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BYLAWS
of
LIONS YOUTH FOOTBALL CLUB
 
 
ARTICLE 1
 
ORGANIZATION AND PURPOSE
 
 
1.1       Name, Law and Charter:     Lions Youth Football Club (hereafter referred to as the “Club”) is a legal entity chartered by the State of Washington as a nonprofit corporation under the Washington Nonprofit Corporation Act, Chapter 24.03, RCW. It is governed by that Act and other Washington laws, its Articles of Incorporation on file with the Washington Secretary of State, these Bylaws, and its rules and policies.
 
1.2       Educational and Chartiable Purpose:         The Club is organized exclusively for educational and charitable purposes, with the meaning of Section 501(c)(3) of the U.S. Internal Revenue Code of 1986, as may be amended from time to time. Without limiting the foregoing, the Club is dedicated to the promotion and sponsorship of youth football and other youth sports, and its principal purposes are to (a) provide opportunities for youth to participate in football and other youth sports; (b) teach and train youth in football and other youth sports; (c) promote good sportsmanship, values of fair play, leadership, and Jesuit ideals; (d) develop physical fitness and mental alertness; and (e) provide an enjoyable recreational activity.
 
 
ARTICLE 2
 
MEMBERS
 
 
2.1       Membership:             Each minor who participates in activities sponsored by the Club is a Youth Member of the Club. Each parent or other adult with legal custody of a Youth Member is an Adult Member of the Club during the period of their participation, including the period between sport seasons if the Youth Member remains eligible to participate in future Club activities. Every other adult who participates, as a volunteer leader or helper, in activities sponsored by the Club is an Adult Member of the Club. Each Adult Member shall provide the Club officers with an e-mail address, if possible, and a U.S. mail address, at which they may receive notices from the Club. Members who do not consent to receive notices from the Club by electronic means may be required to pay a charge to cover the estimated costs of U.S. mail notices.
 
2.2       Membership Meetings:         An annual meeting of the Members of the Club shall be held prior to the start of the football season of each year. Special meetings of the Members of the Club shall be held when called for a specific purpose or purposes by the Board, or by the President, or by the Members entitled to cast one-fourth of the votes entitled to be cast at the meeting. The place, day, and hour of each annual and special meeting shall be set by the Board or by the President if delegated such authority by the Board. The Secretary shall cause notice stating the place, day, and hour of the annual meeting and, in case of a special meeting, the purpose or purposes for which the meeting is called, to be sent to each Adult Member.
 
 
2.3       Quorum and Voting:            Attendance by 20 Adult Members shall constitute a quorum. Each Adult Member attending a membership meeting may cast one vote on each matter properly presented at the meeting. Voting by proxy is not permitted. Youth Members may attend, but are not entitled to vote at, meetings of the Members. Each youth member may have only one voting adult member casting a vote, one child equals one vote.
                                                                                                      
 
 
ARTICLE 3
 
BOARD OF DIRECTORS
 
3.1       Authority and Composition of Board of Directors:           The affairs of the Club shall be managed by a Board of Directors (“Board”). The Board shall consist of two classes of directors, Long Term Directors (“LT Directors”) and Short Term Directors (“ST Directors”). There shall be six LT Directors, and at the time of adoption of this Bylaws amendment they are Rick Fuller, Craig Taft, Clark Hernandez, Bernie Salazar, Greg Plancich and Tom Larson. Their terms shall be open-ended, continuing until they resign, are removed, or become unable to serve due to incapacity or death. The ST Directors be those persons elected at the annual membership meeting to the following seven Club offices: President, Vice President, Secretary, Treasurer, Registrar, Equipment Manager, and Athletic Director. The ST Directors shall serve terms of one calendar year (January 1 through December 31) but may continue holding office until their successors are elected. If two persons are elected to jointly hold an office (e.g., Co-Presidents), then each shall be a ST Director. Head coaches are ineligible for election as Club Officers and ST Directors.
 
3.2       Board Quorum and Actions: A majority of the Directors attending in person or by conference telephone shall constitute a quorum at any meeting. Directors may not attend or vote by proxy. The act of a majority of the Directors at any meeting at which a quorum is present shall be the act of the Board, except that the following matters shall require in addition the approval (which may be given before, at, or after the meeting) of a majority of the LT Directors then holding office:
            (a) Any amendment to the Bylaws;
            (b) Any adverse personnel action, including the removal of any Club officer or any coach or other volunteer; and
            (c) Any approval of a transaction or contract other than in the ordinary course of continuing the programs and activities of the Club or that obligates the Club to make payments or do other acts after the term in office of the then serving ST Directors.
 
