Seaman Athletic Booster Club By-Laws

Seaman Athletic Booster Club By-Laws

Revision Date: April 10, 2013

ARTICLE 1 – GENERAL PROVISIONS

1.1.Name

The name of the organization as designated in its Articles of Incorporation is the “Seaman Booster Club, Inc.”and hereafter referred to as Club in these bylaws. Additionally the Club is doing business as “Seaman Athletic Booster Club”.

1.2.Office
The registered office of the Club shall be as designated by the Executive Committee. The address of the registered office is: 4850 NW Rochester Rd., Topeka, Kansas 66617.

1.3.Fiscal Year
The fiscal year of the Club shall commence on the first day of July of each year and shall terminate on the last day of June in each year.

1.4.Distributions

No part of the net earnings of the Club shall inure to the benefit of or be distributable to its members, trustees, officers or other private persons, except that the Club shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article IV hereof. No substantial part of the activities of the Club shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Club shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate of public office. Notwithstanding any other provision of these articles; the Club shall not carry on any other activities not permitted to be carried on (a) by a Club exempt from federal income tax under section 501 (c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a Club, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

ARTICLE 2 – MEMBERSHIP

2.1Membership

Any individual who supports the Seaman Athletic Booster Club Mission Statement and pays the annual membership fee will be considered a member.

2.2Nondiscrimination

Membership in the Club and participation in its affairs shall be open to any person without regard to religion, race, color, sex, national origin, age, marital status, sexual orientation, handicapping condition or other legally prohibited factors. Within the limitation imposed by the facilities available to the Club and the desirability of harmonious association among its members, any person who meets the requirements as determined by the Board is eligible to hold a membership.

2.3Suspension of Membership

The Board, after due deliberation, may restrict, suspend, or terminate the membership of any member for good cause, including, but not limited to, the nonpayment of any dues and/or fees owed by such member, or conduct which, in the judgment of the Board damages the Club’s spirit of harmonious association.

2.4School Liaison

The Athletic Director will be the official liaison between the Club and Seaman High School.

ARTICLE 3 – Mission Statement and objectives

3.1Mission Statement

“To support the athletic programs at Seaman High School by promoting good sportsmanship, school spirit, citizenship and the physical and mental development of the athletes, to provide physical and financial support in strict compliance with the KSHAA and Seaman High School.”

3.2Financial Support

The Club provides financial support to Seaman High School for athletic teams based on a coaches’ “Wish List”. This list is presented each April by the Athletic Director for a reading and is tabled and voted on by the general membership present at the May meeting.It is the intent of the Club to support the “Team” and to provide fair and equal financial support opportunity to ALL sports teams at Seaman High School based on student participation.

3.2.1Pre-Approval

Wish list itemsidentified in Section 3.2 must be requested in advance of the purchase for the Club to approve a financial donation. The Club will not pay for items that are purchased prior to the approval of adonation.

3.2.2Late Approval Protocol

Any wish list item not purchased within 11 months from date of approval will not be funded by the Club. Special situations will need to be presented and reviewed and then voted on by the Club with a 2/3 majority of the members present and voting to carry or by a unanimous vote of a quorum of the executive committee present and voting in time-critical situations when a decision is required prior to the next regular scheduled general member meeting.

3.3Special Needs Protocol

Additional funds for special needs may be requested outside of the wish list; however each request will be discussed and tabled until the next meeting, when possible.Special needs requests may include sponsorship of student/athlete attended functions. Special needs requests must be presented to the Executive Committee for majority approval prior to being considered by a membership vote.At the following monthly meeting, a motion to fund the special need must be made and voted on by the general membership present. This vote requires a 2/3 majority vote for implementation by members present and voting to carry or by a unanimous vote of a quorum of the executive committee present and voting in time-critical situations where a decision is required prior to the next regular scheduled general member meeting.

3.4Repetitive Annual Budgets

The Club may approve an annual not-to-exceed budget where repetitive purchases are required for a Club-approved event (e.g. concessions, tailgate dinner, Spirit gear).

3.5Team Patches/Letters

The Club purchases team patches for championship achievement at City, League, Regional, Sub-State and State levels. The Clubdoes not purchase patches for individual accomplishments (i.e. All-City). However, the Clubdoes purchase “S” letters, pins and bars to be given to each athlete lettering in a sport. The Clubpurchases the achievement board updates in the Seaman High School gym.

