Constitution of the Chicago Metropolitan Ski Council
CMSC Constitution Acrobat ( PDF) version

Ratified March 9, 1993
Amended October 11, 1994
Amended May 11, 1999
Amended October 12, 1999
Amended June 12, 2001
Amended April 9, 2002
Amended September 13, 2005
Amended April 27, 2010
Amended January 22, 2013
Amended October 14, 2014
Amended December 13, 2016


 

 INDEX
ARTICLE I: NAME AND PURPOSE
ARTICLE II: MEMBERSHIP
ARTICLE III: ORGANIZATION
ARTICLE IV: MEETINGS
ARTICLE V: AMENDMENTS TO THE CONSTITUTION AND STANDING RULES
ARTICLE VI: FINANCE
ARTICLE VII: EXCULPATORY CLAUSE
ARTICLE VIII: SUSPENSION OF CLUB MEMBERSHIP
ARTICLE IX: DISSOLUTION

ARTICLE I: NAME AND PURPOSE To Top
Section 1: Name

A) This organization has been and shall hereafter be known as the Chicago Metropolitan Ski Council and may be referred to herein and hereafter as the CMSC.

B) The official emblem of CMSC shall be a stylized snowflake as shown on the front cover of the Constitution.

Section 2: Purpose

A) It shall be the purpose of the CMSC as well as the responsibility of its Officers, as herein provided, to serve member clubs through the promotion, support, and furtherance of activities, fellowship and the general interest in skiing and between skiers and to make contributions that may be desirable, necessary, and appropriate to realize this purpose.

B) It shall further be the purpose of the CMSC and its Officers to support and further training, safety, education, and courtesy in the sport of skiing.

Section 3: Nondiscrimination Clause

A) CMSC shall not discriminate against any person for reasons of race, age, sex, national origin, religion, physical or mental handicap, military status, or any other reason prohibited by federal statute or the laws of the state of Illinois.
 

ARTICLE II: MEMBERSHIP To Top
Section 1: Types of membership

A) The CMSC shall have five types of membership, Club Membership, Individual Membership, Individual Life Membership, Competition Membership and Associate Membership.

Section 2: Club Membership

A) An active nonprofit ski club with bona fide dues paying members, a purpose consistent with the principles and purposes of the CMSC, and the capacity to enter legally binding contracts or a sponsor who will be responsible for it, may become a member club of the CMSC upon satisfaction of the requirements as specified in the Standing Rules.

Section 3: Individual Membership

A) Individuals over twenty-one (21) years of age who subscribe to the principles and purposes of the CMSC may become direct participating individual members of the CMSC upon satisfying the requirements as specified in the Standing Rules.

B) CMSC shall have the right to limit participation because of age, government regulations, or other good reason.

C) Individual membership shall not have the right to vote.

Section 4: Individual Life Membership

A) An Individual Life Membership shall be the same as that of an individual membership except that the member is not required to pay dues.

B) Individual Life Membership may be given in accordance with the requirements set forth in the Standing Rules.

Section 5: Competition Membership

A) An individual who wishes to participate in CMSC activities but who does not live within 100 miles of Chicago and/or who does not meet the normal criteria of membership may become a Competition Member.

B) The Executive Board shall determine the conditions and terms of Competition Membership.

C) Competition Members shall have the right to the benefits which may from time to time be offered to such members, but they shall not have the right to participate in any other programs or activities by reason of their Competition Membership no shall they have the right to vote.

Section 6: Associate Membership

A) An organization which subscribes to the principles and purposes of CMSC and is affiliated with skiing or the skiing industry, and that meets the requirements stated in the Standing Rules, may join as an Associate Member of CMSC.

B) The Associate Members shall have the right to the benefits which may from time to time be offered to such members, but they shall not have the right to participate in any other programs or activities by reason of their Associate Membership nor shall they have the right to vote.

