Bylaws

Chapter I: Definitions

 

     

  • 1) “NCPA” means the non-profit NCPA, Inc. that is the subject of these bylaws and is incorporated under the laws of the state of Wisconsin.
  • 2) A “college player” is any undergraduate or graduate student in full or part time attendance at an accredited college or university who participates in the sport of paintball.
  • 3) An “official club” is any student organization, club, intramural or intermural club team or athletic team recognized by a college or university whose members primarily associate for the purpose of playing paintball.
  • 4) A “club” is any official club or a group of three or more college players or faculty from the same college or university who primarily associate for the purpose of playing paintball.
  • 5) A “team” is a group of college players from the same college or university who meet the eligibility requirements for a particular NCPA endorsed competitive event.
  • 6) A “conference” is a group of three or more college clubs who associate to organize events.
  • 7) A “region” is a geographically contiguous area that contains three or more clubs.
  • 8 ) A “college paintball event” is any event which is either
       

    • a. Organized by a college club, or
    • b. Exclusively for the participation of college players and/or the alumni and faculty associates of college clubs.
  • 9) A “tournament event” is any college paintball event in which teams enter and an event champion is named.
  • 10) A “recreational event” is any college paintball event that is not a tournament event.
  • 11) A “term” is a period of time extending from June 1 of any given year until May 31 of the following year.
  • 12) “Written notice” shall include actual documentation delivered by registered mail or e-mail sent to the address of record of the intended recipient.

Chapter II: Membership

     

  • 1) For statutory purposes, the NCPA has no members, but does provide for “member-clubs” and “member-players”.
  • 2) A “member-club” is
       

    • a. Any official club, or
    • b. Any club which participated in the election of the Board of Directors of the NCPA for the current term, or
    • c. Any club
         

      • i. That has entered at least five participants in an NCPA endorsed college paintball event within the preceding 14 months, and
      • ii. Whose college or university lacks a pre-existing member-club, and who
    • d. Is listed in the NCPA College Clubs List with current contact information, and
    • e. Is the official club of their college or university or does not have an official club at their university, and
    • f. Has not indicated that they do not wish to be a member-club in the NCPA College Clubs List.
  • 3) In the event that more than one club from the same college or university claims member-club status, and the actual member-club can not be determined by the provisions of this chapter, no club from said college or university shall be a member-club until only one club from the college or university continues to claim member-club status or a club demonstrates their eligibility to be a member-club under the other provisions of this chapter.
  • 4) A “member-player”
       

    • a. Is any college player who
         

      • i. Is also a member of a member-club, or
      • ii. Indicates their intent to be a member-player by signing up on the NCPA Member-Players list, and
    • b. May lose their member-player status by a two-thirds majority vote of the Board of Directors.

Chapter III: Board of Directors

     

  • 1) The board of Directors of the NCPA shall consist of:
       

    • a. One Regional Director from elected from each region, who also attends a college located within that region, and
    • b. Two Directors-at-Large, who may not also be a Regional Director during the same term.
  • 2) Each member of the Board of Directors
       

    • a. Is entitled, except as later provided for the Chairman, to one vote on any business considered by the board, and
    • b. Shall be elected for one term, and
    • c. Must be enrolled as a full-time student at an accredited institution of higher learning for the duration of their term, and
    • d. Has no individual authority to represent the NCPA.
  • 3) The Board of Directors shall hold the first meeting of each term no later than June 30.
  • 4) At the first meeting of each term, the Board of Directors shall elect from among them a Chairman. The Chairman shall
       

    • a. Not have a vote in the course of business considered by the Board of Directors, except in the case of a tie;
    • b. Call meetings of the Board of Directors, and in the exception of emergency circumstances, give a minimum fourteen day notice of such meeting,
    • c. Set the venue for such meetings,
    • d. Set the agenda for such meetings,
    • e. Preside as the Chair over such meetings, and
    • f. Have no other authority.
  • 5) At the first meeting of each term, and following the election of the Chairman, the Board of Directors shall elect from among them a Vice-Chairman. The Vice-Chairman shall
       

