Association By-Laws

TABLE OF CONTENTS

  1. TITLE
  2. OBJECTIVES
  3. OPERATION
  4. GOVERNMENT
  5. MEMBERS
  6. FEES OF REGISTRATION
  7. APPEALS
  8. PARLIAMENTARY PROCEDURE
  9. ELECTION RULES
  10. FINANCE AND ACCOUNTING
  11. COMMITTEES
  12. ADOPTION OF BYLAWS AND EFFECTIVE DATE
  13. AMENDMENTS OF THE BYLAWS
Find the spider and win!

I. TITLE

This organization shall be known by the name, style and title of West-Mont United Soccer Association (aka WMU).

II. OBJECTIVES

  1. The primary purpose of this organization is to provide the sport of soccer.  We will do this by providing nonprofit, public educational soccer training.  In such, WMU will provide organized soccer activity to the communities served by the Spring-Ford and Perkiomen Valley School Districts, as well as the surrounding vicinity.  Further, we educate in the sport of soccer, implant the ideals of good sporting behavior, and foster character and ideals pursuant to becoming a trustworthy and happy individual.
  2. The objectives will be achieved by providing supervised soccer education and training.
  3. The supervisors shall bear in mind that the example they set as men and women shall take precedence over any desire to win, and that the athlete’s future and development is of prime importance.

III. OPERATION

  1. The general purposes for which the corporation is organized are to receive and maintain a fund or funds of real or personal property subject to the restrictions and limitations hereinafter set forth, to use and apply the whole or any part of the income therefrom and principal thereof exclusively for charitable, religious, scientific, literary or educational purposes, either directly or by contributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code and its regulations as they now exist or as they may hereafter be amended.
     
  2. No part of the net earnings of the corporation shall inure to the benefit of any director of the corporation, officer of the corporation, or any private individual (except that reasonable compensation may be paid for services rendered to or for the corporation affecting one or more of its purposes, and no director or officer of the corporation, or any private individual shall be entitled to share in the distribution of any of the corporate assets upon dissolution of the corporation.  No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in or intervene in (including the publication or distribution of statements) any political campaign on behalf of any candidate for public office.
     
  3. The corporation shall distribute its income for each taxable year at such time and in such manner as not to become subject to tax on undistributed income imposed by section 4942 of the Internal Revenue Code of 1954, or corresponding provisions and any subsequent federal laws.
     
  4. The corporation shall not engage in any act of self-dealing as defined in section 4941(d) of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal laws.
     
  5. The corporation shall not retain any excess business holdings as defined in section 4943(c) of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal laws.
     
  6. The corporation shall not make any investments in such a manner as to subject it to tax under section 4944 of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal laws.
     
  7. The corporation shall not make any taxable expenditures as defined in section 4945(b) of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal laws.
     
  8. Notwithstanding any other provisions of these Articles of Incorporation, the corporation shall not adopt or carry on any activities not permitted to be conducted or carried on by an organization exempt from taxation under section 501(c)(3) of the Internal Revenue Code and its regulations as they now exist or may hereafter be amended, or by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code and its regulations as they now exist or as they may hereafter be amended.
     
  9. On dissolution of the corporation or the winding up of its affairs, the assets of the corporation shall be distributed exclusively to charitable, religious, scientific, literary, or educational organizations which would then qualify under the provisions of section 501(c)(3) of the Internal Revenue Code and its regulations as they now exist or as they may hereafter be amended.
     
  10. The purposes for which the corporation is organized are exclusively educational within the meaning of section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue law.
     
  11. Notwithstanding any other provision of these articles, this organization shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue Law.
     
  12. Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code of 1986, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.  Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
     
  13. Anything created, purchased, acquired, trademarked, or copyrighted by a WMU member for, or on behalf of West-Mont United Soccer Association and/or its related activities during their membership shall remain the sole property of West-Mont United Soccer Association.