Section 7: Ski Council Membership

A) An organization that is not a ski club but is made up exclusively of duly constituted CMSC ski clubs that are current in their CMSC membership responsibilities may become a Ski Council Member of the CMSC.

B) There shall be no dues required of a Ski Council Member.

C) Ski Council Members shall have the right to the benefits which may from time to time be offered to such members, but they shall not have the right to vote.
 

ARTICLE III: ORGANIZATION To Top
Section 1: The Assembly

A) The Assembly shall be the governing body of the CMSC and shall be comprised of three (3) delegates and two (2) alternate delegates from each member club. Each member club in good standing shall have a maximum of three (3) votes, only one of which may be cast by each of the Club's registered delegates or alternate delegates present at any Assembly Meeting.

B) The President of the CMSC shall provide for registration and certification and shall have the right to challenge the credentials of all Delegates. It shall be the responsibility of each club president to notify the CMSC president of any change of Delegates.

Section 2: Corporate Directors

A) The Corporate Directors, for the Purpose of registration with the State of Illinois, shall be the President, Executive Vice President and Treasurer.

Section 3: The Officers

A) The Officers shall consist of the following: The President, Executive Vice President, Treasurer, Assistant Treasurer, and Secretary.

B) The responsibilities of the Officers shall be as follows. Specific duties of the officers shall be described in the Standing Rules.

1) The President shall be the Chief Executive Officer of the CMSC and chairperson of the General Assembly and the Executive Board. S/he will be charged with the responsibility of fulfilling the purposes and principles of the CMSC as provided for in this constitution.

2) The Executive Vice President shall assist the President in his/her responsibilities and fulfill those responsibilities in the absence of the President.

3) The Treasurer shall be responsible for safeguarding the assets and legal status of the CMSC, and for payment of its obligations.

4) The Assistant Treasurer shall assist the Treasurer in his/her responsibilities and fulfill those responsibilities in the absence of the Treasurer, and shall receive and maintain records of all incoming monies of the CMSC.

5) The Secretary shall be responsible for recording and maintaining the official records and for carrying out all official correspondance of CMSC.

C) The term of office for elected Officers shall be from the Regular Assembly Meeting following their election until the Regular Assembly Meeting following the next year's election (approximately one year), except as noted below. No person shall be elected to more than three (3) consecutive terms for the same office for the offices of President, Executive Vice President, Treasurer and Assistant Treasurer. No person who has held the same office, for any of the offices of President, Executive Vice President, Treasurer or Assistant Treasurer, for more than six (6) months of a term to which some other person was elected, shall be elected to that respective office for more than two (2) consecutive terms in the same office.

D) Election and Installation of Officers:

1) Officers for the subsequent year shall be elected by a plurality of the delegates present and eligible to vote at the Regular Assembly Meeting in May of each year. A quorum is not necessary for elections.

2) Elections shall be conducted in accordance with the current edition of Robert’s Rules of Order Newly Revised. The method of voting shall be by ballot for contested officers, except the tellers’ report will not be entered in the minutes or announced to the Assembly. Balloting for officers shall include only those candidates nominated by the March and April Regular Assembly Meetings.  In an un-contested election, the Secretary may cast the vote for the Assembly.

3) Elected Officers shall be installed as the first order of business at the Regular Assembly Meeting in June of each year. The Treasurer for the preceding year shall maintain the books until the end of the fiscal year, and shall assist the Finance and Audit Committee with the annual audit for that year.

E) Vacancies

1) In the event an elected office is vacated or unfilled, the Executive Board shall make an appointment to fill the un-expired term of such vacancy. This appointment shall be ratified by a simple majority of the Delegates present and voting at the next regular Assembly meeting.

2) If the office of President is vacated or unfilled, the order of succession shall be: Executive Vice President, Treasurer, Assistant Treasurer, and Secretary. Succession to higher office shall last only until the Executive Board appoints a permanent replacement pursuant to section A.