    • a. Become the Chairman in the event of a vacancy in that position, and
    • b. Otherwise have the same rights and responsibilities as accorded them as a Director.
  • 6) The Board of Directors shall have the power to create, establish, modify, and annul procedures of practice for the NCPA, subject to the Articles of Incorporation, the Bylaws, and the procedures in the Parliamentary Authority.
  • 7) The Board of Directors shall establish an official web address for the organization.
  • 8 ) Aside from benefits generally available to all college players, no member of the Board of Directors shall receive any financial benefit from acts of the NCPA, from association with the NCPA, or in any manner which a reasonable person would believe is only possible due to their position on the Board of Directors of the NCPA.
  • 9) The quorum for a meeting of the Board of Directors shall be a majority of the voting Directors plus the Chairman, except in emergency circumstances, where the quorum shall be a majority of the Board of Directors.
  • 10) A majority vote of the Board of Directors shall require a majority of all the Directors voting in favor to carry, and a two-thirds majority vote shall require a two-thirds majority of all the Directors in favor to carry, regardless of the number of Directors in attendance.
  • 11) Meetings of the Board of Directors may be conducted in an online format, provided a transcript of such meetings is made available on the NCPA website and by e-mail request within three business days. Minutes of meetings conducted offline must be made available on the website and by e-mail request within five business days.
  • 12) Removal from Office
       

    • a. The Chairman may be replaced by another member of the Board of Directors at any time by a two-thirds majority vote of the Board of Directors.
    • b. A Director may be removed from office when
         

      • i. A majority of the member-clubs of the Director’s region, or in the case of a Director-at-Large, the majority of the member-clubs, indicate to the Chairman by mail or email their desire for the Director to be removed, or, in the case of the Chairman, indicate to the President such desire, and
      • ii. The Board of Directors then, by a two-thirds majority vote, removes the Director.
  • 13) Vacancies
       

    • a. A Regional Director or Director-at-Large position is considered vacant when either
         

      • i. The Director resigns, or
      • ii. The Director has been removed from office according to III.12.b, or
      • iii. At the request of the Chairman, the Secretary cannot, after exhausting reasonable communication efforts, reach the Director for a period exceeding sixty days, or
      • iv. In the case of the Chairman, at the request of the Vice-Chairman, the Secretary cannot, after exhausting reasonable communication efforts, reach the Chairman for a period exceeding thirty days, or the Chairman is unable to perform his duties for a period of thirty days exceeding a request from a member of the Board of Directors for him to do so.
    • b. Vacancies shall be filled by special election in the manner used to originally elect the Director, in a two-week time frame chosen by the Chairman, provided such election occurs
         

      • i. After one month’s notice has been given,
      • ii. Between September 15 and April 15 of that term, and
      • iii. In the case of a vacancy in the office of the Chairman
           

        • 1. The Vice-Chairman shall assume the office of Chairman, and
        • 2. A new Vice-Chairman shall be elected by the Board of Directors as though it were a new term, and
        • 3. The Chairman’s Director position shall be filled as in (i) and (ii).
    • c. Vacant offices shall not be included when determining quorum or vote results.
  • 14) “Emergency circumstances” are events or situations that could realistically cause significant harm to the NCPA if not dealt with immediately. Either the Chairman or, if the Chairman is unavailable, the President or, if the President is unavailable, the Treasurer or, if the Treasurer is unavailable, a two-thirds majority of the remaining Board of Directors may declare that emergency circumstances exist.

Chapter IV: Officers

     

  • 1) The Board of Directors shall have the sole authority to create and fill Officer positions. Such Officers shall:
       

    • a. Be elected to their positions by the Board of Directors at the first meeting of a term and serve in their positions until the first meeting of the next term, and
    • b. Not also serve as a member of the Board of Directors during their term as an Officer, and
    • c. Have the authority to act on behalf of the NCPA within the constraints of their office as defined by the Bylaws and additionally by the Board, and
    • d. Not, aside from benefits generally available to all college players, receive any financial benefit from acts of the NCPA, from association with the NCPA, or in any manner that a reasonable person would believe is only possible due to their position as an Officer of the NCPA, and
    • e. Be removed by a two-thirds majority vote of the Board of Directors.
  • 2) At a minimum, the Board of Directors shall entertain nominations for and elect a President, Treasurer and Secretary of the NCPA.
       

