Click Photo to left to download copy
WEAVERVILLE SWIM TEAM
BYLAWS
Weaverville Swim Team, a California Corporation
Adopted: March 2009
Revised February 2011
Weaverville Waves By-Laws 2 Revised February 2011
Article I Name
SECTION 1. The name of our organization shall be the Weaverville Swim Team,
hereinafter referred to as “WST.”
SECTION 2. The mailing address of WST shall be:
PO Box 2216
Weaverville, CA 96093
SECTION 3. The fiscal year of WST shall commence on the first day of January
each year and terminate on the 31st day of December of each year.
Article II Mission
SECTION 1. WST is a competitive/recreational club. We recognize that swimming
is an individual sport but we choose to compete as a team. Our goal is to promote
swimming as a lifelong sport for our children. We acknowledge that some children
may only swim for recreation or fitness. Swimmers who choose to compete will be
encouraged to compete in meets and events when they are ready. We will
encourage swimmers to set goals and for the parents and coaches to work with our
children to achieve these goals. WST should provide an environment to develop our
children’s body, mind and spirit and to enjoy swimming as a sport.
Article III Purpose
SECTION 1. WST is a non-profit non-incorporated organization. Its goal is to
promote swimming as a competitive and recreational outlet for our
children.
a. Promote good sportsmanship
b. Teach proper technical skills
c. Improve physical fitness and self-confidence
d. Provide a healthy environment to foster friendship
e. Foster a healthy competitive attitude
f. Learn to set goals, and with discipline and drive achieve these goals
g. Develop leadership skills
h. Promote a team-oriented learning environment
i. Have fun
Weaverville Waves By-Laws 3 Revised February 2011
j. Engage children in a constructive activity which may lead to positive
choices for a lifetime
Article IV Membership
SECTION 1. Swimmers: all children aged 4-18 years old who can swim one pool
length and are eligible.
SECTION 2. Parents or legal guardians of swimmers shall be the General
Membership.
SECTION 3. One or both parents/guardians of one or more swimmers will be
counted as one “unit” for the calculation of a quorum. Each unit
will be given one vote.
SECTION 4. Membership, which extends from May 1 through September 30, will
be used to determine the number of units needed for a quorum.
SECTION 5. The membership shall also be contingent upon payment of such
periodic registration fees and membership dues as the Executive
Board may from time to time determine.
Article V Rights and Liabilities of Members
SECTION 1. No executive, officer, member or authorized agent, coach or
representative of WST shall be liable or responsible for any debts
or liabilities of WST, or liable to WST except to the extent of their
unpaid portion of membership dues and entry fee.
Article VI Meetings
SECTION 1. The location and date will be determined by the president and
noticed by the secretary 7 days prior to a meeting of the board or
General Membership.
SECTION 2. The president may call an emergency Executive Board meeting for
affairs which require urgent attention.
SECTION 3. Meetings will be conducted by Roberts Rules
SECTION 4. Annual and scheduled meetings will be scheduled by the president
with the usual notice.
SECTION 5. Head coach or assistant coach may serve as a non-voting, advisory
member at Board Meetings.
SECTION 6. All general and Executive Board meetings shall be open to all WST
members and coaching staff.
Weaverville Waves By-Laws 4 Revised February 2011
SECTION 7. Meetings
a. May be called by the president or executive-board at any time as an
executive session or general meeting.
b. If any voting by the General Membership is needed, the meeting must be
noticed 7 days in advance and a quorum of 15% must be present.
c. Members must be present for any vote.
If no quorum is present the meeting may be adjourned and
rescheduled between 48 hours and 30 days without formal re-notice.
The rescheduled meeting will only need those present of the
members to obtain a quorum.
d. An agenda should be sent out with a meeting notice.
e. Material being voted on should be made available with the notice of the
meeting.
Article VII Executive Board
SECTION 1. A board of five (5) executives shall be elected by and from the
general members of WST. The term of each executive shall be
two (2) years, or until his successor is elected and qualified.
SECTION 2. In the event that not enough officers can be determined within
The general membership, the following positions may be
Combined:
a. The positions of Secretary and Treasurer may be
combined, with a title of Secretary/Treasurer who would
be responsible for the duties of both offices.
b. The positions of Vice-President and Coach Coordinator
May be combined with a title of Vice-President/Coach
Coordinator who would be responsible for the duties of
both offices.
