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CONSTITUTION
 
 
 
 
 
 
 
 
 

Constitution and By-law’s

Of The

Sherwood Swimming Association

 

Amended January 2005



Constitution................................................... 3

Article I. Name............................................ 3

Article II.  Purpose................................... 3

Article III.  Members............................... 3

Section I.  Dues............................................... 3

Section 2.  USA Swimming Membership.... 3

Section 3.  Family Participation................. 3

Section 4.  Application.................................. 3

Section 5.  Membership................................. 3

Article IV.  Officers................................ 4

Section I.  Powers and Duties...................... 4

A. President.................................................... 4

B. First Vice President................................... 4

C. Second Vice President............................... 4

D. Secretary.................................................... 5

E. Treasurer.................................................... 5

F. Public Relations......................................... 5

Section 2.  Vacancies in Office.................... 5

Section 3.  Removal of Officers.................... 6

Section 4.  The SSA Board............................ 6

A.  Members of the SSA Board..................... 6

B.  Duties of the SSA Board.......................... 6

Section 4.  The Executive Board.................. 7

A.  Members of the Executive Board............. 7

B.  Duties of the Executive Board.................. 7

C.  Executive Sessions................................... 7

D.  Limits of Executive Board Authority........ 7

Article V.  Election of Officers..... 7

Section I.  Date of Election........................... 7

Section 2.  Election Procedures.................. 7

Section 3.  Qualification of Officers........... 8

Section 4.  Indemnification.......................... 8

Article VI.  Meetings............................... 8

Section I.  Regular Meetings........................ 8

Section 2.  Special Membership Meetings. 8

Section 3.  Written Notice............................. 9

Article VII.  Conduct of Meetings. 9

Section I.  Quorum.......................................... 9

Section 2.  Protocol for Meetings............... 9

Section 3.  Voting Members.......................... 9

Section 4.  Majority Vote.............................. 9

Section 5.  Absentee Voting.......................... 9

Article VIII.  Amendments and Limitations       10

Section I.  Amendments............................... 10

Section II.  Affiliation with Other Groups 10

Article IX.  Dissolution...................... 10

Bylaws............................................................... 11

Article I.  Dues.......................................... 11

Section 1.  Dues and Fees........................... 11

Section 2.  New Members............................ 11

Article II.  Fiscal Management..... 11

Section I.  Annual budget........................... 11

Section 2.  Banking...................................... 11

Section 3.  Financial Review..................... 11

Section 4.  Authority to Oblige.................. 11

Article III.  Committees..................... 12

Section I.  Standing Committees............... 12

Section 2.  Appointment of Chairpersons and Members of Standing Committees        12

Section 3.  Authority of Committees......... 12

Article IV. Amendments..................... 12

Section 1.  Adoption of Amendments........ 12

Section 2.  Notice of Amendments............. 12

Article V.  Travel Fund....................... 12

Section 1.  Travel Fund............................... 12

Policies and Procedures................... 13

 





Constitution

Of The

Sherwood Swimming Association


Article I. Name

The association  shall be known as Sherwood Swimming Association.  Reference herein shall be noted as “SSA”.

 

Article II.  Purpose

The purpose of the SSA is to  support the development of youth through competitive swimming, and to promote the interests, welfare and development of the SSA within the rules of the United States Swimming Association , YMCA Swimming, Oregon Schools Athletic Association and USA Masters Swimming.  This is a not-for-profit, non-stock organization.  The purposes of the association are limited to comply with the organizational requirements specified by Section 501(C) 3 of the Internal Revenue code of 1954 of the United States.

Article III.  Members

The members of the SSA shall be families and self sponsored swimmers who are seeking to participate in competitive athletics via the SSA.  Each parent of a family, or a self sponsored swimmer registered with United States Swimming as being affiliated with the Yawama Swim Team shall constitute a single SSA voting member.

Section I.  Dues

A member shall be in good standing if all of the member’s dues owed to the SSA have been paid, and the member is not in arrears for more than 30 days from the date of the second notice for any amount due the SSA.

Section 2.  USA Swimming Membership

To be eligible to participate in the SSA, at least one member of each family, must be current members of the United States Swimming Association.

Section 3.  Family Participation

It shall be the responsibility of each family to participate in all  SSA activities, to the level which they are able.

Section 4.  Application

A completed membership application must be signed by the parent, guardian, or self-sponsored swimmer.

Section 5.  Membership

The applicant will become a member of the SSA upon acceptance of the application by the SSA board.