    • a. The President shall:
         

      • i. Have the authority, within the bounds of the Articles of Incorporation, the Bylaws, and procedures adopted by the Board of Directors, to set operating procedure of the NCPA;
      • ii. Have the authority to designate paintball conferences as NCPA Endorsed conferences, provided that
           

        • 1. The conference, at a minimum, meets the definition set out in the Bylaws, and
        • 2. The conference wishes NCPA Endorsement, and
        • 3. The designation is made to the Chairman of the Board of Directors, and
        • 4. Such endorsement is not repealed by a two-thirds majority vote of the Board of Directors within forty-five days of the endorsement, and
      • iii. Have the authority to designate paintball events as NCPA Endorsed events, provided that
           

        • 1. The event, at a minimum, meets the definition set out in the Bylaws for a “college paintball event”, and
        • 2. The chief organizer or organizers of the event wish NCPA Endorsement, and
        • 3. The designation is made to the Chairman of the Board of Directors, and
        • 4. Such endorsement is not repealed by a two-thirds majority vote of the Board of Directors within forty-five days of the endorsement, and
      • iv. Have the sole authority to commit to contractual obligations for the NCPA, provided that
           

        • 1. No such obligation extend for a period to exceed two calendar years, and
        • 2. No such obligation shall be valid without the two-thirds majority approval of the Board of Directors, and
        • 3. No such obligation which requires contribution from member-clubs or member-players shall be valid until approved by a majority of the member-clubs, and
      • v. Have the sole authority to appoint and terminate Executive Assistants and place with them portions of the President’s authority not solely reserved to the President, provided that
           

        • 1. Such authority is subject to the same limitations as if it were executed by the President, and
        • 2. Such authority is subject to the Articles of Incorporation, Bylaws, acts of the Board of Directors, and policies of the President, and
        • 3. Written notice of such appointment, including the nature of authority granted, the title given to the Executive Assistant, and the name and relevant contact information of the appointee, is given to the Chairman and the Secretary at the time of appointment.
      • vi. In the event of a vacancy in the offices of Treasurer or Secretary, fulfill the duties of those offices until the Board of Directors may determine a suitable replacement as outlined elsewhere in these Bylaws, and
      • vii. Conduct, subject to the above conditions, the day to day business of the NCPA, and
      • viii. Subject to the above limitations, otherwise legally represent the interests of the NCPA in all matters.
    • b. The Treasurer shall:
         

      • i. Maintain, according to the legal requirements of the State in which the NCPA is incorporated and the legal requirements of the United States federal government, all necessary records of the NCPA’s finances, revenues and expenses, and
      • ii. Duly file any legally required financial documents with the State in which the NCPA is incorporated or the United States federal government in a timely manner, and,
      • iii. Subject to the Articles of Incorporation, the Bylaws, the policy of the Board of Directors and directives of the President, have legal authority to draw on or transfer NCPA assets, or to purchase or sell the same, and
      • iv. In the case of a vacancy in the office of the President, act as President until the Board of Directors may determine a suitable replacement as outlined elsewhere in these Bylaws.
    • c. The Secretary shall:
         

      • i. Maintain and make publicly available, as required by the bylaws and the Board of Directors, a record of votes taken by the Board of Directors and the member-clubs, as well as minutes of any meetings of the Board of Directors, and
      • ii. Duly file any legally required documents with the State in which the NCPA is incorporated or the United States federal government in a timely manner, provided the Treasurer is not required to file such documents, and
      • iii. Give notice of meetings to the Board of Directors and the member-clubs as required by the Bylaws, and
      • iv. Give notice of elections or other votes to the member-clubs as required by the Bylaws.

