ALAMEDA SOCCER CLUB, INC.
A California Nonprofit Public Benefit Corporation
BYLAWS
(Approved by Annual General Meeting - July 2008)
Word Document
Here
ARTICLE 1
Name and Boundary
a. The name of this corporation is
ALAMEDA SOCCER CLUB, INC., (hereinafter referred to as the “ASC”).
b. The boundary of the ASC is the City of Alameda.
ARTICLE 2
Purpose and Nonprofit Status
a. The purpose of the ASC is to develop, promote, and administer
the game of soccer among youth (boys and girls under the age of
19) without regard to race, creed, sex, ability or economic advantage,
within the City of Alameda.
b. The ASC shall be nonprofit and nonpartisan in its operation.
No substantial part of the activities of the ASC shall consist
of the publication or dissemination of materials with the purpose
of attempting to influence legislation. The ASC shall not participate
or intervene in any political campaign on behalf of any candidate
for public office or against any measure being submitted to the
people for a vote.
ARTICLE 3
Affiliation
a. The ASC shall be affiliated with the Jack London Youth Soccer
League (“JLYSL”), District IV of the California Youth Soccer Association
(“CYSA”), United States Youth Soccer Association, (“USYSA”), and
the United States Soccer Federation (“USSF”).
ARTICLE 4
Bylaws and Authorities
a. The ASC is governed by these Bylaws and the Constitution and
the Bylaws of the JLYSL, except where superseded by the CYSA,
USYSA, and USSF.
b. The governing authority of the ASC shall be its Board of Directors,
whose powers and responsibilities are described in these Bylaws.
All member teams, which include their players, coaches, parents,
and guardians, referees, and the ASC Board of Directors shall
abide by these Bylaws, the Laws of the Game, and the regulations
of the ASC as set forth by the Board of Directors, and all applicable
rules and regulations of the associations with which the ASC is
affiliated.
ARTICLE 5
Membership/Votes
a. Membership: Membership shall
be open to any participant in activities of the ASC.
1. Each registered player’s
family shall be members of the ASC. Coaches, Assistant Coaches,
Coordinators, Non-paid Volunteers, and the elected and
appointed Board of Directors shall be members of the ASC.
2. Membership shall be for
a period of one year, concurrent with the seasonal year beginning
August 1 through July 31. Insurance shall be for the same period.
b. Votes at General Meetings.
1. Each player’s family or player shall
be entitled to one vote, provided that a family having more
than one member shall be entitled to the number of votes as
it has registered players.
2. Each Coach, Assistant Coach, and ASC
member as described in Section (a.) above shall be entitled
to one vote, unless they have been entitled to a vote under
section (b.1.) above.
3. Voting by members must be
in person. There shall be no proxy votes.
c. Rights. The rights of membership
shall be to:
1) elect the Officers of the ASC and to
vote at its Annual or Special General Meetings;
2) to present motions; and
3) to attend meetings of the
Board of Directors.
1. There shall be an Annual General Meeting.
2. Special General Meetings may be called by a majority vote of
the legal votes cast of the Board of Directors.
3. All General Meetings will
be announced thirty (30) days prior to the Meeting.
ARTICLE 6
Registration, Fiscal Year, Dues and Fees
a. Registration. All applications for player membership in the
ASC shall be submitted annually with the appropriate fees. Accompanying
the appropriate fees shall be the following documents:
1. Properly completed registration form(s) for each player, prepared
in accordance with current CYSA registration requirements and
procedures.
2. Upon initial registration
of each player and when a player is being credentialed for a District
stamp for tournament play, proof of place and date of birth.
b. Fiscal Year. The fiscal year
of the ASC shall be determined by the Board of Directors.
c. Dues and Fees. The ASC shall
charge such dues and other fees for participation in its program
as shall be established by the Board of Directors.
ARTICLE 7
Selection of the Board of Directors
a. Elected Officers. The elected Board Officers
shall consist of the following: President, First Vice President,
Second Vice President, Secretary, Treasurer, Registrar, Age Division
Coordinators, Match Coordinator, Referee Coordinator, Field Coordinator,
Equipment Coordinator, Select Teams Coordinator, Sponsorship Coordinator,
Bay Oaks Representative, City Representative, School Representative,
JLYSL Representative, Coaching Development Coordinator,
two (2) Player Representatives, and up to three (3) Directors at Large.
