By-Laws for Missouri Valley Swimming

Articles 6 through 7

Article 6 -- Officers

6.1  ELECTED OFFICERS -- The elected officers of MVS shall be:

6.1.1  General Chair

6.1.2  Administrative Vice-Chair

6.1.3  Senior Vice-Chair

6.1.4  Age Group Vice-Chair

6.1.5  Secretary

6.1.6  Treasurer

6.1.7  (deleted)

6.2  ELECTIONS -- The House of Delegates, at its annual Spring meeting, shall elect the General Chair, the Administrative Vice-chair, the Senior Vice-Chair, in even numbered years, the Age Group Vice-Chair, Secretary, and Treasurer in odd numbered years.

6.3  ELIGIBILITY -- Only Individual Members in good standing shall be eligible to hold office, and must maintain that eligibility throughout their term of office.

6.4  TERMS OF OFFICE

6.4.1  Term of Office -- The term of office for all elected members of the Board of Directors shall be two years.

6.4.2  Commencement of Term -- Each person elected to a position shall assume office effective at the end of the fall MVS House of Delegates meeting subsequent to their election (Usually the 1st or 2nd week end in October). If, however, the position would be otherwise vacant, the officeholder-elect shall immediately assume the duties of the office.

6.4.3  Consecutive Terms Limitation -- Except for the Secretary, and Treasurer, no Individual Member who has been elected by the House of Delegates, and served four successive years shall be eligible to re-election to the same office until a lapse of two years. A portion of any term served to fill a vacancy in the office shall not be considered in the computation of the successive terms.

6.5  DUTIES AND POWERS -- The duties and powers of the officers and other elected members of the Board of Directors shall be to attend and participate in all meetings of the House of Delegates and as follows:

6.5.1  General Chair -- The General Chair shall oversee and shall have general charge of the management, business, affairs and property of MVS, and general supervision over its officers, employees and agents; shall call meetings when and where deemed necessary; shall preside at all meetings; and except as otherwise provided in these By-Laws and with the advice and consent of the Board of Directors, shall appoint committee chairs.

6.5.2  Secretary -- The Secretary, or a designee, shall be responsible for keeping a record of all meetings of the House of Delegates and Board of Directors, conducting official correspondence, issuing meeting and other notices and making such reports to USAS as are required by Article 8 of these By-Laws and shall perform the other duties incidental to the office of Secretary. The Secretary shall be authorized to received such funds as are appropriate to responsibilities of the position; all funds so received shall be duly recorded and transferred to the Treasurer. The Secretary shall be the custodian of the records and attest the execution of all duly authorized instruments. The Secretary shall cause to be kept at MVS's permanent office copies of all minutes, official correspondence, meeting, notices, and other valid and appropriate records of MVS.

6.5.3  Treasurer -- The Treasurer shall be the principal receiving and disbursing officer of MVS. Except as otherwise directed by the Board of Directors, the Treasurer shall receive all moneys, incomes, fees, and other receipts of MVS and pay all bills, salaries, expenses and other authorized disbursements. The Treasurer shall be a member of the Finance Committee but may not be its Chair. The Treasurer shall issue a quarterly report listing the current budget variances by line item, all receipts, all expenditures and the current fund and account balance for the preceding quarter and for the fiscal year to date, together with such other items as the Finance Committee, the General Chair, or the Board of Directors may direct. The Treasurer shall:

(a)  have charge of and supervision over and be responsible for the funds, moneys, securities and other financial instruments of MVS;

(b)  cause the moneys, securities and other financial instruments of MVS to be deposited in the name and to the credit of MVS in such institutions as shall be designated in accordance with Section 6.9 or to be otherwise dealt with as Administrative Vice-Chair or the Board of Directors may direct;

(c)  cause any endowment funds, scholarship or award funds and any similar special purpose funds or accounts to be appropriately segregated and accounted for.

