ARTICLE I – NAME
This Club shall be known as Sherrills Ford Optimist, Incorporated, an affiliate of Optimist International. Hereafter the Sherrills Ford Optimist may be referred to as the Club.
ARTICLE II – PURPOSES
The purposes of this Club shall be to develop Optimism as a philosophy of life, utilizing the tenets of the Optimist Creed; to promote an active interest in good government and civic affairs; to inspire respect for the law; to promote patriotism and work for international accord and friendship among all people; to aid and encourage the development of youth, in the belief that the giving of one’s self in service to others will advance the well-being of humankind, community life and the world.
ARTICLE III – MEMBERSHIP
The membership of this Club shall represent a compatible cross-section of the business, social, and cultural life of the community and shall consist of adults of good character and community standing, generally compatible with the membership of all Optimist Clubs, who reside or have community interests in the area of Sherrills Ford, North Carolina and who have been duly elected to membership in the manner prescribed in these bylaws. All memberships shall be held by individuals and shall not be transferable.
ARTICLE IV – ADMISSION TO MEMBERSHIP
Members shall be admitted to the Club in the following manner:
- Proposals for membership shall be submitted to the Secretary in the form and manner prescribed by the Board of Directors and shall bear the endorsement of one or more members in good standing.
- The Secretary shall notify the membership of the identity of the proposed member and the Board of Directors will vote upon the date the proposal.
- After all members have had an opportunity to express objections, if any, the Board of Directors shall approve or reject the proposal for membership without explanation of its action. A majority vote of those present shall be necessary to give approval as established by Article VII, Section 3 of these bylaws.
ARTICLE V – TERMINATION OF MEMBERSHIP
Section 1: Any member who is two (2) or more months in arrears in the payment of any assessed dues or fees to the Club may be suspended from membership. He or she will be provided written notice by the Secretary. Such member, upon payment of arrears and submission of applications for reinstatement within thirty (30) days after said notice may be reinstated at the discretion of the Board of Directors. Such member who has not applied for reinstatement within the stated period, shall be deemed to have forfeited membership in the Club and shall so be notified by the Secretary.
Section 2: Any member charged with conduct unbecoming an Optimist or with any act prejudicial to the best interests of the Club or Optimist International, and against whom such charges are sustained after an opportunity to appear before the Board of Directors in his or her own defense, may be expelled from membership, at the discretion of the Board of Directors. Upon such action by the Board of Directors, the Secretary shall immediately notify the member in writing, of said action.
Section 3: In case of the resignation or expulsion of any member, the Secretary shall immediately notify Optimist International and all members of the Club of such action.
Section 4: Any member whose membership in the Club has been terminated for any reason shall forfeit all interest in any funds or property of the Club and all rights to the use of the Optimist name, emblem, or other insignia.
Section 5: It shall be the prerogative of the Board of Directors to confirm any termination of membership on behalf of the Club.
ARTICLE VI – OFFICERS
Section 1: The officers of this Club shall be a President and a Vice President, an At-Large Director, and a Director of Sports elected annually; an Immediate Past President; and a Secretary and a Treasurer, each appointed annually by the President, subject to the approval of the Board of Directors. All officers shall hold office for one year or until their successors are duly elected or appointed as provided in these bylaws. In the event that any office becomes vacant for any reason, the vacancy shall be filled by the Board of Directors.
Section 2: The President shall serve as the executive officer of the Club, preside at all meetings of the membership and the Board of Directors, be an ex-officio member of all committees, exercise general supervision over Club affairs and perform such other duties as are ordinarily incumbent upon a President; and shall represent the Club in all relations with Optimist International and the District and perform a like function in their behalf in relation to the Club. The President shall attend all duly called District meetings or, in the case of absence for good reason, provide for the Club’s representation by an accredited representative.
Section 3: The Vice President shall perform such duties as are ordinarily incumbent upon Vice President and such other duties as may be assigned to them by the President or Board of Directors.
