PWER MTB Booster Bylaws Updated 10.2022

ARTICLE I – NAME AND PURPOSE

Section 1 — Name:  The name of the Organization shall be the “PWER Mountain Bike Boosters”.   

Section 2 — Purpose:  PWER Mountain Bike Boosters (hereinafter referred to as the “Organization” or “Club”) is organized exclusively for charitable purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code.  The purpose of the Organization is to assist PWER Mountain Bike Team members from Park, Woodbury, and East Ridge high schools, as well as their supporting middle schools, with the opportunity to pursue excellence in mountain bike competitions by providing financial support to the PWER Mountain Bike Team not otherwise provided for by the South Washington County School District 833

ARTICLE II – MEMBERSHIP

Section 1 — Membership:  Membership shall be open to any adult person or business in the community who is interested in promoting the purpose of the club and who agrees to abide by these Bylaws.  Membership is granted after payment of annual dues.  All members in good standing have the right to vote in any duly called general membership meetings and club elections.

Section 2 — Annual Dues:  The minimum amount required for annual dues shall be determined and established by the Board of Directors (hereinafter referred to as the “Board” as defined by article IV below) at the beginning of each season.  Additional membership levels may be established by the Board; each membership level shall have the same voting rights.   

Section 3 — Rights of Members:  Eligible persons shall become members by paying the prescribed membership dues each season.  Upon payment of such dues, a member shall be considered in good standing and is entitled to any and all rights and privileges of membership.  Each member shall be eligible to cast one vote in general membership meetings, the annual club meeting and club elections.   Voting is in person and cannot be granted via proxy.

Section 4 — Resignation and Termination:  Any member may resign at any time.  Resigning members shall not be entitled to a refund of dues, or other charges previously paid.  A member can have their membership terminated by a majority vote of the Board.   A member may be removed for failing to carry out expected duties, violating these Bylaws or conduct detrimental to the Organization.

ARTICLE III – MEETINGS OF MEMBERS

Section 1 — Regular Meetings:  Regular meetings of the members shall be held annually, or more often if deemed necessary, at a time and place designated by the President.

Section 2 — Annual Meetings:  An annual meeting of the members shall take place prior to the start of each season.  The specific date, time and location will be designated by the Board of Directors.  At the annual meeting, the members shall elect Board officers, receive reports on the activities of the Organization and determine the direction of the club for the coming year.

Section 3 — Special Meetings:  The President, Secretary or a simple majority of the Board of Directors may call special meetings.  A petition signed by a majority of club members is also sufficient to call a special meeting.

Section 4 — Notice of Meetings:  Notice of each meeting shall be posted on the team website.  A courtesy email will be sent to those members that opt into the organization’s email distribution list.  

Section 5 — Quorum:  The members present at any properly announced meeting shall constitute a quorum.  The act of the Board members present at a meeting at which a quorum is present shall be the action of the Board of Directors.

Section 6 — Voting:  All issues to be voted upon shall be decided by a simple majority of those present at the meeting in which the vote takes place.

ARTICLE IV – BOARD OF DIRECTORS

Section 1— Qualification:  Any member in good standing is eligible to serve on the Board of Directors.

Section 2 — Powers:  The Board shall be the governing body of the Organization and shall manage, control and direct the affairs and property of the organization.

Section 3 — Compensation:  No director shall receive compensation for any service he or she may render to the Organization.

Section 4 — Size:  The Board of Directors shall have up to 7, but not less than 3 members.  

Section 5 — Terms:  All Directors shall serve one (1) year terms but are eligible for re-election annually.

Section 6 — Board of Director Elections*:  The four (4) main officers of the Board shall be elected or re-elected by the members at the annual meeting.  Board members will be elected by a simple majority of members present at the annual meetings. In the event that more than one (1) candidate announces their intention to run for a particular office each candidate shall be required to provide to the current Board President a brief synopsis as to why they are qualified to hold that office/ why they want to hold that office. This brief synopsis must be provided to the current Board President not less than two (2) weeks before the annual meeting. The current Board President will then make these brief synopses available to all members along with the annual meeting notice. (*Updated April 2021)

Section 7 — Board of Directors and Duties:  There shall be four (4) main officers of the Board of Directors, consisting of a President, Vice-President, Secretary and Treasurer which will be referred to herein as the “Board”.  There may be up to three (3) supporting officers nominated by the Board to ensure representation by all high schools.  Any of the positions can be shared, if agreed upon by the Board and the persons sharing the position. Their duties are as follows:

The President shall:

• Regularly meet with the designated school and athletic representatives regarding booster activities;

• Convene regularly scheduled Board meetings;

• Preside at or arrange for other members of the Board to preside at each meeting in the following order: Vice-President, Secretary and Treasurer;

• Resolve issues with membership;

• Develop and coordinate all fundraising events and activities;

• Meet regularly with the Treasurer to review the Organization’s financial position.