(d)  cause the funds of MVS to be disbursed by checks or drafts, automated debits or wire transfers upon the authorized depositories of MVS, and obtain and preserve proper vouchers for all moneys disbursed;

(e)  cause to be kept correct books of account and other financial records of all its affairs and transactions and such duplicate books of account as the Board of Directors, the Administrative Vice-Chair, or the Treasurer shall determine; 

(f)  upon request and at reasonable hours cause such books or duplicates thereof to be exhibited to any member of the Board of Directors and upon application and at reasonable hours cause the quarterly financial reports and the annual audited financial statement to be exhibited to any member;

(g)  cause MVS to be in compliance with the requirements of Section 8.2 and any similar requirements under applicable laws, rules and regulations;

(h)  be empowered to require from officers, committee chairs, coordinators, staff or agents of MVS reports or statements giving such information as the Treasurer may determine to be appropriate or helpful with respect to any and all financial transactions of MVS;

(i)  provide access to all books and records as requested by the annual audit committee, and participate as a member of the audit, cause the preparation and timely filing of all required federal, state, and local tax returns, including Internal Revenue Service form 990 or Form 990EZ, if required to be filed, and forward a copy of the audit statement and any Form 990 or Form 990EZ to the Secretary for submission to the Board of Directors and USAS national headquarters in accordance with Section 8.2 hereof; and

(j)  be empowered to appoint one or more assistant treasurers and, except for check writing authority, delegate to them one or more of the Treasurer functions, or parts thereof; and

(k)  in general, perform all the other duties incident to the corporate treasury function.

6.5.4  Administrative Vice-Chair -- The Administrative Vice-Chair shall conduct meetings in the absence of the General Chair and, at the request of the General Chair or in the event of the disability of the General Chair, shall perform all of the duties of the General Chair, and when so acting shall have all of the powers of the General Chair. The Administrative Vice-Chair shall chair, and have general charge of the business, affairs and property of the division, which has charge of the administrative affairs of MVS and aids in the development of policy and coordination of the activities of the officers and committees within the division. The Administrative Division shall be responsible for the creation and maintenance of MVS's Policy and Procedures Manual. The Administrative Vice-Chair shall serve as Chair of the Nominating Committee and have general charge of marketing and fund raising plans for MVS and shall be responsible for the development and presentation for approval of the annual budget to the Board of Directors and House of Delegates. In addition, the Administrative Vice-Chair shall initiate action directing the conduct of the annual audit of MVS's financial records pursuant to section 8.2, and shall review, or cause to be reviewed, the annual audit of MVS and recommend acceptance and appropriate action, if any, with regard thereto to the Board of Directors and the House of Delegates. Together with the Treasurer, the Administrative Vice-Chair is ultimately responsible for MVS's compliance with Section 8.3.

6.5.5  Senior Vice-Chair -- The Senior Vice-Chair shall chair the senior swimming program of MVS. The Senior Vice Chairs serves as liaison to the Athlete Representatives and the Athletes Committee, and shall be responsible to see that the Athlete Representatives' elections are held in accordance with these By-Laws. In addition, the Senior Vice Chair shall have general charge of the affairs and property of the division that develops, coordinates and conducts the swimming program for Senior swimming in the Territory, including the long range plans for Senior swimming programs.

6.5.6  Age Group Vice-Chair -- The Age Group Vice-Chair shall chair the age group swimming program of MVS. In addition, the Age Group Vice Chair shall shall have general charge of the affairs and property of the division that coordinates and facilitates the conduct of all Age Group swimming programs for MVS In addition, the Age Group Vice Chair shall have general charge of the affairs and property of the division that develops, coordinates and conducts the swimming program for Age Group Swimming in the Territory.

6.5.7  Athlete Representatives -- The Athlete Representatives shall serve as the liaison between the athletes who are members of MVS and the Board of Directors and House of Delegates. The Senior Athlete Representative shall chair the Athletes' Committee.

6.5.8  Coach Representatives -- The Coach Representatives shall serve as a liaison between the coaches who are members of MVS and the Board of Directors and House of Delegates and serve on the Nominating Committee. The Senior Coach Representative shall chair the Coaches' Committee.

