Board of Directors
AMENDED AND RESTATED BY-LAWS OF THE SOUTH ST. PAUL YOUTH SOCCER ASSOCIATION
Name and Location
Section 1.1 The name of this association shall be the South St. Paul Youth Soccer Association (hereinafter “Association”).
Section 1.2 The registered office of the Association shall be at the home of the acting President. The mailing address of the association shall be: PO Box 44 South St. Paul MN 55075.
Section 1.3 Other offices for the transaction of business shall be located at such places as determined by the Board of Directors.
Section 2.1 Any youth who is eligible to play under the Minnesota Youth Soccer Association (hereinafter “MYSA”) player guidelines shall be allowed to play in any Association sponsored event, subject to the rules and regulations of the sport and the Association.
Section 2.2 A family shall consist of the parent(s) or guardian(s) of all players residing in the same household, together with all players living in said household.
Section 2.3 Membership shall be in effect for each family when their eligible player(s) is re registered in the program. Each family shall have one membership regardless of the number of players registered.
Section 2.4 People who do not have players registered in the program who wish to obtain membership may do so by providing a minimum of twenty (20) hours of volunteer service per year.
Section 2.5 All adult members of record shall be eligible to serve on the Board of Directors provided all appropriate background checks are completed and passed.
Section 3.1 All meetings of the Association shall be run by the current edition of Roberts Rules of Order.
Section 3.2 All meetings of the Board of Directors shall take place at South St. Paul Minnesota on the second Monday of each month and on such other dates as the Board determines. All scheduled meetings of the Board of Directors shall take place at a publicised location and time on the second Monday of the month (September through April) and on the second Sunday of the month (May, June, July and August).
Section 3.3 There will be an annual meeting of the Board of Directors on the second Tuesday of November each year where new directors shall be voted upon and new officers elected.
Section 3.4 Notice of the annual meeting shall be made public to all members prior to said meeting.
Section 3.5 Special meetings may be called by the President, the Board of Directors, or at the request of twenty (20) or more members of the Association. Notice of the special meeting shall state the purpose(s) of the special meeting and the business transacted at any such special meeting shall be confined to the listed purpose(s).
Section 3.6 Two-thirds (⅔) of the Board members, of whom at least one is an officer, shall constitute a quorum. If a quorum is not present, discussion may be had on any agenda item, but no vote allowed. The discussion may not be recorded.
Section 3.7 Teleconferencing shall be allowed, provided all directors can simultaneously hear each other. No written ballots shall be taken at a teleconferenced meeting, although action by voice vote is allowed if needed. The Secretary shall keep a record of how each director votes. There is no proxy or absentee voting allowed.
Section 3.8 The Board may call a closed meeting where directors only are present. Any such meeting shall be documented and the minutes made available upon request.
Board of Directors
Section 4.1 The business, affairs and property of the Association shall be managed by the Board of Directors. The Board shall consist of fifteen (15) persons. The size of the Board may be increased or decreased by action of the Board of Directors.
Section 4.2 A director shall serve for a term of three (3) years. At least five (5) directors shall be elected each year. A director holds office for the term (s)he was elected and until the first meeting after a successor has been elected and qualified, or until the earlier death, resignation, removal or disqualification of the director holding office.
Section 4.3 A director may resign at any time by giving written notice to the Association. The resignation is effective at the next meeting after the Board receives the resignation unless a later effective date is specified and agreed upon by the Board and the resigning director.
Section 4.4 Directors may be nominated by any member of the Association at the annual meeting of the Board of Directors. All elections shall be by a plurality vote taken by secret written ballot. Directors whose terms are expiring may seek re-election.
Section 4.5 If a Board member misses four (4) of twelve (12) regular meetings a year, (s)he may be removed from the Board and a new director appointed. The affected director shall be allowed to provide an explanation to the Board, but shall not be allowed to vote on the question of removal.
Section 4.6 An action or decision required or permitted to be taken at a Board meeting may be taken by written action signed by the same majority of directors as if a meeting had been called. The written action is effective when signed by the requisite number of directors or on the date specified in the written action. The written action shall become part of the Association’s record. This written action may include, but not be limited to, email communication. An e mail, responded to by the requisite number of board members, shall be considered effective.