The Immediate Past President of the ASC is automatically part
of the Board of Directors.
b. Appointed Members. The Board may choose to
appoint additional members of the Board. Members may be appointed
with full Board voting rights. Appointed positions may include,
but are not limited to: Assistant Registrar(s), Assistant Treasurer(s),
ASC Tournament Director, Uniforms Coordinator, Newsletter Coordinator,
Publicity Coordinator, Office Coordinator, Outreach Coordinator,
Picture Coordinator, Soccer Camps Coordinator, JLYSL Tournament
Coordinator, Referee Development Coordinator, Trophy Coordinator,
Volunteer Coordinator, Fundraising Coordinator,
and any other position as deemed necessary by the Board of Directors.
c. Executive Board.
The Executive Board of Directors shall consist of: the President,
the First Vice President, the Second Vice President, the Secretary,
the Treasurer, the Registrar, and the Immediate Past President.
d. Nominations.
1. No person’s name shall be
submitted without first obtaining his/her consent.
2. No candidate may be nominated
for President who has not served on the Board of Directors for
at least one (1) year prior to his/her nomination for President.
3. At the Annual General Meeting
or a Special General Meeting for the purpose of filling a Board
vacancy, nominations from the floor from any member (as described
in Article 5 above) are permitted provided the individual consents.
e. Elections.
The Board of Directors (other than the Immediate Past President)
shall be elected at the Annual General Meeting. More than one
person may share the same office, if both parties agree to share
the duties. Elections are subject to the following.
1. No candidate can be elected
to office and no proposal can be decided except by a majority
vote of the total ballot cast at any General Meeting.
2. In the event of a tie, the
vote must be retaken until the tie is resolved by voting.
3. When candidates for more
than one office are voted on at the same time, a majority of the
legal votes cast for each particular office is required to elect
a candidate to that office.
4. Members may vote for anyone
who is eligible, regardless of whether he/she has been nominated,
by writing in the name of their choice on the ballot or voting
for him/her on roll call.
5. Any member receiving the
necessary vote is elected, unless he/she declines to accept the
office.
f. Tenure. Tenure of office shall begin effective fourteen (14)
days after election or upon appointment and continue until fourteen
(14) days after the next Annual General Meeting when elections
are held. Those outgoing Board of Directors shall assist with
the transition of their responsibilities to their successors.
g. Term Limits.
Limit on consecutive terms. No individual holding the position
of President, First Vice-President, Second Vice President, or
Treasurer may hold the same elected office for more than two (2)
consecutive terms; but nothing shall prevent the mentioned individuals
from holding the same elected office for more than two terms,
provided that no more than two such terms are consecutive. Expiration
dates for those holding the offices identified above should be
staggered.
h. Vacancies.
A vacancy occurring in any office shall be filled by a majority
vote of the legal votes cast of the Board of Directors at a meeting
called for that purpose or at a regularly scheduled monthly Board
Meeting. However, the Board of Directors at its discretion, may
call for a Special General Meeting for the purpose of filling
that vacancy. In that event, the procedure for general election
shall be followed with respect to nomination of candidates.
ARTICLE 8
Duties of Elected Officers
Elected:
a. President: The President shall:
1) preside over all meetings
of the ASC and the Board of Directors;
2) be a member ex officio of
all committees except the Nominating Committee and the Financial
Review Committee;
3) appoint chairpersons of
the Standing Committees;
4) be the official spokesperson
for the ASC, except when the President at his/her discretion delegates
that responsibility;
5) be the ASC representative
at all JLYSL meetings, except when at his/her discretion, that
responsibility is delegated to another;
6) oversee the activities of
the School Representative and City Representative;
7) oversee the Directors at
Large;
8) oversee the Bay Oaks, JLYSL,
and Player Representatives; and
9) provide supervision over
compliance and performance of all contractors involved in all
contracts authorized by the Board.
b. First Vice President: The
First Vice President shall:
1) act as an aide to the President
and in the absence of the President, perform all duties of the
President;
2) have responsibilities for
overseeing and coordinating the administrative functions of the
ASC; and
3) be the alternate representative
at all JLYSL meetings. The First Vice President shall not automatically
succeed to the office of the President, but anyone elected to
such position must be willing to consider a subsequent nomination
for President when that office becomes vacant.