Article IV.  Officers

Section I.  Powers and Duties

The officers shall be: a President, a First Vice President, a Second Vice President, a Secretary, a Treasurer, and Public Relations.  Each officer shall be elected, and will serve for a period of two years, or until a successor is duly elected and qualified.  There is one vote per board position.  If this position is shared, only one vote can be cast.

A. President

1.      Convene and preside at all SSA Executive Board, Board, and Membership meetings.

2.      Schedule meeting consistent with needs.

3.      Appoint special committees as necessary

4.      Co-ordinate action between Yawama Swim Team coaches, SSA Board members, and SSA members, and provide opportunities to SSA members to express their views and to determine SSA actions.

5.       Develop SSA disbursement policies for Board approval.

6.      Be responsible for the supervision and co-ordination of all committees.

7.      In co-ordination with the Treasurer, consider the financial need scholarships.

8.      Approve unexpected financial expenditure for SSA funds, if the approval cannot be deferred to the next board meeting. (All board members must be notified of all such approvals within 31 days or at the next board meeting – whichever occurs first).

9.      In consultation with the board, appoint members to fill vacant board positions, if the elected officer vacates the position during their elected term.

10.  Officially represent the board and the SSA in the community, as required.

B. First Vice President

(Meet Director)

1.      Perform all presidential duties in the absence of the President.

2.      Assume responsibility as Meet Director of SSA-hosted meets, including entries, results, award procurement and distribution, swimming officials and announcers.

3.      Co-ordinate the procurement, setup, and takedown of all equipment at SSA hosted meets.

4.       

5.       

6.      Co-ordinate the recruiting and training of officials as outlined in the USA Swimming Guide.

7.      Maintain a current list of certified officials.

8.      Maintain an inventory of all equipment owned by SSA.

9.      Maintain all SSA equipment in good working order.

10.  Co-ordinate with the  SSA board and Head Coach of the Yawama Swim Team on the purchase of all needed equipment and supplies.

11.   

12.  Co-ordinate all safety programs for SSA.

13.  Work with the Local Swim Club  (Oregon Swimming Inc) Safety Officer, and Head Coach of the Yawama Swim Team to keep abreast of any new safety rules.

14.  With the Head Coach of the Yawama Swim Team, formalize a yearly meet schedule to be hosted by SSA, for approval by the board..

C. Second Vice President

(Fund Raising and Membership)

1.      Perform all presidential duties in the absence of the President and First Vice President.

2.      Be responsible for supervision and co-ordination of Records and Recognition Awards, .

3.      Co-ordinate the program for recruiting new members and providing information to them.

4.      In co-operation with the SSA Treasurer, maintain a current SSA member roster and regularly furnish the Yawama Swim Team coaches and SSA members with copies.

5.      Coordinate swim meet staffing for SSA hosted meets with the First Vice President.

6.      Coordinate and oversee all non-swimming forms of income.

D. Secretary

1.      Record, present, and maintain minutes of all Executive Board, Board, and Membership meetings.

2.      Conduct the correspondence of the SSA as directed by the Board.

3.      Notify the members of general meetings.

4.      Notify officers and committee of meeting times.

5.      Coordinate maintenance of the historical records of SSA.

6.      Maintain custody of one copy of the Constitution, Amendments, Bylaws, and Policy documents.

7.      Co-Ordinate production and publication of the SSA Handbook.

E. Treasurer

1.      Disburse and receive SSA funds.

2.      Make a financial report, including the Accounts Receivable report and bank reconciliation, at each meeting of the SSA Board and at the fall general membership meeting.

3.      Make all books of accounts and financial records available for audit when requested.

4.      Complete and submit to the IRS any required information.

5.      Be responsible for the supervision and co-ordination of the Finance and Budget Committees.

6.      Issue membership dues statements as defined in the Bylaws.

7.      In co-ordination with the President, consider financial-need scholarships.

8.      In co-operation with the Second Vice President, maintain a current SSA roster.

9.      Maintain current United States Swimming Association for all board members.

F. Public Relations

1.      Co-ordinate with the First Vice president,  and assume responsibility for publicity of SSA-hosted swim meets within the Sherwood and associated communities.

2.      Represent and promote the SSA and membership, and the associated activities in a positive and beneficial manner in the news and public media.

3.      Act as liaison for all media contact in relation to the SSA.

4.      Coordinate the collation and production of the SSA Newsletter

 

Section 2.  Vacancies in Office

When any officer resigns, is removed, or otherwise becomes incapacitated or disqualified for holding office, the President, after consultation with the remaining Board members, shall appoint a successor from the eligible membership who shall serve for the balance of the term of the former officer. The successor so appointed may be another member of the Executive Board, in which case they may hold dual positions on the board until the next election. An officer of the board cannot hold more than 2 positions concurrently, and the position of President and Treasurer cannot be held by a single person. All appointments must satisfy the requirements of Article V Section 3 (Qualification of Officers) of this document.

