Rock Chapel Park Youth Athletic Association BY–LAWS
Amended June 06, 2013
Rock Chapel Park Youth Athletic Association Bylaws
Page 1 of 18
Contents I.
NAME OF THE ORGANIZATION ....................................................................................................................................... 3
II.
PURPOSE OF THE ORGANIZATION .................................................................................................................................. 3
III.
DEFINTIONS ................................................................................................................................................................. 4
IV.
MEMBERSHIP .............................................................................................................................................................. 5
V.
PARTICIPATION ............................................................................................................................................................... 5
VI.
GOOD STANDING ........................................................................................................................................................ 6
VII.
FISCAL AND FINANCIAL AFFAIRS ................................................................................................................................. 6
VIII.
DUES ............................................................................................................................................................................ 6
IX.
MEETING ..................................................................................................................................................................... 7
X.
OFFICERS ......................................................................................................................................................................... 9
I.
SCHOLARSHIPS .............................................................................................................................................................. 11
II.
GRIEVANCES AND APPEALS........................................................................................................................................... 11
III.
DUTIES AND RESPONSIBITIES OF BOARD MEMBERS AND OFFICERS ....................................................................... 12
IV.
ADVISORY BOARD OF DIRECTORS ............................................................................................................................. 14
V.
CONFLICT OF INTEREST ................................................................................................................................................. 15
VI.
DISSOLUTION OF THE ORGANIZATION ..................................................................................................................... 15
VII.
MISCELLENEOUS ....................................................................................................................................................... 16
VIII.
AMENDMENTS TO THE BYLAWS. .............................................................................................................................. 16
Rock Chapel Park Youth Athletic Association Bylaws
Page 2 of 18
I.
NAME OF THE ORGANIZATION
The name of the organization will be the Rock Chapel Park Youth Athletic Association. The name of this corporation is Rock Chapel Park Youth Athletic Association. It was incorporated under the laws of the State ofGeorgia onxxxx, 2013, as a non-profit corporation, organized for the purpose of developing, managing and supervising recreational sports and related activities, which shall be exclusively charitable and recreational within the meaning of section 501(c) (3) of the Internal Revenue Code, for the youth of the Stone Mountain and Lithonia school distinct and surrounding areas. These bylaws are adopted in order to fulfill the objectives of the Association and in conformity with the Georgia Nonprofit Corporation Code. In the event of any substantive errors, omissions or conflicts between these bylaws and the Georgia Nonprofit Corporation Code, theCode shall prevail
II.
PURPOSE OF THE ORGANIZATION
The following constitutes the Bylaws of the Rock Chapel Park Youth Athletic Association, a not-for-profit corporation: The purpose of the Rock Chapel Park Youth Athletic Associationis to promote, develop and administer an athletic or recreational program in a safe and nurturing environment. Every effort shall be made to implant firmly in the youth of its membership the ideals of good sportsmanship, honesty, loyalty, courage, reverence and abstinence from drugs and alcohol so that they can become valuable productive community citizen. The mission is to be accomplished through enhancing our reputation, increasing public awareness about our program, increasing the number of players, referees, coaches, sponsors and positive public relations. 1. 2.
To build long lasting character through leadership by our board members and coaches. To build community pride at Rock Chapel Park Youth Athletic Association.
3.
To promote recreational baseball/softball.
4.
To promote a healthy competitive spirit in our athletes.
Rock Chapel Park Youth Athletic Association Bylaws
Page 3 of 18
III.