6.5.9  (deleted)

6.5.10  MVS Delegates to the USAS House of Delegates:

(a)  Officer Delegates: It shall be the duty and privilege of the General Chair, the Administrative Vice-Chair, the Senior Vice-Chair, the Age-Group Vice Chair, the Senior Coach Representative and the Senior Athlete Representative to attend the annual USAS Convention as representatives of MVS and Voting delegates to the USAS House of Delegates. The 2nd most Senior Athlete Representative shall also attend and participate in the USAS Convention but without voting privileges.

(b)  Officer Delegate Alternates: If any of the officer delegates is unable to attend, their elected alternates, if any, shall attend in their place. In the event that there are no elected alternates, or the elected alternates are unable to attend, then the General Chair, with the advice and consent of the Board of Directors, shall appoint alternates who shall attend the USAS annual meeting as delegates representing MVS. 

6.5.11  Election of Alternates -- If an officer delegate becomes aware of their inability to attend the USAS Annual convention that officer shall so inform the General Chair. The General Chair upon receiving notification of an Officers' inability to attend shall, if sufficient time exists prior to the spring LSC meeting, request the nominating committee to provide candidates for election as alternative delegates. Alternate delegates shall serve as convention alternates only and shall not assume responsibility for the office for which they have been selected as alternate. If necessary, a separate election for a permanent replacement shall be held in accordance with procedures established elsewhere in these By-Laws.

6.6  RESIGNATIONS: Any officer may resign by orally advising the General Chair or by submitting a written resignation to the Board of Directors specifying an effective date of the resignation. In the absence of a specified effective date such resignations shall take effect when received.

6.7  VACANCIES

6.7.1  Office of the General Chair -- In the event of a vacancy in the office of the General Chair, or of the General Chairman's temporary or permanent incapacity, the Administrative Vice-Chair shall become the acting General Chair until an election can be held at the next meeting of the House of Delegates to fill the remaining term, if any, of the former General Chair, or the General Chair ceases to suffer from any temporary incapacity. While serving as Acting General Chair, the Administrative Vice-Chair shall vacate the office of Administrative Vice-Chair, except in the case of the General Chairman's temporary incapacity. If the General Chair is to be absent from the territory, the General Chair may designate the Administrative Vice Chair as Acting General Chair for the duration of his absence.

6.7.2  Athlete or Coach Representative -- In the event of a vacancy in the office of Athlete Representative or Coach Representative, or of the permanent incapacity of a person holding the office of Athlete or Coach Representative, the General Chair may appoint, with the advice and consent of the Board of Directors, and Athlete or Coach Member, as the case may be, to serve the remainder of the term of office or until the appropriate committee shall elect as successor.

6.7.3  Other Offices -- In the event of a vacancy in, or permanent incapacity of the person holding, any office other than General Chair, or member of the Board of Review, the General Chair shall appoint a successor, with the advice and consent of the Board of Directors, to serve until the next regularly scheduled meeting of the House of Delegates. In the event of temporary incapacity, the General Chair may designate, with the advice and consent of the Board of Directors, and Individual Member to act for the incapacitated officer for the duration of the incapacity.

6.7.4  Determination of Vacancy or Incapacity -- The determination of when an office becomes vacant shall be within the discretion of the Board of Directors or the House of Delegates. The determination as to when the General Chair is temporarily incapacitated shall be made, where circumstances permit, by the General Chair and otherwise shall be within the discretion of the Board of Directors, subject to any subsequent action by the House of Delegates. In the case of an Athlete Representative or Coach Representative, the advice and consent of the Athletes or Coaches Committee, as appropriate, shall be solicited.

6.8  OFFICERS' POWERS GENERALLY

6.8.1  Authority to Execute Contracts, Etc. -- The General Chair, Administrative Vice-Chair, Senior Vice Chair and Age Group Vice Chair .each may sign and execute in the name of MVS deeds, mortgages, bonds, contracts, agreements or other instruments duly authorized by the Board of Directors, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors to another officer or agent, expressly requires two or more signatures or is required by law to be otherwise executed. Additional signature authority may be provided by standing resolution of the Board of Directors or the House of Delegates.

