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CLUB EMAIL | BYLAWS OF
1.1 The name of this not-for-profit corporation, incorporated pursuant to Iowa
Code Chapter 504A, is the Norwalk Soccer Club (hereinafter referred to as the
"Corporation").
SECTION
II 2.1 Class of Members. The Corporation shall have one class of members. 2.2 Eligibility. Any person coaching, refereeing or having a child playing on a soccer team associated with the Norwalk Soccer Club shall be eligible for membership. 2.3 Voting. Each family who has a youth registered for the current year's soccer program as established by the Corporation shall be entitled to one vote that may be cast by such youth's parents/guardian. The vote is one per family no matter how many youth in the family are registered for the soccer program. Any coach or referee currently active in the Corporation's soccer program who does not have a youth registered shall also be entitled to one vote per family. 2.4 Fees. A condition of membership in the Corporation is to maintain good standing with respect to the payment of registration fees as may be established from time to time by the board of directors.
Section III
3.1 Annual Meetings. An. annual membership meeting shall be held by the
Corporation each year, beginning in 1996, in either July or August for the
purposes of electing board members and conducting any other business that is
submitted either by the board of directors or to the board of directors by any
member at least three (3) weeks before the annual meeting. 3.3 Notice of Meetings. The members of this Corporation must be notified at least seven (7) days prior to the annual meeting or any special meeting by publication in a newspaper of general circulation in Norwalk, Iowa. A waiver of notice in writing or approval of the action taken in writing, shall be deemed equivalent to the actual receipt of proper notice. 3.4 Quorum. A majority of the members present at the meeting shall constitute a quorum for all purposes.
3.5 Proxies. Proxy voting shall not be allowed. 3.7 Voice Vote. Voting by members on any question or any election may be by voice vote unless the chairperson of the meeting shall order or any member shall demand that the vote be by written ballot.
3.8 Authority. Robert's Rules of Order shall govern the Corporation in
all meetings subject to any special rules which the board of directors may
adopt.
SECTION IV
4.1 Number of Directors. The initial board of directors shall consist of
ten (10) directors. The number of directors shall thereafter be the number
designated by the board of directors from time to time by resolution of the
board, but shall not have less than six (6) or more than fifteen (15) persons. 4.3 Term. The initial board of directors shall have the following terms: four (4) directors to one (1) year terms, three (3) directors to two (2) year terms, and three (3) directors to three (3) year terms. Thereafter, directors shall be elected into three nearly equal classes and each class shall serve three (3) year terms. No director shall serve more than two consecutive terms as director. Filling a partial term does not count toward the consecutive term requirement. 4.4 Resignation. Any director of the Corporation may resign at any time by giving written notice to the board of directors or the president of the Corporation. The resignation of any director shall take effect upon delivery of notice or at a later date if specified in the notice. 4.5 Vacancy. Whenever any vacancy occurs in the office of a director, the remaining directors shall appoint a member to fill the remainder of the term for that director. 4.6 Quorum. A majority of the board of directors shall constitute a quorum for all purposes except as specified below. 4.7 Removal of Directors. Any one or more of the directors may be removed either with or without cause, at any time, by a vote of two thirds (2/3) of the board of directors at a special meeting called for that purpose. 4.8 General Powers. The board of directors has the authority to govern the Corporation. The board of directors may authorize any officer or officers, agent or agents, to enter into any contract or to execute and deliver any instrument in the name of or on behalf of the Corporation, and such authority may be general or confined to specific instances.
4.9 Committees. Committees of members and/or directors shall be appointed
and/or authorized by the board of directors as deemed necessary.
SECTION V 5.1 Annual Meeting. Immediately following the annual membership meeting for the election of the board of directors, the board will meet for the purpose of organization, election of officers, and the transaction of other business. 5.2 Regular Meetings. Regular meetings shall be held at such times and such places as the board of directors shall fix and determine from time to time. 5.3 Special Meetings. A special meeting of the board of directors may by called by the president or one-third (1/3) of the directors then in office and the notice will include the purpose of the special meeting. 5.4 Notice. Meetings according to a regular meeting schedule will not require additional notice. All other meetings require at least three (3) days notice to the directors. A waiver of notice in writing or approval of the action taken in writing,
shall be deemed equivalent to the actual receipt of proper notice. A director
may participate in any meeting by means of speaker telephone.
5.7 Authority. Robert's Rules of Order shall govern the
Corporation in all meetings subject to any special rules which the board of
directors may adopt. SECTION VI 6.1 Designation of Officers. Following each annual member meeting, the board of directors shall elect from among the directors the following officers who shall serve until after the next annual member meeting: President, Vice-President, Secretary and Treasurer. 6.2 Duties and Powers of Officers. a. President. The president will: determine and schedule regular board meetings; conduct the affairs of the Corporation within the guidelines of these bylaws; keep the Board working as a unit; oversee the operation and management of the corporation; sign official documents and agreements on behalf of the Corporation; prepare monthly board meeting agendas; oversee the attendance of club representative(s) at Greater Des Moines Junior Soccer League meetings; and assist other board members, officers and committees as needed. b. Vice-President. The vice-president will: assist the president; act in the absence of the president; sign checks and act in the absence of the treasurer; and assist all board members, officers and committees as needed. c. Secretary. The secretary of the Corporation will: maintain a roll of all individuals present at meetings; record the minutes of all meetings; maintain all records and correspondence of the Corporation; mail minutes of the previous meeting to the directors at least one week prior to the next meeting; and assist other board members, officers and committees as needed.
d. Treasurer. The treasurer of the Corporation will: maintain financial
records of the Corporation; pay expenses and make deposits; prepare a monthly
financial statement; prepare an annual financial
statement for the annual member meeting; assist with soccer registration; and
assist other board members, officers and committees as needed. 6.3 Other Officers. The board of directors may, in its discretion, appoint such other officers as may be deemed necessary to achieve the purposes of the Corporation. Such other officers will serve until the next annual member meeting. Other officers may be re-appointed as long as willing and requested to serve. Such other officers may be either members or directors. Appointment as an officer under this section does not make the officer a member of the board of directors although such officer may be asked to attend board meetings.
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Norwalk Soccer Club - PO Box 431 - Norwalk, IA 50211 |