Section 4: The At-Large Director shall be the primary interface for communications and information to be provided to the Sherrills Ford members, supporters and the Sherrills Ford community.
Section 5: The Director of Sports shall be responsible for planning and administering all sports activities including budgets, team selections, coach appointments, scheduling and resolution of any conflicts.
Section 6: The Immediate Past President shall have served as the previous year’s President and shall serve as an advisor on the overall operations of the Optimist Club.
Section 7: The Secretary shall keep and maintain the minutes of all meetings of the Board of Directors, business meetings and all records of membership, attendance and service to the Club, in the form and manner prescribed by the Board of Directors. The Secretary shall also prepare and file all reports required by Optimist International, District administration and generally perform such duties as are ordinarily incumbent upon a Secretary.
Section 8: The Treasurer shall keep and maintain all records of fees, dues and monies collected and disbursed, submit regular financial statements in the form, manner and frequency prescribed by the Board of Directors, prepare an annual statement for the annual meeting of the Club and generally perform such duties as are ordinarily incumbent upon a Treasurer.
Section 9: The Club Board of Directors can amend or expand these duties as needed, as long as they are within the guidelines of Optimist International and standard Club bylaws.
ARTICLE VII – DIRECTORS
Section 1: There shall be a Board of Directors (hereafter may be referred to as Board), which shall consist of the President, the Immediate Past President, the Vice President, the Director of Sports, the Secretary, the Treasurer, and an elected at-large Director, each of who shall have the right to vote. The offices of Secretary and Treasurer may be combined, in which case the Secretary/Treasurer shall have only one vote. Directors shall serve for a period of one year or until their successors are duly qualified and elected. In the event of a directorship becoming vacant for any reason, such vacancy shall be filled by the Board of Directors, and the appointee shall serve for the duration of the term of the individual being replaced.
Section 2: The Board of Directors shall have control and management of the Club’s activities, determine all policies, elect, dismiss and discipline members and generally supervise the affairs of the Club.
Section 3: The Board of Directors shall meet at least once each month on a regular day to be fixed by the Board at the beginning of each administrative year or at the call of the President. Any three members of the Board of Directors may call a meeting providing a three-day notice is given to all members. A majority of the Board of Directors shall constitute a quorum for the transaction of business, and a majority vote of those present shall be necessary to give effect to any action of the Board.
Section 4: Any member of the Board of Directors who is absent from three consecutive board meetings will forfeit the office with the approval of the Board of Directors. Notice of said action shall be mailed to all members by the Secretary.
ARTICLE VIII – COMMITTEES
Section 1: The Board of Directors shall determine the number and purpose of all special and standing committees required to achieve the purposes of this Club.
Section 2: The Board of Directors shall appoint the chairpersons and announce such appointments not later than November 1st following his or her election.
Section 3: The following committees shall be appointed each term:
| Baseball | Volleyball |
| Softball | Cheerleading |
| Basketball | Football |
| Facilities and Maintenance | Soccer |
| Long Range Planning | Fundraising |
| Publicity/Information | Volunteer Coordinator |
Section 4: Committee chairpersons may serve more than one year at the discretion of the most recently elected Board of Directors.
Section 5: Each chairperson shall be responsible for selecting their own committee members.
Section 6: Committees shall serve under the leadership and sponsorship of a Board member as follows:
President: Fundraising
Director of Sports: Baseball, Volleyball, Softball, Cheerleading, Basketball, Football
Immediate Past President: Long Range Planning
Vice President: Facilities and Maintenance
At-Large Director: Publicity/Information and Volunteer Coordinator
ARTICLE IX – ELECTION PROCEDURE
Section 1: Not later than April 1, the President shall with the approval of the Board of Directors announce the appointment of a Nominating committee of five (5) members. The Nominating Committee shall select at least one nominee for each expiring office and directorship. Such nominations, in writing, shall be delivered to the Secretary not later than fifteen (15) days thereafter.
