Article I: NAME
1.01 The official name of the non-profit organization shall be Wenatchee Wild Hockey Booster Club, hereinafter referred to as Booster Club. The term “Wenatchee Wild” shall refer to the amateur hockey team which is a separate legal entity from the Booster Club.
Article II: PURPOSE
2.01 The purpose of the Booster Club shall be:
* - To promote and assist with the continuing education of Wenatchee Wild players.
* - To promote the Wenatchee Wild in their community efforts, both on and off the ice.
* - To keep open lines of communication between the Wenatchee Wild management and Booster Club.
* - To promote and provide for charitable activities and programs of a benevolent nature, including educational assistance, provided, however, that no funds or property of the Booster Club may be exploited to the benefit of individual Booster Club members.
* - To raise funds through any lawful means for the benefit of the corporation and to further its purpose.
Article III: MEMBERSHIP AND DUES
3.01 Active membership of the Booster Club shall be open to any person who has paid the annual dues and is willing to support the purposes of the organization as stated in Article II. The Booster Club is a yearly membership from June 1 to May 31. Membership categories are:
* Regular: 18 years of age and older.
* Senior: 60 years of age and older.
* Junior: 17 years of age and under (must be sponsored by member in good standing).
* Family: Members of an immediate family household, to include all children 17 years and younger.
* Corporate: Includes four (4) employees of the corporation and their families, including children under 18 years of age.
3.02 Active members are entitled to certain rights and privileges, including:
* The right to vote in the election of officers and on other matters of the Booster Club that are put to a vote provided the member is at least 16 years old.
* The right to vote on any amendment to the bylaws as set forth in Article IV.
* The right to volunteer for committee work.
* The right to recommend expenditures for consideration by the Membership.
* The right to attend meetings and functions of the Booster Club.
* The responsibility to uphold and support the principles and purposes of the Booster Club.
* New members shall receive a current copy of the Booster Club Bylaws.
3.03 Good standings: To be in good standings, everyone, family, and corporation members must attend three (3) meetings during the membership year. Members in good standing shall abide by all the rules and regulations of the club and have membership fees paid in full.
3.04 Dues are payable as of June 1 of each year and membership is valid for one fiscal year, June 1 to May 31. Dues shall be determined at the beginning of each season by the Executive Board. Payment of dues entitles each member to discounts and participation in the various activities of the Booster Club.
3.05 When it has been determined by the Board that a member’s conduct has been detrimental to the Booster Club, they may be requested to resign their membership. This conduct may include but is not limited to:
* Misappropriation of Booster Club funds
* Behavior unbecoming the name and reputation of the Booster Club
* Failure to remit all monies due the Booster Club within 60 days of notification of the debt.
The request for resignation of membership shall be provided to the member in writing. After this notification, the members will be given an opportunity to appear before the Board. If, after the member has appeared before the Board, the Board still determines the membership shall be revoked, the member shall be ineligible to rejoin the Booster Club for a period of one year from the date of the revocation. At the conclusion of this period, the member may apply to join the Booster Club as a new member. In the event of member’s right to belong to the Booster Club is revoked for a second time, that member shall be permanently excluded from the Booster Club.
3.06 Membership Conduct - In no way shall a member use the name of the Booster Club for personal gains. Members shall be expected to conduct themselves in a manner consistent with the purpose of the Booster Club as stated herein.
Article IV: MEETINGS AND VOTING
4.01 Annual Meeting - An annual meeting of the members shall be held each year in May for the purpose of electing directors and for the transaction of such other business as may come before the meeting.
4.02 Membership Meeting - It is the intent of these By-Laws that membership meetings be held at least every other month. Meetings shall be conducted according to Robert’s Rules of Order, Newly Revised, in so far as they are consistent with the provisions of these bylaws.
4.03 Date, Time, and Place of Meeting - The Executive Board shall designate the date, time and place for any meeting of the members.
4.04 Quorum - The registered members of the club that attend any meeting shall constitute a quorum for the election of officers and transactions of business, with a minimum of three (3) officers and five (5) voting members.
4.05 Proxies - No member shall vote by proxy at any meeting.
4.06 Voting - Voting on any issue shall be a show of hands unless the presiding officer order, or any member shall demand a written ballot. Voting on the Executive Board shall be by a written ballot.
Article V: EXECUTIVE BOARD / OFFICERS
5.01 General Powers. The business and affairs of the club shall be managed by its Executive Board.
5.02 The Executive Board of the Booster Club shall consist of the President, Vice President, Secretary, Treasurer, and two (2) Members-at-Large. No person shall hold more than one (1) office.
5.03 Terms of Office - Each officer shall serve a term of one (1) year. The two (2) Members-at-Large shall each serve a two (2) year term
. One member-at-Large shall be elected each year for two (2) year terms. Terms of office shall end May 31.
