TRITON ONE DESIGN CLASS

OF

SAN FRANCISCO BAY, INC.

BY LAWS

1997

TRITON ONE DESIGN CLASS

OF SAN FRANCISCO BAY, INC.

ARTICLE I Principal Office

Section I Principal Office

The principal office of the Corporation is hereby

fixed and located at the office of David B. Gold, 105

Montgomery Street, Room 1100, City and County of San

Francisco, California. The Board of Directors is here-

by granted full power and authority to change said

principal office from one location to another in the

county of San Francisco. Any such change shall be

noted by the Fleet Secretary-Treasurer opposite this

section, but shall not be considered an amendment to

these by-laws.

ARTICLE II Members

Section I Classification of Members

There shall be two classes of members of the Corporation,

to wit:

a) Owner Members,

b) Associate Members

Section 2 Eligibility for Membership

a) Owner Members:

Each person who owns in full or in part a Triton sail-

boat shall be eligible for an Owner's Membership in

the Corporation. In the case of multiple ownership of

a Triton, it is the intent of these By-Laws that each

Co-owner become a regular dues-paid owner member.

applications for membership shall be in such form as

shall be prescribed by the Board of Directors.

b) Associate Members:

Former Triton owners, relatives of Triton owners,

Triton crew members, and other persons with the in-

terests of the Association at heart may be sponsored

for Associate Membership by an Owner Member.

Section 3 Qualifications and Admission of Owner Members and Associate

Members.

Owner Members and Associate Members shall be persons of

responsibility, integrity and high standing in the com-

munities in which they reside. A member shall be admit-

ted to membership only upon approval by the Board of

Directors, or upon approval by such Membership Committee

or Membership Secretary as the Board of Directors, may by

resolution, have authorized to admit members.

Section 4 Termination of Membership

a) Owner Membership shall terminate upon the death or

resignation of the member, or upon his expulsion by

a majority vote of the Board of Directors. A member

may be expelled for non-payment of dues or for con-

duct which the Board of Directors shall deem inimical

to the best interests of the corporation. A member

may not transfer his membership or any right arising

therefrom, and any attempted transfer of a member-

ship shall cause such membership to terminate auto-

matically. All rights of a member in the Corporation

or its property shall cease upon termination of his

membership. The membership of an Owner Member shall

automatically terminate at the end of the fiscal year

in which such Owner Member shall cease to be the own-

er of a Triton sailboat.

b) Associate Membership shall terminate upon the death

of or resignation of the Associate Member, upon the

request of the sponsoring Owner Member, or upon his

expulsion by a majority vote of the Board of Directors.

An Associate Member may be expelled for non-payment

of dues or for conduct which the Board of Directors

shall deem inimical to the best interests of the

Corporation An Associate Member may not transfer his

membership or any right arising therefrom, and any

attempted transfer of a membership shall cause such

membership to terminate automatically. All rights of

an Associate Member in the Corporation or its property

shall cease upon termination of membership. The mem-

bership of an Associate Member shall automatically

terminate at the end of the fiscal year in which such

Associate Member shall cease to be eligible fox spon-

sorship.

Section 5 Dues

a) Annual Owners Membership dues of $20.00 or as set by

the Board of Directors, shall be due and payable as

of November 1, and may be paid at the annual meeting.

No reduction in the amount of dues shall be set for

an applicant who applies for membership at any time

subsequent to beginning of the fiscal year. Any

member whose dues are in arrears shall not be permit-

ted to vote or to be awarded points or other awards

in races sanctioned by this corporation. Dues shall

be paid to the Fleet Secretary-Treasurer. Said officer

shall report any delinquent members to the Commodore,

who, in turn, shall protest to the appropriate race

committee that said delinquent member is not abiding

by these Articles and that he should be disqualified

from said race.

b) Annual Associate Membership dues of $5.00, or as set

by the Board of Directors, shall be due and payable

at the time request for membership is made.

Section 6 Meetings of Members.

