Bylaws of Weston Soccer Club
Amended and Restated November 5, 2018
ARTICLE 1 – NAME
The name of the organization shall be Weston Soccer Club (thereinafter referred to as WSC).
ARTICLE 2 – LOCATION
The organization shall be located in the Town of Weston, Fairfield County, State of Connecticut.
ARTICLE 3 – PURPOSE
The purpose of WSC is to support the development and enjoyment of the game of soccer in the town of Weston. To this end, WSC organizes, sponsors and administers teams, competitions and programs to assure the highest possible level of soccer competence and sportsmanship of which it is capable. WSC routinely fields teams for all levels from tots through high school and adults.
The corporation is not formed for pecuniary or financial gain, and no part of the assets, income, or profit of the corporation is distributable to, or inures to the benefit of its members, directors, or officers. No substantial part of the activities of the corporation shall be carrying out of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in any political campaign on behalf of any candidate for public office.
ARTICLE 4 – AFFILIATIONS
WSC supports and subscribes to the regulations and jurisdiction of the Federation International de Football Association (FIFA) and its affiliated national and state organizations including the Connecticut Junior Soccer Association (CJSA).
ARTICLE 5 – PLAYING PROGRAMS
WSC’s playing program encompasses all levels of soccer proficiency, but falls within two principal categories, as follows:
5.1 Recreational Soccer
WSC administers a recreational soccer program for the Town of Weston, established for the enjoyment and development of its participants. The organization recognizes recreational soccer both as a benefit to the Town of Weston and its citizens and as an essential element of the attainment of WSC's objectives, and encourages participation by all members of the community, irrespective of experience or skill. Programs offered may include but are not limited to Tots, Pre-K, Kindergarten, Grade 1, Weston Junior Academy and RecPlus. WSC may also provide recreational programs for adults which may include non residents.
5.2 Competitive Soccer (Travel Teams)
WSC organizes, sponsors, administers and supports travel teams to represent WSC and the town in competition under the aegis of its affiliated state, national and international organizations. Participation on these travel teams is based on demonstrated skill, proficiency and sportsmanship as determined by the responsible coach(es) in accordance with standards established pursuant to Section 5.4. Special teams can be established to represent WSC in particular competitions or tournaments. The competitive soccer program may include the Development Academy teams.
All residents of Weston are eligible to participate in WSC's programs. Weston residents, those eligible for Weston player passes and those going to school in Weston, take precedence, except for those players who leave the town but remain affiliated with their Weston team. Out of town residents may be considered for placement on Weston teams in accordance with CJSA rules when there are not enough Weston residents to fill all places on a team and it is in the best interest of the program to accept outside players.
5.4 Team Coaching and Management
Professional trainers and/or coaches of all teams playing under WSC affiliation will be provided through contract with a coaching organization approved by two members of the Executive Committee as those terms are referenced in Article 9. WSC will ensure that the team has a parent manager to handle team administration. The coaching organization may appoint assistant coach(es) in accordance with the coaching contract. One or more assistant parent coaches may be appointed to assist the team coach. In select instances teams may be formed by WSC with a parent coach only.
5.5 Team Sponsorship
WSC can accept community, commercial and individual sponsorship for its teams, upon application to and approval by the WSC Board. Such sponsorship shall be consistent with the purpose, goals and policies of WSC.
5.6 Other Programs
WSC may create additional programs that promote soccer within the community, including programs for adults or premier soccer programs which may have different requirements than those stated above.
ARTICLE 6 – MEMBERSHIP
WSC has three classes of members: regular, honorary and automatic. Refer to Article 7 for a description of voter eligibility.
6.1 Regular Members are parents or guardians of children registered in WSC programs. Each family unit is entitled to one vote in the affairs of WSC brought to attention of the membership at large.
6. 2 Honorary Members are designated by the Board in recognition of outstandingly meritorious service to WSC and the sport of soccer. Membership shall continue until withdrawn by vote of the Board. An Honorary Member is entitled to all the rights and privileges of a Regular Member.
6.3 Automatic Members are elected officers and board members. An Automatic Member is entitled to all the rights and privileges of a Regular Member.
ARTICLE 7 – ELIGIBILITY TO VOTE
Only Executive Committee members are eligible to vote at meetings of the Executive Committee. Only Automatic Members (elected officers and directors) are eligible to vote on matters that come before the Board of Directors. Regular members are eligible to vote on matters that are presented to the membership at large.
In order to nominate individuals for elected office from the floor at the nominating meeting, or to vote for elected officers at the annual meeting in June, a member must be a "member in good standing." A member in good standing is a member who has attended at least two previous monthly meetings in the year since the last annual meeting.
ARTICLE 8 – FEES
The Board may establish and assess fees needed to meet costs of conducting its programs. These fees may be independent of any dues, and applicable to specific program activities, where warranted.
ARTICLE 9 – BOARD OF DIRECTORS
The business of this corporation shall be managed by a Board of Directors. Members of the Board of Directors shall be or become members of the corporation.