SECTION 2. Each Executive Board member shall be a member of the WST in
good standing.
SECTION 3. Executive Board members shall be elected officers or appointed
by the president of the board in the event of a resignation or removal of a board
officer.
SECTION 4. Board members cannot be paid employees or under contract to
WST.
SECTION 5. WST Executive Board will consist of a president, a vice-
president, a secretary, a treasurer, and a coach coordinator
Weaverville Waves By-Laws 5 Revised February 2011
SECTION 6. The Executive Board shall manage the affairs of the WST as the
sole authority
SECTION 7. All board and committee positions are without compensation
SECTION 8. Executive Board members related to any coaching staff shall not
vote on coaching related issues
SECTION 9. Duties of the Executive Board will include but not be limited to
a. Enforce provision of by-laws
b. Obtain necessary insurance for WST
c. Act as the nominating committee
d. Select Head Coach
e. Approve assistant coaches as selected by head coach
f. Act as disciplinary committee or appoint a separate committee
g. Act as co-chairmen of standing or selecting committee
h. Establish contracts for pool rental, coaching staff,
materials/supplies
i. Select yearly meet schedule
j. Create standing and select committees
k. Present an annual report to general membership
l. Pay routine bills for WST
m. Approve the plan of working committees
n. Appoint an auditor if needed for evaluation of financial records
o. Amend and update SOP manual
Article VIII Duties of officers
SECTION 1. President
a. Enforce and interpret by-laws
b. Appoint committee membership and chairmen
c. Shall be executive officer of all standing and special committees
d. Coordinate all standing and special committees
e. Schedule general and special meeting
f. Preside at all general and executive board meetings
g. Generally supervise, direct and control business and affairs of WST
h. Appoint new board members to fill any vacancies
i. Obtaining time cards from coaches and if approved pass on to treasurer
j. Assist the coach coordinator, in reviewing and approving coaches’
schedules
k. Coordinate with Treasurer to fill out and file Form 1099
SECTION 2. Vice-President
a. Assume the duties of the president in the event of his/her absence or
disability
b. Act as chairman of nomination committee
Weaverville Waves By-Laws 6 Revised February 2011
c. Act as director of social events and awards ceremony
d. Assume the role of president in the event of resignation or removal
SECTION 3. Secretary
a. Shall keep minutes of meetings
b. Tally votes by ballot or elections and certify the election
c. Keep a census of active members and addresses for notice of meeting
and to certify a quorum at general membership meetings
d. Notice all meeting by mail, phone or e-mail 7 days in advance for
general and executive board meetings. Committee meetings will be
noticed by chairman.
e. Prepare and/or update calendar of meetings. Make such calendar
available to membership no later than January of each year.
f. Keep a copy of by-laws and policies at all meetings
SECTION 4. Treasurer
g. Receive and deposit funds
h. Sign checks
i. Assist with any audit if requested by executive committee
j. Present an annual financial report to the general membership at the final
season meeting
k. Coordinate with President to fill out and file Form 1099
SECTION 5. Coach Coordinator
l. Serve as liaison with coaching staff
m. Assist the president, obtain time cards from coaches and if approved pass
on to treasurer
n. Assist the president, in reviewing and approving coaches’ schedules
o. Assist Head Coach in discipline issues as necessary
p. Inform board if discipline issue can’t be resolved
q. Pass out, collect, collate and turn in meet sheets
r. Turn in funds for meets to Treasurer
s. Work with the head coach to annually review and make
recommendations to the board regarding updates to the SOP
Article IX Removal of Board Member
SECTION 1. If a member of Executive Board fails to meet the qualifications or
fulfill the duties of the position or be involved in a felony criminal
conduct may be removed by a majority vote of a quorum of the
membership.
SECTION 2. The president will appoint new board members in the event of a
vacancy.
Weaverville Waves By-Laws 7 Revised February 2011
SECTION 3. The Vice-President will assume the presidency in the event of their
resignation, and then appoint a new vice-president.
SECTION 4. In the event of an Executive Board’s resignation or removal, all
records and materials will be turned over to the president within 14
days.
Article X Election of officers.
