Sigma 38 Class Constitution (Dry Rules)
The Sigma 38 Offshore One Design Class Association Constitution
The full title of the ASSOCIATION shall be the SIGMA 38 OFFSHORE ONE-DESIGN CLASS ASSOCIATION
The objects of the ASSOCIATION are to promote and further the interests of the CLASS and in particular:
a) To maintain the strict one-design character of the CLASS
b) To ensure the efficacy of the MEASUREMENT RULES
c) To keep members informed of developments concerning the CLASS and any proposals concerning MEASUREMENT or ASSOCIATION RULES.
d) To organise championships and to co-ordinate and encourage racing, cruising and social events for the CLASS.
e) To keep an ASSOCIATION REGISTER.
f) To update the One Design class rules from time to time to maintain and improve the competitiveness of the Sigma 38 OOD in one design and in handicap racing.
3. TERMS AND CONDITIONS
a) A SIGMA 38 OFFSHORE ONE-DESIGN means a Yacht, of which the owner or joint owner is a full member of the Class Association, which complies with the MEASUREMENT RULES and in respect of which a valid class certificate is in force.
b) The CLASS means the class of sailing yachts governed by the MEASUREMENT RULES.
c) The ASSOCIATION means the SIGMA 38 OFFSHORE ONE-DESIGN CLASS ASSOCIATION.
d) The COMMITTEE means the committee of the ASSOCIATION.
e) The ASSOCIATION RULES mean these rules.
f) The MEASUREMENT RULES mean the rules governing the measurement, construction, and racing conditions of each SIGMA 38 OFFSHORE ONE-DESIGN and its rating as a member of the CLASS.
g) The CLASS SECRETARY means the duly elected HONORARY SECRETARY or duly appointed SECRETARY of the Association, and the CLASS TREASURER means the duly elected HONORARY TREASURER or the duly appointed TREASURER of the ASSOCIATION.
h) A CLASS CERTIFICATE means a certificate issued by the appropriate National Authority, recording the name, sail number, ownership, measurements where appropriate and prescribed standard rating of a SIGMA 38 OFFSHORE ONE-DESIGN.
i) A VALID CLASS CERTIFICATE means a CLASS CERTIFICATE in which the particulars of ownership are up-to-date, any endorsement required by the MEASUREMENT RULES has been duly entered, and the period of validity has not expired.
j) The OWNER or JOINT OWNER of a SIGMA 38 OFFSHORE ONE-DESIGN shall be presumed to be any person, corporation or association recorded as so being on a VALID certificate or on THE ASSOCIATION REGISTER.
k) The ASSOCIATION REGISTER means a register of Full, Associate and Honorary members with their names and addresses and, where applicable, the name and sail number of their yacht.
4. MEMBERSHIP AND VOTING RIGHTS
a) Any OWNER or JOINT OWNER of a SIGMA 38 OFFSHORE ONE-DESIGN (or in the case of an association or corporation, a nominated representative thereof) may be a FULL MEMBER of the CLASS ASSOCIATION upon payment of the prescribed annual subscription.
b) Any individual interested in the sport of yachting may be an ASSOCIATE MEMBER of the CLASS ASSOCIATION upon payment of the prescribed annual subscription.
c) From time to time the COMMITTEE may, on behalf of the ASSOCIATION, elect HONORARY MEMBERS.
d) Any FULL, ASSOCIATE or HONORARY MEMBER may attend and speak at a general meeting of the ASSOCIATION.
e) At any GENERAL MEETING, or in any ballot, only one vote may be cast in respect of each SIGMA 38 OFFSHORE ONE-DESIGN and it may only be cast by a FULL MEMBER who is an OWNER or JOINT OWNER of that yacht.
f) A FULL MEMBER who is unable to attend a GENERAL MEETING may, on application to the CLASS SECRETARY, vote by post or appoint another MEMBER of the ASSOCIATION to act as Proxy and to attend a GENERAL meeting to vote on his/her behalf.
a) The affairs of the ASSOCIATION shall be managed by the COMMITTEE of the ASSOCIATION.
b) The COMMITTEE shall consist of the OFFICERS and not less than two or more than four other MEMBERS, all of whom shall be elected at an Annual General Meeting.
c) The OFFICERS shall be the CHAIRMAN, the VICE-CHAIRMAN, and the CLASS SECRETARY and the CLASS TREASURER.
e) The CHAIRMAN and VICE-CHAIRMAN shall hold office for a period not exceeding three years except in exceptional circumstances where a replacement cannot be found.
f) The term of office of the CLASS SECRETARY and CLASS TREASURER shall not be limited.
g) The MEMBERS of the COMMITTEE other than the OFFICERS can serve on the COMMITTEE for an unlimited time period.
h) The MEMBERS of the COMMITTEE other than the chairman shall be eligible for promotion at any time.
i) RETIRING OFFICERS shall be eligible for re-election or co-option after an interval of one year.
j) If after the election, or premature termination of office, the total number of COMMITTEE MEMBERS, including the OFFICERS, is less than 6, the COMMITTEE shall co-opt such additional persons as are required. If there are vacancies for one or more OFFICERS, the COMMITTEE shall fill these vacancies by election from among its MEMBERS or appoint a SECRETARY or TREASURER. Persons thus co-opted or elected may hold office until the next ANNUAL GENERAL MEETING.
k) The Committee shall meet at least four times a year making such arrangements as the conduct, place of assembly and holding of such meetings as it may wish. The Chairman or a representative shall preside.
l) One half of the MEMBERS of the COMMITTEE shall constitute a quorum.
m) The COMMITTEE may by a two-thirds majority invite not more than four other persons, whether or not MEMBERS of the ASSOCIATION, to assist in their deliberation, but such ADVISORS may not vote on the COMMITTEE.
6. POWERS AND DUTIES OF THE COMMITTEE
a) Subject to the provisions of these rules, the COMMITTEE shall manage the affairs of the ASSOCIATION, and in particular promote the objects of the ASSOCIATION as herein set out.
b) The COMMITTEE shall cause true accounts to be kept and shall cause the annual financial statements to be prepared and presented at every ANNUAL GENERAL MEETING of the ASSOCIATION.
c) The COMMITTEE may expel or not renew the membership of any member who's conduct is in the opinion of the Committee, either unworthy of a member or otherwise injurious to the interests of the Class. Upon expulsion the former member shall not be entitled to have any part of the annual membership fee refunded and must return any Class or external body's trophy or trophies held forthwith.
d) The COMMITTEE shall manage the funds of the Class to be applied solely to the objects of the Class or for a benevolent or charitable purpose nominated by the committee. In particular the Committee shall ensure that the property and funds of the Class will not be used for the direct or indirect private benefit of members other than as reasonably allowed by the Rules and that all surplus income or profits are re-invested in the Class.
e) The COMMITTEE, or any person or sub-committee delegated by the Committee to act as agent for the Class or its members, shall enter into contracts only as far as expressly authorised, or authorised by implication, by the members. No one shall, without the express authority of the membership in General Meeting, borrow money or incur debts on behalf of the Class or its membership.
f) Bylaws - The Class may adopt such Bylaws or Regulations as it considers appropriate for the good management of the Class and its facilities.
7. SPECIAL ONE-DESIGN PROVISIONS
a) On receipt of a written request by any FULL MEMBER or by any RACE COMMITTEE or
PROTEST COMMITTEE, the COMMITTEE shall decide whether or not any yacht is a SIGMA
38 OFFSHORE ONE-DESIGN within the meaning of these RULES; for the purpose of so deciding the COMMITTEE may invite any person to give evidence or advance argument in writing or orally, and must allow the OWNER or JOINT OWNERS of the yacht to make representations.
b) A yacht which is not a SIGMA 38 OFFSHORE ONE-DESIGN, shall not participate in any race in reliance on a certificated purporting to be a VALID CLASS CERTIFICATE without the written permission of the COMMITTEE.
c) On receipt of a written request by an FULL MEMBER the committee shall decide whether
any specified modification would, if made, be contrary to the MEASUREMENT RULES, and would be such as to render the yacht no longer a SIGMA 38 OFFSHORE ONE-DESIGN.
d) Any decision by the COMMITTEE under sub paragraph a) or c) hereof is final; any interpretation of the MEASUREMENT RULES thereby given is binding on all MEMBERS of the ASSOCIATION until any amendment to the MEASUREMENT RULES is made by the ASSOCIATION in GENERAL MEETING.
e) Any decision made by the COMMITTEE under sub-paragraph a) or b) hereof shall be communicated in writing by the CLASS SECRETARY as soon as is practicable to all parties concerned, and any interpretation of the MEASUREMENT RULES shall be published to all MEMBERS of the ASSOCIATION in due course.
f) In the event of a decision by the COMMITTEE that a yacht is not a SIGMA 38 OFFSHORE ONE-DESIGN, the COMMITTEE shall in writing give the OWNER OR JOINT OWNERS a specified time within which to carry out any modification necessary to bring the yacht within the MEASUREMENT RULES; if the COMMITTEE is satisfied that the yacht still fails to comply with the MEASUREMENT RULES at the end of the specified period, the SECRETARY shall inform any authority which has issued a CLASS CERTIFICATE that in the opinion of the COMMITTEE the yacht is not a SIGMA 38 OFFSHORE ONE-DESIGN.
g) The Class Flag is the Navel Numeral 1.
8. CONDUCT OF MEETING OF THE ASSOCIATION
a) The ANNUAL GENERAL MEETING of the ASSOCIATION shall be held annually at a place and time judged by the COMMITTEE to be convenient to the majority of MEMBERS of the ASSOCIATION.
b) A SPECIAL GENERAL MEETING shall be called by the CHAIRMAN or CLASS SECRETARY on the decision of the COMMITTEE or on the receipt of a written request, signed by not fewer than 20% of the FULL MEMBERS of the ASSOCIATION.
c) Nominations for OFFICE must be received by the CLASS SECRETARY not less than 14 days before the ANNUAL GENERAL MEETING. Any MEMBER wishing to propose a RESOLUTION to amend the ASSOCIATION or MEASUREMENT RULES shall forward such a RESOLUTION in writing to the CLASS SECRETARY at least six weeks before the date of the GENERAL MEETING at which the RESOLUTION is to be proposed.
d) At least four weeks' written notice shall be given to MEMBERS of any GENERAL MEETING and such notice shall include any proposed RESOLUTION to amend the ASSOCIATION or MEASUREMENT RULES, and a list of COMMITTEE vacancies to be filled.
e) At any GENERAL MEETING or COMMITTEE MEETING, decisions, other than those amending the ASSOCIATION or MEASUREMENT RULES, shall be carried by a majority vote including those voting by proxy. Voting shall be by show of hands. At any GENERAL MEETING or COMMITTEE MEETING the CHAIRMAN of the MEETING shall have a casting vote.
f) A decision to amend the ASSOCIATION or MEASUREMENT RULES, shall require a majority of two-thirds of those voting including those voting by proxy, at a GENERAL MEETING.
g) Members who are unable to attend a GENERAL MEETING or COMMITTEE MEETING in person may appoint a named member or the Chairman of the MEETING as their proxy, and may specify how he should vote on their behalf, or may leave it to his discretion.
9. SUBSCRIPTION AND REGISTRATION FEES
a) Subscriptions payable for all CLASSES of MEMBERSHIP of the ASSOCIATION shall be payable annually on 1st March and shall be fixed from time to time by the COMMITTEE. A MEMBER joining the ASSOCIATION after 1st October whose subscription has been paid for that year, shall not be liable to pay his subscription for the ensuing calendar year.
b) Membership subscriptions will be kept at levels that will not pose a significant obstacle to people participating.
c) The Class Committee may refuse membership or remove it, only for good cause such as conduct or character likely to bring the Class or sport into disrepute. Appeal against refusal of membership may be made to the members.
d) Every member shall furnish the Honorary Secretary with an up-to-date address and email address which shall be recorded in the Register of Members and any notice sent to such address shall be deemed to have been duly delivered.
e) Membership of the Class and acceptance of these Rules by the member will be deemed to constitute consent to the holding of relevant personal data for the purposes of the Data Protection Acts.
Any MEMBER whose subscription has not been paid within three months of the date due may have their name removed from the list of MEMBERS of the ASSOCIATION by the COMMITTEE. A MEMBER'S name may be restored to the ASSOCIATION REGISTER, at the discretion of the COMMITTEE, on payment of any SUBSCRIPTION DUE
10. LIMITATION OF CLASS LIABILITY
All references to the Class in this Rule shall mean each and every individual member of the Class.
Members are bound by the following Rule which shall also be exhibited on the Class' Website:-
Members of the Class may use facilities of the Class, entirely at their own risk and impliedly accept:-
a) The Class will not accept any liability for any damage to or loss of property belonging to members.
b) The Class will not accept any liability for personal injury arising out of the use of any facilities of the Class either sustained by members or caused by the said members whether or not such damage or injury could have been attributed to or was occasioned by the neglect, default or negligence of any of them, the Officers, Committee, or Servants of the Class.
11. MEMBERS' INDEMNIFICATION OF COMMITTEE
In pursuance of the authority vested in the Committee by members of the Class, members of the Committee are entitled to be indemnified by the members of the Class against any liabilities properly incurred by them or any one of them on behalf of the Class wherever the contract is of a duly authorised nature or could be assumed to be of a duly authorised nature and entered into on behalf of the Class.
The limit of any individual member's indemnity in this respect shall be a sum equal to one year's subscription at the then current rate of that category of membership unless the Committee has been authorised to exceed such limit by a General Meeting of the Class.
12) CONTRACTUAL LIABILITY
The Committee shall endeavour to ensure that the following clause is incorporated in every contract, lease, licence or other agreement entered into by the Committee as appropriate.
"The liability of the [Committee/Trustees] for the performance of any contractual or other obligation undertaken by them on behalf of the Class shall be limited to the assets of the Class."
The Members acknowledge that these Rules constitute a legally binding contract to regulate the relationship of the members with each other and the Class.
Last updated 17:15 on 2 November 2015