F) Impeachment of Elected Officers

1) An Officer whose acts or conduct are inconsistent with this constitution and the Standing Rules or whose acts or conduct may be deemed injurious to the welfare, interest, reputation or harmony of the CMSC may be impeached.

2) Impeachment proceedings may be initiated by the Executive Board upon its own motion or upon written petition signed by ten (10) per cent of the member clubs setting forth the reasons therefore. Upon initiation of impeachment proceedings, the Executive Board shall notify the Officer charged and an Officer other than the one charged shall conduct a hearing at the next regularly scheduled meeting of the Executive Board which is at least twenty (20) days from the date the Officer charged was given notice that impeachment proceedings were initiated. At the conclusion of the hearing, the presiding officer shall call for a vote of the Executive Board. A decision by two thirds of the Executive Board present and voting shall determine the issue.

3) If an officer is impeached, he/she may appeal that decision to the Assembly if he files a request for a hearing with the Executive Board within (3) days from the date of the Executive Board's decision. The Executive Board shall schedule a hearing before the Assembly at the next regular meeting which is at least twenty (20) days from the date the request is received. The Assembly may reverse the decision of the Executive Board if a majority of the Delegates present and voting so decide; otherwise, the decision of the Executive Board shall stand.

Section 4: The Executive Board

A) The Executive Board shall consist of only the duly elected Officers, Vice President of Special Events, Vice President of Recreational Skiing, Vice President of Membership, Vice President of Trips, the Vice President-Public Relations, the Regional Vice Presidents, and the Immediate Past President.

B) The Immediate Past President shall be the person who held the office of president at the time of the last regular election of a new President who was not an incumbent President.

C) Members of the Executive Board have the right of debate and the right to vote at an Executive Board meeting. Ad hoc and Standing Committee chairpersons will have the right of debate on all issues and the right to vote on issues pertaining to their committees.

D) Powers of the Executive Board

1) The Executive Board shall be vested with the power to make decisions and judgments on matters pertinent to the effective conduct of general business of the CMSC and the implementation of programs approved by the Assembly.

2) Decisions of the Executive Board may be overruled by a two-thirds (2/3's) vote of the delegates present at any Assembly meeting, unless otherwise indicated in this constitution.

Section 5: Appointed Vice Presidents

A) The President shall appoint the following Vice Presidents:

1) Vice President-Special Events
2) Vice President-Recreational Skiing
3) Vice President-Public Relations
4) Vice President-Trips

5) Vice President-Membership
6) Regional Vice President as required so that each can be assigned no more than ten clubs.

B) The responsibilities of the appointed Vice Presidents shall be as follows. Their specific duties will be described in the Standing Rules.

1) The Vice President - Special Events shall be responsible for promoting and organizing CMSC-sponsored social, educational, and fund-raising activities, as directed by the President or the Executive Board.

2) The Vice President - Recreational Skiing shall be responsible for organizing CMSC-sponsored ski-related educational events and competitions, and for liaison with other ski organizations, as directed by the President or the Executive Board.

3) The Vice President - Public Relations shall be responsible for promoting and protecting the public image of the CMSC by communicating its goals and activities to both the public and the membership of CMSC and supervising council publications, as directed by the President or the Executive Board.

4) The Vice President - Trips shall be responsible for organizing and promoting CMSC-sponsored ski trips as directed by the President and the Executive Board.

5) The Vice President - Membership shall be responsible for promoting all classes of membership in CMSC and for maintaining accurate lists of current members and their authorized representatives as directed by the President and the Executive Board.

6) The Regional Vice Presidents shall act as liaisons between the CMSC and its member clubs in their respective regions, promoting its goals and activities to those clubs, and reporting the clubs' interests and activities to the Executive Board and the General Assembly.

C) Appointed Vice Presidents may appoint persons to assist them in their responsibilities, including but not limited to Chairpersons of Standing Committees that report to them as described in the Standing Rules.