6.8.2  Additional Powers and Duties -- Each officer shall have other powers and perform other duties as may be prescribed by MVS's Policy and Procedures Manual or by the House of Delegates, the Board of Directors, the General Chair, the respective division Vice- Chairs, the delegating officer or these By-Laws. Division Vice-Chairs shall have such additional duties and powers as set forth in Section 7.1 and 7.5 of these By-Laws.

6.8.3  Delegation -- Officers of MVS may delegate any portion of their powers or duties to another member of MVS or to a committee composed of Individual Members, except that neither Administrative Vice-Chair nor the Treasurer may delegate financial duties to the other without the consent of the Board of Directors nor shall authority to sign checks, drafts, orders of withdrawal or wire transfers be delegated other than by the Board of Directors. With the consent of the Board of Directors, any officer may delegate any portion of his powers or duties to the paid staff of MVS. Except as otherwise provided in these By-Laws and with the consent of the Board of Directors, any officer may delegate any portion of that officer's powers or duties to the paid staff of MVS. A delegation of powers or duties shall not relieve such officer of the ultimate responsibility for these.

6.8.4  Responsibility -- Elected Officers shall have a fiduciary responsibility to and for MVS which shall end upon leaving office. On leaving office, all records, books and accounts for which that officer has been responsible shall be delivered to MVS.

6.9  DEPOSITORIES AND BANKING AUTHORITY

6.9.1  Depositories, Etc. -- All receipts, income and fees of MVS shall be deposited to its credit in the banks or trust companies, other depositories or custodians, investment companies or investment management companies as the Board of Directors may select, or as may be selected by the Finance Committee or any officer or officers or agent or agents authorized to do so by the Board of Directors. Endorsements for deposit to the credit of MVS in any of its duly authorized depositories shall be made in the manner determined by the Finance Committee, or the Board of Directors. All funds of MVS not otherwise employed shall be maintained in the banks, trust companies or other institutions designated by the, the Finance Committee, the Board of Directors or any officer or officers or agent or agents authorized to do so by the Board of Directors.

6.9.2  Signature Authority -- All Checks, drafts or other orders for the payment or transfer of money, and all notes or other evidence of indebtedness issued in the name of MVS shall be signed by the General Chair, the Treasurer or other officer or officers or agent or agents of MVS, and in such manner as shall be determined by the Finance Committee or the Board of Directors.

Article 7 -- Divisions, Committees, and Coordinators

7.1  DIVISIONAL ORGANIZATION AND JURISDICTIONS, STANDING COMMITTEES AND COORDINATORS -- The divisions of MVS shall each be chaired by a Vice-Chair, the Senior Athletes Representative, or the Senior Coaches Representative, whose respective powers, duties, jurisdiction and responsibilities are described in Section 6.6. Under each division Vice-Chair there are functional responsibilities as follows:

7.1.1  Administrative Division - Chaired by Administrative Vice-Chair

(a)  Awards Banquet
(b)  By-Laws/Legislation
(c)  Club Development
(d)  Computer
(e)  Elections
(f)  Equipment
(g)  Insurance (Risk Management)
(h)  Legal (General Counsel, if applicable)
(i)  Membership/Registration
(j)  Personnel
(k)  Public Relations
(l)  Publicity/Newsletter
(m)  Records/Top 16
(n)  Swim Guide/Parents Manual
(o)  Employees
(p)  Special Events
(q)  Safety
(r)  Taxes
(s)  Finance
(t)  Annual Audit
(u)  Annual Budget
(v)  Marketing/Sponsorship
(w)  Swim-a-thon
(x)  Policies and Procedures Manual

7.1.2  Age Group Division -- Chaired by Age Group Vice-Chair

(a)  Adaptive Swimming
(b)  Age Group Swimming
(c)  Camps/Clinics
(d)  Program Development
(e)  Technical Planning
(f)  Time Standards
(g)  Zone Team
(h)  Outreach Program