* - The President, Vice President, and Secretary may not hold the same position for more than four (4) consecutive terms. The Member
s-at-Large may not hold the same position for more than two (2) consecutive terms.
* - The Treasurer must be elected annually but may serve without term limits.
5.04 Members Running for the Executive Board. No more than one immediate family member may run and hold a position on the Executive Board. Each person can run for only one office.
5.05 Qualification. Members of the club must qualify for a position on the Executive Board by attending a minimum of half of the meetings held during the membership year, prior to the year of running.
5.06 Election. At each annual meeting, the members of the club shall elect the President, the Vice-President, the Treasurer, and the Secretary.
5.07 Tenure. Will be a year-to-year position
5.08 Vacancies. Any vacancy occurring in the Executive Board shall be assumed by the Executive Board until a vote by the members can be held within 60 days to fill the vacancy.
5.09 Compensation. By action of the Executive Board, they may be reimbursed for actual out-of-pocket expenses incurred on behalf of the club.
5.10 Attendance. Any officer missing two (2) monthly board meetings or two (2) monthly meetings of the members with or without notifying any officer of the Board can be considered for removal from office and the vacancy will be filled in accordance with Section 8 of Article V.
5.11 President. The President shall be the principal executive officer of the club and shall, in general, supervise and control all the business and affairs of the club, subject to the general powers of the Board of Directors. The President shall sign, with the Secretary of the Club, any deeds, mortgages, bonds, contracts, and levies or other instruments authorized for execution by the Executive Board. The President shall, in general, perform all duties as may be prescribed by the Executive Board from time to time. The President shall be an ex-officio member of standing committees. The President cannot vote on any issue except to break a tie.
5.12 Vice-President. In the absence of the President, the Vice-President shall perform the duties of the President and when so acting, shall have all the power of, and be subject to all restrictions upon the President. The Vice- President shall be responsible for all the overall supervision and coordination of membership registration, the enforcement of rules, and such other duties as may be assigned by the President or Executive Board. The Vice- President shall serve as chairperson of the Membership Committee.
5.13 Secretary. The Secretary shall be the custodian of the club records. The Secretary shall keep minutes of the meetings of the members and of the Executive Board. The Secretary shall see that all notices are duly given in accordance with the provisions of these By-Laws. The Secretary shall keep a record of the names and addresses of the members of the club. The Secretary shall sign, with the President, any deeds, mortgages, bonds, contracts, levies, or other instruments authorized for execution by the Executive Board. The Secretary shall, in general, perform all duties incident to the office of Secretary and such other duties as may be assigned by the President or as may be prescribed by the Executive Board from time to time.
5.14 Treasurer. The Treasurer shall have charge and custody of, and be responsible for, all funds and securities of the club. The Treasurer shall receive and give receipts for all money in the account name of such banks, trust companies, or other depositories as shall be selected by the Executive Board. The Treasurer shall be bonded by the Booster Club. The Treasurer shall verify charges and expenditures and shall report to the membership at the monthly meeting the financial position of the club. The Treasurer, in general, shall perform all duties incident to the office of the Treasurer and such other duties as may be assigned to the Treasurer by the Executive Board from time to time. The Treasurer shall serve as chairperson of the Finance Committee.
5.15 Outgoing Board Members. All outgoing Board Members will avail themselves to the incoming Board Members in an advisory capacity to establish continuity. If, for any reason, an outgoing Board Member is not able to perform this function, the Executive Board will appoint a member at large (with experience) to help the elected Board Member.
Article VI: ELECTIONS OF OFFICERS
6.01 The officers of the Booster Club will be elected by the members in good standing of the Booster Club at the last meeting of each year. Each officer shall hold office until his or her successor has been duly elected, resignation, or until he/she has been removed as provided herein.
6.02 Election of officers will be by a show of hands. If more than one person is running for an office, elections will be conducted by ballot. In those instances, a ballot will be handed to each member at the beginning of the meeting where an election is going to be held. The Secretary will oversee the election, counting votes and announcing the new slate of officers.
6.03 All elections will be decided by simple majority.
6.04 There shall be no voting by proxy as stated in Article 4.05.
6.05 In an emergency, the 4 Officers (President, Vice President, Secretary and Treasurer) may vote on disbursement of funds.
Article VII: CODE OF CONDUCT
7.01 Booster Club members are meant to be ambassadors to both the team and public and should conduct themselves in accordance with the Booster Club bylaws.
A. Conduct yourself with decorum and politeness at all Booster Club and Team functions.
B. No unwarranted contact with players and Wenatchee Wild employees. This means (but is not limited to) unauthorized/inappropriate contact with players, player families or significant others unless sanctioned by the player; abusive or excessive emails, faxes, and internet contact; and unauthorized possession, distribution or use of private phone numbers, home addresses or private email addresses.