D) Appointed Vice Presidents must be presented to the Executive Board at its next regularly scheduled meeting and shall stand approved unless the appointment is disapproved by a majority of the Elected Officers. Upon approval, all appointed vice presidents shall be presented at the next Regular Assembly Meeting. The tenure of all appointed vice presidents shall be one year, unless removed by a majority vote of the elected officers.

Section 6: Committees

A) Steering Committee

1) The Steering Committee shall be comprised of six persons who are either: Individual CMSC Life Member; past CMSC officer: past CMSC appointed vice president; past CMSC committee chairperson; past or current CMSC ski club president who has served a minimum of one year. Steering Committee members cannot be a current member of the Executive Board. Steering Committee membership is limited to a maximum of three members meeting only the requirement of ski club president.

2) These six (6) members will each be appointed by the President to two (2) year terms. To initiate this structure, six (6) persons shall be appointed to the Steering Committee, three (3) for one (1) year, and three (3) for two (2) years. Thereafter, three (3) persons shall be appointed by the President and approved each year by a majority of Delegates present and voting at the Regular Assembly Meeting subsequent to the elections.

3) Each year, the committee shall select one of its members to be chairperson for that year. The Steering Committee Chairperson may not hold any other committee chair.

4) If an additional appointment due to a vacancy on the Steering Committee is required during the year, the appointment to fill the remainder of the term will be made by the President and presented for approval by a majority of Delegates present and voting at the first Regular Assembly Meeting following the appointment.

5) No one person can serve for more than two consecutive terms on the Steering Committee.

B) Finance and Audit Committee

1) The Finance/Audit Committee shall be comprised of three (3) persons who by education and/or experience possess special skills to audit the books and records of the CMSC and who are not members of the Executive Board or hold any other committee chair.

2) The Finance/Audit Committee shall be appointed by the President and presented for approval by a majority of Delegates present and voting at the first Regular Assembly Meeting subsequent to the elections; thereafter the committee shall select one of its members to be Chairperson.

3) If an additional appointment due to a vacancy on the Finance/Audit Committee is required during the year, the appointment to fill the remainder of the term will be made by the President and presented for approval by a majority of Delegates voting at the first Regular Assembly Meeting following the appointment.

C) Nominating Committee

1) The Nominating Committee shall consist of the immediate Past President and all appointed Vice Presidents who served at least six (6) months during the current term The Nominating Committee shall choose its own chairperson at its first meeting. This committee will be presented at the second Regular Assembly Meeting prior to the election of Officers.

2) The Nominating Committee shall meet and prepare a list of nominees for each office which shall be read two (2) Regular Assembly Meetings prior to the election of officers. The Nominating Committee Chairperson shall then entertain nominations from the floor at that meeting and the meeting prior to the election. The Nominating Committee shall publish all nominations in the agenda for the Regular Assembly Meeting at which elections will take place. It is the Nominating Committee's responsibility to insure that all nominees meet the qualifications of the office and are willing to serve.

D) Other Committees

1) Standing Committees may be created as described in the Standing Rules. Unless otherwise indicated in the Constitution or Standing Rules, the President may appoint ad hoc or standing committee chairpersons as may be necessary.

2) Each appointment must be presented to the Executive Board at its next regularly scheduled meeting and shall stand approved unless the appointment is disapproved by a majority of the Elected Officers. Upon approval, all committee chairpersons shall be presented at the next Regular Assembly Meeting. The tenure of all committee chairpersons shall be at the discretion of the president and the officer or vice president responsible for their committee.

Section 7: Qualifications of Officers, Vice Presidents, and Committee Chairpersons

A) All Officers, Vice Presidents, and Committee Chairpersons shall become individual members of CMSC or members of a CMSC club by the first Executive Board Meeting subsequent to their appointment or election.

B) To be eligible for the office of President or Executive Vice President an individual must have held an elected or appointed board position in a member club and must also have been an elected officer or appointed vice president of the CMSC for a full term.