The Board consists of the elected officers of WSC plus Directors, not to exceed twenty (20) or less than ten (10) An affirmative vote of a majority of the Board may increase or decrease the number of Directors. No reduction in the number of Directors shall operate to remove a Director then serving, except that the number of Directors can be reduced to take effect at the next annual meeting. If members of the same family unit hold board positions simultaneously, only one shall be permitted to vote, with the person holding the officer position taking priority . If neither family member holds an officer position, then the family member first elected to the Board shall be the voting Director.
The President of WSC shall serve as Chairman of the Board of Directors. The Secretary shall serve as Secretary to the Board.
Meetings of the Board of Directors shall be held at least bimonthly at the call of the Chairman and may be held without notice. Whenever possible such meetings shall be preceded by notice to the members of the Board at least two (2) days prior to such meeting. Neither the business to be transacted, nor the purpose of any meeting of the Board need be specified in the notice of such meeting, except that if notice is given of a meeting wherein it is proposed to amend these bylaws, notice that an amendment is proposed shall also be given.
A majority of the Members of the Board shall constitute a quorum. Each Director shall have one vote and voting may not be done by proxy. The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors, unless the act of a greater number is required by these bylaws or law. Actions may be taken by quorum established through email or by phone.
Directors shall be appointed by affirmative vote of the majority of the Board to provide leadership for the principal program and administrative functions of the organization. The term of a Director's service shall be from the time of appointment until the next annual meeting of the members. A Director is eligible for re-appointment to the Board in any functional role. Vacancies occurring during term of appointment shall be filled for the remainder of the term by affirmative vote of the majority of the Board.
A Director may be removed by affirmative vote of a majority of the Board of Directors.
Directors may include but are not limited to the following: Boys Director, Girls Director, Travel Director, Academy Director, Recreation Director and Registration Director.
The position of referee assignor shall be a non-voting board member. Should the referee assignor role be held by a board member who holds another director position on the board, then that position will also be a non-voting position for so long as it is held by the referee assignor.
9.2 Executive Committee
The Executive Committee consists of the elected officers of WSC. It shall formulate and recommend policies for consideration by the Board. It may act for the Board between the meetings of that body to ensure the successful administration of WSC, subject to review and approval of its decisions by the Board at its next subsequent meeting. The Executive Committee shall not have authority to amend these bylaws or commit or expend a substantial portion of the funds of WSC.
9.3 Standing Committees
Standing committees may be formed from among the Directors. Members of standing committees shall serve for the duration of their term as directors unless otherwise determined by the Board. Standing committees shall include but not necessarily be limited to:
Audit Committee – may be convened as deemed necessary by the Directors. If convened, it will be composed of three Directors, only one of whom may be an officer. The Treasurer is ineligible to serve on the Audit Committee which assures that the finances of WSC are administered soundly and constructively. The Audit Committee will review the financial statements and tax filings of WSC and make procedural recommendations to the Board where needed.
Rules and Sportsmanship Committee - composed of the Vice President, the Referee Director and one other Director mutually selected by them. This committee ensures that WSC and its teams sustain the quality of the game. Specifically, and without limitation, all major infractions resulting in ejection ("red cards") or other types of serious misconduct by WSC players or parents may be reviewed by the Committee to determine if additional disciplinary action is warranted. This committee will also review incidents and establish procedures for responding to purported misconduct by other parties at games or practices attended by WSC teams.
9.4 Non-Voting Activity and Advisory Committees and Coordinators
Activity committees may be formed to assist in carrying out the specific programs and activities of the organization. Such committees may address the needs of the WSC in the areas of equipment, fields, practice scheduling and game scheduling. Activity committees may be chaired by a Director and membership may be drawn from outside the Board. The members of the committees and the coordinators will be selected by the Members of the Board of Directors.
Parent Advisory Committees may be formed, composed of the Director of a program and parents selected by him/her. This committee will provide input to the Director on the conduct and evaluation of the particular programs.
Coordinators may be appointed by the Board to assist in the functioning of WSC programs. Such coordinators may include but are not limited to Professional Coaching.
ARTICLE 10 – OFFICERS
The officers of the corporation shall be President, Vice President, Secretary and Treasurer. The term of office for each officer shall be from the annual meeting of the members wherein he/she was elected until the next annual meeting of the members.
Each officer shall hold office for the term for which he/she is elected and until his/her successor has been elected and qualified unless he/she shall cease to be in office. Vacancies in offices shall be filled by the affirmative vote of the majority of the members of the Board of Directors. Officers may be re-elected, but the maximum number of successive terms in any one office shall be five (5) with the exception of the President. All officers shall be members of the Board of Directors. No officer shall for reason of his office be entitled to receive any salary or compensation. Officers may not hold any other position on the Board of Directors.