Chapter V: Voting

     

  • 1) All voting for positions on the Board of Directors will be conducted online during a continuous two week period occurring between April 1 and May 15 and determined by the Board of Directors, provided that
       

    • a. At least seven days of the voting period fall after the spring NCPA National Championships if the Championships are completed on or before May 8, and
    • b. If the Board of Directors fails to announce such time period prior to April 1, it shall automatically extend from May 2 to May 15, and
    • c. The precise manner of election shall be determined by the Board of Directors, and
    • d. In election of Regional Directors, each member-club shall have one vote for the representative position of the region in which their college or university is located, and
    • e. In the matter of Directors-at-Large, each member-club shall have one vote, and
    • f. In the event of a tie,
         

      • i. If there were candidates who did not receive as many votes as the tying candidates, there shall be a second election amongst only the tying candidates, and
      • ii. If such election fails to break the tie, the winning candidate shall be determined by vote of the remaining Directors of the newly elected Board in parallel with any other tied elections being broken by the Board, and
      • iii. If such vote fails to break the tie, the oldest candidate shall prevail, and
      • iv. Regardless of the final method used to break the tie, no Chairman, Vice-Chairman or Officer shall be chosen until such tie is broken and the entire Board of Directors for that term has been determined.
    • g. The voting authority for a member-club shall rest with
         

      • i. The person with whom the Constitution of said club places such authority or, failing the existence of such person,
      • ii. The President of that club or, failing the existence of such a position,
      • iii. The Captain of the team from that club which placed the highest at the most recent NCPA endorsed tournament event they attended or the captain’s designated representative, or failing the existence of such a person,
      • iv. The person listed as the contact in the NCPA College Clubs List or that person’s designated representative.
  • 2) For matters requiring the attention of the member-clubs at large, such voting may occur during any continuous two-week period falling between September 15 and May 15 of the following year, as determined by the Board of Directors, provided that
       

    • a. The Secretary announces, through email to each member-club’s contact, as well as on the NCPA website, the time and method of such vote, and
    • b. Each member-club receives one vote.
  • 3) The results of any vote shall be made available on the NCPA website and by email request within seven and for a minimum of ninety days after any vote.
  • 4) For the term extending to May 31, 2002, elections shall occur during the two-week period from September 2 to September 15, 2001, and the term shall begin on September 16, 2001.

Chapter VI: Regions

     

  • 1) The NCPA shall consist of the following regions:
       

    • a. The Midwest, including Illinois, Indiana, Kentucky, Michigan, Ohio, West Virginia, and Wisconsin;
    • b. The North, including Colorado, Iowa, Kansas, Minnesota, Missouri, Montana, Nebraska, North Dakota, South Dakota, and Wyoming;
    • c. The North-East, including Delaware, Connecticut, Maine, Massachusetts, Maryland, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, and Vermont;
    • d. The South-East, including Alabama, Arkansas, Florida, Georgia, Louisiana, Mississippi, North Carolina, Oklahoma, South Carolina, Tennessee, Texas, and Virginia,
    • e. And the West, including Alaska, Arizona, California, Hawaii, Idaho, Nevada, New Mexico, Oregon, Utah and Washington.
  • 2) There shall never be more than ten regions.
  • 3) All regions shall be contiguous and consist of neighboring states.
  • 4) At such time as any region shall have more than triple the number of member-clubs as any other region which has more than five member-clubs, the Board of Directors shall redefine the regions in a manner affecting the least number of regions possible to alleviate this condition.

Chapter VII: Amendment

     

  • 1) The President of any member-club, any member of the Board of Directors, or the President may propose amendments to the by-laws. Such amendments will be considered for ratification by the member-clubs after consideration by the Board of Directors and their two-thirds majority approval. Such amendments shall take effect upon ratification by a majority of the member-clubs, provided the period for such ratification not extend beyond six calendar months from the date of approval by the Board of Directors. Such ratification shall be conducted in an online manner similar to that used for general elections.

Chapter VIII: Parliamentary Authority

     

  • 1) All meetings shall be conducted using the most recent edition of Robert’s Rules of Order