3.6State Tournament/All Star Game Programs

The Clubmay provide a maximum of $200.00 in advertising for an All-Star Game (i.e. Shrine Bowl game, KABC All-Star game, etc.) or state tournament program since these individuals/teams are representing Seaman High School.

3.7Items Not Supported by Club

The SABC does not provide financial support for the purchase of team uniforms or apparel. It is not the intent of the SABC to fund building enhancements or purchase non-athletic equipment or provide funds for items that should fall under the responsibility of the school and are not in direct compliance with the mission statement.

ARTICLE 4 – Rights and Liabilities of Members

4.1Rights of Members

Members in good standing shall have one (1) vote on all matters brought before a vote of the membership.

4.2 Limits of Liability

No officer, club member, authorized agent or representative of the Club shall be liable or responsible for any debts or liabilities of the Club, or liable to the Club except the unpaid portion of their own membership dues.

ARTICLE 5– Meetings

5.1Monthly Meetings

Monthly meetings will be held at 6:30 p.m. the 2nd Wednesday of the month at Seaman High School (except December, June, July).

5.1Special Meetings

Special meetings may be called by the President or the Athletic Director. The Executive Committee may meet separately from the general membership meetings. Minutes from these Executive Committee meetings will be recorded and read at the next general membership meeting.

ARTICLE 6– Officers and committees

6.1 Officers

The following five (5) officers will be elected on an annual basis and can be re-elected for additional terms: President, Vice-President, Secretary, Treasurer, and Member at large. All officers must be attending members for the year of office.

6.2 Vacancies

The President may nominate an officer as needed to fill a vacancy from a prior duly elected officer, subject to approval of the Executive Committee. Such person shall serve until the end of the term of the officer being replaced.

6.3 Term of Office

The term of office of the President, Vice-President, Secretary, Treasurer and Member at large shall be one year, and shall commence at the adjournment of the last meeting of the fiscal year.

6.4 Duties and Responsibilities of the Officers

The offices shall have the following duties and responsibilities:

6.4.1President:The President shall preside at all meetings of the membership and of the Executive Committee, shall perform such other duties as may be determined by the Executive Committee and shall perform such other duties as generally devolve upon a chief executive officer;

6.4.2Vice-President:The Vice-President shall perform all duties incumbent upon the President during the absence or disability of the President, shall serve as the head of the Spring Dinner/Auction Committee, act as a liaison between the parent representative of each team and the Club, and shall perform such other duties as may be prescribed by the Executive Committee. The Vice-President automatically fills the President office the following year;

6.4.3Secretary:The Secretary shall have the custody and care of the corporate records of the Club, shall attend all meetings of the members of the Club and of the Executive Committee, shall keep a true and complete record of the proceedings of all such meetings, shall file and take charge of all papers of the Club, and shall perform such other duties as may be prescribed by the Executive Committee;
6.4.4Treasurer:The Treasurer shall keep correct and complete records showing accurately at all times the financial condition of the Club, shall be the legal custodian of all monies and other valuables which may from time to time come into possession of the Club, shall maintain a bank account in name of the Club, shall furnish at meetings of the Executive Committeeand membership, or whenever requested by the Executive Committee, a statement of the financial condition of the Club, and shall perform such other duties as the Executive Committeemay prescribe.

6.4.5Member at Large:The Member at Large shall coordinate annual committee oversight, with the exception of the Executive Committee.

6.5Executive Committee

The officers shall make up an Executive Committee. A quorum at all Executive Committee meetings shall consist of a majority of the officers. All events will be reviewed annually by the Executive Committee for their effectiveness.

6.6Standing Committees

Club sponsored committees/events will have a Chairperson who will be approved by the Executive Committee. The Chairpersonwill serve for the entire year and may remain in that position for additional terms:Examples include: Spring Auction/Dinner, Membership, Fall Watermelon Feed, Tailgate Dinner, Bonfire, Chili Feed, Winter Silent Auction, Hospitality, Spring Hot Dog Feed, Sports Programs, Seaman Relays, Miscellaneous Concessions and Spirit Gear.

ARTICLE 7 – finances

7.1Fiscal Year

The fiscal year of the Club is July 1 thru June 30 of the following year.