Section 2: Upon receipt of the report of the Nominating Committee the Secretary shall, within seven (7) days, notify each member of the nominations of the Nominating committee in alphabetical order, by office and stating the date of the meeting at which the election shall be conducted. The election shall be held no later than April 30.
Section 3: During the meeting at which the election is conducted, the President shall read the notices as issued by the Secretary and then proceed to conduct the annual election. Separate balloting shall be conducted for each office. When there is only one nominee for an office, the President shall request a unanimous ballot for the nominee. A majority of the votes cast shall be required to elect.
Section 4: No President of this Club who has served a full term as President shall be eligible to serve the succeeding year as President.
Section 5: Nothing in this article shall be construed as precluding nominations from the floor.
Section 6: Only members in good standing shall be eligible to hold office or vote.
Section 7: Voting shall be by individuals and no person may cast more than one vote. Proxies will not be recognized.
Section 8: All officers and directors shall assume the responsibilities of their respective offices on October 1 following their election.
Section 9: The Secretary shall report the results of all elections and appointments of Club officers to Optimist International and the District immediately.
ARTICLE X – MEETINGS
Section 1: Regular meetings of the Club shall be held on the first Wednesday of each month at such time and place as may be determined by the Board of Directors.
Section 2: Special meetings may be called by the President, or by the Secretary upon receipt of a written request signed by at least five (5) members in good standing. Every member shall be notified in writing at least three days in advance of the special meeting and advised what business will be considered. No other business may be conducted at the meetings.
Section 3: One-third (1/3) of the members in good standing shall constitute a quorum at any regular, special or annual meeting of the Club.
Section 4: The current edition of Robert’s Rules of Order shall govern all deliberations of this organization and its Board of Directors except as otherwise provided in these bylaws.
ARTICLE XI – REVENUE
Section 1: Each new member of the Club shall pay a membership fee of $ 15.00, payment of said fee to be a prerequisite for admission to membership, payable on demand of the Treasurer.
Section 2: Annual dues shall be $ 72.00 per member, payable in advance except that each fully paid life member shall be privileged to deduct from payment of dues the amount equal to the dues payable by the Club to Optimist International for each member. Membership dues may be voluntary as fundraisers; grants or business sponsorships may offset administrative costs.
Section 3: The Board of Directors may plan or recommend the raising or accumulations of revenue from sources other than those stated in this article.
Section 4: All funds, to which the public or members have contributed for the specific purpose of financing charitable, educational or civic activities of the Club, shall be used solely for those purposes and separate records of such funds shall be maintained.
Section 5: The fiscal year of the Club shall be from October 1 of each year until September 30 next following.
Section 6: The Board of Directors shall arrange for, at a minimum, an annual audit by an audit committee appointed by the Board of Directors. This audit committee shall consist of members who are not members of the Board of Directors.
ARTICLE XII-FINANCIAL
Section 1: The Optimist Club Board is responsible for the collection, safe-keeping and expenditure of all funds generated by the operation of the Sherrills Ford Optimist Club and the individual sports operations. The Treasurer and any other individual(s) designated by the Board of Directors will be directly responsible for the task of handling these funds. All funds must be forwarded immediately to the Treasurer or to other individual(s) designated by the Treasurer with the approval of the Club Board. The Treasurer or other designated individual(s) will make all required expenditures of funds.
Section 2: Other than the Treasurer or any individuals designated by the Club Board, no Club member or any other individual(s) is permitted to retain and spend Club funds.
Section 3: The financial fiscal year of the Club shall be October 1 of each year until September 30 next following.
Section 4: The Club will operate with a yearly budget developed and approved by the Board of Directors. The budget will represent the total estimated income and expenses of the Sherrills Ford Optimist Club. The Club budget will be approved no later than the last Club Board meeting prior to October 1st. The approved budget shall be presented to the Club membership for approval at the Club meeting immediately following Board of Directors approval. Approval requires a majority vote of the members present.
