Section 1 –Purpose of Organization: These By-Laws specify matters affecting the operations and governance of the Organization. The purpose of the Association is to educate the community in the sport of soccer. Education shall be in areas of technique, skills, theory, coaching, refereeing, and sportsmanship. To accomplish these educational goals, the Association shall organize educational clinics, publish newsletters and instructional materials, and sponsor teaching and instructional youth.
Section 2-Distribution of Assets Upon Dissolution
In the event of the dissolution of this Corporation, or in the event it shall cease to carry out the objects and purposes herein set forth, all the business, property, and assets of the Corporation shall go and be distributed to such non-charitable corporation, municipal corporation, or corporations, so that all such assets will be distributed to an organization which under the laws of the United States of America shall be granted an exempt status from Federal Income Tax. Should the Board of Directors of the Corporation on dissolution, fail to designate such charitable organization to receive such assets, such assets shall be distributed to the American Red Cross.
ARTICLE I –MEMBERSHIP
Section 1 - Association Membership: Any person who is registered in the following classifications of leagues, upon receipt of that player's annual registration fee for the league in which they are participating, the amount of which shall be determined by the Board of Directors each season. If that Association Member is under the age of 18, at the time of registration, the parent of that player is entitled a vote at the annual meeting. A parent of any youth player shall be a Senior Member, upon receipt of that player’s annual registration fee. Association members become either Senior Members with voting privileges, or Junior Members with no voting privileges.
- Adult League
- Select League
- Academy League
- Recreation League
Section 1.1 - Senior Membership: Any person 18 years of age or older who is not registered as a player in the Youth Program, and is not a parent of a youth player, shall become a Senior Member of the Association upon receipt of his/her annual membership dues, the amount of which shall be determined by the membership at the annual meeting. Senior Members are entitled to one (1) vote on any matter submitted to a vote of the membership. There shall be no cumulative voting or voting by proxy.
Section 2: Junior Membership: Any person registered in the youth program, under the age of 18, at the time of registration, is considered a Junior Member of the Association upon receipt of his/her annual membership dues, the amount of which shall be determined by the membership at the annual meeting. All youth players shall be Junior Members. Junior members are entitled to receive all Association newsletters at their residence. Junior Members do not have voting rights at the annual meeting. If a Junior Member turns the age of 18 during a registered season, they are not entitled one (1) vote at the annual meeting, that right is still of their legal guardian/parent, as they were a minor at the time of registration and receipt of their Association fees.
Section 3 –Meetings: The annual meeting shall be held in the month of September each year. Special meetings of the membership may be called by the President upon the written request of a majority of the Board of Directors.
Section 4 –Place of Annual & Special Meetings: Meeting of the membership shall be held at a place determined by the President or the Board of Directors.
Section 5 –Notice of Annual & Special Meetings: A notice stating the place, day, hour and purpose of a meeting of the membership shall be published in a newspaper of general circulation Fond du Lac County, Wisconsin at least seven (7) days prior to the meeting. The Board shall endeavor to give oral or written notice of any meeting of the membership to each member.
Section 6 –Membership Dues, Registration Fees and Term: The annual membership dues and registration fees shall be paid to the Association as directed by the Treasurer. There shall be no refund, rebate, proration, or reimbursement of dues or fees to any member or player for any reason. Upon payment of annual dues or registration fees, membership shall be for the period commencing with the general youth registration and termination 30 days after the subsequent general youth registration.
Section 7 –Quorum: A majority of the members of the board shall constitute a quorum for the transaction of business. Every act or decision done or made by the majority of votes present at a duly held meeting at which a quorum is present shall be the act or decision of the members.
Section 8 –Termination of Membership: Membership may be terminated by voluntary withdrawal or expulsion. Thereupon, all rights of the member on the Association shall cease. A member may be expelled by an affirmation vote of two-thirds (2/3) of the members. Grounds for expulsion shall include, but not be limited to, the failure of a member to pay the annual dues.
Section 9 –Members in Good Standing: A “member in good standing” is defined as any member who has not been suspended from the Fond du Lac Soccer Association. A suspended member may not hold a Board of Directors’ position until the suspension has been completed.
ARTICLE II –THE BOARD
Section 1 –Officers: The Board shall be composed of the following officers: President, Vice-President, Secretary, Treasurer, Past-President and eight (8) Directors at Large. In the event that no Past-President is willing or able to serve, the office shall be known temporarily as Director at Large.