c. Second Vice President: The
Second Vice President shall:
1) have responsibilities for
overseeing and coordinating the functions of the ASC which are
directly involved with the play of the Game; and
2) serve as a representative
on the Disciplinary Committee.
d. Secretary: The Secretary shall:
1) make arrangements for meeting
locations;
2) notify ASC members in advance
of all monthly scheduled meetings, the Annual General Meeting
and any other Board meetings requiring attendance of the Board
of Directors;
3) shall keep an accurate record
of the proceedings of all scheduled ASC meetings;
4) shall prepare and distribute
minutes for such meetings by the next scheduled meeting;
5) shall keep a record of all
policy decisions of the Board and make such decisions readily
available at all meetings;
6) keep a record of all correspondence
for the ASC; and
7) preserve all records, reports,
and official documents of the ASC except those specifically assigned
to the custody of other Board members.
e. Treasurer: The Treasurer shall:
1) receive all moneys for the
ASC and deposit it into such Bank accounts as approved by the
Board;
2) pay all such sums in a timely
manner, in accordance with the approved budget as authorized by
the Board;
3) verify full performance
of all contractor services prior to payment;
4) keep an accurate record
of all transactions, receipts and disbursements;
5) be responsible for the timely
filing of all legally required filings;
6) present a statement of account
to the Board once a month;
7) develop procedures to encourage
the fiscal responsibility of the ASC and make a full report at
the Annual General Meeting;
8) propose a budget to be presented
to the Board no later than the third month following the Annual
General Meeting; and
9) be the Chair of the Budget
Committee.
f. Registrar: The Registrar shall:
1) coordinate registration
of all players on all teams with the ASC and the JLYSL and assure
that every player is appropriately registered and all documentation
is correct and approved by the League and / or District IV;
2) be in charge of coordinating
“Registration Night(s)” and shall be the head of the Committees
so delegated to help with registrations;
3) provide computerized copies
of players lists and coaches lists, and completed player passes
in a timely fashion;
4) be responsible for the computer
database containing registration data; and
5) be a member of the Scholarships
Committee.
g. Age Division Coordinators:
The Age Division Coordinators shall:
1) screen and assign players
to the various teams within the Coordinators’ age group and
gender if applicable;
2) be responsible for obtaining
and screening coaches for the various teams within the age group
and gender if applicable;
3) work with the Field Coordinator
in developing a practice schedule for the various teams within
the age group;
4) work with the Field Coordinator
in developing a schedule for game day field preparation (i.e.,
set up and remove nets, corner flags); and
5) be the link between the
coaches and the Board and shall communicate ASC policies and
procedures to the coaches. The Under 6, Under 7, and Under 8
Age Division Coordinators shall also be responsible for developing
the ASC game schedules and distributing such to the Second Vice
President, Field Coordinator, Equipment Coordinator, and other
members of the ASC whose job is impacted by such schedules.
h. Match Coordinator: The Match
Coordinator shall:
1) work with the Under 10 and older
Age Division Coordinators to obtain information about teams
for flighting purposes and provide such information to the
JLYSL Match Coordinator; and
2) be responsible for obtaining
and/or distributing the JLYSL game schedules to the Second
Vice President, Under 10 and older Age Division Coordinators,
Field Coordinator, Equipment Coordinator, Referee Coordinator,
and other members of the ASC whose job is impacted by such
schedules.
i. Referee Coordinator: The Referee
Coordinator shall:
1) schedule the referees for
the JLYSL and District IV Under 10 and older Age Division games
and tournaments for fields in Alameda and other fields as determined
by the JLYSL;
2) work closely with the Disciplinary
Committee in disciplinary matters that occurred on the fields;
3) provide a list for payment
to the Treasurer of services rendered by referees; and
4) work closely with the Referee
Development Coordinator.
j. Field Coordinator: The Field
Coordinator shall:
1) be responsible for acquiring
field sites for practices and games for the ASC;
2) work with the Age Division
Coordinators in designating and scheduling the appropriate practice
fields for each division;
3) work with the Age Division
Coordinators in the designation of which teams to prepare the
fields (i.e., set up and remove nets, corner flags) prior to or
after the games; and
4) ensure that fields are properly
lined for game play.