Section 5: The individual sports programs, the Facilities/Maintenance committee, Publicity/Information committee, Fundraising committee, Finance committee and the Volunteer committee will be required to submit budgets for their activities to the Board of Directors for approval. The budgets must reflect a true estimate of income and expenses, and will be used by the Board to determine payment of all Club expenses. The following is the schedule for submission of budgets to the Board:
- Non-sports committees (Board, Fund Raising, Communications, Facilities, Capital Projects, Volunteer Coordinator)
- The Committee Chair shall submit an upcoming year budget for review by the Board by August 1st.
- The Board will provide feedback to the committee chair prior to the August Board meeting.
- The Committee chairs will present their budget to the Board at the August Board meeting.
- The Board will review and adjustments will be made where necessary
- The budget will be approved at the August Board Meeting.
- The Board approved budget will be presented to the Optimist members in good standing for their approval at the September General Public meeting.
- Sports committees (Baseball/Softball, Football/Cheerleading, Soccer, Volleyball, Basketball)
- The Sports Committee Chairs must submit their budget for review to the board by the Second Wednesday in the following months.
- Baseball/Softball – December
- Football, Cheerleading, Soccer, Volleyball – May
- Basketball – August
- The Board will provide feedback to the committee chair prior to the Board’s next meeting. The Committee chairs will present their budget to the Board at the Board meeting of the month they submitted for review.
- The board will review and adjustments will be made where necessary.
- The budget will be approved at that meeting.
- The Board approved budget will be presented to the Optimist members in good standing for their approval at the next General Public meeting.
Section 6: The Treasurer is responsible for ensuring all financial statutory obligations and deadlines are met.
Section 7: The Board is responsible for arranging an annual review of the Club financial operations. The Board will determine the scope and mechanics of this review. The results of this review shall be presented to the Club membership at the next general meeting.
Section 8: Detailed procedures for the disbursement of funds is provided in Attachment A:
ARTICLE XIII – MISCELLANEOUS
Section 1: In recognition of the benefits and services available to this Club and its members through its affiliation with Optimist International, this Club shall exercise its rights and privileges of participation in the government and activities of Optimist International. This Club shall provide for its proper representation at all meeting and conventions of Optimist International and the District. It shall provide for such representation when preparing the annual budget.
Section 2: Any person elected to membership in this Club shall be deemed to have accepted these bylaws and the Constitution and Bylaws of Optimist International, and shall be bound by them in all respects as if he or she had been a member at the time of their adoption.
Section 3: The Board of Directors shall provide for the prompt payment of all dues and other obligations to Optimist International and to the District, and shall require the prompt completion and submission of all reports required by Optimist International and the District.
Section 4: These bylaws shall be reviewed annually.
ARTICLE XIV – NOT-FOR-PROFIT ORGANIZATION
The Sherrills Ford Optimist Club is organized and shall operate as a not-for-profit organization and shall be incorporated within the North Carolina and national statutes as such. The Club is organized and shall operate exclusively for charitable and educational purposes set forth in Section 501(c)(3) of the Internal Revenue Code of 1986 as now in effect on or as may be amended.
ARTICLE XV – AMENDMENTS
Section 1: Any amendment to these bylaws must be in conformity with the Constitution and Bylaws of Optimist International, shall be adopted by a two-thirds (2/3) vote of the members present at any meeting, provided written notice of the proposed amendments and date of such meeting shall have been given the members at least two (2) weeks prior thereto.
Section 2: All amendments to these bylaws must be submitted to Optimist International for approval.
ARTICLE XVI – DISSOLUTION
Upon the dissolution of the Sherrills Ford Optimist Club, the Board of Directors shall, after paying or making provisions for the payment of all of the liabilities of the Club, dispose of all the assets of the Club exclusively for the purposes of the Club in such manner, or to such organization or organizations, including Optimist International, organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Code, as the Board of Directors shall determine.