DEFINTIONS
1. As used in this Amended and Restated Bylaws of the Rock Chapel Park Youth Athletic Association, the following terms shall have the following meanings, unless the context expressly requires otherwise: “Annual Meeting” means the annual meeting of Voting Members shall be held to coincide with the each season. “Board Members and Officers” means collectively the Board of Directors who also serves as the following Rock Chapel Park Youth Athletic Association officers: the President, Vice-President, Executive Secretary, Treasurer, Baseball Director, Softball Director, Concession Manager, Director of Purchasing and Operations, Director of Communications. “Budget” means the annual projection made by the Board Members and Officers of revenues, expenses and capital expenditures earned/incurred by the Rock Chapel Park Youth Athletic Associationduring a fiscal year. “Bylaws” means this Amended and Restated Bylaws of the Rock Chapel Park Youth Athletic Association. “Coach” means a Recreational Team Coach of the Rock Chapel Park Youth Athletic Association. “A Season” means a date and time approved annually by the Board Members and Officers for Teams to compete, within a specific time period. “Fiscal Year” means the time period from January 1stthrough December 31st of the year. “Member” means any Voting Member and Non-Voting Member. “Voting Member” means a member an active registered player in a sport or session. “Non-Voting Member” means a member without having an active registered player in a sport or session. Rock Chapel Park Youth Athletic Association Bylaws
Page 4 of 18
“Player” means a Recreational Amateur Team Player registered with Rock Chapel Park Youth Athletic Association. “Recreational Team” means those age groups established for the assignment of Recreational Team Players to Recreational Teams approved by the Board Members and Officers for each sport session. “Roster” means the player/players assigned to a specific team and age division by the respective Board Members and entered as their official roster. “Registration Deadline” shall have the same meaning as set forth by board of directors.
IV.
MEMBERSHIP
1. Membership in the organization is open to the general public who can meet the basic requirements as developed by our coaching staff. Parents of these players are considered members by virtue of their children’s participation. An annual registration fee is charged to each player in order to cover yearly operation expenses. These fees will be adjusted as needed to meet the financial needs of the association.
V.
PARTICIPATION
1. The program is defined as a group of children and adults working together so that organized athletic games may be played with major emphasis on fun and enjoyment for all children regardless of race, color, national origin, religion, sex, age, handicap or other non-merit factor. 2. The objectives of Rock Chapel Park Youth Athletic Association will be achieved by promoting a “safety first” environment governed by said By-Laws, the rules and regulations as set forth by Rock Chapel Park Youth Athletic Association membership and in cooperation with the DeKalb County Parks and Recreation Department.
Rock Chapel Park Youth Athletic Association Bylaws
Page 5 of 18
VI.
GOOD STANDING
1. Families have both financial and volunteer obligations to the team. The season’s obligations will be established by the Board of Directors prior to registration and will be publicized at registration. Failure to meet these obligations will result in the family losing their good standing on the team. The Board of Directors may establish policies for dealing with families that are not in good standing – any such policy must be established prior to registration and publicized at registration.
VII.
FISCAL AND FINANCIAL AFFAIRS
1. The Fiscal year will run from January 1st through December 31st. The elected Treasurer will be responsible for filing the required annual report with Register of Charitable Trusts, if required. In addition, the treasurer will publish in local newspapers a year-end financial statement of income and expenses, if required, and will also submit a semiannual report to the Board of Directors and its members. 2. In the absence of the Treasurer, the President is authorized to write checks and make savings account withdrawals.
VIII.
DUES
1. Dues shall be considered the registration fee for each athletic or recreational program as determined by the Executive Board of Directors each session prior to actual registration. 2. Consideration will be made for families having multiple registrations. The Executive Board of Directors and Head Coaches are subject to a discount determined based on budget and Executive Board approval. Option 1 • Board member first child only is free • 50 % discount for Head coaches first child. Rock Chapel Park Youth Athletic Association Bylaws
Page 6 of 18
• Includes league fees and uniform (End of season banquet, Trophies and other expenses are excluded) Option 2 • Board members and Head coaches 50% first child only. • Includes league fees and uniform (End of season banquet, Trophies and other expenses are excluded) Option 3 • Board members and Head coach’sregistrations are free. Does not include uniforms, end of season banquet, Trophies and other expenses are excluded.
IX.