3.3       Director Removal and Vacancies:   Any ST Director may be removed from that position and its associated Officer position, with or without cause, only by action of the Board. Any vacancy in a ST Director position and its associated Officer position may be filled for its remaining term by action of the Board. Any LT Director may be removed, with or without cause, only by unanimous action of the other LT Directors. Any vacancy in a LT Director position may be filled by unanimous action of the other LT Directors. 
 
3.4       Regular Meetings:     Regular meetings of the Board shall be held at a place and time established by the Board. No notice need be given to the Directors of the regular meetings.  
 
3.5       Special Meetings:       Special Meetings of the Board of Directors may be called by the President, by any LT Director, or any two ST Directors for any purpose. Notice of the date, place, time, and purpose of any special meeting shall be given at least 48 hours before the meeting in person or by telephone or by e-mail (if receipt is confirmed), or postmarked three days before the meeting if given by U.S. mail, to each Director.
 
3.6       Open Meetings:         All Board meetings shall be open for observation by any Adult Member of the Club, except that if a majority of the Directors present at any meeting votes to hold an executive session then they may close the meeting to all persons not invited by that majority to participate in the closed session.
 
3.7       Team Parent Representatives: The Adult Members associated with each football team are strongly encouraged to designate a Team Representative, other than a head coach or main assistant (offensive and defensive coordinators), to attend and observe the Board meetings. Team representatives are not Board members, and cannot vote on Board actions, but will insure their team’s membership is kept abreast of all noteworthy items of the Club’s operations.
 
3.8       No Compensation: No Director shall be compensated for attending meetings or performing any of their other duties as Directors or officers.
 
3.9       Indemnification and Limitation of Liability:          Directors shall be indemnified by the Club, and their liability to Members shall be limited, in accordance with the Club’s Articles of Incorporation to the greatest extent permitted by applicable law. 
                                                                                                      
 
 
ARTICLE 4
 
OFFICERS
 
4.1       Number of Officers: The officers of the Club shall be President, Vice President, Secretary, Treasurer, Registrar, Equipment Manager, and Athletic Director. Cheer Coordinator and Team Parent Representatives are important liaisons to the Board, but are not considered Club officers or Directors.  
 
4.2       Election and Term of Office:           The Club officers shall be elected at the annual membership meeting. They shall serve terms of one calendar year (January 1 through December 31) but may continue holding office until their successors are elected. An officer may serve more than one consecutive term, except that no individual shall serve as President or as Vice President for more than two consecutive terms. If no single qualified individual is willing to fill a particular office, then two individuals may be elected jointly, as co-officers, to fill that office, and each may independently exercise the authority of the office.
 
4.3       Removal and Vacancies:      Any officer may be removed from his or her position, with or without cause, only by action of the Board. Any vacancy in an Officer position may be filled for its remaining term by action of the Board.
 
4.4        President:      The President shall be the principal executive officer of the Club. Subject to the control of the Board, the President shall generally supervise and direct all the business and affairs of the corporation. The President shall perform all duties customarily incident to the office of the President, and other duties that may be prescribed by the Board.
 
4.5       Vice President:          In the absence of the President or by any reason of his inability to act, the Vice President shall perform the duties of the President. The Vice President shall perform such other duties as are assigned to them by the President or the Board.
 
4.6       Secretary:       The Secretary shall keep the minutes of the meetings of the members and of the Board in books provided for that purpose, give or cause to be given notices of the meetings in accordance with the provisions of the Bylaws, be custodian of the Club’s books and records, keep a register of members and their addresses, and in general perform all duties customarily incident to the office of Secretary and such other duties as are assigned to them by the President or the Board.
 
4.7       Treasurer:      The Treasurer shall administer the financial affairs of the Club and shall keep the Club’s accounts in accordance with accepted accounting procedures. They shall prepare a monthly report of expenditures and income for regularly reporting to the Board and a year-end report on the financial status of the Club for reporting at the annual membership meeting. The Treasurer shall perform all duties customarily incident to the office of Treasurer and such other duties as are assigned to them by the President or the Board.
 
4.8       Registrar:       The Registrar shall be responsible for registering youth who apply to participate in the Club’s activities, including receiving player applications and payments and establishing initial team rosters, beginning with returning players then adding new players.
 
4.9       Equipment Manager:           The Equipment Manager is responsible for tracking and issuing equipment to players and coaches, recommending replacement of equipment, receiving and logging in new equipment, and receiving and properly storing returned equipment.
 