The annual meeting of Owner Members shall be held in the

fourth week of October of each year, unless the Commodore

shall set another date during October. The meeting may

be held in any of the San Francisco Bay area counties as

designated by said Commodore. Any business to be brought

before the annual meeting by the membership shall first

be presented in writing to the Board not less than 30 days

prior to the date of the meeting. Special meetings of

Owner Members may be called by the Fleet Commodore or by

any ten members requesting such a meeting in writing. Each

call shall be in writing and shall state the time and place

and purpose of such meeting. No business other than as

stated in the call notice shall be transacted at said meet-

ing. Notice of annual or special meetings of Owner Members

shall be given stating the time and place of the meeting

and the purpose thereof. Notice of such meeting shall be

mailed to each member at his address appearing on the

records of the corporation at least ten days prior to the

time for holding such meeting.

Section 7 Voting

There shall be only one vote per Triton sailboat regard-

less of the number of persons owning an interest in the same

Triton. In the event a member ceases to be an owner, he

shall be without voting rights. Voting may be by person or

by proxy. No Owner Member whose dues are in arrears shall

be permitted to vote. In the event that there is a co-owner-

ship of the Triton sailboat the vote for such a boat shall

be given by a majority of the owners of said boat who are

members. If a majority is not obtained, the vote of said

boat shall not be counted. Associate Members hold no vote

in the Corporation.

Section 8 Quorum

Thirty percent of the number of votes in the corporation

calculated to the next highest number present either in

person or by proxy shall constitute a quorum at all meetings

of the members for the transaction of business.

ARTICLE III Directors

Section I Number and Qualification

The authorized number of Directors shall be five until

changed by amendment of the Articles of Incorporation or by

an amendment to these By-Laws duly adopted by the members.

Section 2 Election and Term of Office

Directors shall be elected at each annual meeting of

members, but if such annual meeting is not held or Directors

are not elected thereat, the Directors may be elected at any

special meeting of members for that purpose. All Directors

shall hold office until their respective successors are

elected. Two of the Directors each year shall be elected

for two year terms in order to provide continuity.

Section 3 Nominations

The Commodore shall, prior to the annual meeting,

appoint a nominating committee of three Owner Members

who shall submit a slate of candidates for directorship

at the next annual meeting. The nominating committee

shall designate one or more of the nominees for director-

ships as also a nominee for Commodore.

Section 4 Meetings

Meetings of the Board of Directors shall be called

and held as may be ordered by the Directors.

Section 5 Vacancies

Any vacancy on the Board of Directors caused by death,

resignation or disability of a Director shall be filled

by a majority of the remaining Directors or by the sole

remaining Director.

Section 6 Quorum

A majority of the authorized number of Directors

shall be necessary to constitute a quorum for the trans-

action of business. Every act or decision done or made

by a majority of the Directors present at a meeting duly

held at which a quorum is present, shall be regarded as

the act of the Board of Directors unless a greater number

be required by law or by the Articles of Incorporation.

Section 7 Approval of Minutes

The transaction of any meeting of the Board of Dire-

tors, however called or noticed or wherever held, shall

be as valid as though had a meeting duly held, if each

of the Directors not present approves in writing the

minutes of such meeting. All such approvals shall be

filed with the records of the Corporation or made a part

of the minutes of the meeting.

Section 8 Fees and Compensation

Directors shall receive no compensation for their

services, but may receive such reimbursement for expenses

as may be fixed by resolution of the Board.

ARTICLE IV Officers

Section I Officers

The Officers of the Corporation shall be a Commodore

and a fleet Secretary-Treasurer. The Corporation may

also have such other officers as may be appointed by the

Board of Directors. One person may hold two or more

offices except those of Commodore and Secretary-Treasurer.

Section 2 Election

The Commodore shall be the Director designated as the

nominee for Commodore by the Nominating Committee. In

the event the Nominating Committee designated more than

one candidate for Director as a nominee for Commodore,

then the Commodore shall be the person receiving the high-

est number of votes among the nominees for Commodore. The

Fleet Secretary-Treasurer shall be chosen annually by the

Board of Directors. Each Officer shall hold his office

until he shall resign, be removed or otherwise disqualified

to serve or his successor shall be elected and qualified.