Section 3.  Removal of Officers

An officer of SSA may be removed from office only by vote of the SSA membership as follows:

A.     A motion calling for the removal vote may be made at any duly convened  Regular or Special Membership meeting.

B.     If such a motion is made, seconded, and carried, the Board shall designate a time and place for a Special Membership meeting and shall provide at least seven (7) days written notice to all members in good standing of the SSA as to the time, place, and subject matter of the meeting.

C.     At such meeting the officer shall have an opportunity to answer accusations in an open forum.

D.     A majority plus one of the members in good standing personally in attendance at the meeting shall be required to remove the officer.  Voting shall be by secret ballot.

E.      Until such a vote can be taken, the members of the Executive Board may, by majority vote, suspend said officer from exercising any powers and duties under this constitution.

F.      In a situation where the officer appears to have engaged in willful malfeasance, the Executive Board will suspend the officer and will consult an attorney regarding the potential of legal action prior to making a motion calling for removal.

Section 4.  The SSA Board

A.  Members of the SSA Board

The Board of the SSA shall be composed of the Officers of the association, as contained in Article IV of this constitution, plus the following persons:

The immediate Past President, An Athletic Representative elected from the senior squad.

Up to 5 Members At Large

 

The President may invite up to five (5) members of SSA to join the board as Members At Large for a period of 12 months per invitation, if it helps to further the operation or goals of the SSA by having additional expertise available to the board.

 

The Past President, Members At Large and the Athletic Representative shall be ex-officio, non-voting member.

B.  Duties of the SSA Board

The SSA board shall:

1.      Meet at times and places appropriate to take membership action that shall ensure fulfillment of the SSA purpose, and meet a  minimum of four times a year, while attempting to meet on a monthly basis if possible.

2.      Approve a yearly schedule of swim meets to be hosted by the SSA.

3.      Regularly review SSA programs and goals.  Recommend adjustments to the membership if required.

4.      Recommend to the membership amendments to the Constitution and Bylaws as required.

5.      Oversee the financial conditions of the SSA.

6.      Make SSA financial records available for professional audit as often as the board deems necessary.

7.      Administer and execute the ongoing operation of the SSA in fulfillment of its goals and purpose.

8.      Take any necessary action to ensure that SSA financial records and dealings meet the requirements specified by Section 501(C) 3.

Section 4.  The Executive Board

A.  Members of the Executive Board

The Executive Board of the SSA shall be composed of the Officers of the association, as contained in Article IV of this constitution.

B.  Duties of the Executive Board

The executive board shall:

1.      Evaluate membership issues that may arise.

2.      Formulate and approve changes required to the Constitution and Bylaws of the SSA prior to presenting them to the full membership.

C.  Executive Sessions

1.      One board member and the President, or a majority of the voting members for the Board can decide to call an executive session of the Board.

2.      After a full discussion of the subject matter the Board may vote.  With regard to issues of membership, a vote of the majority plus one is required.  A simple majority is required for all other issues.

3.      If the board has made a decision to deny membership, the family involved will be informed.

4.      The family involved may request, in writing, a formal open or closed hearing of the Board to present their side of the matter and to hear the reasons the Board used to deny membership.  If a closed hearing is required, no notice shall be sent to the SSA membership.  The vote to deny membership after such reconsideration again requires a majority plus one of the board.

5.      In any vote to deny membership, the full Board shall vote.  All Board members not in attendance must be polled before a final decision can be made.

D.  Limits of Executive Board Authority

Prior to any decision of the Executive Board becoming binding, it must be approved at a Regular, Special Membership, or Annual meeting of the SSA.

Article V.  Election of Officers

Section I.  Date of Election

The officers of the SSA shall be elected annually on a rotation basis at the Annual General Meeting before the end of May and take office on September 1. If the office becomes vacant before September 1, the person elected may take office prior to this date.  The President, Second Vice President, and Public Relations to be elected in odd years, and the First Vice President, Secretary and Treasurer to be elected in even years.

Section 2.  Election Procedures

A.     At the first regular scheduled meeting each calendar year of the Board, the President shall appoint a nominating committee of at least three (3) members in good standing of the SSA.

B.     The nominating committee shall select at least one (1) candidate for each elective office from the membership, and shall report at the next scheduled meeting of the Board, on or before April 1.

C.     On or before April 1, the names of the nominees selected shall be disseminated in writing to all members.

D.     Additional nominations shall be accepted at the time of election.

E.      The election of officers shall be by secret ballot at any meeting of the SSA which is in accordance of Article V Section I of this document, with the exception of any Executive Board meetings, providing that all members in good standing of the SSA are notified at least one week (7 days) in advance of the meeting at which the election will take place. In the event there is a single nominee for a particular office or in the event that there is no contest for any office, the election may be by acclamation.

F.      A candidate may stand for election in more than one position, but may not be elected to more than a single position on the board at one time. In the case where they are elected to more than a single position, they may chose the position they wish to fill, and a new ballot will be issued for the remaining position(s).

G.     A majority of the vote’s cast shall be required for election. In the event no candidate for a particular office receives such a majority, a second ballot shall be taken between the two persons receiving the highest number of votes in the preceding ballot.

H.     Half of the Board Members shall be elected for a 2-year term every year.  This will allow for continuity with limited disruption.

Section 3.  Qualification of Officers

A.     The officers of SSA must be members in good standing.  Any officer not in good standing shall lose his or her vote on the Board.

B.     A officer may not be elected to more than two consecutive terms of office in a single position on the SSA Board, without a break of twelve (12) months.

C.     After being elected and serving two consecutive terms of office in a position, an officer may continue to serve on the board, providing they are elected to a different position than the one occupied for the previous two terms.

D.     Once a member has not occupied a specific board position for twelve (12) months, they are eligible for election for another two consecutive terms to that position on the board.

E.      If a member is appointed to a position on the board due to a vacancy, then the term they are appointed to will not be included in the two term limit for a single position, provided they have not already met the term limit in that position within the previous twelve months.

F.      There is no limit to the total number of times a member can be elected to be an Officer of SSA.

Section 4.  Indemnification

The personal liability of each member of the Board of Directors, each uncompensated officer, and each member of the corporation, for monetary or other damages, for conduct as a director, officer, or member shall be eliminated to the fullest extent permitted by the current or future law.

Article VI.  Meetings

Section I.  Regular Meetings

The regular meeting of the SSA shall be held at least quarterly, with an attempt to hold monthly meetings. The President shall, with the concurrence of the Board, set a time and place for each such meeting.

Section 2.  Special Membership Meetings

Special Membership meetings of the SSA shall be called by the President on his/her own motion, or pursuant to a petition signed by at least twenty (20) members in good standing of the SSA or 10% of the voting membership.  The President shall furnish written notice of each such Special Membership meeting to each member in good standing and said notice shall state the purpose of such Special Membership meeting, and the time and place thereof.  No other business of any kind shall be conducted at such meeting.

Section 3.  Written Notice

The President shall furnish written notice of all Regular and Special Membership meetings to all members in good standing at least seven (7) days prior to  the meeting.

Article VII.  Conduct of Meetings

Section I.  Quorum

No business shall be conducted at any Regular or Special Membership meeting of the SSA unless a quorum of not fewer than 3 of the voting Board members is present.

Section 2.  Protocol for Meetings

 

The Regular, Annual, and Special Membership meetings will be open to the membership and the public. Any Executive Board Sessions will be closed to all who are not members of the Executive Board.

 

Any person in attendance may make a motion for consideration at a meeting of the SSA. Before it can be considered, the motion must be seconded by a second person in attendance. Once the motion has been seconded, the President will call for discussion on the motion.

 

At the conclusion of discussion, the President shall call for a vote on the motion. At the Regular meetings, only the officers of the board are eligible to vote on a motion. At the Annual General meeting, and at any Special Membership meetings, all members in good standing who attend are eligible to vote upon the motion.

Section 3.  Voting Members

All voting on SSA matters at Annual and Special Membership meetings shall be on the basis of one vote for each parent of each family, or in the case of a self sponsored swimmer, they will have one vote. All swimmers of legal voting age who are members of the SSA and are in good standing, and are registered with USA Swimming as being a member of the Yawama Swim Team will also have one vote regardless of the fact that their parents and/or guardians may also have a vote. All membership conditions as outlined in Article III must be fulfilled.

Section 4.  Majority Vote

Except as otherwise provided herein, decisions on all matters before the SSA shall be a majority vote of the members eligible to vote and  present in person.

Section 5.  Absentee Voting

Not all members may be available to attend and vote in person.  Therefore, SSA reserves the right to have voting by mail-in or email ballot when the President plus one board member decide it is necessary.

Article VIII.  Amendments and Limitations

Section I.  Amendments

The constitution may be amended at any regular meeting of the SSA by a majority plus one vote of the members in good standing of the SSA present at the meeting provided that:

A.     Any amendment shall first be presented in writing to the Executive Board and approved by a majority vote before submission of the amendment to SSA members.