MEETING
1. Meetings. The Board Members and Officers shall hold regular monthly meetings. The Board Members and Officers shall also meet at special meeting called by the President or called by a two-thirds (2/3) majority vote of Board Members. 2. The Board Members and Officers shall conduct business at a regular or special meeting only if a quorum is present. A quorum shall consist of two-thirds (2/3) of the Board members and Officers. The President shall be counted in determining whether a quorum exists. 3. Matters and Motions coming before the Board Members and Officers at a regular or special meeting shall be decided by a simple majority vote of those Board members and Officers present (subsequent to establishment of a quorum). 4. The President shall not be entitled to vote a regular or special meeting unless the vote by Board Members and Officers shall end in a tie. Proxies may not be used at regular or special meetings of the Board Members and Officers. 5. Whenever Board members and Officers are required or permitted to take any action by vote, the action may be taken without a meeting on written consent; provided that such written consent shall: (i) set forth the action to be taken, (ii) be signed by all Board Members and Officers, (iii) indicate each Board Members’ and Officers’ vote or abstention, as the case may be, (iv) be delivered to the President or Secretary/Treasurer for inclusion in the Rock Chapel Park Youth Athletic Rock Chapel Park Youth Athletic Association Bylaws
Page 7 of 18
Association records. Additionally, and in order for a motion on written consent to pass it shall receive a minimum of five (5) affirmative votes. 6. All meetings of the Rock Chapel Park Youth Athletic Association, Board, Judicial council, or any other meeting setting association policy, shall be documented with minutes, which shall be submitted to the Secretary/Treasurer of the Rock Chapel Park Youth Athletic Association for record. 7. Emergency Board meetings of the General Board are called when pressing issues needing immediate attention must be addressed. These meetings are closed meetings and the membership can only attend by invitation from the Chair or consent of the Board. These meetings are not advertised. 8. Called meetings of the Board of Directors may be made: (a) (b) (c)
By the President of the Board: By five (5) members of the Board or: By twenty-five (25) members in good standing of the Association.
9. Any of the methods listed may call meetings. Notice of called meetings must be made by: (a) (b) (c)
Letter postmarked at least then (10) days prior to the meeting date or Notices prominently posted on the outside bulletin board and other strategic location throughout the park or On the Rock Chapel Park Youth Athletic Association website.
10. The notice will furnish the time, place, date and nature of the business to be discussed. 11. All meeting agendas shall be prepared by the Chair with assistance from the administrative officer. In order to be placed on the agenda contact the Chair prior to the meeting stating your request and nature of the business to be discussed in writing, preferably by email. 12. Quorum. Twenty percent (20%) of the Voting Members, in good standing, shall constitute a quorum for the transaction of business at any Annual Meeting or Special Meeting. Quorum must be maintained to transact any business. 13. Voting. Every Voting Member in good standing shall have one vote. Voting by proxy shall be permitted only if the proxy is given by a Coach in writing to an assistant coach or parent of a Player on such Coach’s team or to their respective Rock Chapel Park Youth Athletic Association Bylaws
Page 8 of 18
Commissioner, Board Members to any other Board Member, Commissioners to their respective VP of Play, Directors to their respective VP, and the proxy must be presented to the Secretary/Treasurer prior to the meeting.
14. Non-Voting Members. All Players shall be non-voting members of the Rock Chapel Park Youth Athletic Association. Notices of the Annual Meeting and any Special Meeting are not required to be given to Non-Voting Members. 15. All formal meetings of the Association (including Board Meetings, Special Meetings,Committee Meetings, and the General Meeting in November) shall be conducted in accordance with Robert's Rules of Order (Revised) with the President or the President's designee responsible for the implementation of parliamentary procedures necessary for the orderly conduct of all meetings.
X.
OFFICERS
1. Qualification. Board Members and Officers must be residents of the State of xxxxx and must be of legal age and may not be an officer or director of any local, district, state, regional or national association which by their nature would be in conflict with the interest of the Constitution and Bylaws of the xxxxx and its mission statement as indicated in the opening paragraphs of these Bylaws. 2. There shall be nine (9) Board Members and Officers of the Rock Chapel Park Youth Athletic Association, all set forth below: a. b. c. d. e. f. g. h. i.