Section 3 Removal and Resignation

Any Officer may resign, or may be removed with or

without cause by the Board of Directors at any time. Va-

cancies caused by death, resignation or removal of any

Officer may be filled by appointment by the Board of Di-

rectors, or by the Commodore until such appointment by

the Board of Directors.

Section 4 Commodore

The Commodore shall be the executive Officer of the

Corporation and, subject to the control of the Board of

Directors, shall have general supervision, direction and

control of the affairs of the Corporation. He shall pre-

side at all meetings of members and meetings of the Board

of Directors. He shall fix the date of meetings, approve

the annual reports, establish committees and appoint com-

mittee chairmen, sanction races, approve expenditures,

make a timely protest to the appropriate body, upon the

advice of the Race and Rules Committee, any racing re-

quiring a class protest or to protest any Triton that

races in a corporation sanctioned race without having been

previously measured, or any Triton whose Owner's dues are

in arrears. He shall not serve for more than two con-

secutive terms as Commodore.

Section 5 Fleet Secretary-Treasurer

The Fleet Secretary-Treasurer shall keep at the

principal office of the Corporation a book of minutes of

all meetings of Directors and Members with the time and

place of holding, how called or authorized, the notice

thereof given, the names of those present at directors

meetings and proceedings thereof. He shall keep at the

principal office of the Corporation a register showing

the names and addresses of the Members. He shall keep

and maintain adequate and correct books of account showing

the receipts and disbursements of the Corporation and an

account of its cash and other assets, if any. Such books

of account shall, at reasonable times, be open to inspection

by any Member or Director.

He shall deposit all moneys of the Corporation with such

depositories as are designated by the Board of Directors and

shall disburse the funds of the Corporation as may be order-

ed by the Board of Directors, upon request, prepare statements of the

financial condition of the Corporation.

He shall maintain measurement certificates, registra-

tion of boats and custody of the Corporate Seal, receive

dues and fees, distribute ballots and notices of meetings;

he shall prepare an annual financial statement and he shall

be responsible for preparation and/or changes for the Triton

Section of the Pacific Inner Club Yacht Association's

"Yachting Year Books, Northern California".

ARTICLE V Miscellaneous

Section I Execution of Documents

The Board of Directors may authorize any Officer or

Officers, agent or agents, to enter into any contract or

execute any instrument in the name of and on behalf of the

Corporation and such authority may be general or confined

to specific instances and, unless so authorized by the

Board of Directors, no Officer, agent or other person shall

have any power or authority to bind the Corporation by any

contract or engagement or to pledge its credit or to render

it liable for any purpose or to any amount.

Section 2 Inspection of By-Laws

The Corporation shall keep in its principal office the

original or a copy of these By-Laws, as amended or other-wise altered to date, certified by the Fleet Secretary-Treasurer, which shall be open to inspection by the Members at all reasonable times during office hours.

Section 3 Construction and Definitions

Unless the context otherwise requires, the general pro-

visions, rules of construction and definitions contained

in the California General Non-prlofit Corporation Law shall

govern the construction of these By-Laws.

Section 4 Rules of Order

The rules contained in Roberts Rules of Order, revised,

shall govern all members' meetings and Directors' meetings

of the Corporation, except in instances of conflict between

said Rules of Order and the Articles or By-Laws of the

Corporation or provisions of law.

Section 5 Emblem

The emblem of the Triton Class sailboat shall be a

two-pronged Triton fork.

Section 6 Fiscal Year

The Corporation's fiscal year shall be from November 1

through October 31.

Section 7 Assessments

Assessments may be levied against the Members upon a

two-Thirds vote of the Members.

ARTICLE VI Association Races:

Section 1 Race and Rules Committee

The Board of Directors shall be the Race and Rules Com-

mittee and its Members will hold office for one year. The

Commodore will be its chairman except when the committee is

sitting as a protest committee. It shall pass on all ques-

tions relative to the eligibility of boats and equipment,

interpret the Rules and Specifications, and recommend

changes, modifications and improvement to the same. It shall

pass on every request for a waiver of any of the Rules and

Specifications. If a waiver is granted, the committee will

notify every Member of the class, indicating the exact nature

of the waiver. It shall make a decision prior to the next

race regarding scoring, re-running or other disposition made

of any protested class race. The members of this committee

shall have the power to measure or to appoint other members

of the Corporation to measure boats.