SECTION 1. Officers must be members of WST in good standing
SECTION 2. Terms will be 2 years
SECTION 3. On even-numbered years the president and treasurer will be elected
SECTION 4. On odd-numbered years the vice-president, secretary and coach
coordinator will be elected
SECTION 5. Only one family member should be on the board at a time
SECTION 6. An officer should only serve two consecutive term for any position.
SECTION 7. An officer should have previous experience on a board prior to
becoming president
SECTION 8. Each family will have one vote as general members
SECTION 9. General members must be present for a vote. No proxy votes.
SECTION 10. Voting will be by secret written ballot.
SECTION 11. The secretary will tally and certify an election
SECTION 12. A simple majority of a quorum is needed to win an election
SECTION 13. Candidates will be placed on the ballot by the nominating
Committee, which is the current Executive Board.
SECTION 14. Write-in votes are acceptable only if the candidate wishes the
position
SECTION 15. If there are more than two candidates running for a position and a
simple majority is not obtained by one candidate then the two
candidates with the highest number of votes will have a run off at
Weaverville Waves By-Laws 8 Revised February 2011
that meeting.
SECTION 16. A tie will be settled by a coin toss.
SECTION 17. A quorum needs to be present for an election to be valid.
a. A quorum is those members present at the Awards Banquet.
SECTION 18. Officers will assume their new positions immediately after the
secretary certifies the election.
SECTION 19. The vice-president will serve as chairman of the election
committee.
SECTION 20. Nominations will be obtained in July.
SECTION 21. The executive-committee may contact members to solicit
nominees as needed.
SECTION 22. A ballot will be prepared for the election with the names of the
members and the positions for which they are running.
SECTION 23. Elections will be held at the Awards Banquet at the end of the
season.
Article XI Indemnification of Directors & Officers
SECTION 1. WST shall indemnify any person made a party to any action, suit,
or proceeding by reason of the fact that such person, or his
successor or assign, is or was a Executive, officer, or employee of
WST against the reasonable expenses, including attorney fees,
actually and reasonably incurred by such person in connection with
the defense of such action, suit or proceeding. WST may also
reimburse to any such Executive, officer, or employee the
reasonable costs of settlement of any action, suit or proceeding if it
shall be found by a majority of the General Membership that it was
to be in the interests of WST that such settlement be made. Such
rights of indemnification and reimbursement shall not be deemed
exclusive of any other rights to which such Executive, officer, or
employee may be entitled apart from the provision of these By-
Laws.
Article XII Contracts, Checks, Notes, Etc…
SECTION 1. All contracts and agreements authorized by the Executive Board
shall, unless otherwise directed by the Executive Board, must be
Weaverville Waves By-Laws 9 Revised February 2011
signed by either the President, Treasurer, or vice president in the
absence of president WST. All checks and drafts issued by WST
shall be signed by a combination of any two of the following;
President, Treasurer, or the vice president in the absence of the
president for amounts greater $100.00. Amount less than $100.00
require only one signature.
Article XIII Non-Profit Organization
SECTION 1. WST shall, at all times, be operated on a non-profit basis for the
mutual benefit of its members. No dividends or other interests in
the assets of WST shall be paid by WST to its members. No part
of the earnings of WST shall insure to the benefit of, or be
distributed to, its members, officers, Executives, or any other
private persons or corporations. WST shall be authorized and
empowered to pay reasonable compensation for
services rendered and expenses incurred and to make payments
and distributions and in full furtherance of the purposes set forth
herein.
SECTION 2. No substantial part of the activities of WST shall be the carrying on
of propaganda or otherwise attempting to influence legislation, and
WST shall not participate in any political campaign on behalf of
any candidate for public office. Notwithstanding any other
provision of these By-Laws, WST shall refrain from engaging in
any other activities not permitted of any tax-exempt organization
under Section 501 of the Internal Revenue Code.
Article XIV Termination and Dissolution
SECTION 1. WST may be terminated and dissolved upon affirmative vote of at
Least two-thirds (2/3) of all General Members entitled to vote. In
The event of such termination and dissolution, the Executive Board
shall, after paying or making provisions for the payment of all
liabilities of WST, make a determination for the further disposition
of any additional assets or net worth of WST.
Article XV Amendment of By-Laws
SECTION 1. The power to make, alter, amend, or repeal these By-Laws is
vested in the General Membership. The affirmative vote of a
majority quorum of the general membership shall be necessary to
effect alteration, amendment, or repeal of the Code of By-Laws.