IV. GOVERNMENT

  1. The government of this organization shall consist of the duly elected officers and directors of the WMU known as the Board of Directors.
  2. The Board shall consist of the following members:

    President
    Vice President
    Treasurer
    Marketing Director
    Technical Director
    Facilities Director
    Director of Support Services

  1. No member shall have more than one vote.
  2. The Board of Directors shall manage the organization and have control of the WMU, subject to the will of the voting membership

Terms of Office 

President
2 years
elected on even years
Vice President
2 years
elected on odd years
Technical Director
2 years
elected on even years
Treasurer
2 years
elected on odd years
Facilities Director
2 years
elected on even years
Marketing Director
2 years
elected on odd years
Director of Support Services
2 years
elected on even years

Election of the Board

  1. The offices that are open for the positions shown above shall be filled at the annual election.
  2. Members running for an office on the Board must first have held a Trustee position. This requirement is waived for the first year of the officers elected in December 2009 since this is the first year of the requirement.
  3. Nominations shall occur in November with elections being held at the meeting of the membership in December.
  4. Election shall be made by secret ballot and counted by the Recording Secretary.
  5. It shall take the affirmative vote of at least a majority of the voting members present.
  6. All elected officers shall take office upon conclusion of the election meeting.

Qualifications of Officers

  1. No elected officers of the Board shall hold more than one elective office of the WMU at any one time.
  2. No elected officer of the Board shall be eligible to draw a salary from the organization either as an employee or as an independent contractor. This includes, but is not limited to Office Manager, Director of Coaching, paid Coach, or paid Trainer. This does not apply to referees since they are not paid directly by the WMU. If a Board member chooses to take a paid position in the club, they must resign their Board position. A person currently holding a paid position may run for office but must resign his paid position upon election to the office.
  3. Any elected officer of the WMU shall be eligible as a candidate for another office or to succeed himself.
  4. At the conclusion of the election, a joint meeting will be held of incoming board members and outgoing members to ensure a smooth transition in management and control.

Duties of the Officers

Every officer is expected to attend all board meetings.

  1. President
    1. Shall preside at all meetings of the Board and the WMU.
    2. Shall sign all legal documents and papers.
    3. Shall be an Ex-Officio member, but without vote, of every standing or special committee.
    4. Shall enforce the bylaws, policies and rules as may be adopted by the membership.
    5. Shall have the power to call meetings of this association upon 5 days notice and shall have other powers to which the membership may from time to time vest in him/her.
    6. Is an authorized signer on all bank/investment accounts.
    7. The Office Manager, Recording Secretary, Treasurer, and Marketing Director report to the President.
  2. Vice President
    1. Shall assume the duties of the President in the absence of the President.
    2. Shall sign all legal documents, papers, and resolutions of the Board.
    3. The Technical Director, Facilities Director, and Director of Support Services report to the Vice President.
       
  3. Treasurer
    1. Shall pay all obligations of the WMU in a timely manner.
    2. Shall keep a record of all disbursements and receipts.  If the Treasurer chooses to utilize automation for the recordkeeping function by means of his/her personal computer, then from time to time, the WMU shall reimburse for miscellaneous expenses associated with same.
    3. Shall present a report on the financial condition of the WMU at all general and Board meetings.  The WMU shall incur the cost of copying materials for presentation at these meetings. 
    4. Shall sign disbursements approved by the President or Vice President and issue any registration fee refunds as approved by the Registrar.
    5. Is an authorized signer on all bank/investment accounts, with the exception of individual travel team sub accounts.
    6. Supervises all approved expenditures.
    7. Is responsible for collection of all checks and currency at registrations and is a member of the registration committee.
    8. Shall file state sales taxes quarterly or twice yearly for concessions.
    9. Shall prepare federal tax returns, or contract with an outside agency to do it. 
       
  4. Facilities Director
    1. Shall be responsible for the initial setup of all soccer field lining and goal placement (including attachment of nets) at each location used for Intramural and Travel teams, and oversees post-season breakdown and storage of equipment.
    2. Shall be responsible for ensuring each site has a locking storage facility to be used for corner flags, paint, liners, and miscellaneous equipment.
    3. Shall be responsible for property maintenance, including but not limited to grounds, buildings, and parking lots.
    4. Shall coordinate schedules for practice fields for Travel and Intramural teams including being the primary contact with the various townships.
       
  5. Director of Support Services
    1. Coordinates a photographer or solicits bids for presentation to the Board to choose a vendor to take pictures each season.
    2. Organizes “picture day” between each team and the photography crew.  Coordinates delivery of photos to division commissioners for distribution to individual teams.
    3. Coordinates a supplier of trophies or solicits bids for presentation to the Board to choose a “Give away item” to be distributed to each intramural player at the end of the season.
    4. Ensures snack bar facility has appropriate supply of items for sale and staffing for all game days during the season. Staffs the snack bar as needed.
    5. Is in charge of retail sales staffing and support.
    6. Shall work with the Treasurer and be entrusted with the custody of a cash drawer to operate the snack bar facility from week to week.
    7. Is responsible for referees for all games held by the club.
    8. Is responsible for the Registrar, registration processing, and support.
       