Section 2 –Additional Officers: No additional officers upon the Board may be created except by the process, prescribed herein, for amendment of these By-Laws.
Section 3 –Election of Directors and Officers:
Directors: The offices of the Board shall be filled by an election of the membership at the annual meeting of the Association. Any active member in good standing including present directors may place him(her)self or the name of any other active member in good standing in nomination for vacancies on the Board of Directors. Written ballots shall be given out at the annual meeting and all members present shall vote up to but not to exceed the number of openings on the Board of Directors at that time. Terms of office shall begin upon the adjournment of the annual meeting. Each director shall serve a term of two years. Directors elected at the January 1996 annual meeting shall be elected for staggering terms. This ensures that all Board of Directors are not replaced each year. However, in the event of a vacancy on the Board of Directors, the Board may appoint someone to fill the vacancy. Should the vacancy occur at the annual meeting or should one year or more remain in a term of a vacated director at the time of the annual meeting an election must be held at the annual meeting to fill that vacancy for the remainder of the original term.
Officers: Upon the election of the Board of Directors and following the close of the annual meeting of the membership, the Board of Directors shall meet and elect their officers for a one (1) year term.
Section 4 –General Powers: The affairs of the Association shall be supervised and directed by the Board. The Board may exercise all powers of the Association, except such as these By-Laws require to be exercised by the members of the Association. The Board shall approve all budgets before the treasurer can disburse funds consistent with Article VI, Section 3.
Section 5 –Duties: The Board shall, at each annual meeting, render a report on the financial condition and general state of affairs of the Association and of the goals and objectives of the Association for the current year.
Section 6 –Policies and Procedures: The Board shall endeavor to establish written “rules, policies and procedures” which may be amended from time to time by the Board. These rules should be communicated to the membership by newsletter in person prior to each soccer season.
Section 7 –Meetings: The Board shall meet at least once (1) per month. The date, time and place of each meeting shall be agreed upon at the preceding meeting. A majority of the Board may, at any regular meeting, or meeting held in lieu of such, change the date, time and site of any forthcoming meeting.
Section 8 –Action Without Meeting: Any action which may be taken at a meeting of the Board may be taken without a meeting if all the officers shall consent. Such consent may be in writing, telephone or by email. Each Director shall report his consent to the Secretary, who shall record such consent on the minutes of the preceding meeting.
Section 9 –Quorum: A majority of the number of Directors shall constitute a quorum.
Section 10 –Compensation: No Director shall receive compensation for services performed in his/her role as a director.
Section 11 –Removal of Director: A Director may be removed upon a two-thirds (2/3) affirmation votes of the membership present at the meeting at the time of the vote. Tangible decimation of the assets of the Association or failure to execute the duties of office shall be grounds for removal.
Section 12 –Removal of Board Officer: A Board Officer may be removed upon a two-thirds (2/3) affirmation votes of the Board of Directors Tangible decimation of the assets of the Association or failure to execute the duties of office shall be grounds for removal.
ARTICLE III –DUTIES OF OFFICERS
Section 1 –President: The President shall be the chairperson of the Association and shall have such duties, responsibilities and powers as may be necessary to carry out the directions and policies of the Association or prescribed in these By-Laws or otherwise delegated by the Association and shall at all times be subject to the policies of the Association. The President may sign and execute, in the name of the Association or these By-Laws to some other officers of the Association.
Section 2 –Vice-President: The Vice-President shall discharge the duties of the President in the event of absence or disability, for any cause whatever, of the President.
Section 3 –Secretary: The Secretary shall countersign all deeds, leases and conveyances executed by the Association. He/she shall safely and systematically keep all books, papers, records and documents belonging to the Association, or pertaining to the business thereof, except the books and records incidental to the duties of the Treasurer. He/she shall be the chairperson of the Membership Committee. The Secretary shall also record the minutes of the Board meetings and receive and keep copies of the minutes of committee meetings.
Section 4 –Treasurer: The Treasurer shall keep an account of all monies, credits, and property of any and every nature of the Association which shall come into his hands and keep an accurate account of all monies received and disbursed and to render such accounts, statements and inventories of monies received and disbursed and of money and property on hand, and generally of all matters pertaining to his office as shall be required by the Board. The Treasurer shall prepare all necessary financial reports.