Name of Club: SHERRILLS FORD OPTIMIST CLUB, INCORPORATED
___________________________________ Approved by_______________________________
(President) (for Optimist International )
___________________________________ Date Approved_____________________________
(Secretary) (by Optimist International)
Date Adopted _______________________
APPENDIX A
SHERRILLS FORD OPTIMIST
APPROVAL PROCESS FOR EXPENDITURES
ARTICLE I - BUDGETED ITEMS
Section 1: Individual budget items which have been approved in accordance with Article XII, Section 4, require the follow process and approvals:
Committee Chairs and the Board may purchase approved items which do not exceed the budgeted amount (see budget process below).
- Approved item(s) to be purchased that exceed the original approved amount by less than 10% may be purchased by the committee chair with notification to the Board within 5 days of the purchase.
- Approved item(s) to be purchased that exceed the original approved amount by more than 10% shall be approved by the Board before purchase.
- Proposed Individual purchase items which are not in the budget must be processed as non-budgeted items in accordance with Article II.
ARTICLE II – NON-BUDGETED ITEMS
Section 1: Expenditures which are not included in any budget may be purchased in accordance with the following process and approvals:
- Each Individual Board member has the discretion to spend $250 on miscellaneous supplies including but not limited to concession supplies, bathroom supplies, bug spray, garden hose and copier paper.
- The Board has the discretion to spend (with the majority vote of the board) up to $1,500 for items that have not been budgeted. These discretionary items include but are not limited to donations to Optimist International events, miscellaneous tools and equipment, repairs and safety items.
- Proposed purchases for amounts from $1501 to $10,000 must be provided to the Board for their approval by email, postal service or in-person at least three (3) days before scheduled for approval by members in good standing at the general Optimist public meeting. A minimum of two (2) bids/quotes must accompany proposal. The proposal must include a recommendation for the funding source from the Fund Raising Committee.
- Proposed purchases for amounts $10,001 must be provided to the Board for their approval by email, postal service or in-person at least seven (7) days before scheduled for approval by members in good standing at the general Optimist public meeting. A minimum of three (3) bids/quotes must accompany submission of the proposal. The proposal must include a recommendation for the funding source from the Fund Raising Committee.
ARTICLE III – EMERGENCY EXPENDITURES
Section 1: The Board is authorized to approve expenditures for any emergency items regardless of dollar amount. Emergency expenditures include but are not limited to plumbing, heating, AC, windows, roofing and electrical repairs.
ARTICLE IV – APPROVAL AUTHORITY
Section 1: The Board has final approval on all purchases which are in excess of 10 percent over the budget for any specific budget item.
Section 2: The Board has final approval on all expenditures for non-budgeted items.
Section 3: The Board has authority to table action on any proposed expenditure.
Section 4: The Board and the Optimist members in good standing must both approve any non-budgeted expenditures greater than $1500.
Section 5: Members who are in good standing are eligible to vote. The proposed expenditure must pass by at least a majority vote.
Section 6: The Board must have at least a majority vote to approve a proposed expenditure.
APPENDIX B
Section 1: General Provisions
- General Public refers to anyone who attends the General Meeting.
- Optimist Member is a member who has paid their Optimist International dues and is in good standing.
- Good Standing means members that were present at 9 of the last 12 General meetings or have been involved in a Sherrills Ford Optimist obligation when the General Meeting took place.
- Board voting refers to all member of the Board excluding the President. If there is a tie among the voting board members, the President will break the tie.
- Purchases include but are not limited to: equipment purchases, facility improvements, land improvement, field improvements, land purchases, supplies, etc.
- Proxies are not allowed for the General Membership.
- Proxies are allowed, in writing, for a Board Member, Including the President’s deciding vote.
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