The Vice–President shall:

• Preside at meetings in the absence or inability of the President to serve;

• Perform administrative functions as determined by the Board or delegated by the President;

• Be a conduit for members, coaches and athletes.

The Secretary shall: 

• Maintain records of Board actions, record minutes at all Board meetings;

• Post all meeting announcements on the team website;

• Conduct and report on all correspondence on behalf of the Organization;

• Provide means for members to self-register for booster and team communication emails;

• Assist in communication to the members, the athletes and coaches in the form of email, text or website;

• Create and maintain booster club information on the team website.

The Treasurer shall:

• Maintain an accurate and detailed account of all monies received and disbursed; 

• Deliver a financial report at each board meeting;

• Assist in the preparation of the budget and help develop fundraising plans;

• Make financial information available to Board members and the public;

• Collect and deposit all monies received by the team including, but not limited to, team fees, fund raising, and donations;

• Reconcile all bank statements as received and resolve any discrepancies with the bank immediately;

• Issue a receipt for all monies received and deposit said amount on an as needed basis;

• Pay all approved bills in a timely fashion.

The Supporting Board Positions shall:

• Include up to three (3) supporting positions nominated by the Board;

• Be created and nominated by the Board as needed to ensure representation from Park, Woodbury and East Ridge High Schools;

• Shall hold supporting positions that may include  social events chair, publicity chair, specific school representative or other needed supporting roles.

Section 8— Resignation and Termination:  Any Board member may resign by filing a written resignation with the Secretary.   Resigning members shall not be entitled to a refund of dues, or other charges previously paid.  A member can have their membership terminated by a majority vote of the membership.   A member may be removed for failing to carry out expected duties or conduct detrimental to the Organization.  (As referred to in Article II, Section 4)

Section 9 – Vacancies:  Any Board position vacancy that results due to death, resignation, removal, disqualification or otherwise shall be filled by the Board of Directors for the unexpired portion of the remaining term.

ARTICLE V – GENERAL PROVISIONS 

Section 1 – Operating Funds:  Operating funds shall be maintained in a general fund and an accounting of such funds shall be presented at all meetings. Expenses incurred in order to be recognized as a volunteer NICA coach shall be paid yearly out of the operating funds. Such expenses may include background check, NICA fee and summit and any approved training (OTBS 101/201, first aid training). Expenses incurred by volunteer coaches outside of this list require the approval of the Board prior to reimbursement. 

Section 2 – Annual Statement:  The Board of Directors shall present at each annual meeting or when called by vote of the members at any meeting, a full and clear statement of the condition of the Organization.

Section 3 – Organization Exemption:  This non-profit organization will qualify as a tax-exempt organization under the provisions of Section 501(c) (3) of the Internal Revenue Code and its regulations as they now exist.

ARTICLE VI – DISBURSEMENT OF FUNDS 

Section 1 — Disbursement of Funds:  All Organization monies are to be disbursed only through the authority of the Board.  The Treasurer may disburse funds up to $300.00 if covered under the approved annual budget or with approval of the Board President.  Amounts above $300.00 must have approval of at least two Board members prior to disbursement.  All disbursements that require Board approval must contain dual signatures from the Treasurer and President, or another board member in the President’s absence.

ARTICLE VII – AMENDMENTS

Section 1 — Amendments: These Bylaws may be altered, amended, or repealed when necessary by the majority of the Board of Directors in attendance, provided that the alterations, amendments or proposed substitute Bylaws have been read or distributed to all Directors.  Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements.

ARTICLE VIII – DISSOLVED CLUB 

Section 1 —Organization Dissolution:  This organization may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the members. In the event of the dissolution other than for purposes of reorganization of the Organization – whether voluntary or involuntary or by operation of law – none of the property of the Organization nor any proceeds thereof nor any assets of the Organization shall be distributed to any members of the Organization except for compensation or distribution as described in Article IV.  In the event the Organization ceases to exist for any reason and after payment of the debts of the Organization and there is no replacement organization representing the interests of the PWER Mountain Bike Team, its property and assets shall be transferred to the East Ridge High School PSO, Park of Cottage Grove High School PSO and Woodbury High School PSO as voted upon by the membership. In the event that a replacement organization is formed that represents the interests of the PWER Mountain Bike Team, the Organization’s property and assets shall be transferred to the replacement organization.

CERTIFICATE OF SECRETARY

I certify that I am the duly elected and acting Secretary of the PWER Mountain Bike Booster Club and these Bylaws constitute the Board’s Bylaws.  The Bylaws were duly adopted at a meeting of the Board of Directors held on XXXX.

Dated:   ______________________

____________________________________

Secretary of the Board