WEAVERVILLE SWIM TEAM
BYLAWS
Weaverville Swim Team, a California Corporation
Adopted: March 2009
Revised February 2011
Weaverville Waves By-Laws 2 Revised February 2011
Article I Name
SECTION 1. The name of our organization shall be the Weaverville Swim Team,
hereinafter referred to as “WST.”
SECTION 2. The mailing address of WST shall be:
PO Box 2216
Weaverville, CA 96093
SECTION 3. The fiscal year of WST shall commence on the first day of January
each year and terminate on the 31st day of December of each year.
Article II Mission
SECTION 1. WST is a competitive/recreational club. We recognize that swimming
is an individual sport but we choose to compete as a team. Our goal is to promote
swimming as a lifelong sport for our children. We acknowledge that some children
may only swim for recreation or fitness. Swimmers who choose to compete will be
encouraged to compete in meets and events when they are ready. We will
encourage swimmers to set goals and for the parents and coaches to work with our
children to achieve these goals. WST should provide an environment to develop our
children’s body, mind and spirit and to enjoy swimming as a sport.
Article III Purpose
SECTION 1. WST is a non-profit non-incorporated organization. Its goal is to
promote swimming as a competitive and recreational outlet for our
children.
a. Promote good sportsmanship
b. Teach proper technical skills
c. Improve physical fitness and self-confidence
d. Provide a healthy environment to foster friendship
e. Foster a healthy competitive attitude
f. Learn to set goals, and with discipline and drive achieve these goals
g. Develop leadership skills
h. Promote a team-oriented learning environment
i. Have fun
Weaverville Waves By-Laws 3 Revised February 2011
j. Engage children in a constructive activity which may lead to positive
choices for a lifetime
Article IV Membership
SECTION 1. Swimmers: all children aged 4-18 years old who can swim one pool
length and are eligible.
SECTION 2. Parents or legal guardians of swimmers shall be the General
Membership.
SECTION 3. One or both parents/guardians of one or more swimmers will be
counted as one “unit” for the calculation of a quorum. Each unit
will be given one vote.
SECTION 4. Membership, which extends from May 1 through September 30, will
be used to determine the number of units needed for a quorum.
SECTION 5. The membership shall also be contingent upon payment of such
periodic registration fees and membership dues as the Executive
Board may from time to time determine.
Article V Rights and Liabilities of Members
SECTION 1. No executive, officer, member or authorized agent, coach or
representative of WST shall be liable or responsible for any debts
or liabilities of WST, or liable to WST except to the extent of their
unpaid portion of membership dues and entry fee.
Article VI Meetings
SECTION 1. The location and date will be determined by the president and
noticed by the secretary 7 days prior to a meeting of the board or
General Membership.
SECTION 2. The president may call an emergency Executive Board meeting for
affairs which require urgent attention.
SECTION 3. Meetings will be conducted by Roberts Rules
SECTION 4. Annual and scheduled meetings will be scheduled by the president
with the usual notice.
SECTION 5. Head coach or assistant coach may serve as a non-voting, advisory
member at Board Meetings.
SECTION 6. All general and Executive Board meetings shall be open to all WST
members and coaching staff.
Weaverville Waves By-Laws 4 Revised February 2011
SECTION 7. Meetings
a. May be called by the president or executive-board at any time as an
executive session or general meeting.
b. If any voting by the General Membership is needed, the meeting must be
noticed 7 days in advance and a quorum of 15% must be present.
c. Members must be present for any vote.
If no quorum is present the meeting may be adjourned and
rescheduled between 48 hours and 30 days without formal re-notice.
The rescheduled meeting will only need those present of the
members to obtain a quorum.
d. An agenda should be sent out with a meeting notice.
e. Material being voted on should be made available with the notice of the
meeting.
Article VII Executive Board
SECTION 1. A board of five (5) executives shall be elected by and from the
general members of WST. The term of each executive shall be
two (2) years, or until his successor is elected and qualified.
SECTION 2. In the event that not enough officers can be determined within
The general membership, the following positions may be
Combined:
a. The positions of Secretary and Treasurer may be
combined, with a title of Secretary/Treasurer who would
be responsible for the duties of both offices.
b. The positions of Vice-President and Coach Coordinator
May be combined with a title of Vice-President/Coach
Coordinator who would be responsible for the duties of
both offices.
