Bylaws
NEBA of Connecticut
BY-LAWS OF NORTH EAST BASS ASSOCIATION, INC. OF CONNECTICUT
A NON-PROFIT CORPORATION

ARTICLE I - INTRODUCTION

Section 1. Name: This organization shall be known as the North East Bass Association, Inc of Connecticut
(hereafter referred to as the association).

Section 2. Code of Rules: These By-laws constitute the code of rules adopted by North East Bass
Association Inc. of Connecticut for the regulation and management of its affairs.

Section 3. Purpose and Powers: This association shall have the purpose and powers as may be stated in its
Articles of Incorporation, and such powers as are now or may be granted hereafter by laws. The primary
purpose of this Association is to promote bass fishing in an open and friendly manner in the State of
Connecticut being mindful of water and soil conservation.

ARTICLE II - LOCATION OF ASSOCIATION

Section 1. Principal Office: The principal office of this Association shall be located in the Town of
Coventry, within the State of Connecticut .

Section 2. Other Offices: This Association may also have other offices at such places within the State of
Connecticut as the Board of Directors may designate.

ARTICLE III - MEMBERSHIP

Section 1. Definition of Membership: The members of this Association are persons or Corporations
having membership rights in accordance with the provisions of these Bylaws. An individual may become a
member upon payment and acceptance of the designated annual membership fees. Corporate membership
will be defined by the Board of Directors at a future time.

Section 2. Class of Members: This Association shall have two classes of members which are designated
as:
a) Adult member
b) Youth member / Family member

Section 3. Qualification:
a) Any individual interested in bass fishing along with water and soil conservation may submit for
membership in this Association.
b) Youth members constitute any individual which is seventeen (17) years or younger at the time of the
States qualifying event(s).
c) Corporate or other non-fishing memberships require approval by the Board of Directors.

Section 4. Voting Rights: Each individual in this Association will have voting rights in accordance with
the provisions of these Bylaws.

Section 5. Non-Transferable: Membership in this Association is non-transferable and non-assignable.

ARTICLE IV - DUES

Section 1. Annual Dues: The Board of Directors may determine from time to time the amount of initiation
fee, if any, and annual dues payable to the Association by members.

Section 2. Payment of Dues: Dues for the ensuing year shall be payable in advance on the month and day
designated by the Board. Dues are non-refundable.

Article V - Organization

Section 1. Board of Directors: The Board shall consist of the President and the offices of the Vice
President , the Secretary and the Tournament Director / Treasurer. The Association may add Directors from
divisions within the State at a future date.

Section 2. Meeting of the Board: The Board shall meet at least four (4) times annually. Additional
scheduled or special meetings may be called by the President.

Section 3. Place of Meetings: All regular or special meetings of the Board of Directors shall be held at the
principal office of this Association, or at such other places as the Board of Directors may designate.

Section 4. Quorum:
a) A majority of the Directors of this Association shall constitute a quorum for the transaction of normal
day to day business at any regular or special meeting of the Board of Directors.
b) At full membership meetings at least fifteen (15) members shall constitute a quorum.

Section 5. Voting:
a) At all meetings of the Board of Directors, each Director shall have one vote.
b) At full membership meetings, all members present shall have one vote. A tie breaking vote shall be cast
by the highest ranking Officer present.
c) A deadline will be issued whenever paper ballots are required to poll the full membership. Ballots not
returned will accrue to the will of the majority of the Board of Directors.

Section 6. Compensation: Directors shall not receive cash compensation for their service as Directors.
However, Directors may be reimbursed for expenses incurred on behalf of the Association. Officers may
also be compensated in other ways with approval from the membership.

Section 7. Procedural Rules for Meetings:
a) At full membership meetings, a simple majority is required to implement “housekeeping” type changes.
b) At full membership meetings, a two thirds majority of all current members is required to implement
major structural changes to this Association.
c) The rules set forth in Robert’s Rule of Order (as revised) may be used as a guide to assist the Association
in all meetings where applicable and not in conflict with the provisions of the Constitution and Bylaws.

ARTICLE VI - OFFICERS, ELECTIONS, AND TERMS OF OFFICE

Section 1. Officers: The officers of the Association shall be the President, who shall serve as chairman of
the Board, the Vice-President, the Secretary and the Tournament Director / Treasurer.

Section 2. Nominations, Elections and Terms of Office: Nominations and elections shall be held
annually, with time and date determined by the Board. All Board Members are to serve one (1) year terms
defined as January 1st to December 31st of each year. Should a vacancy occur in any of the offices, the
Board will fill that position by election .

Section 3. Powers and Duties of the President: The President shall be the chief executive officer of the
Association and shall see that all orders and resolutions of the Board of Directors are carried into effect. It
shall be the duty of the President to preside at all meetings of the Board of Directors. The President shall
cause to be called regular and special meetings of the Directors in accordance with these Bylaws. He shall
submit a report of the operations of this Association for each year to the Directors at their last regular
meeting in such year, or at a special meeting called for that purpose and from time to time he shall report to
the Directors all matters within his knowledge which the interest of this Association may require to be
brought to their notice. The President shall have the authority to sign, make and endorse the name of the
Association, all checks, notes, drafts, bills of exchange, acceptances and other instruments for the payment
of money, and pay out and dispose of same and receipt thereof.