  6. Technical Director
    1. Responsible for all issues related to the development of WMU's players and coaches.
    2. Directs the various soccer programs within the club, including but not limited to, Intramural, Travel, Premier, TOP Soccer, Little Strikers.
    3. Oversees the development programs for players and coaches for all teams and at all levels within the club.
    4. Oversees the selection of coaches for the Travel and Premier teams.
    5. Oversees the Travel Team selection process.
    6. Liaisons with any outside agencies conducting training or camps.
    7. Runs the hiring process for any outside trainers including, but not limited to a Director of Coaching.
    8. Approves or rejects player movement between teams.
    9. Mediates any disputes between coaches, parents, and/or players where necessary.
       
  7. Marketing Director
    1. Shall work to solicit sponsorships, and general marketing of the WMU to the community.  Shall advise the Board of any fund-raising opportunities to offset our costs.
    2. Is the primary contact to sponsors. All sponsor communication shall go through the Marketing Director.
    3. Is responsible for outside communications including the newsletters and the website.
    4. Is responsible for policies regarding club branding and marketing.

In addition to the specific duties listed above, every Board member has the following responsibilities:

  1. Is in charge of all expenditures in their cost center.
  2. Requests budget preparations from each of their Trustees, then rolls up those numbers into an overall budget for their cost center.
  3. Presents budget proposals at Board meetings, annually or semi-annually as required.
  4. After approval of their budget, is authorized to spend within the confines of their approved budget without further approval from the Board.
  5. Oversees the work of the Trustees for whom they are responsible.

In addition to the Board positions, the Recording Secretary is a required position. The Recording Secretary reports to the President and performs the following duties:

Recording Secretary

  1. Shall keep a record of the proceedings of the Board and the membership. If unable to attend a meeting, the Board shall designate someone present to record minutes and forward same to the Recording Secretary for the WMU files.
  2. Shall read the minutes at all Board and membership meetings. The WMU shall incur the cost of copying materials for distribution at these meetings.
  3. Shall keep a record of all members attending all regular meetings.

Removal from Office of WMU

  1. The Board shall reserve the right to request any individual officer to resign from their position if there becomes a lack of confidence in their ability to carry out the assigned duties of the position as outlined in these bylaws.
  2. Involuntary removal shall be for cause after an appropriate hearing before the Board of Directors.
  3. Removal shall be by secret ballot.
  4. To remove an Officer from the Board, before the expiration of his/her term, shall take the affirmative vote of at least two-thirds of the members of the Board of Directors.
  5. If an Officer of the Board shall be removed from the Board in accordance with this section, his office shall be declared vacant and the vacancy filled in accordance with these bylaws.
  6. The results of the discussion will be announced at the next general meeting.

Filling Vacancies

  1. If a vacancy shall exist in any office of the Board, for any reason, the Board of Directors of the WMU shall appoint from the members of the WMU an officer to fill such a vacancy.
  2. Such appointment shall take affirmative vote of a majority of the Board of Directors.
  3. Any vacancy occurring by removal, resignation, or death, shall be filled only for the remaining portion of that term.
  4. Officers appointed to fill vacancies in the Board, in accordance with the provisions of this section shall take office immediately.
  5. All appointments to fill vacancies shall be by secret ballot of the Board of Directors.
  6. If an Officer or member of the Board of Directors shall be absent himself unexcused from two consecutive regular meetings of the Board of Directors, such Officer or Director shall thereby automatically be divested of his office without any proceedings for his removal.

Meetings of the Board of Directors

  1. Meetings of the Board of Directors shall be monthly on the Monday of the week preceding the general membership meeting (i.e. try to put 10 days between Board and general sessions).
  2. A quorum must be in attendance to conduct business.
  3. A quorum shall consist of at least a majority (51%) of the members of the Board.
  4. Special meetings of the Board may be called by the President or by a majority of Board members. 

Meetings of the Association

  1. Meetings of the WMU shall be held once a month on the first Wednesday.
  2. A quorum must be in attendance to conduct business.
  3. A quorum shall consist of at least a majority (51%) of the members of the Board.
  4. Special meetings of the WMU membership may be called by the President or a majority of the Board or fifty (50) voting members.
  5. All members shall sign an attendance sheet which shall be handled by the Recording Secretary.
  6. Non-members typically attend to present business proposals. 
  7. Non-members may not take part in discussions (pro/con) of the Association business unless perrmitted to do so by the President or the person running the meeting.  Non-members may not vote.