President Vice President Executive Secretary Treasury Director of Purchasing/Operations Director of Communications Concession Manager Director of Baseball Director of Softball
Rock Chapel Park Youth Athletic Association Bylaws
Page 9 of 18
3. Term and Election of Board Members and Officers. Board Members and Officers shall be elected to a two year term, which term shall begin January 1st and shall end on December 31st of the term period. Any incoming Board Member shall be allowed to attend the monthly board meeting but is not allowed to vote on any issues. In the event that the outgoing Board Member resigns in writing between the Rock Chapel Park Youth Athletic Associationand the end of his/her term, then the incoming Board Member may be appointed by the Board to fill the balance of his/her term. 4. The elected officers will serve a two- (2) year term, beginning January 1st to December 31st of the second year. 5. Vacancies on the Executive Board of Directors shall be filled by a majority vote of the Executive Board of Directors. Such appointee shall serve for the duration of the term of the individual being replaced. 6. Impeachment. A Board Member and Officer may be impeached by the affirmative vote of two-thirds (2/3) Board Members and Officers for any excessive absenteeism, failure to carry out the duties of such Board Member and Officer, or criminal conduct. 7. Members and Officers shall elect by majority vote, a person to fill the position of such Board member and Officer, until the next Annual Meeting, at which time the Voting members shall elect a person to fill the remaining term of such Board Member and Officer, which election shall be effective from the date of the election through the applicable term. 8. In the event the President resigns or is removed prior to the expiration of the President’s elected term, the Vice President shall serve as President until the next Annual Meeting at which time the Voting members shall elect a person to fill the remaining term of the president, which election shall be effective from the date of the election through the remaining unexpired term. 9. Discipline applied to a Member of the Association could include loss of any or all of the following privileges plus any other restrictions deemed appropriate by the Board of Directors: a. b. c. d. e.
Holding any office or appointed position. Participating as a manager/coach. Representing the Association at any functions/activities. Attending any games or practices. Attending any monthly, Board or Special Meeting of the Association.
Rock Chapel Park Youth Athletic Association Bylaws
Page 10 of 18
The disciplining of a Member of the Association does not affect the status or rights of any relatives of the individual, either youth or adult.
I.
SCHOLARSHIPS
Scholarships. The Board Members and Officers may in the exercise of its discretion and on an annual basis fund up to $xxxx to a boy or girl or both graduating from high school who are residents of DeKalbCounty and have been active participants in the Rock Chapel Park Youth Athletic Associationand meet the published criteria as defined by the Board. The Board Members may also be active in offering scholarships opportunities for other members of based on a predefined set criteria.
II.
GRIEVANCES AND APPEALS
Section 1 – Grievance Committee 1. This will be a standing committee appointed by the Board 2. The purpose of the Grievance committee is to take prompt action on all appeals or grievances. 3. The committee shall consist of a Chairperson and a committee of not less than four (4) members of the Association. 4. No member can participate in a specific matter if he/she has a direct involvement in the grievance or will benefit from the decision. METHOD OF APPEAL Section I – Right of Appeal 1. Any ruling by the Board of Directors, an Officer or a Committee, may be appealed. 2. Any player or Member of the Association may submit an appeal or grievance. Section II – Appeal Procedure 1. Appeals must be made within ten (10) calendar days of publication of the original decision being appealed. Rock Chapel Park Youth Athletic Association Bylaws
Page 11 of 18
2. All grievances must be made within four (4) calendar days of the incident. 3. Appeals must be in writing, addressed to the President, with a copy to the Administrative Officer. 4. The President shall be responsible for giving copies to all individuals where deemed appropriate. Section III – Disposition of Appeal 1. The duly appointed Grievance Committee of the Association who shall bear all appeals or grievances and report its recommendations to the Board. 2. A decision shall be reached by the Board and all parties involved shall be notified within fourteen (14) calendar days.
III.