C) The Vice President--Special Events, Vice President--Recreational Skiing, Vice President-Membership, Vice President-Public Relations, and Vice President-Trips serving during the same year must represent five (5) different clubs.

D) The President, Executive Vice President, Treasurer, and Assistant Treasurer serving during the same year must represent four different clubs.

E) Nominees for all offices must disclose ski club affiliations.

Section 8: Conduct of Representatives of CMSC

A) Elected Officers, Vice Presidents, Committee Chairpersons and Representatives of the CMSC shall be expected to serve without remuneration except as reimbursement for expenses incurred while conducting business for the CMSC as provided for in the Standing Rules.

B) No officer or member of the CMSC shall use the name, office or influence of the CMSC for personal gain.

C) Members of the Executive Board shall attend three quarters (3/4's) of all Regular Executive Board and Assembly meetings and will not be absent from two successive meetings without good cause.

D) All Officers, Vice Presidents, Committee Chairpersons and Representatives of CMSC will adhere to requirements of the Constitution and Standing Rules.

Section 4: Quorum

A) A quorum of the Assembly shall consist of a number equal to 25% plus one of the total member clubs. To be counted present, a club must be represented by at least one properly appointed delegate or alternate delegate.

B) A Quorum of the Assembly will be required to amend the Constitution and the Standing Rules. A quorum is also required to suspend the Standing Rules regarding notice and minutes of meetings.

C) A Quorum of the Executive Board shall consist of a majority of Executive Board members. A Quorum must be present for a vote to be taken at Executive Board meetings.

Section 5: Voting and Debate

A) Only duly designated and registered Delegates and/or Alternates Delegates in good standing and the Executive Board shall have the right of debate and vote at Assembly Meetings. All club presidents and others at the discretion of the presiding officer shall have the right of debate but not of vote. Nothing contained herein shall prohibit the presiding officer from inviting guests to address the Assembly.

B) In order to vote in the general elections a Delegate and/or Alternate Delegate must have attended at least three (3) Regular Assembly Meetings during the twelve months up to and including the Regular Assembly Meeting at which Elections take place.
 

ARTICLE IV: MEETINGS To Top
Section 1: The Assembly

A) The Assembly shall hold a Regular Meeting once each month with the date and the place being determined by vote of the Executive Board.

B) The President shall have the power to call additional Assembly meetings or to reschedule Regular Assembly Meetings for a good cause.

Section 2: The Executive Board

A) The Executive Board shall meet monthly as specified in the Standing Rules.

Section 3: Notice and Minutes of Meetings

A) Notice and Minutes of all meetings of the Assembly and the Executive Board shall be distributed as specified in the Standing Rules.
 

ARTICLE V: AMENDMENTS TO THE CONSTITUTION AND STANDING RULES To Top
Section 1: Proposed Constitutional Amendments

A) Proposed amendments to the Constitution or changes thereto shall be submitted in writing at a Regular Assembly Meeting, at which time the proposed amendment shall be read on the floor, unless there is a motion to dispense with the reading, passed by a simple majority of delegates present and voting. The proposed amendment shall be part of the published agenda of the following Regular Assembly Meeting, at which time voting and debate on the proposed action shall take place.

B) During debate, any section of a proposed amendment can be withdrawn and considered separately in accordance with Robert's Rules of Order. Minor changes that reduce the scope of the constitutional change may be proposed and voted on during discussion; however, no amendments may be proposed which widen the scope of the constitutional change without proper notice as required in Section A.

Section 2: Adoption of Constitutional Amendments

A) The adoption of any constitutional action shall require two-thirds (2/3's) vote of the Club Delegates at quorum. Only Club Delegates or their Alternate Delegates shall have the right to vote.

Section 3: Standing Rules

A) Standing Rules shall be maintained to govern conditions provided for in this constitution and to satisfy and provide for other pertinent matters.

B) Standing Rules may be adopted by a majority vote of the Delegates present and voting, at a regular meeting of the Assembly, without previous notice.