Section 2 Protest Committee

The Race and Rules Committee shall sit as a Protest

Committee when required. The Commodore will appoint one

of the other Members of the Board to act as the chairman

of this committee and will appoint a First, Second and

Third Alternate Member to sit with the committee when re-

quired. These appointments will be made as soon after the

Annual Meeting as possib1e. The Committee will pass on

all measurement certificates and will notify the Commodore

of any infractions thereof. In addition it will conduct

protest hearings when required.

Section 3 Racing Rules

The Internatioal Yacht Racing Rules as adopted by the United

States Sailing Association and the Standing Race Instructions of the Yacht Racing Association of San Francisco Bay shall govern all races of

T.O.D.S.F.

Section 4 Measurement Certificate

1) Each boat racing in any T.O.D.S.F. race shall have a

current measurement certificate on file in master file.

2) A new measurement certificate shall be required;

Whenever boat has a new owner.

Whenever major changes in ballast (100 lbs.) is made.

Whenever additional sails are obtained (new or old)

Whenever requested by Race and Rules Committee.

3) Master File shall be maintained by Secretary-Treasure,

and open to review by competitors on request.

Section 5 Triton Perpetual Trophy Race.

The Commodore shall schedule an annual Triton Perpetual

Trophy Race in which any member of T.O.D.S.F. may compete

provided the boat has been measured. This Race shall be

sailed with working sails only. (NO GENOA, NO SPINNAKER)

There must be at least two starters to qualify as a race.

Section 6 Assists to Stability

US Sailing Rule 51 (a) or: " a yacht shall not use any device, such

as a trapeze or plank to project outboard the weight of any

of the crew, nor, when a yacht is equipped with lifelines,

shall a member of the crew station any part of his torso

outside them, other than temporarily."

Note the above restrictions apply whether the yacht is

equipped with lifelines or not. Only the legs may extend

beyond the rail. Standing on the rail holding on to stand-

ing rigging is prohibited.

Section 7 Crew

Each Triton shall carry no less than two persons nor

more than six aboard in any race, unless specifically so

stated in the race instructions. Minors or any age are to

be counted as crew members.

Section 8 Scoring

The following point scoring system shall apply to all

races within the YRA qualifying regattas and follow YRA

Race Instructions as supplemented below:

(a) First Place - 3/4 point; Second Place - 2 points:

Third Place - 3 points, etc.

(b) DNF or official withdrawal prior to protest meeting -

one point more than the number of starters.

(c) DNS - 2 Points more than the number of starters.

(d) RNS - A yacht ranking as a starter, but failing to

properly start; i.e., does not hear recall - will be scor-

ed 2 more points than the number of starters.

(e) DSQ - Three points more than the number of starters.

(Note: These points are not dropped when race is declared

a throwout for calculating season total; i.e.,three

penalty points remain in season total.)

(f) For weekend multiple races held on successive days

(e.g. Vallejo, Coyote Point or ODCA), each race will be

scored independently.

(g) Season Scoring: shall be based on a minimum of 75%

in whole numbers of the YRA scheduled season races, i.e. up

to 25% throwouts permitted with fractions dropped.

(h) Ties: Shall be resolved as provided under "Annual

Championship Rules" of YRA Race Instructions, viz - In the

case of a tie, that yacht is the winner which has the most

firsts, or if that still leaves a tie, the most seconds,and

so on. Throwouts are not retrievable. In case this fails

to break the tie, that yacht is the winner which has finished

ahead of the other or each of the others more often than it

has finished hehind. EX. If there are 10 Races 7 Races will

be used for scoring.