DUTIES AND RESPONSIBITIES OF BOARD MEMBERS AND OFFICERS
1. President. The president shall preside over all regular and special meetings of the Voting Members and of the Board Members and Officers. The President shall appoint all temporary committees. The President shall appoint a nominating committee for the election of Board members and Officers a minimum of 90 days prior to the Annual Meeting for the election of Board Members and Officers. The President shall provide guidance to the Rock Chapel Park Youth Athletic Associationregarding the conduct of its business. The President shall be responsible for all public announcements and news coverage. The President shall have the responsibility to ensure that all Board Members and Officers properly execute the duties of their office. The President is responsible for guiding the Association toward the Mission Statement. 2. Vice President. The Vice President shall assume the duties of the President in the President’s absence. The Vice President shall serve as chairman of the Judiciary Committee. The Vice President shall select with Board approval a Director of Sponsors and Fund Raising who may appoint, with Board approval, a committee to obtain sponsors for all Recreational Teams. The committee shall organize “Picture Days”, player clinics/camps and other special events most, but not always, for the purpose of raising money and advancing the sport in session. The committee shall be responsible for the timely collection of the funds and delivery to the Secretary/Treasurer. 3. Executive Secretary. Executive Secretary shall maintain all records of the association Records the minutes of all Board meetings. Organizes registration Rock Chapel Park Youth Athletic Association Bylaws
Page 12 of 18
information and issues relative to the Park; Acts as County liaison to ensure association compliance with governing regulations. Responsible for all business issues as they relate to the day to day operation of the Park and association. Works closely with the President and Vice-President and Treasury to handle all the association business affairs. Maintains and organizes all files of the association.As is required by the State of Georgia, the Secretary shall renew Rock Chapel Park Youth Athletic Association’s registration with that division and obtain an annual audit of the financial records of the Rock Chapel Park Youth Athletic Association from an outside Certified Public Accountant and make the final report available for public viewing. 4. Treasury. Treasury assists and approve budget for programs, oversees registration process, accounts for all revenue and expenses. Pays the Association debts and outstanding invoices in a timely manner. Provides membership and organization financial statements on an ongoing basis. Assist in raising sponsorships and grants for the association. 5. Director Marketing and Communications. Director of Marketing and Communications shall maintain, manage and administer the Association Website. Oversees newsletters, flyers, promotional and informational material for the association. Acts as association spokesperson. Develops and executes overall marketing plan of Association. Chairs the fundraising committee to coordinate events for the programs. Work with Directors to sets up registration website. 6. Director of Purchasing and Operations. Director of Purchasing and Operations shall maintain database of organization equipment. Shall develop system for the use of associations merchandise and equipment and return for each program. Shall be responsible for soliciting bids and the purchase for all the association programs equipment, uniforms and supplies. Shall work closely with the selected vendors to ensure the timely delivery of selections. Shall assist all Directors in the collection of the organization merchandise at the completion of the program season. Work with Team to setup banquet and Team functions. 7. Concessions Stand Manager. Concessions Stand Manager shall be responsible for applying all “Food Service and Safety Guideline” as mention by DeKalb County Parks & Recreations, ensure that food service operations are planned based on the Park/Association needs, ensure the Safety of Food and Services offered, clarify the processes required for selecting suppliers and contractors, document the complex approvals and inspections for compliance with building, fire and food safety codes.
Rock Chapel Park Youth Athletic Association Bylaws
Page 13 of 18
8. Director of Baseball. Baseball Director, plan, administer, and directs the overall stewardship of baseball activities: Interpret and participates in formulating Rock Chapel Park Youth Athletic Association baseball policies and procedures. Recruit, direct, evaluate and discharge coaches with consultation of Rock Chapel Park Youth Athletic Association and in accordance with set by-laws. Plans and coordinates activities of coaching staff. Work with Treasure to prepare annual baseball budget and insure RCP has representation at all league meetings. 9. Director of Softball. Softball Director, plan, administer, and directs the overall stewardship of softball activities: Interpret and participates in formulating Rock Chapel Park Youth Athletic Associationsoftball policies and procedures. Recruit, direct, evaluate and discharge coaches with consultation of Rock Chapel Park Youth Athletic Association and in accordance with set by-laws. Plans and coordinates activities of coaching staff. Work with Treasure to prepare annual baseball budget and insure RCP has representation at all league meetings.
IV.
ADVISORY BOARD OF DIRECTORS
1. The board can elect a group of established members known as the advisory Board.This board will include the four (4) members of Rock Chapel Park Youth Athletic Association representative. All are equally voting members and each shall have one (1) vote. They shall meet with the general board as necessary to carry on the day-to-day business of the organization. No advisory Board can be a coach, or serve on any other board at Rock Chapel Park Youth Athletic Association.