SECTION 2. Each Executive Board member shall be a member of the WST in
good standing.
SECTION 3. Executive Board members shall be elected officers or appointed
by the president of the board in the event of a resignation or removal of a board
officer.
SECTION 4. Board members cannot be paid employees or under contract to
WST.
SECTION 5. WST Executive Board will consist of a president, a vice-
president, a secretary, a treasurer, and a coach coordinator
Weaverville Waves By-Laws 5 Revised February 2011
SECTION 6. The Executive Board shall manage the affairs of the WST as the
sole authority
SECTION 7. All board and committee positions are without compensation
SECTION 8. Executive Board members related to any coaching staff shall not
vote on coaching related issues
SECTION 9. Duties of the Executive Board will include but not be limited to
a. Enforce provision of by-laws
b. Obtain necessary insurance for WST
c. Act as the nominating committee
d. Select Head Coach
e. Approve assistant coaches as selected by head coach
f. Act as disciplinary committee or appoint a separate committee
g. Act as co-chairmen of standing or selecting committee
h. Establish contracts for pool rental, coaching staff,
materials/supplies
i. Select yearly meet schedule
j. Create standing and select committees
k. Present an annual report to general membership
l. Pay routine bills for WST
m. Approve the plan of working committees
n. Appoint an auditor if needed for evaluation of financial records
o. Amend and update SOP manual
Article VIII Duties of officers
SECTION 1. President
a. Enforce and interpret by-laws
b. Appoint committee membership and chairmen
c. Shall be executive officer of all standing and special committees
d. Coordinate all standing and special committees
e. Schedule general and special meeting
f. Preside at all general and executive board meetings
g. Generally supervise, direct and control business and affairs of WST
h. Appoint new board members to fill any vacancies
i. Obtaining time cards from coaches and if approved pass on to treasurer
j. Assist the coach coordinator, in reviewing and approving coaches’
schedules
k. Coordinate with Treasurer to fill out and file Form 1099
SECTION 2. Vice-President
a. Assume the duties of the president in the event of his/her absence or
disability
b. Act as chairman of nomination committee
Weaverville Waves By-Laws 6 Revised February 2011
c. Act as director of social events and awards ceremony
d. Assume the role of president in the event of resignation or removal
SECTION 3. Secretary
a. Shall keep minutes of meetings
b. Tally votes by ballot or elections and certify the election
c. Keep a census of active members and addresses for notice of meeting
and to certify a quorum at general membership meetings
d. Notice all meeting by mail, phone or e-mail 7 days in advance for
general and executive board meetings. Committee meetings will be
noticed by chairman.
e. Prepare and/or update calendar of meetings. Make such calendar
available to membership no later than January of each year.
f. Keep a copy of by-laws and policies at all meetings
SECTION 4. Treasurer
g. Receive and deposit funds
h. Sign checks
i. Assist with any audit if requested by executive committee
j. Present an annual financial report to the general membership at the final
season meeting
k. Coordinate with President to fill out and file Form 1099
SECTION 5. Coach Coordinator
l. Serve as liaison with coaching staff
m. Assist the president, obtain time cards from coaches and if approved pass
on to treasurer
n. Assist the president, in reviewing and approving coaches’ schedules
o. Assist Head Coach in discipline issues as necessary
p. Inform board if discipline issue can’t be resolved
q. Pass out, collect, collate and turn in meet sheets
r. Turn in funds for meets to Treasurer
s. Work with the head coach to annually review and make
recommendations to the board regarding updates to the SOP
Article IX Removal of Board Member
SECTION 1. If a member of Executive Board fails to meet the qualifications or
fulfill the duties of the position or be involved in a felony criminal
conduct may be removed by a majority vote of a quorum of the
membership.
SECTION 2. The president will appoint new board members in the event of a
vacancy.
Weaverville Waves By-Laws 7 Revised February 2011
SECTION 3. The Vice-President will assume the presidency in the event of their
resignation, and then appoint a new vice-president.
SECTION 4. In the event of an Executive Board’s resignation or removal, all
records and materials will be turned over to the president within 14
days.
Article X Election of officers.
