BYLAWS

OF

MARION SOCCER CLUB
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(Established 2004)

TITLE

This corporation shall be known as the MARION SOCCER CLUB a nonprofit corporation of the State of Iowa, and is hereafter referred to as the "Club".

ARTICLE I

PURPOSE

Section 1 General

The purpose for which the Marion Soccer Club is formed is to develop youth in the sport of soccer through organization, training, and education. Furthermore, our club is dedicated to teaching life skills of teamwork, leadership and responsibility.

Section 2 Affiliation

All decisions and operations within this club will follow the Iowa Soccer Association Rules.

The Club will not join any organization that has requirements that conflict with the Iowa Soccer Association articles, bylaws, polices and requirements.

ARTICLE II

MEMBERSHIP

Section 1 Membership

The Club shall have one class of members. Any person who has a child registered as a player playing with the Marion Soccer Club is considered a member in good standing. Any person who is a referee and coach is also considered a member in good standing.

Membership shall be open to any soccer players, coaches, trainers, managers, administrators, and officials not subject to suspension under section 4 of USSF Bylaw 241, and to any amateur soccer organization in its territory.

The club will ensure all players are registered and coaches are registered at least once a year with Iowa Soccer Association.

Section 2 Non-Discrimination

No person shall be denied participation in the activities of the corporation due to race, sex, religion, or national origin.

Section 3 Fees

The Club will submit to ISA in a timely manner all cost (dues and fees) associated with registration of players and affiliation to ISA.

Section 4 Polices

The club will adopt policies that prohibit sexual and physical abuse.

ARTICLE III

FISCAL YEAR

The fiscal year of the Club shall begin on the first day of October and end on the last day of September in each year.

ARTICLE IV

MEETINGS OF GENERAL MEMBERSHIP

Section 1 Meetings

An annual meeting of the Club shall be held in Marion, Iowa, in the month of October in each year for the purpose of electing a Board of Directors (Board).

Unless otherwise specifically defined in these bylaws, all affairs of the Club shall be governed by Robert's Rules of Order, current edition.

1. The Club regular meetings shall be held no less than, but not limited to, once per quarter to address pertinent city and neighborhood business, activities and concerns.
2. Special meetings of the Club may be called by the chairperson, or upon request of 51% of the voting membership.
3. Club meetings shall be open to the public. Visitors shall be invited to participate in the discussion of the matters at hand, but only qualified voting members of the Club are eligible to vote.
4. The minimum number of Council members necessary to establish a quorum at any regular meeting is thirty percent (30%) of the current eligible voting members.

Section 2 Voting

Each member shall be entitled to only one vote. See Article III for membership.

ARTICLE V

BOARD OF DIRECTORS

Section 1 Number

The property, affairs, activities and concerns of the Club shall be controlled by a Board of Directors consisting of as a minimum President, Secretary, and Treasurer.

Section 2 Duties of Board Members 

A specific job description of each Board Member is on file with the Board. The general duties and powers of the officers of the Club shall be as follows:

President

The President shall preside at the meetings of the Club and Board and shall be an Ex-officio member of all committees. He/she shall also communicate to the Club or to the Board such matters and make such suggestions as may in his/her opinion tend to promote the welfare and increase the usefulness of the Club and shall perform such other duties as are necessarily incident of the office of the President. In order to be eligible to run as President, you must have served as a board member in the past.

Vice-President

In the case of the President's death, absence or inability from any cause to act, the Vice President shall perform the duties of the President. He/she shall also be responsible for any duties assigned to him/her by the President or the board.

Secretary

The Secretary shall maintain all written records as required by the bylaws, and produce all written communication s as directed by the chair, the executive committee, or the Council membership.

The Club Secretary shall provide to ISA each year in the month of August the copies of the Clubs changes to the bylaws and any other governing documents. Furthermore, the Secretary shall ensure that copies of year and financial records changes to the bylaws and other governing document are made available to the Club membership.

Treasurer

The Treasurer shall maintain an accurate accounting of all expenditures that have been directly ordered by the chair. The treasurer shall provide financial records as necessary for compliance with any governmental agency required filings.