7.2Expenditures

The President may authorize expenditures for budgeted items, not to exceed the amount approved by the membership in the annual budget. The President and Treasurer shall have the authority to co-approve non-budgeted expenditures not to exceed $300.00 per month. Expenditures of non-budgeted funds expected to exceed $300.00, but less than $1,000.00 shall first be presented to the Executive Committee for approval by a majority of the Executive Committee prior to being obligated. This shall be limited to $1,000.00 per month. Any expenditure of non-budgeted funds expectedto exceed $1,000.00 shall first be presented at the regular or special meeting for approval by the general membership prior to being obligated, except as detailed in Sections 3.2 and 3.3.

7.3Expenses

The expenses of the Boosters shall be borne by revenues from fundraising, donated items, donated funds and membership dues.

7.3.1Payment Approval

The President, Vice President and Treasurer’s signatures shall be on file with the bank for signature on checks issued by the Club. Two signatures (one of which is the Treasurer, and the other of which is the President or Vice President) shall be required on ALL checks. The Vice President shall assume the duties of Treasurer if said person is unavailable for an extended period of time or ineligible to perform the duties as noted in Section 7.3.2.

7.3.2Payment Approval

No officer shall approve or countersign a check that has been issued to him or herself.

7.4Deposits

All monies shall be deposited in the bank and not in the school or a personal safe, except when pre-approved by the Executive Committee for a fundraising committee required to handle receipts and expenses on a routine basis each week for a defined period of time (e.g. Concessions, Spirit Gear Sales, etc.) Said exceptions shall have approved procedures in place to document expenses and receipts (e.g. Project Summary Reports).

7.5Bank Balance

A minimum of $3,000 or 10% of the bank account balance at the end of the school term (rounded to the nearest $100), whichever is largest will be held in the treasury from one year to the next.

7.6Audit

Financial records shall be made available by the Treasurer for audit no later than June 15 of each year. An audit shall be completed by June 30 of the same year. Transfer of financial records to the new treasurer shall take place after the audit has been completed and accepted by the incoming officers and other members of the Executive Committee. The audit of records shall be the responsibility of the President of the Club.The audit group shall consist of two (2) voting members (no spouses), which shall be appointed no later than the last general meeting of the fiscal year, No authorized signers will be part of the audit group. The Club shall adopt an Audit Policy consistent with industry standards to assist auditors, unless the audit is being performed by an independent accountant/auditor.

ARTICLE 8 – Conflict of interest policy

8.1Purpose

The purpose of the conflict of interest policy is to protect this Club’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an interested person of the Club or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.

8.2Definitions

8.2.1. Interested Person

Any officer or member of a committee with Clubdelegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.

8.2.2. Financial Interest

A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:

8.2.2.1 An ownership or investment interest in any entity with which the Club has a transaction or arrangement,

8.2.2.2 A compensation arrangement with the Clubor with any entity or individual with which the Clubhas a transaction or arrangement, or

8.2.2.3 A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Clubis negotiating a transaction or arrangement.

Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial.

A financial interest is not necessarily a conflict of interest. Under Section 8.3.2, a person who has a financial interest may have a conflict of interest only if the Executive Committee decides that a conflict of interest exists.

8.3Procedures

8.3.1.Duty to Disclose

In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the officers and members of committees with Clubdelegated powers considering the proposed transaction or arrangement.

8.3.2.Determining Whether a Conflict of Interest Exists

After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the Executive Committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining officers shall decide if a conflict of interest exists.

8.3.3. Procedures for Addressing the Conflict of Interest

8.3.3.1 An interested person may make a presentation at the Executive Committeemeeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.

8.3.3.2 ThePresident shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.

8.3.3.3 After exercising due diligence, the Executive Committeeshall determine whether the Club can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.

8.3.3.4 If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the Executive Committeeshall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the Club’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.

8.3.4.Violations of the Conflicts of Interest Policy

8.3.4.1 If the Executive Committeehas reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.

8.3.4.2 If, after hearing the member’s response and after making further investigation as warranted by the circumstances, the Executive Committeedetermines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.

ARTICLE 9 – By Laws

9.1By Laws Amendments

Bylaws shall be reviewed annually by the Executive Committee. Proposed amendments shall be first be approved for submission to the general membership with a majority vote of a quorum of the Executive Committee present and voting. Approved amendments to be submitted for consideration shall be presented to the membership at a monthly meeting. A vote for bylaw amendment approval shall not occur until the next general meeting with a 2/3 majority of the members present and voting to carry.

End of Bylaws

Seaman Athletic Booster Club Bylaws Adopted: 4/10/13Page 1