(A Non-Profit Corporation)
ARTICLE I NAME
SECTION I This corporation shall be named the York United
Soccer Club.
ARTICLE II PURPOSE
SECTION I The purpose of the corporation is to provide the
opportunity for participating by youths, under 19 years of age, in
an organized competitive soccer program, to facilitate the
development of advanced soccer skills; to foster, promote, and
advance the concepts of competitive athletics including the
quality of good sportsmanship; to develop, promote and regulate
the activity of competitive soccer play for youths by organizing,
encouraging and promoting local competition with an emphasis on
state, national and international competitive opportunities.
SECTION II The opportunity to participate in the purpose set
out in Section I shall be by open tryouts giving no preference or
regard to sex, religion, race, creed or geographic location.
ARTICLE III LOCATION
SECTION I The principal office of this corporation shall be
c/o John D. Miller, Jr., 139 East Philadelphia Street, York
County, Pennsylvania, 17403, or at such other place as the Board
of Directors shall determine from time to time.
ARTICLE IV MEETINGS
SECTION I Regular meetings shall be scheduled in advance of
each six (6) month period, notice thereof being given to all
Directors and members.
SECTION II The Board of Directors shall also meet at such
time, place and intervals as the majority of the members of the
Board of Directors shall direct and appoint.
SECTION III Special meetings of the Board of Directors may be
called by the President or Secretary on the direction of the
majority of the voting Directors.
SECTION IV Each Director shall be given at least five (5)
days written or oral notice of a special meeting of the Board of
Directors. The notice of a special meeting shall include a
statement of the purpose for which the meeting is being call. The
meeting shall be limited to such purpose. A person entitled to
notice may waive the requirement thereof. Special Meetings may be
held electronically or telephonically.
SECTION V Emergency Meetings Notice of an emergency meeting
requires at least one (1) hour notice, if possible, and may be
held electronically or telephonically.
ARTICLE V OFFICERS
SECTION I The officers of the corporation shall be the
President, First Vice President, Second Vice President, Secretary
and Treasurer, Assistant Secretary/Treasurer.
SECTION II The officers of the corporation shall be elected
by and from the Board of Directors of this corporation.
SECTION III The officers of this corporation shall be elected
annually at a meeting of the Board of Directors to be held in the
month of June preceding the year in which such officer shall
serve. Such officers shall serve a term from July 1 to June 30.
ARTICLE VI DUTIES AND POWERS OF OFFICERS
SECTION I The President shall be chief executive officers of
this corporation. He/She shall preside at all meetings of the
Directors. He/She shall have general and active management of the
business of this corporation. He/She shall see that all orders
and resolutions of the Board of Directors are carried out. He/She
shall execute all bonds, mortgages, and all contracts of this
corporation. He/She shall have general superintendence and
direction of all other officers of this corporation and shall see
that their duties are properly performed. He/She shall report to
the Board of Directors from time to time on all matters within his
knowledge that may affect this corporation. He/She shall be an
ex-officio member of all committees, except as specifically herein
provided. He/She shall have the authority to approve all
contracts and purchases necessary for the operation of the York
United Soccer Club which require an expenditure of One Hundred
Dollars ($100.00) or less, and no such contract shall be entered
into on behalf of the York United Soccer Club by any officer,
director, or member without first obtaining the approval of the
President. The President shall appoint a field coordinator to
establish and maintain fields. In the absence of the President,
the order of assuming Presidents responsibilities shall be:
First Vice Presiden
Second Vice President
Immediate Past President
Secretary
Treasurer
Assistant Secretary/Treasurer
SECTION II The First Vice President shall be vested with the
power as President when the President is unavailable and he/she
qualifies. He/She shall have such other duties as may from time
to time be determined by the Board of Directors with all necessary
powers to effectuate his office. He/She shall have general and
active management of all business as determined and see that all
pertinent orders and resolutions affecting the First Vice
Presidents duties are carried out. He/She shall report to the
President.
SECTION III The Second Vice President Girls Division shall
be vested with the power as President when the President is
unavailable and he/she qualifies. He/She shall have such other
duties as may from time to time be determined b the Board of
Directors with all necessary powers to effectuate his/her office.
He/She shall have general and active management of all business as
determined and see that all pertinent orders and resolution
affecting the Second Vice Presidents duties are carried out.