k. Equipment Coordinator: The
Equipment Coordinator shall:
1) prior to each playing season, order,
acquire and distribute such equipment and goalkeeper uniforms
as is appropriate for the functioning of the teams and obtain
the return of the equipment at the conclusion of the playing
season; and
2) be in charge of all ASC
equipment, including nets, corner flags, etc. Acquisition of any
equipment for the ASC or an individual team must have the consent
of the Equipment Coordinator and must be in accordance with the
approved budget as authorized by the Board.
l. Select Teams Coordinator:
The Select Teams Coordinator shall:
1) be responsible for coordinating
activities associated with the Class III program;
2) be the head of the Committee
so delegated to review and update, as necessary, the Class III
program goals and direction;
3) be the head of the Committee
so delegated to obtain names of qualified individuals interested
in coaching Class III teams and to present such to the Board of
Directors to determine which coaches will coach these teams during
the year;
4) work with the Field Coordinator
and the coaches to schedule the Select Team tryout dates and locations;
5) be the focal point for the
communication and dissemination of information specific to the
Class III teams,
6) communicate with the Registrar
and Age Division Coordinators to ensure the correct registration
of all players; and
7) communicate with the Treasurer
to ensure that Class III team expenditures are appropriate and
within the approved budget.
m. Sponsorship Coordinator: The
Sponsorship Coordinator shall:
1) coordinate efforts to solicit
sponsorship contributions for the benefit of the ASC;
2) be the head of the Committee
so delegated to propose what, if any, items are to be provided
to ASC players; and
3) coordinate the distribution
of any sponsor-logo items.
n. Bay Oaks Representative: The
Bay Oaks Representative shall:
1) as a representative of the
ASC, be responsible for maintaining relations with Bay Oaks;
2) attend various Bay Oaks
meetings as required or directed by the Board of Directors;
3) keep the Board informed
of any issues which may directly (or indirectly) affect the ASC;
and
4) provide Bay Oaks meeting
minutes and budget to the Board.
o. City Representative: The City
Representative shall:
1) as a representative of the
ASC, be responsible for maintaining relations with the various
City Boards and representatives;
2) attend various City Board
meetings as required or directed by the Board of Directors; and
3) keep the Board informed
of any issues which may directly (or indirectly) affect the health
and welfare of the ASC.
p. School Representative: The
School Representative shall:
1) as a representative of the
ASC, be responsible for maintaining relations with the Alameda
School Board and personnel;
2) attend School Board meetings
when issues concerning the health and welfare of the ASC are discussed;
and
3) keep the Board informed
of any issues which may directly (or indirectly) affect the health
and welfare of the ASC.
q. JLYSL Representative: The
JLYSL Representative shall:
1) as a representative of the
ASC, be responsible for maintaining relations with the JLYSL;
2) attend the monthly and the
Annual General meetings of the JLYSL;
3) keep the Board informed
of any issues which may directly (or indirectly) affect the health
and welfare of the ASC; and
4) provide JLYSL meeting minutes
and budget to the Board.
r. Player Representatives: The
Player Representatives, up to two (2), shall serve at the direction
of the Board and may be called upon to assist the ASC with special
projects. Player Representatives must be at least 15 years old
when their tenure of office begins.
s. Directors at Large: The Directors
at Large, up to three (3), shall serve at the direction of the
Board and may be called upon to assist the ASC with special projects.
t. Immediate Past President:
The Immediate Past President shall serve in an advisory role to
the Board.
ARTICLE 9
Duties of the Board of Directors
a. President. The President shall be the Chair of the Board of
Directors. In the absence of the President, the Chair shall be
determined in order of (b.) through (f.) in Article 8 above (First
Vice President, Second Vice President, Secretary, Treasurer, Registrar).
b. Meetings, Notice, Quorum,
and Voting. The Board of Directors shall meet monthly. The Board
shall arrange an Annual General Meeting. At the request of the
President and two Board members, a special Board meeting may be
held upon four (4) day’s notice by U.S. mail or electronic mail
(email), or 48 hours notice by telephone. A quorum shall consist
of not less than eleven (11) Board members. The Board may take
action by a majority vote of the legal votes cast of the Board
of Directors. Board members who share an office will share only
one vote. Board members holding more than one office shall be
limited to one vote.
c. Open Meetings. Meetings of
the Board of Directors shall be open to all ASC members. However,
the Board may consider items in closed session if the Chair rules
them to be confidential on the grounds that their disclosure would
be detrimental to the welfare of the ASC.
d. Action by Written Consent.