Section 4. Powers and Duties of the Vice-President: The Vice-President shall generally assist the
President and shall perform such duties as may be assigned by the Board of Directors or the President. In
the event of death, resignation, absence or inability to act of the President, the Vice-President shall assume
and discharge pro tempore the powers and duties of the President of this Association.

Section 5. Power and Duties of the Secretary: The Secretary shall be the secretary of the Board of
Directors. The Secretary shall keep the minutes of all meetings of the Board of Directors, the membership
meetings and any special meetings of the Association. The Secretary shall give all notices to the Directors.
In general ,the Secretary shall perform all the duties incident to his / her office.

Section 6. Powers and Duties of the Tournament Director / Treasurer: As the Tournament Director
function, he is responsible to plan, organize and operate any and all tournaments held by the Association.
The Tournament Director will preside as chairman over and appoint, from the Association membership a
Tournament Committee. The Tournament Director will rule with final authority on proper conduct,
procedures, qualifications and other matters relating to all tournaments. The Tournament Director will
consult with the Tournament Committee and or the Board of Directors to provide assistance or clarity to
any issues he deems necessary. All tournaments shall be conducted within the spirit and letter of the current
Association Tournament Rules, as approved by the Board. The tournament committee shall conduct its
affairs so that only honor, integrity, sportsmanship and the highest ideals of fair play will accrue to it. As
Treasurer function, he shall have the care and custody of and be responsible for all the funds, securities,
evidences of indebtedness and other valuable documents of the Association, and deposit all such funds of
the Association in such banks, or trust companies or other depositories as the Board of Directors may
designate. As Treasurer he shall sign, make and endorse the name of the Association, all checks, notes,
drafts, bills of exchange, acceptances and other instruments for the payment of money, and payout and
dispose of same and receipt thereof, under the direction of the President or the Board of Directors. As
Treasurer, he shall render a statement of condition of the finances of the Association at each regular
meeting of the Board of Directors. The Treasurer shall keep at the office of the Association full and
accurate books of account of all its business and transactions and other such books of account as the Board
may require. In general, he/she shall perform all the duties incident to the office. He/she shall give the
Association a bond for faithful discharge of his duties in such amount and with such surety as the Board of
Directors may prescribe.

Section 9. Returns and Statements: It shall be the duty of each officer of this Association to make and file
any and all returns, reports, lists or statements required by law to be made and filed by him/her, and to make
full reports to the Board of Directors respecting the affairs of the Association in his charge whenever he/she
may be requested to do so.

Section 10. Compensation: The officers shall not receive a salary but may be compensated other ways by
the membership. Officers may be reimbursed for expenses incurred in carrying out their duties hereunder.

ARTICLE VII - MISCELLANEOUS

Section 1. Contracts, etc.: The Board of Directors may authorize any officer or officers, agent or agents,
employee or employees to enter into any contract or other instrument on behalf of this Association and such
authority may be general or confined to specific instances. Except as herein provided or as authorized by
the Board of Directors, no officer, agent or employee other than the President and Treasurer shall have any
power or authority to bind this Association by any contract or engagement, or to pledge its credit or to
render it liable, for any purpose or for any amount.

Section 2. Deposits, Checks and Drafts: All checks and drafts of funds of this Association shall be
deposited from time to time to the credit of this Association in such banks, or trust companies, or to other
depositories, as the Board of Directors may from time to time designate. All checks shall be drawn out of
the regular checkbooks of this Association and upon the stub of each check, the purpose and amount for
which the same is drawn shall be specified. All checks, notes, drafts, bills of exchange, acceptances or other
orders for the payment of money or other evidences of the indebtedness of this Association shall be signed
as shall from time to time be designated by resolution of the Board of Directors.

Section 3. Indemnity: Any person made a party to any action, suit or proceeding by reason of the fact that
he/she, his/her testator/testatrix or his/her interests, is or was a Director, officer or employee of the
Association or of any corporation which he/she served as such at the request of the Association shall be
indemnified by the Association against the reasonable expenses, including attorneys’ fees, actually and
necessarily incurred by him/her in connection with the defense of such action, suit or proceeding, or in
connection with any appeal therein, except in relation to matters as to which it shall be adjudged in such
action, suit or proceeding that such officer, Director or employee is liable for negligence or misconduct in
the performance of his duties. The Association may also reimburse to any Director, officer or employee the
reasonable cost of settlement, fine or judgment of any such action, suit or proceeding if it be found by a
majority of Directors to be in the best interests of the Association that such settlement be made and that
such officer, Director or employee was not guilty of negligence or misconduct.
The foregoing right of indemnification shall not be deemed exclusive of any other rights to which any
officer or Director or employee may be entitled apart from the provisions of this section.
The amount of indemnity to which any officer or Director may be entitled shall be fixed by the Board of
Directors.

ARTICLE VIII - AMENDMENT OF BYLAWS

Section 1. Alterations, Amendments or Repeals: The Board of Directors shall have power to make, amend, or repeal the Bylaws of the Association, by vote of a majority of all the Directors at the annual December meeting or at an emergency session called by 75% vote of the Board of Directors. Amendments to the Bylaws shall be submitted in writing to the Board for review at the previous regular meeting. An amendment will be passed by a two thirds vote.

ARTICLE IX - FISCAL YEAR AND AUDITS

Section 1. Fiscal Year: The fiscal year shall begin on January 1, and end on December 31st.

Section 2. Audits: The books and records of the Association may be audited annually by a certified public accountant or other qualified individuals selected by the Board of Directors if the Board so elects.