B.     Any amendment, after receiving Board approval, shall be furnished to all members in good standing of the SSA at least one week (7 days) in advance of the meeting at which the members shall vote on the amendments.

Section II.  Affiliation with Other Groups

The Board may authorize affiliation with other groups, provided that such affiliation does not conflict with the purpose of the SSA as provided in Article II of this constitution.

Article IX.  Dissolution

In the event of dissolution of the SSA, any assets remaining after payment of all proper claims and demands then existing against SSA shall be distributed to and among one or more corporations, trust funds, or foundations which shall qualify as a tax exempt organization of the type described in Section 501(C) 3 of the Internal Revenue Code of the United States (1954), or subsequent relevant legislation, and have the promotion of the sport of competitive swimming as one of their primary stated and published objectives.  Except in their capacities as members provided in this section, no officer or any other individual has, or shall have, any right, title, or interest of any kind in or to such assets of the SSA.  The organization or organizations to which such remaining assets shall be distributed shall be selected at the discretion of the Executive Board.


Bylaws

Of the

Sherwood Swimming Association

Article I.  Dues

The Budget Committee, with approval of the Board, shall establish the structure of annual dues with presentation at the Annual General membership meeting.

Section 1.  Dues and Fees

All members must pay applicable fees.

Section 2.  New Members

Payment of applicable fees and submission of a completed membership agreement shall be presented to the SSA Treasurer or designated representative no later than thirty (30) days after the first notice.

Article II.  Fiscal Management

Section I.  Annual budget

By June 1, the President shall appoint a budget committee and such committee shall prepare an annual budget and dues structure for the SSA reflecting income and expenditures.  The budget and the dues structure shall be presented to the membership of the SSA at its regular  Annual meeting.  The fiscal year shall commence January 1 and terminate  December 31  each calendar year.  Dues shall at the very least cover salaries of any employees of the SSA organization.

Section 2.  Banking

All funds of the SSA shall be deposited by the Treasurer in such accounts as may be deemed appropriate by the Board in a bank or savings-and-loan association organized and existing under the laws of the State of Oregon, providing that funds may be withdrawn from such accounts by the President and the Treasurer.

Section 3.  Financial Review

The President may appoint a financial review committee consisting of two (2) persons who are not board members plus a qualified outside accounting firm, and the Treasurer shall hereafter deliver all books of account and financial records to the financial review committee by February 1st, or at the boards discretion.  The committee shall conduct such review and shall prepare a written report thereon for presentation at the regular Annual general meeting.

Section 4.  Authority to Oblige

No officer or member of the SSA, unless duly authorized by the President and approved by the Board, shall have the authority to obligate the SSA for any expenditure over $200.00.  The President may delegate to such officer and committee chairpersons as they determine the authority to obligate funds of the SSA with approval of the Board.

Article III.  Committees

Section I.  Standing Committees

The standing committees shall be appointed by the President as required.

Section 2.  Appointment of Chairpersons and Members of Standing Committees

The particular board member responsible for supervision of each standing committee shall be appointed by the President after consultation with the board. The board member responsible shall appoint a chairperson and members of each such committee from members in good standing within SSA.  Such chairperson and members shall serve at the pleasure of the President.

Section 3.  Authority of Committees

No committee or any member thereof, or any other member of the SSA, shall represent the SSA in any matter except as authorized by the Constitution, the Bylaws, and must have the prior approval of the Board to represent the SSA.

Article IV. Amendments

Section 1.  Adoption of Amendments

Subject to the requirements of Section 2 of this article, the bylaws of the SSA may be amended at any Regular or Special Membership meeting called for that purpose by a majority plus one vote of the members in good standing voting at each meeting.

Section 2.  Notice of Amendments

Amendments to the Bylaws of SSA shall not be subject to a vote unless written notice of the proposed amendment and the time and place of the SSA meeting at which it is to be acted upon, has been furnished to all members in good standing of the SSA at least one week (7 days) in advance of the meeting at which the amendments will be presented.

Article V.  Travel Fund

A travel find will be provided and shall contain an amount determined by the Board at a normal or annual meeting of the SSA..

Section 1.  Travel Fund

The board shall develop and maintain a published policy and procedures for any reimbursement from the Travel Fund.  No money from the Travel Fund may be used if it does not fall within the guidelines of this policy.

 


Policies

Of the

Sherwood Swimming Association


Policies and Procedures

All policy and procedures pertaining to the operation of the SSA shall be maintained by the Secretary in a Policy and Procedures manual. The board shall review this manual on an annual basis to determine if any updates or changes are required. This manual must be made available to any member of the SSA who is in good standing, upon a request in writing.

 

 

 

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