10.1 The President shall be a resident of Weston and be at least 26 years of age at election. The President shall preside at all meetings, shall present an annual report of the work of the organization, shall see all books, reports and certificates as required by law are properly kept or filed, and shall have such powers as may be reasonably construed as belonging to the chief executive of any organization. The President shall serve a single two year term of office and may be re-elected to one additional two year term.
10.2 The Vice President shall, in the event of the absence or inability of the President to exercise the office, become acting President of the organization with all the rights, privileges and powers as if he/she had been the duly elected President. The Vice President serves as chief operating officer with special responsibilities for playing activities and relations with affiliated soccer groups. The Vice President shall serve a one year term of office.
10.3 The Secretary shall keep the minutes and records of the organization in appropriate books. It shall be the Secretary's duty to file any certificate required by any statute, federal or state. The Secretary shall give and serve all notices to members of this organization. The Secretary shall be the official custodian of the records and seal of this organization. The Secretary shall attend to all correspondence of the organization and shall exercise duties incident to the office of Secretary. The Secretary shall serve a one year term of office.
10.4 The Treasurer shall be the lead director for oversight of the financial condition and financial affairs of the organization. The Treasurer shall oversee and keep the Board informed of the financial condition of the organization and, shall render on a quarterly basis, or more frequently if directed by the Board, a written account of the finances of the organization., and shall discharge such other duties as may be required by the Board. The Treasurer shall ensure that all required tax filings are made in a timely manner and shall provide the Board copies of all such filings. The Treasurer shall oversee the payment of bills and the investment of assets of the organization. The Treasurer must be one of the officers who shall be authorized to sign checks or drafts of the organization. The Treasurer shall cause the organization’s books of account to be maintained with complete records of all financial matters. With approval of the Board, the Treasurer may appoint a qualified agent to assist in the performance of all or part of the duties of the Treasurer. The Treasurer shall serve a one-year term of office.
ARTICLE 11 – MEETINGS OF MEMBERS
There shall be an annual meeting of the members of the corporation held in June of each year at a time and place set by the Board of Directors. The meeting shall be held in Weston, Connecticut. The meeting shall be publicized by the Board in a manner reasonably designed to give notice to the residents of Weston who are or may desire to become members given the purposes of the organization. Notice placed in a Connecticut newspaper having general circulation in Weston at least two (2) days prior to the meeting shall be sufficient publication, provided that such publication is not required so long as the meeting has been adequately publicized by the Board by electronic or other means.
The annual report of the President shall be presented at the annual meeting of members.
The election of Officers shall take place at the annual meeting of members. A vote shall be taken separately for each office in the order of President, Vice President, Treasurer and Secretary. A majority vote of members voting at the annual meeting shall be required for the election of Officers. Voting shall not be done by proxy. The procedures for voting shall be prescribed by the President whose term of office expires at the annual meeting, provided that any candidate for office or any person whose term of office expires at the annual meeting may demand a secret ballot.
The President whose term of office expires at the annual meeting shall preside over the meeting until his successor has been elected.
A quorum of members for the annual meeting of members shall be a number of members equal to the number of directors and officers.
Special meetings of the membership shall be held at the call of the Board on an affirmative vote of two-thirds of the Directors, or by written petition of twenty percent (20%) of the members for the purpose stated in the petition.
Robert's Rules of Order will be observed at all meetings of WSC and its Board.
ARTICLE 12 – NOMINATIONS
Nominations for elected officers shall be made by a nominating committee of three members designated by the Executive Committee on or before the May meeting. The committee shall not include incumbent officers, shall include one of the Directors and shall include at least one member not serving on the Board. The Vice President shall draft the procedures for the Nominating Committee for approval by the Board. The nominating committee shall attempt to nominate at least one member of the organization for each elected office. The nominating committee shall present its nominations at the meeting scheduled at least two weeks prior to the annual meeting in June. In addition, nomination of any member may be offered by any member in good standing from the floor for any elective office or by any member of the Board.
ARTICLE 13 – EFFECTIVITY, AMENDMENTS & INTERPRETATION
These bylaws shall be effective from the date of adoption by an affirmative vote of the members of WSC as attested by the Secretary. They shall be amended only by an affirmative vote of two-thirds of the members of its Board of Directors then serving, or at a meeting of the membership, by a two-thirds affirmative majority of all members voting, provided that these bylaws may be amended at a meeting of the members only if notice of a proposed amendment(s) is included in the notice of the meeting.
In the event of any conflict in the interpretation of these bylaws, the interpretation adopted by the Board of Directors shall be conclusive and binding on the WSC and its members.
These bylaws amend, modify, supersede and restate in their entirety all previous versions and amendments of the bylaws of WSC.
ARTICLE 14 -- DISSOLUTION OF WSC
Upon the dissolution of WSC, WSC shall, after paying or making provisions for the payment of all liabilities of WSC, either: (i) dispose of all of the assets of WSC exclusively for the purposes of WSC in such manner, (ii) or distribute all of said assets to the Town of Weston Department of Parks and Recreation or to such other organization or organizations 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 Internal Revenue Code of 1954, as amended (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine.