Bylaws

AMERICAN CULINARY FEDERATION CLEVELAND CHAPTER INC.
BYLAWS
ARTICLE I
NAME AND OBJECT
A. Name
The American Culinary Federation, Cleveland Chapter, Inc. #OH011 is a not-for- profit
corporation, organized as a non-partisan federation of chefs and other culinarians, dedicated to the
promotion of excellence, education, professionalism and collegiality in the culinary profession.
The American Culinary Federation, Cleveland Chapter, Inc #OH011 is a chartered member of
the American Culinary Federation, Inc. (ACF, Inc.) and therefore is organized and operated under
the direction of its (ACF, Inc.) bylaws.

B. Purpose: The purpose for which this organization is formed.
1. To support, promote, develop and carry out the aims, purposes, work and programs of
culinarians.
2. To generally promote the best interests of the culinary profession and specifically promote
the interest and welfare of chefs, cooks and others engaged in the culinary profession.
3. To hold local meetings, training sessions, classes and seminars for the benefit of its
members and others engaged in the culinary profession.
4. To promote friendship among members. To further a spirit of understanding, helpfulness
and cooperation among all culinarians.
5. To discuss ways and means to interest the American public in the fine art of epicureanism,
which means fine dining, proper nutrition, responsible drinking, and consequently, good
living,

ARTICLE II
MEMBERSHIP
A. Eligibility ACF membership shall be open to Culinarians and other individuals engaged in the
culinary profession, allied employment, or be a person of the general non-food professional
community that has a passion for the culinary arts and who meets the requirements set forth in
Article II. Culinarians refers to professional chefs, cooks and bakers engaged in (a) food and
beverage planning, preparation, service or supervision in commercial kitchens, hotels, clubs,
restaurants, schools and other institutions; (b) culinary education; (c) culinary research,
development or testing; or (d) other culinary employment.

The Following pledge shall be required from every member:

I, (state your name) as a member of the American Culinary Federation, Cleveland Chapter, Inc.
pledge my professional knowledge and skill to the advancement of the culinary profession. I shall
be fair, courteous and considerate in all my contacts with fellow members. I shall conscientiously
endeavor to attend all meetings of the ACF Cleveland Chapter. I shall forever foster a spirit of
fraternal cooperation between all members.

C. Categories of Membership. There shall be ten categories of ACF membership as follows:

1. Junior Culinarian. A Junior Culinarian shall be a high school student between 16 and 18
years of age. A Junior Culinarian shall be a student enrolled in a vocational or high school
culinary education program as defined by the ACFEF. Junior Culinarians shall have one
vote in the election of Chapter officers and in relation to chapter business.

2. Student Culinarians. A Student Culinarian shall be a person that is involved in the culinary
profession and have fewer than two years work experience at the time of joining. A
Student Culinarian shall be a student enrolled in a post-secondary culinary education
program, or a registered apprentice as defined by the ACFEF apprenticeship training
program. A Student Culinarian shall have one vote in the election of Chapter officers and
in relation to chapter business. Student Culinarian membership shall be subject to a
lifetime limit of six years and is not available to a person who has previously been a
Culinarian or Professional Culinarian.

3. Culinarians. A Culinarian shall be individuals including line cooks, bakers, pastry cooks or
other culinarian not involved in the management or supervision of the respective property
with a minimum of 6 months full time employment. A Culinarian shall be pursuing on-the

job training and experience necessary to advance to the membership level of Professional
Culinarian. A Culinarian shall have one vote in the election of Chapter officers and in
relation to chapter business.

4. Professional Culinarians. A Professional Culinarian shall be a person with at least three
years full-time employment in the culinary profession. A Professional Culinarian shall
have one vote in the election of Chapter officers and in relation to chapter business.

5. Senior Professional Culinarians. A Senior Member shall be a person at least 65 years of
age, retired from employment and who shall have been an ACF Professional Culinarian
member for a minimum of ten (10) consecutive years at the time of retirement. Regardless
of age, a member with at least seven (7) years tenure in any category who is permanently
and totally disabled from culinary employment shall be eligible for Life Senior
Professional Culinarian membership. Senior Professional Culinarians shall retain the rights
and privileges of the membership category from which they retired, including the right (if
any) to vote for Chapter officers and in relation to chapter business. Senior Culinarians
cannot hold elected Chapter office, but may be appointed as Chair of a Committee. This
membership category shall include all Retired Disabled and Life Senior Chef Members.

6. Associate Member. An Associate Member shall be a representative of a group, company or
corporation providing products or services to the culinary profession. Associate Members
shall have one vote in the election of Chapter officers and in relation to chapter business.
An Associate Member cannot hold elected Chapter office but may be appointed as Chair of
a Committee.

7. Allied Member. An Allied Member shall be a person employed in a field related to the
culinary profession (such as dietetics, home economist, food stylist, etc.) who does not
qualify at any level of professional membership of the ACF. Additionally, any person who
wishes to support and promote the ACF and culinary profession may become an Allied
Member. Allied Members shall have voting rights but cannot hold elected Chapter office.
An Allied Member may be appointed as Chair of a Committee.

8. Culinary Enthusiast Member. A Culinary Enthusiast Member shall be a person of the
general non-food professional community that has a passion for the culinary arts. A
Culinary Enthusiast Member shall have voting privileges. A Culinary Enthusiast Member
cannot hold elected Chapter office, but may be appointed as Chair of a Committee.

9. National Member. The National Membership Category may include all levels of
membership as defined and stated in the ACF Bylaws. This category is designated for
potential members that are located overseas and cannot take advantage of attending a
chapter meeting/ unction. National Membership within the United States shall be
designated “National Membership Status.” Chapter membership is encouraged over
National membership whenever possible. A National Member shall have all voting
privileges as reflective of his or her membership level and shall be eligible to vote only in
the National election. If a National Member joins the American Culinary Federation,
Cleveland Chapter, Inc. by the payment of dues associated to chapter membership then
they will be entitled to all the rights and privileges as is reflective of his or her membership
level. An ACF National Member residing within the United States and its territories shall
be eligible to run for national office.

10. Property Member. Property Members shall include all specific categories of Junior
Culinarian, Student Culinarian, Culinarian or Professional Culinarian. A Property
Membership shall allow a property to maintain a consistent culinary membership presence
reflective upon employment within the Culinary/Food & Beverage department of said
property.

The individual member shall remain a Property Member as long as he or she is employed
by that property. If the individual member’s employment ends before the property
anniversary date, they shall have the option of becoming an individual member of the
American Culinary Federation, Cleveland Chapter, Inc. within their respective
category by paying a full year’s dues.
Property members who are not a member of American Culinary Federation, Cleveland
Chapter, Inc. or national chapter are not eligible to vote in regional or national elections
nor hold regional or national office.
Individual Property Members shall be encouraged to join American Culinary Federation,
Cleveland Chapter, Inc. If a Property Member joins the American Culinary
Federation, Cleveland Chapter, Inc. by the payment of dues associated to chapter
membership then they will be entitled to all the rights and privileges as is reflective of his
or her membership level. A Property Member becomes a chapter member when the
Chapter President receives confirmation from ACF National Office of their designation to
American Culinary Federation, Cleveland Chapter, Inc. A Property Member shall not
be authorized to form its own chapter.
If an individual property member is also a member of American Culinary Federation,
Cleveland Chapter, Inc., such individual member shall have chapter, regional and
national voting rights. If such individual member chooses to join the national chapter such
individual member shall have national voting rights only.
Notwithstanding the provisions of Subsections (1) through (10) above, members who belong to
the National Chapters shall not be eligible to serve as national officers or at-large directors, or to
vote in regional elections. National Members shall not be eligible to serve as chapter officers.

D. Membership Obligations

As a condition of membership, all American Culinary Federation,
Cleveland Chapter, Inc. Chapter members shall be bound and abide by the ACF Bylaws, policies
and procedures, as amended from time to time, including without limitation, the Culinarians Code
and the ACF rules governing Unethical Conduct, the procedure for joining the ACF, and
termination and suspension of membership.

E. Quorum and Voting

1. Quorum
The presence of 20 eligible voting members of the chapter shall constitute a quorum for
transaction of business during a chapter meeting. When any corporate action is taken by
vote of the Board or Chapter Members, it shall, except as otherwise required by law, be
authorized by a majority of votes cast at such meeting.
The American Culinary Federation, Cleveland Chapter, Inc. may be dissolved by the
affirmative vote of 75% of the votes cast at a meeting of the Chapter and in accordance
with applicable law.
a. The Chapter cannot be disbanded as long as twelve (12) members in good
standing are willing to continue. The aforementioned members must be
professional members as defined in the ACF National By-Laws, Article II.
Section D. 2.
b. In case of dissolution of The Chapter, all remaining funds shall be given as
a donation to approved culinary program(s) within the State of Ohio, to
be used toward scholarships and or the education in the culinary arts of
future cooks. The designated school(s) and amount of funds shall be agreed
by the eligible voting Chapter Members and with the approval of the
majority vote.

2. Voting
a. Voting by eligible members on all matters, except the election of Chapter Officers,
may be conducted by voice vote, mail or electronic media, provided, however, that
the medium(s) shall be determined by the Board prior to voting.
b. Voting by eligible members for the election of Chapter Officers shall be conducted
electronically.

ARTICLE III
The Board of Directors

A. Members. The Board of Directors shall consist of the President, First Vice-President, Second
Vice-President, Secretary, Treasurer, Immediate Past President, Sergeant at Arms,
Parliamentarian and Standing Committees Chairs. From time-to-time Special Committees or Task
Forces may be appointed by the President; they may attend Board of Director meetings. The
President may grant voting privileges to the chairs of Standing Committees or Special
Committees, but not to chairs of Task Forces while those chairs serve on the Board. The President
shall serve as Chair of all Board of Director’s meetings.

B. Number. The Board of Directors shall consist of no fewer than seven nor more than fifteen
members. The number of directors to be determined from time to time by resolution of the entire
Board of Directors.

C. Powers and Duties. The Board of Directors shall be the managing body of the American Culinary
Federation, Cleveland Chapter, Inc. The Board shall have ultimate authority over and
responsibility for the business affairs, operations, and assets of the American Culinary Federation,
Cleveland Chapter, Inc., subject to the limitations in these Bylaws.

1. The Board of Directors shall be vested with full voting rights as to any and all matters
requiring action or approval of the membership. Excluding Co-Chairs unless the Chair is
absent at the time of voting.
2. The Board of Directors shall approve the annual budget.
3. The Board of Directors shall set and approve Chapter dues.
4. The Board of Directors may adopt resolutions on matters of planning, procedure and
policy.
5. The Board of Directors, by a majority vote, may assign an eligible Chapter Member a
vacated position on the Board, with the exception of President, for the completion of a
term of an Officer prior to the next election cycle.

D. Terms of Office. The officers of the Board of Directors shall be elected by the eligible voters of
the ACF membership. They will serve for a 2-year term in the office that they were elected to.
Officers may not be elected to, or serve, in the same office for more than 2 terms.

E. Qualifications The qualifications of the elected officers of the Board of Directors are set forth in
Article IV.

F. Election. The elected officers who serve on the Board shall be elected as provided in these
Bylaws.

G. Regular Meetings. There shall be at least 4 scheduled general meetings per year (unless extremes
circumstances prevent the proper executing of such meetings). The President shall select the time
and place of each meeting and shall give 30 days notice of the Board meeting to the Board
members.

H. Special Meetings Special meetings of the Board of Directors shall be called by the President or a
majority of the Board. The Secretary shall give the Board members notice of a special meeting not
less than 3 days before the meeting. The notice shall include the time, place and agenda for the
meeting.

I. Actions by the Board of Directors
a. Except as otherwise provided by law or in these Bylaws, the act of the Board of Directors
means action at a meeting of the Board by vote of a majority of the Directors present at the
time of the vote. There must be a quorum of at least 7 eligible board members present for
all votes to be considered proper and sanctioned. There shall be no proxies for Board of
Director meetings.
b. Any action required or permitted to be taken by the Board of Directors or any committee
thereof may be taken without a meeting if all members of the Board or the committee
consent in writing to the adoption of a resolution authorizing the action.
c. Any one or more members of the Board of Directors or any committee thereof may
participate in a meeting of such Board or committee by means of a conference telephone or
similar communications equipment allowing all persons participating in the meeting to
hear each other at the same time. Participation by such means shall constitute presence in
person at a meeting.

ARTICLE IV
Chapter Officers

A. General. The American Culinary Federation, Cleveland Chapter, Inc. Chapter officers shall
be the President, First Vice President, Second Vice President, Secretary, Treasurer, Immediate
Past President, Sergeant at Arms and Parliamentarian. Except for the Immediate Past President,
they shall be elected by the membership in accordance with these Bylaws.

B. Qualifications for Chapter Office. In order to serve as a Chapter officer, an ACF member:
1. Shall have held membership in the American Culinary Federation (ACF) for at least two
consecutive years. A Chapter Officer must be a Professional Culinarian in order to be
nominated to Office. Membership in the Chapter must be maintained at that level or higher
while holding office.
2. Chapter Officers shall be limited to members in good standing.
3. Officers shall be nominated in September by the Elections Committee, and take office the
following January to a 2-year term in the even numbered years and shall not serve more
than two consecutive terms in the same office.
4. The President must have served as an elected officer on the Board prior to election as
President.
5. Officers and Board members' dues that become thirty (30) days in arrears, shall be
automatically suspended from office; but upon payment of dues, if same has not gone
beyond ninety (90) days, may be reinstated by approval of majority of the Board of
Directors.

C. Nominations will open at the September General Meeting. All nominations are to be made within
fourteen days following the meeting to the Chapter Nominations and Elections Committee. All
nominations will be published on the Chapter website at least 15 days prior to the November
election deadline. Voting will be conducted electronically in November.

D. Term of Office. The American Culinary Federation, Cleveland Chapter, Inc. Chapter officers
shall be elected by the majority vote of the ACF membership who shall be eligible voters. Each
officer shall be elected to a full 2-year term. An officer appointed by the Board to fill a vacancy
shall serve the remainder of term for that Board member.

E. Powers and Duties. In addition to the powers and duties conferred by the Bylaws, the chapter
officers shall have the customary powers and duties of their office, subject to such terms,
conditions and limitations as may be imposed by the Bylaws or Board of Directors.

F. PRESIDENT
1. GENERAL RESPONSIBILITIES: The President shall serve as Chair of the Board of
Directors, and as an ex officio member of all committees, except the Nominations &
Elections Committee. The President will not vote except in the case of a tie on the Board
or in case of a tie related to chapter business during a meeting.
To promote the good and welfare of the Chapter and to continue an atmosphere of fraternal
cooperation among the membership, to direct the association toward goals for the
betterment of the membership and the association; to put the good of the association before
the good of a special interest groups, to support and follow the By-Laws of the association,
and to recommend changes to the By-Laws when needed.
2. SPECIFIC
a. The President shall serve as chairperson of the board, preside at all meetings
and shall keep strict order and decorum.
b. The President shall set the agenda for all general meetings and Board of Directors
meetings.
c. The President shall be empowered to appoint or remove a committee chair.
d. The President shall review and evaluate the work of committees.
e. The President shall sign all orders and documents issued by the Secretary or First Vice-President.
f. The President shall have the power to adjourn all meetings in case of interruption.
g. The President shall have the power to have anyone who is not conducting themself
in a manner becoming a professional removed by the Sergeant-at Arms.
h. The President shall cast the deciding vote in the event of a tie, except in the election
of officers.
i. The President shall ensure for the overall well-being of the association, may it be
financial, organizational, or social.
j. In the absence of the President, the First Vice-President or other officers in order of
Board rank, shall complete the unfinished term until the next election.
k. The President shall present membership information from the National office of the
ACF and affiliate chapters.
l. The President shall attend all regional and national conventions of the ACF in order
to represent The Chapter. Only registration, travel, and hotel room expenses shall
be covered by The Chapter.
m. In the event the President cannot attend a function, the chapter shall be represented
by another officer selected in descending order of rank. Expenses incurred shall be
reimbursed according to the guidelines established above.
l. The President may issue letters of appreciation and letters of welcome to
new members.

G. FIRST VICE-PRESIDENT
1. GENERAL RESPONSIBILITIES: The First Vice President shall be responsible for
supporting the chapter President in all matters concerning the American Culinary
Federation, Cleveland Chapter, Inc. The First Vice President shall succeed and assume the
duties of President in the event the position is vacated prior to their official term of office.
The First Vice-President shall promote and support the good and welfare of the association
and continue an atmosphere of fraternal cooperation among the membership; to assist the
President in directing the association toward goals for the betterment and growth of the
association; to support and follow the by-laws of The Chapter and to recommend changes
to the By-Laws when needed.
2. SPECIFIC
a. The First Vice-President shall attend all general meetings and Board meetings and
shall preside over the meetings in the absence of the President in the event of death,
resignation, inability to discharge his duties or at the request of the President due to
a prior commitment.
b. Should the First Vice-President assume the Presidency in mid-term, they shall
finish the unexpired term until the time of regular election of officers.
c. The First Vice-President shall be kept informed of the activities of the President
and committee chairs.
d. By virtue of the office, the First Vice-President shall be a voting ex-officio
member of all committees.
e. The First Vice-President shall be listed as a co-signer of all association checks and
orders.
f. The First Vice-President shares the overall responsibility of the Chapter's wellbeing with the President.
g. The First Vice-President shall chair the Bylaws Committee. As chair, the First
Vice-President will review the bylaws at least once a year.
h. The First Vice-President shall be the co-chair of the Certification/Membership
Committee. In the absence of a chair, the First Vice-President will act as the chair
of the Certification/Membership Committee until a chair is appointed.

H. SECOND VICE-PRESIDENT
1. GENERAL RESPONSIBILITIES: The Second Vice-President shall promote and support
the good and welfare of the association and continue an atmosphere of fraternal
cooperation among the membership, to assist the First Vice-President and President in
directing the association toward goals for the betterment and growth of the association; to
support and follow the By-Laws of The Chapter and to recommend changes to the ByLaws as Chair of the By-Laws Committee when needed.
2. SPECIFIC
a. The Second Vice-President shall attend all general meetings and Board meetings
and shall preside over the meetings in the absence of the President and First VicePresident.
b. The Second Vice-President shall assume the office of First Vice-President in the
event of this office being vacated for any reason.
c. The Second Vice-President shall be kept informed of the activities of the President,
First Vice-President and committee chairmen.
d. By virtue of the office, the Second Vice-president shall be an ex-officio member of
all committees,
e. Should the First Vice-President be unable to assume an unfinished Presidency term,
the Second Vice-President shall assume the office of President until the next
election.
f. The Second Vice-President shall be the co-chair of the Education/Meetings
Committee. In the absence of a chair, the Second Vice-President will act as the
chair of the Education/Meetings Committee until a chair is appointed.

I. SECRETARY
1. GENERAL RESPONSIBILITIES: The Secretary shall be responsible for keeping the
records of the American Culinary Federation, Cleveland Chapter, Inc. and the
preparation of the minutes of all Board and Chapter meetings.
To promote the good and welfare of the association and to support and continue an
atmosphere of fraternal cooperation and fellowship among the membership, to keep
accurate records of the association's meetings and activities during the year.
2. SPECIFIC
a. The Secretary shall attend all general meetings of the association.
b. The Secretary shall keep a minute record of all Board and general meetings which
shall be approved by the Board and the general membership.
c. The minute records shall be present at all general and Board meetings for reference.
d. The Secretary shall provide the approved correspondence and communications as
may befall their office.
e. The Secretary shall issue welcome letters to new members and letters of
appreciation to all locations and people who host general meetings and social
affairs of The Chapter on behalf of The Chapter.
f. The Secretary shall, in conjunction with the Chapter President, monitor the current
addresses of all members on the Chapter Portal.
g. The Secretary shall issue Continuing Education (CE) certification to members

J. TREASURER
1. GENERAL RESPONSIBILITIES: The Treasurer shall oversee the financial affairs of the
ACF Cleveland Chapter. The Treasurer shall see to the timely preparation of monthly
financial reports and budgets. The Treasurer shall have prepared by an outside agency the
American Culinary Federation, Cleveland Chapter, Inc. Chapter IRS tax return. The
Treasurer shall have an accounting review performed by the Board every four years or
when a new Treasurer is elected into the position.
To promote the good and welfare of the association; to help develop an atmosphere among
the membership of fraternal cooperation and communications; to record and control the
financial transactions of the association.
2. SPECIFIC
а. The Treasurer shall attend general association meetings. They shall have ready for
presentation the financial statements for review to the membership for approval.
b. The Treasurer shall attend Board of Directors meetings.
c. The Treasurer shall be listed as a co-signer on association checks with the President
or First Vice-President to pay bills of The Chapter and to ensure said bills are
correct and accurate.
d. The Treasurer shall coordinate with the Entertainment Chairman the timely
collection of money at all meetings and social affairs.
e. The Treasurer shall give an accounting of collected and deposited money by
maintaining accurate records of checks, accounts payable, payment of invoices and
other financial related data as required in a report to the Board of Directors.
f. The Treasurer shall present the financial statement (Balance Sheet, income
Statement, Statement of Cash Flow) to the Board of Directors monthly and clarify
any questions on current and past accounts.
g. The Treasurer shall coordinate the timely payment of outstanding bills.
h. Provide annual tax returns and records needed for same.
i. Prepare an annual budget prior to the end of the fiscal year to be reviewed by the
Board (IRS form 990C or 990N)
j. Expenditures for conducting chapter business in excess of Three Hundred Dollars
($300.00) must be approved by the Board of Directors.
1. The Board can approve expenditures up to $1000.00
2. The membership must approve expenditures over $1000.01
k. Committee chairs shall submit a detailed report to the Treasurer and the Board
of Directors of event expenditures, approved by the President and the committee.
l. The Treasurer shall coordinate the inclusion of expenditures and receivables into
the monthly financial statement.
K. Immediate Past President. The outgoing American Culinary Federation, Cleveland Chapter, Inc.
President shall serve as Immediate Past President for a term to be concurrent with the new
President. The Immediate Past President shall perform the duties of any chapter officer in case of a
vacancy until the vacancy can be filled in accordance with the Bylaws; serve as an advisor to the
President; install the Chapter officers.

L. SERGEANT at ARMS
1. GENERAL RESPONSIBILITIES: To promote the good and welfare of The Chapter, to
support and continue an atmosphere of fraternal cooperation and fellowship among the
members; to ensure orderly meetings and to assist the President and Board of Directors.
2. SPECIFIC
a. The Sergeant at Arms shall attend all Board and general meetings.
b. The Sergeant at Arms shall ensure the presence of the Association Banner and
American Flag at all membership meetings.
c. The Sergeant at Arms shall be responsible for the association's banner and any
other properties of the Chapter that may be used at meetings and affairs.
d. The Sergeant at Arms may call the general meetings to order at the locations and
dates prescribed by the President and the Board of Directors.
e. The Sergeant at Arms shall be empowered to remove anyone from a meeting, at
the direction of the President, who is not conducting themselves in a manner
becoming a professional.
f. The Sergeant at Arms shall ensure that all general meetings and Board meetings
run smoothly without disruption.
g. The Sergeant at Arms shall assist the Treasurer in the collection of money and to
aid the Treasurer in the securing of said monies.
h. The Sergeant at Arms shall report to the Board any problems of previous meetings
or the loss of properties of the association.
i. The Sergeant at Arms shall act as co-chair of the Bylaws Committee. The Sergeant
at Arms will act as chair if the First Vice-President is unable to serve as chair of the
Bylaws Committee.

M. Parliamentarian
1. GENERAL RESPONSIBILITIES
Advises the President on parliamentary procedures. Assures that all motions are handled
consistently and fairly in accordance to Robert’s Rules of Order. Assists the Sergeant of
Arms to ensure orderly meetings.
2. Specific
a. The Parliamentarian shall be responsible for knowing the Chapter Bylaws and
Robert’s Rules of Order. The Parliamentarian will assist the President and Board
in proper procedures for all meetings.
b. The Parliamentarian shall attend all Board and general meetings.
c. The Parliamentarian shall assist The Sergeant at Arms to ensure that all general
meetings and Board meetings run smoothly without disruption.
d. The Parliamentarian shall act as co-chair of the Bylaws Committee. The
Parliamentarian will act as chair if the First Vice-President is unable to serve as
chair of the Bylaws Committee.
M. Vacancies
1. If the President is unable to complete his/her term for any reason, the First Vice President
shall immediately assume the duties of President until a new President can be elected.
2. If both the President and First Vice President are unable to complete their terms, then
succession of the Presidency falls to the American Culinary Federation, Cleveland
Chapter, Inc. Immediate Past President. If the Immediate Past President is unwilling or
unable to serve then the American Culinary Federation, Cleveland Chapter, Inc. Chapter
Treasurer will be next in line; if the Treasurer is unwilling or unavailable to serve, then
Presidency falls to the ACF American Culinary Federation, Cleveland Chapter, Inc.
Chapter Secretary.
a. After the above occurs, the Board of Directors shall decide if and in what manner a
special election shall be held to fill the office of President.

ARTICLE V
Committees
A. Standing Committees. The American Culinary Federation, Cleveland Chapter, Inc. shall
maintain the following Standing Committees:
• Apprenticeship
• Certification/Membership (1st VP co-chair)
• Chef & Child
• Culinary Competitions
• Education/Meetings (2nd VP co-chair)
• Fundraising/Special Events/Hospitality
• Nominations & Elections (non board member)

1. The standing committees shall have a chair & co-chair and members as decided by the
President and committee chairs. The American Culinary Federation, Cleveland Chapter,
Inc. Chapter President shall select a chairman for each committee, and the appointment
will be confirmed by the American Culinary Federation, Cleveland Chapter, Inc. Board of
Directors.

2. All committee members serve at the pleasure of the President and Board of Directors. All
committees shall follow policies and procedures that have been approved by the American
Culinary Federation, Cleveland Chapter, Inc. Chapter Board of Directors.
B. Special Committees. The special committees can be established by the ACF Board of Directors
whenever deemed prudent and necessary. The Board of Directors shall write the established rules
for these committees, which include all advisory and task forces. The time limit for these
committees shall be established by the Chapter President in collaboration with the Board of
Directors.
C. General Rules. The Board of Directors shall establish rules and procedures for all committees.

ARTICLE VI
Nomination and Elections

A. The Nominations & Elections Committee. The President shall appoint a Nominations &
Election Chairperson no later than August of the year of the upcoming election. The Nominations
& Elections Chair shall form a committee of consisting of a chair and two other members who are
not currently serving on the Board of Director’s in any capacity. The Nominations and Election
Committee shall supervise the election of the Chapter officers in accordance with policies and
procedures established by the Committee and approved by the Board of Directors.

B. The election of all officers shall be as follows:
1. September - Nomination of Officers
2. October. - Campaign for Officer positions
3. November - Election - Electronic voting open until November 28
4. December – Count and verify ballots
5. January - New officers take office

C. All Officers shall be elected for a term of two years, but may not be elected to, or serve, in the
same office for more than two consecutive terms of two years each.
1. All officers shall take the "Oath of Office" at the January Meeting, directly following their
election. If elected to replace a vacated office between elections, the oath will be taken at
the general meeting following his/her acceptance of the office. The "Oath of Office" shall
be administered by the past President.
2. "OATH OF OFFICE". As a duty elected officer of The American Culinary Federation,
Cleveland Chapter Inc., you are required to take the following oath:
I, (your name), pledge my professional knowledge and skill to the advancement of our
association. I shall execute my duties to the best of my ability and attend all meetings of
the Board of Directors as prescribed in the By-Laws of The American Culinary Federation,
Cleveland Chapter Inc. I shall promote the good and welfare of the association and its
membership. I will encourage an atmosphere of fraternal cooperation.

D. Should, at any time, an officer be found derelict in their duties, or should they be absent for three
successive board meetings without furnishing a valid excuse (with the exception of the National
officers), the office may be declared vacant. Documentation of the vacant position shall be
included in the Secretary’s minutes.

E. No officer or member of the Board shall receive a salary, or accept gratuities for their services.

F. The Officers or the President may appoint such committees as are deemed desirable and may
delegate to such committees the powers necessary to accomplish their purposes.

G. The President and the Board may set the time and place of such regular or special meetings as are
deemed desirable. At such meetings, a majority of the Board of Directors must be present to
constitute a quorum for the transaction of business.

ARTICLE VII
MEETINGS
A. The President shall call all BOD meetings.
B Regular meetings of the chapter shall be held on such dates and at such places as the Board of
Directors designates.
C Special meetings may be called at any time by the President or the Board of Directors for special
business or social reasons.
D Members may be notified of the time and place of all meetings by email, mail and social media.
E. ORDER OF BUSINESS for MEETINGS
A. The Chapter shall hold general business meetings per year according to Article III.G.
General business meetings will follow Robert’s Rules of Order.
1. Call to order; Culinarian’s Code
2. Reading of the minutes of the last meeting
3. Report of the Treasurer
4. Pledge of new members
5. Introduction of guests.
6. Reports from committees assigned by the President
7. Report from the National Office of the ACF
8. Unfinished business
9. New business/old business
10. Program or guest speaker
11. Adjourn meeting
B. All other chapter meetings shall follow a format prescribed by the Board of
Directors.

ARTICLE VIII
Conflicts of Interest
All Chapter officers, Board of Director members, Committee members or others acting in any
capacity for the American Culinary Federation, Cleveland Chapter, Inc. Chapter, shall disclose to the
American Culinary Federation, Cleveland Chapter, Inc. Chapter any situation which may be
construed as a conflict of interest in accordance with policies and procedures adopted by the Board
of Directors.

ARTICLE IX
Removal of Officers and Expulsion of Members
A. Removal of Officers and Directors. Chapter officers may be removed for cause upon two-thirds
vote of the Board of Directors and/or two-thirds vote of the general membership in accordance
with procedures adopted by the Board of Directors.
B. Termination of Membership by Chapter. ACF members may be expelled or subject to other
sanction for cause by two-thirds vote of the Board of Directors in accordance with procedures
adopted by the Board of Directors.
C. Termination of Membership by Member
1. If a member's certification level expires and they choose not to renew, this shall not
constitute grounds for termination of membership from the Cleveland Chapter.
2. Any members dues that are 60 days late will be placed on suspension and will be notified
that their membership will be terminated in 30 days.
3. The Board shall be empowered to terminate chapter membership of anyone who is not
consistently conducting themselves in a manner becoming a professional.

ARTICLE X
Amendments
Any American Culinary Federation, Cleveland Chapter, Inc. Chapter member with professional culinarian
privileges may propose an amendment to the Bylaws. In order to amend or change the Bylaws all
members must be notified by U.S. mail or e-mail of the proposed amendment or changes at least 30 days
in advance of the meeting at which the proposed amendment or changes will be voted upon. Voting will
be, as stated in Article II. D. 2. of this document. The proposed amendment and/or changes to be adopted,
requires an affirmative two-thirds (2/3) of votes cast during a general membership meeting.

ARTICLE XI
Indemnification of Directors and Officers
To the full extent authorized by law, the American Culinary Federation, Cleveland Chapter, Inc. shall
indemnify any person, made or threatened to be made, a party in any action or proceeding, whether civil
or criminal, by reason of the fact that the person is or was a director or officer of the American Culinary
Federation, Cleveland Chapter, Inc. or served in any capacity at the request of the ACF or any other
corporation, partnership, joint venture, trust or other enterprise.

ARTICLE XII
Parliamentary Authority
Robert’s Rules of Order, latest Edition shall govern all meetings and proceedings of ACF, except to the
extent inconsistent with these Bylaws.

ARTICLE XIII
PROFESSIONAL ETHICS
I pledge to share my professional knowledge and skill with all culinarians.
I will place honor, fairness, cooperation and consideration first when dealing with my colleagues.
I will keep all comments professional and respectful when dealing with my colleagues.
I will protect all members from the use of unfair means, unnecessary risks and unethical behavior
when used against them for another’s personal gain.
I will support the success, growth, and future of my colleagues and this great federation.
Adapted from the Culinarians Code (2010) and is to be amended when revised by ACF National.

Bylaws voted and passed by membership via electronic vote completed 6/24/2022.