7.1.3  Senior Division - Chaired by the Senior Vice-Chair

(a)  Awards
(b)  Camps/Clinics
(c)  Meet Evaluation
(d)  Meet Management

7.1.4  Athletes Division - Chaired by Senior Athlete Representative

(a)  Athlete Representatives
(b)  Athletes Committee

7.1.5  Coaches Division -- Chaired by The Coach Representative

(a)  Coach Representatives
(b)  Coaches Committee

7.2  COMMITTEE CHAIRS AND COORDINATORS

7.2.1  Committee Chairs and Coordinators -- Pursuant to Section 6.2, the committee chairs and coordinators shall be appointed by the General Chair with the advice and consent of the Board of Directors and the responsible Division Vice-Chair and their terms of office are established in Sections 6.3 and 6.6. The committee chairs and coordinators of MVS are:

(a)  Membership/Registration Chair
(b)  Officials Chair
(c)  Safety Coordinator
(d)  Scheduling Chair
(e)  Records Chair
(f)  Outreach Chair
(g)  Timing Equipment Coordinator
(h)  Swim-a-Thon Coordinator
(i)  OVC Chair
(j)  Publications Chair

7.2.2  Ex-officio Chair -- Pursuant to Section 7.3, certain other committee chairs are designated ex-officio by virtue of an office held and serve so long as that office is held.

7.2.3  Terms of Office -- The appointed standing committee Chairs or Coordinators shall assume office upon appointment or, if later, the date designated by the General Chair and shall serve at the pleasure of the General Chair.

7.3  Duties and Powers of Non-Officer Chairs and Coordinators

(a)  Membership/Registration Chair -- The Membership/Registration Chair shall chair the Membership/Registration Committee and shall make reports required by Section 8.5, together with such additional reports as may be required by USAS, the Board of Directors or the Administrative Vice-Chair. The Membership/Registration Chairman shall be empowered to receive Club and Individual registration fees on behalf of MVS. Fees so received shall be transferred within five (5) working days to the Treasurer.

(b)  Officials Chair -- The Officials Chair shall chair the Officials Committee which shall be responsible for recruiting, training, certifying and supervising officials for MVS. The Officials Chair shall be a referee certified by MVS and each member of the Officials Committee shall be a certified official of MVS. The Officials Chair is responsible to the General Chair.

(c)  Safety Coordinator -- The Safety Coordinator shall be responsible for coordinating safety enhancement and training opportunities as needed and for the dissemination of USAS Safety education information to all Group Members, athletes, coaches and officials of MVS. The Safety Coordinator shall develop safety education programs and policy for MVS and make recommendations regarding the same, and the implementation thereof, to the Administrative Vice-Chair and the Board of Directors. The Safety Coordinator shall make the reports required pursuant to Section 8.7.

(d)  Scheduling Committee Chair -- The Scheduling Committee Chair shall have general charge of the business, affairs and property of the Scheduling Committee which is responsible for developing and presenting annual schedules for LSC sanctioned competition. The Scheduling Committee Chair shall present a tentative competitive schedule for review and endorsement by the Board of Directors at a Board of Directors meeting to be held at the annual LSC Short Course Division 1 Championship. This schedule shall be reviewed by the Board of Directors and, upon their approval shall be presented to the House of Delegates for final approval at the Spring LSC meeting.  The Scheduling Chair shall be responsible to the General Chair.

(e)  Records Chair -- The Records Coordinator shall maintain records as requested by the Age Group swimming and/or Senior Swimming Committees of MVS. Provide appropriate USAS National Committees with records and best time information of MVS Swimmers. Provide such information as is available to MVS Championship Meet hosts relative to proof of time information from MVS Meets. Provide supporting information as requested in verification of OVC requests. Coordinate and prepare annual MVS top eight (8) awards for presentation at the annual MVS awards banquet. The Records Chair reports to the Administrative Vice-Chair.

(f)  Outreach Committee Chair -- The Outreach Committee Chair shall chair, and have general charge of the business, affairs and property of the Outreach Committee, which shall be responsible for developing LSC programs in "disadvantaged" areas in LSC territory. The Outreach Chair reports to the Administrative Vice Chair.