He/She shall report to the President.
SECTION IV The Secretary shall attend all meetings of the
Board of Directors and shall act as clerk thereof, and shall
record all votes and the minutes of all proceedings in a book to
be kept for the purpose, and shall, when required, perform like
service for all committees, shall send all notices required by
these By-Laws to be sent, and shall perform such other duties as
may be prescribed by the Board of Directors under whose
supervision he shall be, and he shall be custodian of all the
books and records of this corporation except as may be otherwise
herein provided. The Secretary shall select and coordinate a Club
registrar who shall hold all pertinent forms effecting the same
and have the power to perform all necessary acts.
SECTION V The Treasurer, under the Board of Directors shall
have charge of the funds of this corporation and shall deposit the
same in the name of this corporation in depositories designated by
the Board of Directors. He/She shall pay all vouchers or orders
property attested by the President and shall make a complete and
accurate report of the finances of this corporation at each
meeting of the Board of Directors, or at any other time upon
request of the Board of Directors. The Treasurer shall be
bonded. All bank drafts in excess of $100.00 shall be
countersigned by the President.
SECTION VI Assistant Secretary/Treasurer shall be vested with
the powers and duties of Secretary and Treasurer in the absence of
either such officer.
SECTION VII Immediate Past President shall be an ex-officio
member of all committees as the president unless removed for cause
(in which case the preceding past President shall serve). The
immediate past president shall, in the absence of any Vice
President, be vested with the same powers. Otherwise he/she shall
serve in an advisory capacity.
SECTION VIII All corporate officers and directors shall serve
without pay or remuneration of any kind whatsoever but may be
reimbursed for reasonable expenses incurred in their duties.
ARTICLE VII DIRECTORS
SECTION I The Board of Directors shall consist of two (2)
elected members from each soccer team and may be referred to as
team representatives. The coach of a team shall be one (1) of the
representatives. The other representative shall be elected from
the players parents of the team.
SECTION II At least one (1) representative shall attend
regular meetings of the club.
ARTICLE VIII DUTIES AND POWERS OF THE BOARD OF DIRECTORS
SECTION I The Board of Directors shall have sole authority to
conduct the general management of the property and business of
this corporation.
SECTION II The Board of Directors shall have the following
powers in addition to those elsewhere granted herein or by law:
A. To authorize the purchase of the acquisition for the
corporationof any property, right, or privilege which it is
authorized to acquire, at such price or consideration and upon
such terms as they deem expedient; to appoint, to remove, or to
suspend subordinate agents or servants, to determine who shall
be authorized on behalf of this corporation to sign bills,
notices, receipts, acceptances, endorsements, checks, releases,
and other instruments; to delegate any of the powers of the
Board of Directors to committees, officers, or agents, insofar
as the same is permitted by law; and generally to do all such
lawful acts and things by law, or by the Articles of
Incorporation, or by these By-Laws directed or required to be
done.
B. The Board of Directors shall have the sole and exclusive
authority to approve contracts or purchases necessary for the
operation of the York United Soccer Club which will require an
expenditure of Five Hundred Dollars ($500.00) or more and no
officer, director, or member shall enter into any such contract
without first obtaining the approval of the Board of Directors.
SECTION III Any action which the Board of Directors is
empowered to take pursuant to the provisions of the By-Laws may be
taken without requiring a meeting if the President obtains the
oral approval of a majority of the members of the Board of
Directors as constituted at the time that such action is taken.
Any such action taken or done pursuant to this Section shall be
reported to the Board of Directors at the next regularly scheduled
meeting and incorporated in the minutes of said meeting.
SECTION IV The Board of Directors shall establish a Code of
Conduct for Players, Spectators, and Coaches and rules and
regulations of the Club. The Board of Directors may amend Codes
of Conduct and the rules and regulations as they, in their sound
discretion, may determine from time to time.
SECTION V The President may act without the prior approval of
the Board of Directors, but the President must seek and receive
the ratification of the Board of Directors at the next meeting.
In the absence of the ratification, the President shall be liable
for such action.
ARTICLE IX SELECTION AND ELECTION OF THE BOARD OF DIRECTORS
SECTION I The initial Board of Directors of the York United
Soccer Club shall be established by the team votes.
