors which shall have the entire control and management of all the affairs of the Club, subject to the provisions of these Bylaws, and may adopt such rules and regulations not inconsistent with these Bylaws.

2 The Board of Directors shall consist of six Directors. Directors must be members in good standing of the Club. Additional Honorary Directors may be appointed by the Board and shall have the right to attend meetings and offer advice, but shall not have an official vote and shall not count for purposes of quorum.

3 Three member for the Board of Directors shall be elected for a two year term at the annual meeting each year. Up to three additional Directors may also be elected for a one year term, as needed to fill positions.

4. Candidates for the Board of Directors shall be voted for collectively, each Club Member in good standing being entitled to as many votes as the number of such Directors to be elected, but such votes may not be cumulated. The three candidates receiving the highest number of votes shall be declared elected to a full two year term. In the case where more than three positions on the Board are open, the persons receiving the next highest number of votes shall be elected to those positions for a one year term.

5. In case of a vacancy, the Board of Directors may fill the same by appointment, and the person so appointed shall serve until the next Annual Meeting of the Club.

6. The Board of Directors shall meet on a regular basis, as determined by the Board. A quorum shall consist of a majority of the entire Board, Except as otherwise provided herein, the vote of a majority of the Directors present at the time of the vote, if a quorum is present at such time, shall be the act of the Board.

7. The Board of Directors shall serve without compensation.

8. Any or all of the Directors may be removed for cause (including, without limitation, any action inimical to the interests of the Club) by a three-fourths majority vote
of the entire Board of Directors. Any or all of the Directors may be removed without cause by either a majority of the membership or by a three-fourths majority of the members present at a meeting announced to the entire membership at least one month in advance.

ARTICLE V: OFFICERS/COMMITTEES

1. At the first meeting of the Board of Directors after the Annual Meeting, the Board shall elect the Officers of the ensuing year, which officers shall be members of the Board of directors. Officers shall have such authority and perform such duties as are herein provided or, to the extent not so provided as determined by the board.

2. The officers of this Club shall be a President, Vice President, Secretary, and Treasurer. Any two or more offices may be held by the same person, except the offices of President and Secretary.

3. The President shall:

• Preside at all meetings of the Club and of the Board of Directors and shall be a member ex.officio of all Standing and Special Committees;
• Communicate, at the Annual Meeting of the Club and at such other times as he/she deems appropriate to the Club, and the Board of Directors, such matters and make such suggestions as may in his/her opinion tend to promote the purposes and welfare of the Club.
• Act for the Club between meetings of the Board of Directors; and
• Perform such other duties as are necessary incident to the office of the President.

4. The Vice President shall:

• Preside at meetings in the absence of the President; and
• Otherwise perform functions in behalf of the Club at the direction of the President or Board of Directors.

5. The Secretary shall:

• Keep the minutes of all meetings;
• Keep the Club records;
• Conduct the correspondence of the Club in accordance with such instructions that he/she may receive from the Board of Directors: and
• Perform such other duties pertaining to his/her office as he/she may be called upon to perform by the Board of Directors.

6. The Treasurer shall:

• Collect all authorized dues and other fees;
• Deposit all funds received by him or her with the bank designated by the Board of directors;
• Make disbursements authorized by the Board of Directors; and
• Maintain financial records of the club and furnish statements to the Board and the membership periodically and upon the request of those bodies.

7. Additional Officials or Committee Chairpersons shall:

Be appointed by the President, subject to the Board's review, from amongst the club membership to further the purposes and activities of the Club, and may include but are not limited to:

• Publicity Director
• Newsletter Editor
• Tournament Director
• Team Captain,
• Historian/Archivist, and other such assistants and committee chairpersons as he/she deems necessary;

These positions have no authority beyond that which is explicitly granted to them by the President and/or the Board of Directors.

8. Directors and Officers shall discharge the duties of their respective positions in good faith and with that degree of diligence, care and skill which ordinarily prudent persons would exercise under similar circumstances in like positions.

9. Directors and Officers may not use their position or the facilities or assets of the Club to perpetuate themselves in office or to gain personal or materiel advantage of any kind.

10. Any Officer may be removed from his/her office by the Board with or without cause.

ARTICLE VI: MEETINGS

1. The Annual Meeting shall be held on the third Tuesday in October at 7 p.m.

2 The agenda of the Annual Meeting shall include:

• Reading of the Minutes of the last Annual Meeting;
• Report of the Board of Directors of all important events and transactions during the previous year;
• Report of the Treasure;
• Reports of Committees;
• Miscellaneous business;
• Election of Directors.

3. No less than two weeks prior to the Annual Meeting the membership shall be sent, by mail (or e-mail) , notification of the number of Directors to be elected and the names of the announced candidates for those positions, along with a proxy ballot by which they may cast an absentee vote. Procedures shall be followed such that the contents of said ballots remain anonymous but the member casting said voices is identifiable until the time of counting, thereby allowing for a member's in person vote to supersede his/her mailed ballot.

4. The use of proxy ballots for voting on business matters, other than elections, shall be at the discretion of the Board of Directors.

5. Special meetings of the Club may be called by the Board of Directors. Special meetings of the Club shall be called by the President when requested to do so by fifteen percent of the members of the Club in writing, which request shall state the object of said special meeting.

6. The members attending the Annual Meeting, in person or by proxy, and entitled to vote in an election of Directors shall constitute a quorum for the purpose of electing Directors, but not for the transaction of any other business. One third of the members eligible to vote shall be a quorum for the transaction of business at the Annual Meeting or any special meeting of the Club.

7. Business meetings of the Club shall be conducted under Robert's Rules of Order, except that these rules may be waived by vote of a majority of the members at a meeting.

ARTICLE VII AMENDMENTS

1. These Bylaws may be amended by either a majority of the membership or by a three-fourths majority of the members present at a meeting announced to the entire membership at least one month in advance.