C) Standing Rules may amended or rescinded at a regular meeting of the Assembly by a majority vote of the Delegates present and voting provided previous notice has been given, or a two-thirds (2/3’s) vote without previous notice.

D) Standing Rules may be suspended for the duration of the current session, without previous notice, by a majority vote of Delegates present and voting at a regular meeting of the Assembly.
 

ARTICLE VI: FINANCE To Top
Section 1: Financial Responsibility

A) The Treasurer and Assistant Treasurer shall be responsible for controlling the funds, maintaining surplus and operating accounts in proper bank accounts, shall maintain proper and adequate bookkeeping records, file necessary tax returns, and file any other documents required to maintain the legal status of the CMSC.

B) The President and Treasurer shall have the responsibility of operating within the budget approved by the Executive Board, and shall, with the aid of the Finance/Audit Committee, prepare a tentative budget for the following year by the September Board meeting.
C) The Executive Board shall approve separately any major expenditures for capital assets, deposits, or unbudgeted operating expenses.

C) The Executive Board, at the direction of the President, shall have the responsibility to raise funds necessary to meet operating costs and other obligations.

Section 2: Authorization and Liability

A) Specific authorizations for expenditures and other financial transactions will be as specified in the Standing Rules.

B) No officer, agent or representative of CMSC shall be liable for any debt of CMSC or for any judgment or claim entered against CMSC, unless such officer, agent or representative willfully and fraudulently assumed such obligation in the name of CMSC without proper authorization as required by the Constitution and/or Standing Rules.

B) All contracts over five hundred dollars ($500.00) must be approved in writing by two (2) corporate directors. Written authorization must include a general statement of terms and services under the contract, the maximum dollar amount approved for payment or receipt, and the person(s) authorized to sign the contract.
 

ARTICLE VII: EXCULPATORY CLAUSE To Top
A) No officer, delegate, or other agent of the CMSC shall be liable to any member club or any of the members or guests of member clubs or to any individual member of the CMSC for any acts or omissions when such officers, delegates, or agents are acting on behalf of the CMSC. Acceptance of CMSC membership under the terms of this constitution, by a club or individual, or participation in any CMSC-sponsored activity, shall constitute an acceptance of this waiver of liability on behalf of the individual and all members and officers of the member club.
 
ARTICLE VIII: SUSPENSION OF CLUB MEMBERSHIP To Top
Section 1: Eligibility

A) The Executive Board shall designate a member club eligible for suspension when such club shall have violated the principles and purposes of the CMSC or shall have caused interference to the normal functions of the CMSC.

B) A Member Club can initiate suspension proceedings against another Member Club by submitting causes in writing to the Executive Board.

C) Except where automatic suspension is specified elsewhere in this Constitution or in the Standing Rules, the President, at the direction of the Executive Board, shall cause the Assembly to vote upon the eligibility for suspension which shall require a two thirds (2/3's) vote of the Assembly at a Regular meeting to adopt, providing the club in questions has been advised in writing and has been given the opportunity or a hearing before the Assembly.

Section 2: Suspension

A) The club qualified for suspension under any article of this Constitution shall be suspended for a period of one year from the date of suspension.

B) After a suspension of one year, the club will be eligible to apply for affiliation as provided for in this Constitution.
 

ARTICLE IX: DISSOLUTION To Top
Section 1: Definition

A) The CMSC shall be considered dissolved if after a period of one (1) year, there has been no organized activity and a membership of less than two member clubs.

B) Any person who shall have served as an Officer within the preceding two (2) years shall be qualified to make such determination.

Section 2: Distribution of Funds

A) The conditions set forth in Section I once having been established, it shall be the responsibility of the person therein qualified to place any surplus funds in trust for the CMSC.

B) These funds shall be held in trust for a period of three (3) years after which, if CMSC has not by then reorganized, the funds shall be distributed to ski charities as designated by the trustee.