Section 4.7 No director shall be allowed any compensation except for pre-approved expenses or documented expenses authorized by the Board. No director shall accept any pecuniary or in-kind gift for services rendered on behalf of the Board or the Association.
Section 4.8 Removal of any director must be for cause and by affirmative vote of a two thirds (⅔) majority of the entire Board of Directors.
Section 5.1 The Board of Directors shall elect a President, Vice President, Secretary and Treasurer from the Board members. The current Secretary shall be the election judge. All officers may act as the chair of one or more of the various committees.
Section 5.2 Each officer shall hold that position for one (1) year. Removal of any officer must be for cause and by affirmative vote of a two-thirds (⅔) majority of the entire Board of Directors.
Section 5.3 Officers shall perform the duties as provided by the laws of Minnesota and such other duties as determined by the whole Board of Directors.
Section 5.4 Should an officer die, resign, be removed or otherwise unable to perform his/her duties, the Board shall select a successor, who shall hold office until the next election of officers is held.
Section 5.5 The duties of the officers are described in part as follows:
The President of the Board shall call for and preside over all regular and special meetings of the Board unless (s)he is unable or absent. The President may appoint the chairs of the various committees. The President may appoint the chairs of the various committees. The President shall have no vote on matters before the Board unless needed to break a tie.
5.5B Vice President
The Vice President shall act on behalf of the President whenever the President is absent or unable to act due to the nature of the matter before the Board. When so acting, the Vice President shall have all the duties and responsibilities of the President.
5.5C Treasurer. The Treasurer is the chief financial officer of the Association. All financial records for income and expense reporting shall use generally accepted accounting principles. An annual financial report shall be prepared and presented at the annual meeting. The treasurer shall pay all expenses as directed by the Board and may pay any documented expenses as incurred on behalf of the Association with a report to the Board at the next general Board meeting. The financial records shall be reviewed by three (3) members of the Board, not including the Treasurer, on an annual basis.
5.5D Secretary. The Secretary shall be responsible for the minutes of each meeting and keeping the minutes available for review by the Board or any member of the Association. The Secretary shall act as the election judge in any election of officers or Board members. The Secretary shall be contacted by all Association members who wish to make a presentation to the Board at a Board meeting.
Chairs and Committees
Section 6.1 Any member of the Board may be the chair of one or more of the committees established by the Association. The President may appoint the chairs. The chair is responsible for securing whatever help or assistance is needed to fulfill the function of the committee from the members of the Association. The President may appoint a non-board member of the Association to chair a committee. The chair is responsible to prepare a written report for presentation to the board regarding functioning of his/her committee. The chair is responsible for documenting all income and expenses incurred by the committee. Such documentation shall be turned over to the treasurer. Both the report and financial documentation of the committee shall be included in the minutes of the Board meeting in which they are presented. A chairperson or committee member who is not performing his/her duties as described, or whose performance proves to be detrimental to the functioning of the committee, may be removed from the position by the executive committee.
Section 6.2 The following committees are considered permanent.
- Field Coordinator
- Tournament Director
- Risk Management
Section 6.2 Other committees may be established as needed by the Board. Such temporary committees shall be subject to the same requirements as the permanent committees.
Section 7.1 All meeting minutes will be posted on the website and made available to the public. All treasurer reports of the Association are available upon written request, or for public viewing at any regularly scheduled monthly Board meeting.
Section 7.2 The Board shall present at each annual meeting of the Association a clear summary statement of the business transacted in the past year and financial condition of the Association at the time of the annual meeting.
Section 7.3 The power to adopt, amend or repeal all or any part of the By-Laws of the Association is vested in the Board of Directors. A two thirds (⅔) vote of the Board (except as noted below) is required to approve any change or addition. The members of the Association may present any other matter to the Board for consideration at the meeting. The Board may not adopt, amend or repeal a by-law affecting the quorum requirements, removal of a director or membership unless a unanimous decision is reached.
Section 7.4 Coaches shall be selected by the Board for each team in the Association. A director is not disqualified from coaching.
Section 7.5 The Association adopts the sanctions set forth in Section 8.3 of the Policies and Rules Manual of the Minnesota Youth Soccer Association.
Date Adopted: September 14, 2014