Rock Chapel Park Youth Athletic Association Bylaws
Page 14 of 18
V.
CONFLICT OF INTEREST
1. Each Director, prior to taking his position on the Board, and all present Directors shall submit in writing to the Chairman of the Board a list of all businesses or other organization of which he/she is an officer, director, trustee, member, owner (either as a sole proprietor or partner), shareholder, employee or agent, with which the Corporation has or might reasonably in the future enter into, a relationship or transaction in which the Director would have conflicting interests. The Chairman of the Board shall become familiar with the statements of all Directors in order to guide his conduct should a conflict arise.
2. At such time as any matter comes before the Board in such a way as to a conflict of interest, the affected Director shall make known the potential conflict, whether disclosed by his written statement or not, and after answering any questions that might be asked him shall withdraw from the meeting for so long as the matter shall continue under discussion. Should the matter be brought to vote, neither the affected Director nor any other Director with a pecuniary benefit transaction with Corporation shall vote on it.
3. The Board will comply with all the requirements of Georgia law where conflicts of interest are involved, including but not limited to the requirements of a two-thirds vote where the financial benefit to the Director or Trustee is between $500 and $5,000 in a fiscal year, and to the requirement of a two-thirds vote and publication in the required newspaper where the financial benefit exceeds $5,000 in a fiscal year.
VI.
DISSOLUTION OF THE ORGANIZATION
In the event the organization is dissolved, all assets shall be distributed to the DeKalb County Parks and Recreation, specifically earmarked for use by the Recreation Department for local programming and/or facility development.
Rock Chapel Park Youth Athletic Association Bylaws
Page 15 of 18
VII.
MISCELLENEOUS
Section 1 – Miscellaneous
1. The seal of the Corporation shall be in such form as the Board of Directors may from time to time determine. In the event it is inconvenient to use such seal at any time the signature of the Association, followed by the word “Seal” enclosed in parenthesis or scroll, shall be deemed the seal of the Corporation. The seal shall be in the custody of the Administrative Officer and affixed by him on the membership certificate and such other papers as may be directed by law by this By-Laws, or by the Board of Directors. 2. The accounts and books of the Corporation shall be open to the inspection of members. The Board of Directors shall have the power to fix reasonable rules and regulations not in conflict with applicable law for the inspection of accounts and books, and the member rights in this respect are and shall be restricted and limited accordingly. 3. The corporation shall indemnify and hold harmless any individual against the expense of the defense of any suit, action or proceeding in which he is made a party by reason of his being or having been a Director, officer or duly authorized agent of the Corporation except in relation to matters as to which he shall be adjudged in such action, suit or proceeding to be liable for gross negligence or willful misconduct in the performance of his duties. This right shall extend to all such person, his or her successors and legal representatives. 4. The association shall abide by all rules and regulations set down by the Conference and leagues in which we participate. The association may adopt additional playing rules provided they are approved by the parent organization.
VIII.
AMENDMENTS TO THE BYLAWS.
The Bylaws may be amended only at the Annual Meeting of Voting Members or a called Special Meeting of the Voting Members subsequent to the establishment of a quorum, only Rock Chapel Park Youth Athletic Association Bylaws
Page 16 of 18
upon an affirmative vote of two-thirds (2/3) of the quorum established at the beginning of the meeting pursuant to Article II, Section C. A. (1)
Amendment Proposals Any voting member may submit proposed amendments
(2) Proposals MUST include the Article, Section and text of the current rule, the text of the proposed new or revised rule and reason for the change. (3) Proposals to revise or amend the Bylaws shall be submitted in writing to the President at least forty-five (45) days in advance of the Annual meeting of Voting Members or a called Special Meeting of the Voting Members. (4) Amendment proposals shall be published and distributed to members at least ten (10) days prior to the Annual Meeting of Voting Members or according to the Bylaws as specified at which time the proposal will be considered.
Rock Chapel Park Youth Athletic Association Bylaws
Page 17 of 18
Rock Chapel Park Youth Athletic Association Bylaws
Page 18 of 18