4.10     Athletic Director:      The Athletic Director ensures coaches are aware of and attend organizational meetings, clinics, and any other training and activities the Board deems necessary. The Athletic Director should plan a minimum of one educational clinic for all the coaching staffs.
ARTICLE 5
 
SUPERVISORS OF ACTIVITIES
 
5.1       Coaches:         A person will be authorized by the Board to serve as head coach only after determination of their interest, integrity and ability to properly handle the youth participating in the football program in a manner consistent with the Club’s stated purposes and objectives. The coach shall be responsible to the President for the Team he coaches. Any coach shall take such other duties and responsibilities as assigned to him by the President. Head coaches must be 21 years of age and assistant coaches must be at least 18 years of age. Head coaches and assistant coaches are required to attend coach certification unless they are lifetime members of the National Youth Sports Coaches Association (NYSCA).
 
5.2       Cheer Coordinator: The Board shall designate a person as Cheer Coordinator to act as liaison with the Bellarmine High School Cheer Advisor and Cheerleaders that have accepted the duties of instructors and advisors to the Club’s cheer program participants. The Cheer Coordinator ensures the cheer program participants are properly registered with the Club and that program requirements set by the Board are met, and reports to the Board on behalf of the cheer program.
 
5.3       Compensation:          No coach, assistant coach, or Cheer Coordinator may be compensated for their service to the Club and its Members, but they may be reimbursed by the Club for their documented necessary expenses (such as charges for certification) in accordance with policies set from time to time by the Board.
 
5.4       Previous Experience:            Head coaches must have previous coaching experience or demonstrate knowledge, experience and abilities to the Board’s satisfaction. Coaches will complete a written summary of their football experience starting with high school activities. Lack of extensive experience does not disqualify a coaching applicant. Records of each coach’s background will be maintained for Club liability purposes.
 
5.5       References:    All coaches must submit permission to screening by Washington State Patrol and submit references for a background checks, if requested.
 
5.6       Agreement to Code of Ethics:          All head and assistant coaches must agree to and sign the Club’s Code of Ethics prior to holding any team meeting, practice, game or any other assembly of involved team. Any coach or assistant coach that provides false testimony of information or provides false references of their qualifications will automatically be disqualified from consideration and/or terminated from coaching with this Club.
 
 
ARTICLE 6
 
 
CONTRACTS, LOANS, CHECKS AND DEPOSITS
 
 
6.1       Contracts:      The Board, subject to Section 3.2(c) of these Bylaws, may authorize any officer or officers, agent or agents, to enter into any contract, or execute and deliver any instrument, for and on behalf of the Club.
 
6.2       Indebtedness:     Insofar as feasible, and subject to the control of the Board, each program in which the Club engages shall be self-supporting on a seasonal basis. No significant purchase shall be made on behalf of the Club, nor shall its credit be pledged in any manner or form, without a prior resolution of the Board authorizing the same, consistent with Section 3.2(c) of these Bylaws.
 
6.3       Checks, Drafts, Etc.:     All checks, drafts, or other orders for the payment of money issued in the name of the Club shall be signed by two individuals who, as officers or LT Directors, are authorized by resolution of the Board to withdraw or pay Club funds.
 
6.4       Deposits:         All receipts of the Club shall be deposited to the credit of the Club in such bank or other depository as the Board may select. The Board shall designate two officers and at least one LT Director as authorized representatives of the Club for each bank or other depository account.
 
6.5       Raising of Funds:      The soliciting and raising of gifts and funds for the Club, including the acceptance of the same, shall be at the sole direction and authorization of the Board.
 
6.6       Non-Sufficient Fund (NSF) Checks:           Persons paying the Club with a check that is returned NSF will be assessed a fee of $30.00 or such other amount as set from time to time by the Board, and the fee and check amount shall be paid by a cashier check or cash.
 
6.7       Lost or Damaged Equipment:         Youth Members and their related Adult Members are responsible for any lost or damaged (due to misuse) equipment issued to them. Reimbursement will be for replacement cost of the lost or damaged equipment.
 
6.8       Annual Audit:           An audit will be conducted at the end of each Treasurer’s term in office by persons designated by the Board.

ARTICLE 7
 
 
AMENDMENT OF BYLAWS
 
 
7.1       Amendment to the Bylaws: These Bylaws may only be amended by action of the Board, consistent with Section 3.2(a) of these Bylaws. Written notice of, and a copy of, any proposed amendment to the Bylaws must be given to each Director at least seven days before the meeting at which the amendment is to be considered by the Board.
 
*   *   *
 
            I certify that the foregoing bylaws were adopted by proper action of the Board of Directors of the Club at a proper meeting held on ­                                                          .
                                                                                   
 
                                                                       
                                                                                    Andi Brockwell, Secretary