(g)  Timing Equipment Coordinator -- The Timing Equipment Coordinator shall be responsible for the housing and maintenance of LSC owned timing equipment. The Timing Equipment Coordinator shall also be responsible for developing a cadre of qualified personnel to operate and administer the timing equipment at LSC sanctioned competitive events. The Timing Equipment Coordinator shall also develop a schedule of fees for use of LSC timing equipment by LSC Group Members and Non-LSC Groups, as well as for reimbursement of LSC provided equipment operators. The Timing Equipment Coordinator is responsible to the Administrative Vice-Chair and the Board of Directors.

(h)  Swim-A-Thon Coordinator -- The Swim-A-Thon Coordinator shall be responsible for coordinating and tracking LSC Swim-A-Thon events and ensuring that all Swim-A-Thon funds are appropriately distributed and paid. The Swim-A-Thon Coordinator shall obtain and provide Swim-A-Thon information and materials to Group Member Representatives upon request, and shall be the point of contact between USAS and LSC Group Members for the collection of delinquent Swim-A-Thon funds. The Swim-A-Thon Coordinator is responsible to the Administrative Vice-Chair and the Board of Directors.

(i)  OVC Committee Chair -- The (Official Verification Certificate) OVC Chair shall insure that Clubs and Athletes have adequate access to OVC officials at all LSC meets in which Official Verification Certificates are likely to be required, this includes all LSC Championship Meets, all meets having entry times indicating the probability of Junior Championship or Senior National Championship entry times being achieved. OVC Officers shall attest, in accordance with USAS OVC Procedures, that the reported times were actually achieved under conditions conforming to FINA and USAS Rules and Regulations. As a local officer, the OVC Chairman reports to the Administrative Vice Chair and the Board of Directors; the OVC Chairman is additionally responsible to the National OVC Chair.

(j)  Publications Coordinator -- The Publications Coordinator shall have general charge of compiling information, statistics and data for LSC Publications and shall be responsible for the printing, publication, and distribution of the LSC Swim Guide and other LSC Publications that may be required.

7.3  MEMBERS AND EX-OFFICIO MEMBERS OF COMMITTEES -- Except as otherwise provided in these By-Laws or by the Board of Directors, members of each committee shall be appointed by the General Chair with the advice and consent of the respective division vice-chair and the committee chair. The division vice-chair shall be a member of each standing committee within the respective division. The ex-officio members and other designated members of certain standing committees shall be as follows:

7.3.1  Athletes Committee -- The Athletes Committee shall consist of the Athlete Representatives and at least four other Athlete Members. The Senior Athlete Representative or the Athletes Committee shall determine the number of additional Athlete Members. The Senior Athlete Representative shall be the Chair of the Athletes Committee.

7.3.2  Audit Committee -- The Audit Committee will consist of no less than three members appointed annually by the Administrative Vice-Chair, who shall be the Committee Chair. Audit committee members will be qualified Individual, Athlete or Coach Members of MVS. The Audit Committee shall have at least one coach member and one member of the Board of Directors who may, but is not required to, be one in the same. 

7.3.3  Budget Committee -- The members of the Budget Committee shall be the General Chair, the Administrative Vice-Chair who shall serve as the committee chair, the Treasurer, the Senior Vice-Chair, the Age-Group Vice-Chair, the Senior Athlete Representative, the Coach representative.

7.3.4  Coaches Committee -- The members of the Coaches Committee shall consist of the Coach Representatives and such additional Coach Members as may be determined by the Coach Representatives.

7.3.5  Finance Committee -- The members of the Finance Committee shall be the General Chair, the Administrative Vice-Chair who shall serve as chair, the Treasurer, the Senior Vice-Chair, and the Age Group Vice Chair.

7.4  DUTIES AND POWERS OF COMMITTEES AND COORDINATORS

7.4.1  Audit Committee -- It shall be the audit committee's duty conduct the annual audit of the books of MVS pursuant to Section 8.4 and present the results thereof to the Board of Directors and the House of Delegates or:

(a)  recommend an independent auditor to the Board of Directors
(b)  review and negotiate the services to be performed by the independent auditor
(c)  receive and review the audit and other reports submitted by the independent auditor and
(d)  submit the audit and other reports and make recommendations to the Board of Directors with regard thereto.