SECTION II All members selected to serve upon the Board of
Directors shall be elected in June of the preceding year and serve
for one (1) year being from July 1 to June 30. Each team shall
elect a Director and the Coach shall be the other. (See Article
VII, Section I).
SECTION III In the event that a vacancy shall occur in the
office of the Director during the elected term, such vacancy shall
be filled by the new coach or the team as the case may e, who
shall assume office at the next regularly scheduled meeting
following his notification and shall serve for the unexpired
balance of the term of the Director for whom he or she was
selected to replace.
SECTION IV Any Director who neglects to attend board Meetings
without good cause or whose public or private actions do not
reflect the best interest of the York United Soccer Club, as
determined by the Board, may be dismissed from the Board of
Directors by a two-thirds (2/3) vote of the entire Board of
Directors.
SECTION V The Alternate Director may attend a meeting in lieu
of a Director.
SECTION VI Each team must be represented by a Director at
every regular monthly meeting and is responsible to disseminate
pertinent information to the team he or she represents.
ARTICLE X MEMBERS
SECTION I Members shall be the family of the Players. Each
Player member shall be entitled to one (1) vote per player and
exercised by one family member. The Board of Directors may confer
membership on other persons from time to time as they deem
appropriate.
SECTION II Each member shall be accepted upon registration
with the corporation and the payment of an annual Player fee which
shall be due and payable on or before September 15 of each year.
SECTION III Membership shall be limited to natural persons
and shall not be transferable, assignable, or refundable.
SECTION IV Members shall be entitled to attend all meetings
of the Board and participate in the discussions which occur
therein but not participate in any vote of the Board of Directors
or in the voting process by which the officers of the corporation
are selected. Each member shall be entitled to one (1) vote per
Player as to the selection of a Director and/or any other position
on the team except coaches.
SECTION V A member may be expelled from the York United
Soccer Club for nonpayment of the membership fee, violation of the
rules of the Club, conduct which is contrary to the expressed
purpose of the York United Soccer Club, or any other reason which
constitutes just cause for such expulsion. The Board of Directors
shall send written notice to the member of its decision to expel
such member. The Board of Directors shall provide the opportunity
for an expelled member to request a review hearing before the
Executive committee to request reinstatement provided that such
expelled member shall service written notice requesting such
hearing upon the President within ten (10) days of the date of the
receipt of notice of expulsion from the Board of Directors. The
Executive Committee shall schedule a meeting at the next regular
Board meeting following receipt of such notice. No party may have
legal representation but may present supportive testimony or
evidence. Thereafter, the Executive Committee decision shall be
communicated without stating reasons, and shall be final and non-appealable.
In the event that a member is expelled pursuant to the
provisions of the above paragraph, the membership fee shall not be
refundable in whole or in part.
SECTION VI The Board of Directors shall establish an Ethics
Committee. Upon receipt of any complaint, oral or written, to the
Club, the President shall notify the Chairperson of the Ethics
Committee. The Ethics Committee shall investigate the complaint.
The Ethics Committee may dismiss the complaint or, if it feels the
complaint is substantiated and serious, report the complaint to
the Board of Directors for appropriate action. Action shall be
governed by rules established b the Board, from time to time, and
may include expulsion.
SECTION VII - Any other dispute shall be determined by binding
arbitration under the Pennsylvania Arbitration Act, 42 Pa.C.S.A.
Section ______ et seq.
ARTICLE XI COMMITTEES
SECTION I There shall be a fundraising committee comprised of
a member from each team. The committee shall investigate, analyze
and recommend to the Board of Directors such activities which it
believes shall be successful to raise funds for the Club. The
Board of Directors shall approve or disapprove of any plan of
activities. Upon approval, the committee shall implement such
plan in the manner it deems most favorable for success. In
bringing any plan to the Board of Directors, the committee shall
designate team participation and what, if any, percentage or
portion of proceeds will revert to individual teams.
SECTION II There shall be a Coach Committee consisting of
three (3) members or Directors at least one (1) of which shall be
an active coach and the Coach Coordinator. The Coach Coordinator
shall be an ex-officio member of the committee. The committee
shall interview and review a prospective coachs qualifications
and, after such interview, make a recommendation to the Board of
Directors to accept or reject such coach for position in the
Club. The coach committee shall also define the duties of Coach
Coordinator and effectuate the same.