V. MEMBERS

Regular Members

A regular member is defined as:

    • Any player on one of the club’s teams.
    • Any person who has a child enrolled in the program.
    • Any person who performs as a volunteer coach, member of the Board of Directors, member of any Standing Committee, or any others voted to be members by the Board of Directors.
    • A regular member in good standing upholds the values defined in the Objectives.  “ In good standing” excludes those members currently under discipline by the WMU or any affiliated Soccer Association.  Discipline includes but is not limited to the following:  suspension, banishment, loss of coaching privileges, indebtedness to the Association, or those who violate WMU facility rules or the approved Code of Ethics series.

Voting Membership

Voting during West-Mont United Soccer Association General Meeting discussions

  1. Must be a Regular member in good standing 18 years of age or older.
  2. May participate in votes on discussion topic.

Election Voting

  1. Must be a Regular member in good standing 18 years of age or older.
  2. A member must attend four general membership meetings in the twelve months prior to any given vote in order to have the right to vote.
  3. A travel/premier team member must attend six general membership meetings in the twelve months prior to any given vote in order to have the right to vote.
  4. Each person attending a general meeting must sign the attendance sheet and declare whether they are representing a team or themselves. A person can only represent one entity per meeting. A team can only have one representative at each meeting.
  5. The coach of the travel/premier team chooses the person who makes the vote on the night voting takes place.
  6. It is the responsibility of the individual member to sign the attendance sheet during the WMU general membership meeting.
  7. Board members are only allowed to represent themselves.

VI. FEES OF REGISTRATION

  1. The seasonal fee shall be fixed by a majority of the Board of Directors based on the current economic environment and the anticipated costs to run a quality program.
     
  2. Multiple classes of players can be defined by the Board of Directors and each class of player can have a different registration fee.  Classes of players include, but are not limited to Intramural, Travel, Premier, TOPS, Little Strikers, adult.
     
  3. The Registrar shall collect all fees at the time of registration.  The Treasurer shall deposit checks and cash in WMU accounts in a timely manner.  The Treasurer shall record credit card and online payments in a timely manner.
     
  4. No one shall be denied the right to join because of his or her inability to meet the fee requirements.  Any member may request to meet with the Board to discuss their personal financial situation and apply for a fee waiver.
     
  5. The inability to pay shall be a decision of the Registrar, the Board of Directors, or those persons so vested with the authority by the Board.
     
  6. The payment of a penalty for late registration shall be a matter determined by the Board of Directors.  The Registrar shall be responsible for determining when a registration is “late” and will collect both the registration and late fee from the member.  Said fees should be promptly forwarded to the Treasurer for deposit.
     
  7. In recognition for the significant time commitment to the overall administration of the WMU, children of the members of the Board of Directors, shall be registered without a fee.
     
  8. In recognition for the services performed Trustees will be entitled to up to two registration fees reimbursed per calendar year.
     
  9. In recognition for the coordination with teams and coaches, the volunteer Commissioners in each division will be entitled to one child's registration reimbursement
     

VII. APPEALS

Right of Appeals

  1. Reversal of any bylaw can be by the Board of Directors, Bylaws Committee, or  by individual petition request.  The individual request must be a signed petition with at least 50 voting members’ signatures.  All members who have signed the request must be in good standing.
  2. The request of any bylaw change must be voted on by a two-thirds majority of voting members who are present at the general meeting at which the vote is taken.

VIII. PARLIAMENTARY PROCEDURE

  1. Roberts’ Rules of Order shall govern in all cases wherein they do not conflict with these bylaws.
  2. Order of Business
    1. Call to order
    2. Reading and approval of the previous meeting Minutes.
    3. Treasurer’s Report
    4. Unfinished Business
    5. New Business
    6. Adjournment

IX. ELECTION RULES

  1. All nominees to be considered a candidate must be present or submit written notice of willingness to accept office to be read and maintained by the Vice President at the time of nominations.
  2. The Recording Secretary shall prepare single paper ballots for the elections for all offices and trustees to be filled.
  3. The Vice President shall appoint two tellers, from the general membership attending the election meeting, immediately prior to the election, to distribute, collect and count the ballots.  Results shall be recorded by the tellers.
  4. Only the total number of votes cast and the successful candidate will be announced by the head teller.