Any action required or permitted to be taken by the Board may
be taken without a meeting if a majority of the Board consent
in writing to such action. Such written consent shall be filed
with the minutes of the proceedings of the Board. Email constitutes
an acceptable form of writing.
e. Business.
1. The Executive Board runs
the day to day operations of the ASC, subject to the direction
of the Board of Directors.
2. The Board of Directors shall
attend to such matters as may be referred to it. It shall be responsible
to the ASC membership for such conduct of ASC activities in accordance
with these Bylaws and the policies established by the Board.
3. The Board shall adopt an
annual budget and establish registration fees as it deems appropriate.
4. The Board shall establish
policies and adhere to existing policies of the CYSA, District
IV, and JLYSL on the formation of affiliated teams, registration
of players and teams, flighting of teams within District IV and
JLYSL play, length and dates of playing seasons, creation and
selection of competitive teams, and involvement of the ASC in
tournaments and other competitions.
5. The Executive Board of Directors
may, by simple majority, vote to expend ASC funds, not to exceed
$500.00 (Five Hundred Dollars), outside of the approved budget.
The Executive Board shall report any such expenditure to the full
Board of Directors at the next monthly Board Meeting.
f. Contracts. The Board of Directors
shall have the authority to enter into contracts on behalf of
the ASC.
1. No member of the Executive
Board shall be in a paid position or contract with the ASC.
2. On any issue in which there
is a potential or actual conflict of interest, that member may
not vote on the issue.
g. Delegation of Authority by
Officers and Boards. The members, officers, boards, or committees
delegating authority retain full responsibility for the performance
or exercise of the powers, duties, and responsibilities that they
have delegated. They also are responsible for negligence and its
consequences in the exercise of the delegated authority.
h. Removal of Board Members.
1. Grounds for removal from
office of a Board member shall be: (i) continued, gross, or willful
neglect of the duties of the office; (ii) failure or refusal to
disclose necessary information on matters of organization business;
(iii) unauthorized expenditures, unauthorized signing of checks,
or misuse of organization funds; (iv) misrepresentation of the
organization and its officers to outside persons; or (v) conviction
of a felony.
2. Adequate notice shall be
provided to the accused officer. A fair hearing shall be held.
A reasonable opportunity to defend oneself shall be provided.
3. A Board member shall face
removal from office by a majority vote of the legal votes cast
of the Board of Directors at a regularly scheduled Board Meeting.
ARTICLE 10
Standing and Special Committees
a. Standing Committees Appointed by the President. The following
Standing Committees shall be appointed annually by the President
with the consent of the Board. The term of service of these Committees
shall be the same as the term of the officers.
1. Budget Committee. The Budget Committee shall prepare in a timely
manner a budget for approval by the Board of Directors. The Budget
Committee shall have at least three Board members as part of the
Committee. The Budget Committee shall be chaired by the Treasurer.
The Treasurer shall add additional members at his/her discretion.
2. Disciplinary Committee.
The Disciplinary Committee shall: 1) be responsible for hearing
protests, ejections, appeals, and complaints; 2) administer discipline;
and 3) present a written report of its findings and disciplinary
decisions to the Executive Board. The Disciplinary Committee shall
hold fair and impartial hearings into all matters brought before
it, and shall follow the CYSA guidelines to be used in determining
what, if any, discipline is to be imposed. The Disciplinary Committee
shall have at least one active coach, one non-Board parent, and
the Second Vice President as part of the Committee. The Second
Vice President shall add additional members at his/her discretion.
3. Scholarships Committee.
The Scholarships Committee shall: 1) be responsible for screening
and interviewing applicants; 2) grant scholarships; and 3) present
a written report of granted scholarships to the Board. The Scholarships
Committee shall consist of any three members of the Executive
Board. The Registrar shall add additional members at his/her discretion.
4. Financial Review Committee.
The Financial Review Committee shall provide an independent review
of the financial or operational aspects of the ASC at least once
every 2 years. A written report of the findings of the Financial
Review Committee will be provided to the Board. The Financial
Review Committee shall have at least two members in good standing.