SECTION III The Executive Committee shall be comprised of the
officers of the Corporation and the Coach Coordinator as an
ex-officio member of the Club. The executive committee shall meet
from time to time as the officers determine. Any action or
recommendation, other than a review hearing decision, shall be
reported to the Board of Directors and must be ratified by the
majority vote of such Board. If the Board fails to ratify, the
action shall be invalidated and of no effect thereafter.
SECTION IV The Board of Directors may, from time to time,
establish other committees, either standing or ad hoc.
ARTICLE XII ANNUAL MEETING
On a date designated by the Board of Directors, an annual
meeting of all members may be held to inform and address the
membership, if necessary. Any members may voice any concern or
suggestion on which a dialogue may be held. In cases of
fundamental changes of the corporation, a vote of membership shall
be held, each players family having a vote or votes commensurate
with the total number of players of the Club in such family, by
rosters. Any item voted on shall be accepted or rejected by a
simple majority of membership in person or via mailed ballots.
ARTICLE XIII QUORUM
SECTION I The quorum for the purposes of holding any meeting
of the Board of Directors shall be a simple majority of the
Directors.
SECTION II A quorum for the purposes of the June meeting at
which the members of the Board of Directors are selected to be
held in June of each year shall be a number commensurate with a
simple majority of those individuals constituting members of the
Board of Directors then serving.
ARTICLE XIV PROCEDURE FOR MEETINGS
SECTION I The meeting of the Board of Directors shall be
conducted pursuant to the procedural guidelines set forth in
Roberts Rules of Court.
SECTION II In any vote, there shall be no vote by proxy,
agency or designation.
SECTION III A fine shall be levied against each team
unrepresented at a regular monthly meeting and must be paid prior
to the next league registration. The amount shall be set by the
Board of Directors. Each team upon the first violation shall post
a bond of then dollars ($10.00) per player.
ARTICLE XV COACHES
SECTION I Any individual regardless of sex, race or religion
may apply to coach a team.
SECTION II Upon application, such individual shall be
screened by the coach committee and a recommendation made to the
Board.
SECTION III Any coach whose public or private actions do not
reflect the best interest of the Club as determined in the sole
discretion of the Board of Directors shall be removed.
SECTION IV Only the Board of Directors upon a two-thirds
percent (2/3%) vote of the Board may remove a coach and such
removal shall be immediate unless a date is stated. Removal shall
be at the unfettered discretion of the Board of Directors.
SECTION V Each head coach shall at Club expense undergo a
background check. Every other volunteer who has contact with
minor shall complete EPPYSA risk management screening.
SECTION VI Head coaches shall, in their sole discretion,
select or dismiss assistants.
ARTICLE XVI AFFILIATION
SECTION I This Club shall participate in a league affiliated
with Eastern Pennsylvania Soccer Association or affiliate directly
with EPYSA.
ARTICLE XVII AMENDMENTS OF THE BY-LAWS
SECTION I Amendment of Article VII, Article IX, and Section I
of this Article as well as any other provision hereafter adopted
relating to the number of members of the Board of Directors or the
selection or election of the members of the Board of Directors,
shall not be effective unless approved by an affirmative vote of
two-thirds (2/3) of the members of the Board of Directors who are
entitled to vote at the meetings of the Board of Directors at the
time that such Amendment or provision is adopted.
For purposes of this Section two-thirds (2/3) shall be the
number resulting b multiplying the total number of members of the
Board of Directors entitled to vote as aforesaid by .6666 and
rounding the product thereof to the nearest whole number.
SECTION II Amendments to the By-Laws or other provision
thereto hereafter adopted, except those Amendments and provisions
set forth in Section I hereof, shall be effective if approved by
an affirmative vote of a majority of the members of the Board of
Directors at the time that such Amendment or provision is
approved.
ARTICLE XVIII DISSOLUTION
SECTION I Upon dissolution, the net assets of the corporation
shall be distributed to a non-profit organization promoting the
same goals of this organization which qualifies as a tax exempt
organization under the provisions of 501-D of the Internal Revenue
Code.
These By-Laws are approved and adopted by the Board of
Directors of the York United Soccer Club this 5th day of August,
1997.