X. FINANCE AND ACCOUNTING

  1. The Board of Directors shall decide all matters pertaining to the finances of WMU and it shall place all income in the WMU treasury, directing the expenditure of same in such manner that will best benefit the overall objectives of the WMU.
     
  2. The Board shall not permit the disbursement of WMU funds for other than the conduct of its activities.
     
  3. Any matter involving the expenditure of WMU funds not explicitly for the advancement of WMU must be voted upon by the members.
     
  4. The Board shall not permit the solicitation of funds in the name of WMU unless all of the funds so raised be placed in the WMU treasury.
     
  5. No Board member of WMU shall receive directly or indirectly any salary or compensation for their volunteer duties from WMU.  Furthermore, the Board shall have the authority to hire any independent contractor or direct employee to perform services required in order to fulfill the overall objectives of the WMU.
     
  6. All monies received shall be deposited to the credit of WMU in approved bank accounts and generally, disbursements shall be made only by check.  A petty cash fund may be maintained and used for incidental nominal expenses where a check is not readily acceptable.
     
  7. Financial institutions will be approved by the Board of Directors.
     
  8. All checks shall be signed by one authorized check signer.  Since the checkbook shall be in the custody of the Treasurer, he/she is authorized to sign all checks, along with the President and Vice President.
     
  9. Travel teams shall have an individual sub-account in conjunction with the WMU general checking account.  The Head Coach shall designate the authorized check signers for each team and record same with the bank.  All bank statements shall be delivered to the attention of the Treasurer.  After transactions have been recorded, statements will be made available to the travel teams at the general meetings.
     
  10. The Treasurer shall have the authority to determine an adequate amount of liquid assets to keep in the WMU checking account.  Every effort shall be made to deposit all monies in excess of operating expenses in an approved financial institution.
     
  11. Upon dissolution of the WMU and after all outstanding debts and claims have been satisfied, the members shall distribute the property of WMU to such other organizations maintaining an objective similar to that set forth herein, which are or may be entitled to exemption under Section 501(c) of the Internal Revenue Code or any future (c) corresponding provision.

XI. COMMITTEES

  1. The Board of Directors shall have the power to install or disband any standing or special committee it deems necessary for the proper administration of the WMU.
  2. All committees must include at least one Board member actively participating in the committee work to be considered a valid committee.  Committee members must be members in good standing of the WMU.  A non-member must be voted on and approved by the Board of Directors before becoming a member of any committee.
  3. Prior to spending any money a committee must present a proposed budget to the Board of Directors for voting and approval.  If the committee suspects they might exceed their budget a revised budget must be presented to the Board of Directors for additional voting and approval.

XII. ADOPTION OF BYLAWS AND EFFECTIVE DATE

Method of Adopting

  1. The Vice President shall notify each voting member by announcement at a general meeting of the time, date and place of the reading of the bylaws.
  2. Voting shall be by secret ballot.
  3. It shall take the affirmative vote of at least two-thirds of the voting members present.

Effective Date

These bylaws shall become effective immediately upon their adoption.

Filing of the Bylaws

The President and Vice President must sign and date the official copy of the bylaws.  Updated bylaws are posted on the website.

XIII. AMENDMENTS TO THE BYLAWS

Methods of Amending

  1. Sources of requests for changes:
    1. Board of Directors
    2. Individual member recommendations from the general membership
  2. The amended bylaws will be read at two consecutive general meetings and voted on during the second meeting.
  3. Passage shall take the affirmative vote of at least two-thirds of the voting members present.

Effective Date of Amendments

Amendments shall become a part of these bylaws immediately upon their adoption.

Filing of Amendments

  1. The President and Vice President must sign and date the official copy of all amendments to these bylaws.
  2. The Recording Secretary shall keep in his/her possession the official copy of these amendments attached to the Official Copy of these bylaws.  At any time, or no later than the fourth written amendments to the bylaws, the Board may choose to have the bylaws updated to incorporate all the changes. 
  3. The Recording Secretary shall make the proper notations on the official copy of the bylaws at any article, section, or sub-section referred to or affected by an amendment.
  4. In accordance with sections XI and XIII of these bylaws, this edition of the Bylaws of WMU has been revised. The bylaws are to be adopted by vote at the October 7, 2009 General meeting after having been read at the September 2, 2009 and October 7, 2009 General meetings.