7.4.2  Budget Committee -- The Budget Committee shall, consult with the officers, committee chairs and coordinators and prepare and present a proposed Budget for consideration and approval by the Board of Directors and the House of Delegates. The officers, committee chairs and coordinators shall promptly provide such financial information (current and projected) and budget proposals as the Budget Committee may request. The proposed budget may contain alternatives.

7.4.3  The Finance Committee -- The Finance Committee shall, develop, establish where so authorized or recommend to the Board of Directors and supervise the execution of policy regarding the investment of MVS's working capital and capital reserves, within the guidelines, if any, established by the Board of Directors or the House of Delegates. The Finance Committee shall also regularly review MVS's equipment needs (operational and office) and the various methods available to finance the acquisition of any needed equipment and make recommendations to the Budget Committee and the Board of Directors.

7.4.4  Membership/ Registration -- The Membership/Registration Committee shall, conduct the registration of Group and Individual Members and the transmission of registration information to USAS and shall assist in the preparation of the reports required by Section 8.6, together with such additional reports as may be required by USAS, the Board of Directors or the Administrative Vice-Chair. The registration committee shall develop and publish registration procedures guides and shall provide registration advice and assistance to requesting clubs.

7.4.5  Officials Committee -- The Officials Committee shall, recruit, train, test, certify, evaluate, retest, and supervise officials for MVS and such other activities as may be necessary or helpful in maintaining a roster of qualified, well-trained and experienced officials of the highest caliber. The committee shall develop, maintain and publish an annually corrected list of LSC Certified Officials which shall indicate their level of certification.

7.5  DUTIES AND POWERS OF CHAIRS AND COORDINATORS GENERALLY -- The duties and powers of the General Chairs, chairs of each division, and chairs of each committee or subcommittee (in addition to those provided elsewhere in these By-Laws) and, where applicable, of coordinators shall be as follows:

7.5.1  Preside at all meetings of the respective division, committee or subcommittee;

7.5.2  See that all duties and responsibilities of the coordinators or respective division, committee or subcommittee in his charge are properly and promptly carried out;

7.5.3  Appoint such committees or subcommittees as may be necessary to fulfill the duties and responsibilities of the coordinators, or division or committee, respectively;

7.5.4  Communicate with the respective division, coordinator, committee or subcommittee members to keep them fully informed;

7.5.5  Keep the General Chair, the respective division vice-chair or committee chair and MVS office staff informed of the respective division, committee or subcommittee actions and recommendations;

7.5.6  Appoint a member as secretary of the division, committee or subcommittee charged with taking minutes of each meeting and forward reports or minutes of all meetings to the permanent MVS office;

7.5.7  Refer to the Board of Directors any recommendations for action which would establish or change policies or programs for MVS, except as otherwise provided in these By-Laws or by the Board of Directors; and

7.5.8  Perform the other specific duties as are listed in MVS's Policy and Procedures Manual and as may be delegated by the General Chair, the respective division vice-chair or committee chair, the Board of Directors or the House of Delegates.

7.6  DUTIES AND POWERS OF COMMITTEES AND COORDINATORS GENERALLY -- Except as otherwise provided in these By-Laws, the duties and powers of the standing committees and coordinators shall be prescribed by MVS's Policy and Procedures Manual, the House of Delegates, the Board of Directors, the General Chair or the division vice-chair. Except as otherwise provided in these By-Laws, the duties and powers of other committees and subcommittees shall be prescribed by MVS's Policy and Procedures Manual, the House of Delegates, the Board of Directors or the officer or chair pursuant to whose powers such committee or subcommittee was created.

7.7  REGULAR AND SPECIAL MEETINGS -- Regular and special meetings of divisions, committees or sub-committees of MVS shall be held as determined by the respective committee or subcommittee, or the respective chair. In addition, meetings may be called where applicable by the division vice-chair or committee chair pursuant to whose authority a committee or subcommittee was established.