SECTION 1. Officers must be members of WST in good standing
SECTION 2. Terms will be 2 years
SECTION 3. On even-numbered years the president and treasurer will be elected
SECTION 4. On odd-numbered years the vice-president, secretary and coach
coordinator will be elected
SECTION 5. Only one family member should be on the board at a time
SECTION 6. An officer should only serve two consecutive term for any position.
SECTION 7. An officer should have previous experience on a board prior to
becoming president
SECTION 8. Each family will have one vote as general members
SECTION 9. General members must be present for a vote. No proxy votes.
SECTION 10. Voting will be by secret written ballot.
SECTION 11. The secretary will tally and certify an election
SECTION 12. A simple majority of a quorum is needed to win an election
SECTION 13. Candidates will be placed on the ballot by the nominating
Committee, which is the current Executive Board.
SECTION 14. Write-in votes are acceptable only if the candidate wishes the
position
SECTION 15. If there are more than two candidates running for a position and a
simple majority is not obtained by one candidate then the two
candidates with the highest number of votes will have a run off at
Weaverville Waves By-Laws 8 Revised February 2011
that meeting.
SECTION 16. A tie will be settled by a coin toss.
SECTION 17. A quorum needs to be present for an election to be valid.
a. A quorum is those members present at the Awards Banquet.
SECTION 18. Officers will assume their new positions immediately after the
secretary certifies the election.
SECTION 19. The vice-president will serve as chairman of the election
committee.
SECTION 20. Nominations will be obtained in July.
SECTION 21. The executive-committee may contact members to solicit
nominees as needed.
SECTION 22. A ballot will be prepared for the election with the names of the
members and the positions for which they are running.
SECTION 23. Elections will be held at the Awards Banquet at the end of the
season.
Article XI Indemnification of Directors & Officers
SECTION 1. WST shall indemnify any person made a party to any action, suit,
or proceeding by reason of the fact that such person, or his
successor or assign, is or was a Executive, officer, or employee of
WST against the reasonable expenses, including attorney fees,
actually and reasonably incurred by such person in connection with
the defense of such action, suit or proceeding. WST may also
reimburse to any such Executive, officer, or employee the
reasonable costs of settlement of any action, suit or proceeding if it
shall be found by a majority of the General Membership that it was
to be in the interests of WST that such settlement be made. Such
rights of indemnification and reimbursement shall not be deemed
exclusive of any other rights to which such Executive, officer, or
employee may be entitled apart from the provision of these By-
Laws.
Article XII Contracts, Checks, Notes, Etc…
SECTION 1. All contracts and agreements authorized by the Executive Board
shall, unless otherwise directed by the Executive Board, must be
Weaverville Waves By-Laws 9 Revised February 2011
signed by either the President, Treasurer, or vice president in the
absence of president WST. All checks and drafts issued by WST
shall be signed by a combination of any two of the following;
President, Treasurer, or the vice president in the absence of the
president for amounts greater $100.00. Amount less than $100.00
require only one signature.
Article XIII Non-Profit Organization
SECTION 1. WST shall, at all times, be operated on a non-profit basis for the
mutual benefit of its members. No dividends or other interests in
the assets of WST shall be paid by WST to its members. No part
of the earnings of WST shall insure to the benefit of, or be
distributed to, its members, officers, Executives, or any other
private persons or corporations. WST shall be authorized and
empowered to pay reasonable compensation for
services rendered and expenses incurred and to make payments
and distributions and in full furtherance of the purposes set forth
herein.
SECTION 2. No substantial part of the activities of WST shall be the carrying on
of propaganda or otherwise attempting to influence legislation, and
WST shall not participate in any political campaign on behalf of
any candidate for public office. Notwithstanding any other
provision of these By-Laws, WST shall refrain from engaging in
any other activities not permitted of any tax-exempt organization
under Section 501 of the Internal Revenue Code.
Article XIV Termination and Dissolution
SECTION 1. WST may be terminated and dissolved upon affirmative vote of at
Least two-thirds (2/3) of all General Members entitled to vote. In
The event of such termination and dissolution, the Executive Board
shall, after paying or making provisions for the payment of all
liabilities of WST, make a determination for the further disposition
of any additional assets or net worth of WST.
Article XV Amendment of By-Laws
SECTION 1. The power to make, alter, amend, or repeal these By-Laws is
vested in the General Membership. The affirmative vote of a
majority quorum of the general membership shall be necessary to
effect alteration, amendment, or repeal of the Code of By-Laws.