Section 5–Past-President: The Past-President shall serve in an advisory capacity to the Board and has full voting rights.
Section 6 –Directors at Large: The Directors at Large shall have full voting rights and be assigned to head and serve on committees.
ARTICLE IV –OBJECTIVES
Section 1 –Objectives:
A. To educate and develop the quality of youth players, coaches and referees.
B. To promote good sportsmanship, fair play and the physical, recreational and emotional development of area youth.
C. To see that all required affiliated soccer organizations and league meetings are attended and that pertinent information obtained from such meetings or from other communications is properly disseminated.
D. To sponsor and organize a youth soccer league and teams and to supervise registration, sponsors, uniforms, coaches, scheduling, field maintenance and referees.
E. To foster new youth teams and leagues throughout the year.
F. To coordinate the activities (i.e. practices, schedules, tryouts, etc.) of the various teams.
ARTICLE V –COMMITTEES
Section 1 –Finance Committees: The Finance Committee shall be a standing committee, consisting of the Treasurer as Chairperson, the Vice-President and at least one (1) additional Senior Member. The duties of the Finance Committee shall be as follows:
A. Be in charge of all general fundraisers.
B. Oversee all Association finances, and review all budget proposals.
C. Propose an Association budget for adoption by the Board.
D. Administer all investments, indebtedness and insurance needs.
E. Prepare year-end financial statements for an Association report.
Section 2 –Nominating Committee: The Nominating Committee shall be a standing committee appointed by the Board and shall consist of three (3) Association members, each active in the affairs of the Association. The duties of this Committee shall be as follows:
A. Prepare a slate of candidates for office to be presented at the annual meeting for openings on the Board of Directors.
B. Obtain the consent of all persons as candidates for Board of Directors.
Section 3 –Membership Committee: The Membership Committee shall be a standing committee. The Secretary shall be the Chairperson of the committee. The duty of the committee shall be to keep a roll of the names, addresses and the telephone numbers of all members in good standing of the Association.
Section 4 –Additional Standing Committees: Additional standing committees may be created in the manner prescribed herein for the amendment of these By-Laws.
Section 5 –Ad Hoc Committees: The President or the Board may create such ad hoc committees, as either may need to be in the best interest o the Association. Such committees shall exist until such time as the President or the Board determines that their purpose has been served.
ARTICLE VI –INSTRUMENTS: BANK ACCOUNTS; CHECKS AND DRAFTS; LOANS
Section 1 –Execution of Instruments: Except as authorized by the Board or by a resolution of the membership or as expressly provided in these By-Laws, no officer or employee shall have authority to bind the Association to any contract or engagement or to pledge its credit or to subject it to any liability in any amount.
Section 2 –Bank Accounts: The Association, periodically, may establish general or special bank accounts with such institutions as the Board may select. The Board may attach such stipulations and/or restrictions on said accounts as shall be consistent with these By-Laws.
Section 3 –Checks and Drafts: All checks, drafts, money orders, notes, acceptances, or other evidences of indebtedness issued in the name of the Association shall be signed by such person(s) as shall be authorized by the Board. Endorsements for deposits to the credit of the Association in any of its duly authorized depositories may be made and attested to by such person(s) as shall be authorized by the Board. All budgets and non-budgeted expenditures of the Association shall be first approved by the Board before the disbursement of any funds by the Treasurer.
Section 4 –Loans: The Association shall contract no loan nor issue any evidence of indebtedness except by authority of a majority vote of the members present at a meeting of the membership. Such authority may be general or confined to specific purposes.
ARTICLE VII –FISCAL YEAR
The fiscal year of the Association shall end on August 31 of each year.
ARTICLE VIII –AMENDMENTS
These By-Laws may be amended, altered, or replaced by a two-thirds (2/3) vote of the membership present at the meeting at the time of the vote at a meeting duly held for that purpose.
Any proposed bylaw changes or amendments must be submitted to the Secretary of the Board of Directors at least 21 days prior to the meeting duly held for that purpose and posted for the membership to view at least 14 days prior to the meeting duly held for that purpose.
ARTICLE IX –RULES OF ORDER
Robert’s Rules of Order, as revised, shall be the authority used in conducting all meetings