7.8  MEETINGS OPEN; EXECUTIVE SESSIONS -- Meetings of divisions, committees and subcommittees shall be open to all members of MVS. Matters relating to personnel, disciplinary action and legal and taxation affairs shall be deliberated and decided in a closed executive session with only Board Members or Executive Committee Members, respectively, entitled to attend. By a majority vote on a motion of a question of privilege a division, committee or subcommittee may decide to go into executive session on any matter deserving of confidential treatment or of personal concern to any members of the division, committee or subcommittee.

7.9  VOICE AND VOTING RIGHTS -- The voice and voting rights of Board Members and Individual Members shall be as follows:

7.9.1  Each division, committee and sub-committee member shall have both voice and vote in the respective meetings.

7.9.2  Unless entitled to vote under another provision of these By-Laws, the General Chair shall have voice but no vote in meetings of divisions, committees and sub-committees.

7.9.3  Individual Members who are not members of the division, committee or sub-committee may attend open meetings of the division, committee or sub-committee and be heard at the discretion of the presiding officer. Unless entitle to vote under another provision of these By-Laws, Individual Members shall have no vote in those meetings.

7.10  ACTION BY WRITTEN CONSENT -- Any action required or permitted to be taken at any meeting of a division, committee or subcommittee may be taken without a meeting if all the division, committee or subcommittee members entitled to vote consent to the action in writing and the written consents are filed with the records of the meetings. These consents shall be treated for all purposes as a vote taken at a meeting.

7.11  PARTICIPATION THROUGH COMMUNICATIONS EQUIPMENT -- Members of any division, committee or subcommittee may participate in a meeting of the division, committee or subcommittee through conference telephone or similar equipment by means of which all persons participating in the meeting can hear each other at the same time, and participation by such means shall constitute presence in person at the meeting.

7.12  QUORUM -- Except as otherwise provided in these By-Laws or in the resolution or other action establishing a committee or subcommittee, a quorum of any committee or subcommittee shall consist of a simple majority of the committee or subcommittee.

7.13  PROXY VOTE -- Voting by proxy in any meeting of a division, committee or subcommittee of MVS shall not be permitted.

7.14  NOTICES

7.14.1  Time -- Not less than 48 hours notice in the case of notice given by telephone, and six (6) days notice in all other cases, shall be given for any meeting of a division, committee or subcommittee of MVS. Separate notices need not be given for regular meetings that are scheduled well in advance. (See Section 17.1.5 for the various forms of notice.)

7.14.2  Information -- The notice shall contain the time, date and site.

7.15  ORDER OF BUSINESS -- At all meetings conducted under the authority of this Article, the following shall be included in the order of business:

(a)  Roll Call
(b)  Reading, correction and adoption of minutes
(c)  Reports of Coordinators, committees and subcommittees
(d)  Unfinished business where applicable
(e)  New business
(f)  Resolutions and orders
(g)  Adjournment

7.16  RESIGNATIONS -- Any committee chair or coordinator may resign by orally advising the General Chair or by submitting a written resignation to the Board of Directors specifying and effective date of the resignation. If such date is not specified, the resignation shall take effect when received.

7.17  VACANCIES -- The determination of when a committee chair's, committee member's, or a coordinator's position becomes vacant shall be within the discretion of the Board of Directors. In the event of a permanent vacancy the General Chair, with the advice and consent of the Board, shall appoint a successor to serve until the conclusion of the incumbent's term or, in case of an elected position, until a replacement is elected by the House of Delegates. A temporary vacancy may be left unfilled at the discretion of the General Chair.

7.18  DELEGATION -- With the consent of the Board of Directors, the committee chairs and the coordinators may delegate a portion of their powers or duties to another officer of MVS, or to another committee or coordinator, or to the paid staff of MVS. Notwithstanding any delegation, the ultimate responsibility for the delegated duties and obligations shall remain with the delegator.

7.19  APPLICATION TO EXECUTIVE AND NOMINATING COMMITTEES AND BOARD OF REVIEW -- Sections 7.5 through 7.15 shall apply to the Executive Committee, the Nominating Committee and any other committee of the Board of Directors or the House of Delegates, unless otherwise provided in these By-Laws or in the resolution creating such committee. These provisions shall also apply to Board of Review meetings, but shall not apply to hearings conducted by the Board of Review.