ARTICLE VII Plans and Specifications

Section 1 Construction

All Tritons shall conform to the Carl A. ALberg sailplan drawing No. 23 of January 1960; for the Mark III Triton Rig with regard to hull, spars, and standing rigging;except that forward lowers may be added. Internal halyards are permitted. Note: This is a 7/8 Rig with a 35 foot Mast. There shall be no modifications to hull or rudder as designed. No modifications to thru hull fittings (dia.) shall be permitted. The basic intent is to maintain the Triton as a truly one design Class on San Francisco Bay insofar as performance is concerned. The following specifications have been formulated with this in mind. The objective has been to restrict major changes that could produce significant

differences in boats' performances. At the same time, it is the intention to not restrict those additions that add to crew convenience comfort, or safety - such as Cleats, Winches, Running rigging, Electronics, Life Lines, etc. Note: When a questionable point arises it should be referred to the Race and Rules Committee for a ruling.

Section 2 Standing Rigging

(a) All standing rigging shall be 1x19 Stainless ,steel

wire. Headstay,Jumper Stays, Backstay, Topmast stay,

Forward and After Lowers.

(b) No Hydraulic assists are allowed.

(c) There shall be no running Backstays.

(d) Adjustable backstays are permitted.

Section 3 Other Gear

A variety of interior plans and arrangements are

acceptable together with the following required standard

equipment; 4 to 6 bunks and mattresses; head; inboard

gasoline engine or equivalent diesel engine; shaft and

prop (prop not less than 13" in diameter with a non-

adjustable blade not less than 3/4" wide.

Section 4 Head Sails

(a) All head sails shall be hanked onto headstay.

(b) No Foils or Zipper Luffs allowed.

Section 5 Standards

(a) Waterline Length

Shall not exceed 21'-6" when measured with all gear

normally carried aboard while racing, including all Coast

Guard required safety equipment, and with water tank full,

but excluding crew.

(b) Mast

Shall be of aluminum.

Shall be banded top and bottom to limit length of luff.

Bottom band shall line up to top of boom when horizontal

in lowest position.

Top band 32'-0" from bottom of bottom band to top of top band.

Internal halyards are allowed.

Areodynamic spreaders are allowed.

c) Spinnaker halyard Block

Halyard when hoisted to its maximum practical height

shall not exceed 30'-6" (measured from top of cabin.)

(d) Boom

Material shall be optional.

Mainsail Foot shall be limited by Black Band 12'-6"

measured from after side of track on mast.

(e) Spinnaker Pole

Material shall be optional.When measured from outboard

end to outboard end it shall not exceed 10'-0"

Section 6 Sails

(a) Mainsail-- Dacron only

Shall not exceed black bands on luff or foot (12' 6") when

fully stretched. Full length battens are allowed.

(b) Working Jib-- Dacron only

Shall not exceed the following maximum measurements.

Luff 29'-0", Foot 10'-9", Leach 25'-9"

Jib Battens:- One at 16"; Two at 19"

The Jib shall not be replaced at an interval of less than two years

c) Genoa Jib-- Dacron only

Shall not exceed "155%" L.P.= 15'-6'

Shall not be replaced at an interval of less than two years.

Roller furling is allowed.

(d) Spinnaker

Shall not exceed the following maximum measurements:

Luff (a) 30'10" Luff (b) 30'10" Girth 18'0"

Luffs shall be equal length. The spinnaker shall not be

replaced at an interval of less than two years.

(e) An exception to the replacement restriction in (b) (c)

(d) may be granted upon request when an existing sail

covered in (b) (c) (d) is damaged beyond economical repair.

ARTICLE VIII Amendments

Section 1 Power of Members

New By-Laws may be adopted or these By-Laws may be am-

ended or repealed by the two-thirds vote of members entitled

to exercise a majority of the voting power of the Corporation

or by the written assent of such members, except as otherwise

provided by law or by the Articles of Incorporation.

Section 2 Power of Directors

Subject to the right of the members as provided in this

Article to adopt, amend or repeal By-Laws, any By-law other

than a By-Law or amendment thereof changing the authorized

number of Directors may be adopted, amended or repealed by

the Board of Directors.