The President shall add additional members at his/her discretion.
b. Standing Committees Appointed
by the Board. The following Standing Committees shall be appointed
annually by the Board of Directors. The term of service of these
Committees shall be the same as the term of the officers.
1. Nominating Committee. Not
less than two (2) months prior to the Annual General Meeting or
a Special General Meeting for the purpose of filling a Board vacancy,
the Board of Directors shall appoint a Nominating Committee consisting
of at least three (3) persons representing a cross-section of
the ASC membership. The members appointed by the Board shall be
current or recent members of the Board who, by reason of their
service, have a broad and up-to-date knowledge of the needs of
the ASC. This Committee shall prepare a slate of candidates for
all elected offices. This Committee may prepare a slate of candidates
for all appointed offices.
2. Election Committee. Not
less than one (1) month prior to the Annual General Meeting or
a Special General Meeting for the purpose of filling a Board vacancy,
the Board of Directors shall appoint an Election Committee consisting
of at least two (2) persons. The Committee prepares and prints
the ballots, distributes the ballots at the Annual General Meeting
or a Special General Meeting for the purpose of filling a Board
vacancy, collects and counts the ballots, and compiles the results
of the election. For other business which requires written votes
at any General Meeting, the Committee prepares and prints the
ballots, distributes the ballots, collects and counts the ballots,
and compiles the results.
c. Special Committees. Special
Committees shall be appointed by the President or the Board of
Directors to assist them at any time, and to delegate investigative,
planning, or routine administrative duties to them. The powers,
rights, and duties of these Committees shall be provided for in
the motion creating them or in the instructions provided to them.
These Committees report only to the authority that appointed them.
These Committees shall cease to exist when its final report is
disposed of. These Committees may be dissolved by the authority
that created them.
d. Removing Committee Members.
A member of a Committee who is unable or fails to perform his/her
duties shall be removed and notified of his/her removal by the
appointing or electing authority.
e. Replacing Committee Members.
The members of a Committee may be replaced by the appointing or
electing authority.
ARTICLE 11
Protests and Appeals
a. Only violations of these Bylaws,
violations of the Rules of Play of the ASC, the JLYSL, District
IV, or the CYSA, or the improper application of the Laws of the
Game shall be proper subjects for protests and appeals.
b. In the matter of protests
and appeals, no person associated with youth soccer shall invoke
the aid of the Courts of any state or the Federal Courts without
first exhausting all available remedies within the appropriate
soccer organizations, including a final appearance at the Annual
General Meeting of the USYSA.
ARTICLE 12
Rules of Order
a. Robert’s Rules of Order shall be deemed as adopted at all ASC
meetings, unless otherwise agreed to in advance by the participants,
insofar as such rules are not inconsistent with or in conflict
with these Bylaws, or regulations by which the ASC is governed.
ARTICLE 13
Changes to Bylaws
a. Individuals proposing amendments to these Bylaws must do so
in writing to the ASC Secretary forty-five (45) days prior to
a General Meeting.
b. Notification of proposed changes
to the Bylaws shall be sent to the membership at least fourteen
(14) days prior to a General Meeting.
c. These Bylaws may be amended
only by a majority vote of the total ballot cast at any General
Meeting.
d. Bylaw changes voted upon at
a General Meeting are adopted immediately upon affirmative vote
of the membership.
e. The ASC Rules of Play and
regulations may be amended by a majority vote of the legal votes
cast of the Board of Directors at a regularly scheduled Board
Meeting.
f. In the event that the membership
votes to change affiliation with the JLYSL, the Bylaws shall be
changed as required by the CYSA once formal approval has been
made by the proper authority. As a (new) league, the ASC may temporarily
function under these Bylaws, subject to requirements of the CYSA,
however, in no event for a period longer than six (6) months.
New Bylaws shall then be submitted to the general membership no
later than six (6) months after league formation, at the Annual
General Meeting or at a Special General Meeting called specifically
for that purpose.
ARTICLE 14
Dissolution
a. In the event that the ASC
is dissolved, all of the assets remaining after payment of all
debts, shall be distributed to a nonprofit fund, foundation or
nonprofit organization established for the purpose of developing
youth soccer.
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