C. No stalking as defined by State statute.
D. Provide Wenatchee Wild staff with the appropriate respect; do not abuse them or put them in inappropriate situations with respect to their jobs.
E. Do not endanger the welfare, interests, character or reputation of the Wenatchee Wild Hockey Booster Club or Wenatchee Wild Hockey Team players or employees.
F. Do not use social media as means of degrading the Wenatchee Wild Booster Club, Wenatchee Wild Hockey Club, players, and members.
Complaints regarding member behavior should be reported to any officer or Board members. Complaints will be investigated according to the bylaws. Actions by the Board may include a written warning to the members, suspension of membership, or permanent dismissal from the Booster Club.
Article VIII: COMMITTEES
8.01 Standing Committees. The Executive Board shall accept volunteers to serve on committees at the annual meeting of the Executive Board, or as soon thereafter as convenient.
The actions of the standing committees shall be reported as promptly as possible to the Executive Board.
8.02 Tenure. At the discretion of the Executive Board, each member of the committee shall continue as such time until the next annual meeting of the members of the club unless the committee shall be terminated sooner.
8.03 Vacancies. Any vacancy occurring on any committee shall be filled in the same manner as provided in the case of original appointments.
8.04 Quorum. Unless otherwise provided in the resolution of the Executive Board designating a committee, a majority of the members of the whole committee shall constitute a quorum and the act of a majority of a quorum shall be the act of the committee.
8.05 Rules. Each committee shall abide by the rules of the By-Laws of this Booster Club.
Article IX: CONTRACTS, DEPOSITS, CHECKS AND FUNDS
9.01 Contracts. The Executive Board may authorize any officer of officers, agent or agents of the club, in addition to the officers so authorized by these By-Laws, to enter into any contract or execute and deliver and instrument in the name of the, and on behalf of the club, and such authority may be general or confined to specific instances.
9.02 Deposits. All funds of the club shall be deposited as soon as practical to the credit of the club in such banks, trust companies or other depositories as the Executive Board may select.
9.03 Checks, Drafts, and Orders. All checks, drafts, or orders for the payment of money, and all notes or other evidence of indebtedness issued in the name of the club, shall be signed by such officer or officers, or agent or agents, of the club and in such manner as shall be determined by the Executive Board, by resolution from time to time. In the absence of such determination by the Executive Board, such instruments shall be signed by the Treasurer or the Secretary and countersigned by the President or Vice-President of the club.
Article X: BOOKS, RECORDS AND MINUTES
10.1 Books, Records, and Minutes. The club shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its members, Executive Board, and Committees.
10.2 Custody. The Treasurer of the club shall have custody of the books and records of account of the club and the Secretary of the club shall have custody of the minutes of the club. All committee chairs will keep the books for that committee.
10.3 Access. All books, records, and minutes of the club may be inspected by any member, or his agent, or attorney, for any proper purpose at any reasonable time.
Article XI: USE OF THE WENATCHEE WILD HOCKEY BOOSTER CLUB NAME OR LOGO
11.1 Any person interested in using the Booster Club name or logo must first receive approval of the Executive Board.
Article XII: LIMITATIONS OF LIABILITY AND INDEMNITY
12.1 Limitation of Liability. Except as otherwise provided by law, the members, directors, officers and employees of the club shall not, as such, be liable for its debts and obligations.
12.2 Indemnity. The club shall, and does hereby agree to indemnity and save harmless any director, officer, former director, former officer, or any person who is or has acted on behalf of the club at the request of its members, Executive Board, or officers, from and against expenses actually and reasonable incurred by him in connection with the defense of any action, suit or proceeding, civil, criminal or administrative, in which he is made a party except in relation to matters as to which he shall be adjudged in such actions, suit or proceeding to be liable for negligence or misconduct in office.
Article XIII: WAIVER OF NOTICE
13.1 Waiver of Notice. Whenever any notice is required to be given under the provisions of the Washington Nonprofit Corporation Act or these By-Laws, a waiver thereof in writing, signed by the person or person entitled to such notice, whether before or after the time stated herein, shall be deemed equivalent to the giving of such notice.
Article XIV: AMENDMENTS TO THE BYLAWS
14.1 Amendments to the bylaws shall be presented to the general membership at least one month prior to voting on the amendment at a general membership meeting. Amendments must be approved by a majority of voting members in attendance.
Article XV: FINAL DISBURSEMENT OF FUNDS
15.1 In the event that the Wenatchee Wild Hockey Booster Club shall be dissolved for whatever reason, distribution of any remaining funds and assets shall be disbursed to the Wenatchee Amateur Hockey Association for a purpose determined by the General Membership at the final Booster Club meeting.