The Club Treasure shall provide to ISA each year in the month of August the copies of the Clubs year end financial reports.

The club shall ensure that the copies of 1 and 2 above are made available to it’s membership.

Section 3 Election of Board and Terms 

Election of Board members shall take place at the annual meeting. They shall be elected for a term of two years, or until the second annual meeting following said election.

Section 4 Quorum

A majority 2/3 of the Board shall constitute a quorum for the transaction of business at any meeting of the Board.

Section 5 Absence

Should any member of the Board absent himself/herself unreasonably from three consecutive meetings of the Board without sending a informing the president or secretary stating his/her reason for the absence, or if his/her excuse should not be accepted by the members of the Board, his/her seat of the Board may be declared vacant and the President may forthwith proceed to fill the vacancy.

Section 6 Vacancies

The election shall be held within 60 days after the occurrence of the vacancy. The person so chosen shall hold office for the remaining term of the person whose vacancy is being filled. The vacancy will be posted 30 days before the vote.  The names of any Club member interested in the position must be submitted at least five days before the vote.

Section 7 Removal of Board Members

Any one or more of the Board Members may be removed either with or without cause, at any time, by a vote of two-thirds of the Board.

ARTICLE VI

COMMITTEES

Section 1 Other Committees

The Board may appoint such other committees for such purpose and duration, as it deems necessary.

ARTICLE VII

DISPUTES AND APPEALS

Section 1 Protests

The Vice President shall act as the chairperson for purposes of appeals, protests and disciplinary hearings concerning the activities of coaches, players or referees that have not been resolved by the Director of Coaches and Director of Referees. 

Appeals, protests and disciplinary hearings shall be heard by a committee of three neutral persons appointed by the Vice President, one of which shall be a parent of a registered player.

Section 2 Disputes

The Director of Coaches and Director of Referees shall be responsible for resolving any disputes between coaches or between coaches and referees that occur during or concerning soccer games sponsored by the Club. If the Director of Coaches and Director of Referees cannot resolve a dispute, the dispute may be appealed to the Vice President. 

All other disputes concerning the activities of the Club will first be addressed by the director in charge of the activity, and if the director is unable to resolve the dispute the matter will be presented to the Board at a regularly scheduled meeting or a special meeting called by the President to address the dispute.

The Club will ensure that its hearings are held, and appeals are heard in prompt and equitable manner so as to guarantee the rights of individuals to participate and compete. All grievances involving the right to participate and compete in activities sponsored by the Club may be appealed to the State Association.

ARTICLE VIII

AMENDMENTS

These Bylaws may be amended, repealed, or altered in whole or in part by a majority vote of the Board at any meeting of the Club, provided that notice of the meeting is made to the Club members 30 days in advance and the notice makes reference, to the fact that the Bylaws may be amended, repealed, or altered and a summary of the proposed changes.

ARTICLE IX

PROHIBITED ACTIVITIES

Section 1 Borrowing

No Board Member or member of the Club shall be authorized to encumber the Club or its assets by borrowing any funds for any purpose without a majority vote of the Board.

Section 3 Compensation

No Board Member shall be entitled to receive any compensation, salary or other remuneration from the Club for services provided, except such compensation as paid to any member for providing similar services. (ie. Referee fees).

Section 4 Contracts, Deeds and Leases

No Board Member shall enter into any contract, deed, or lease that will be binding to the Club as a whole without the signature of at least two officers and the majority vote of the Board.

ARTICLE X 

INCORPORATION, NON-PROFIT STATUS, and Indemnification

Section 1 Incorporation

In accordance with the Articles of Incorporation, and not in limitation of its powers and purposes, the corporation is primarily engaged in the promotion and facilitation of youth soccer, the development of individual and team soccer skills, and the fostering of good citizenship in youth soccer players and participants. The exercise of the powers of the corporation shall be consistent with its primary purpose and with its non-profit status under the Iowa Non-Profit Corporation Act, and the corporation shall not conduct or carry on activities not permitted to be conducted or carried on by an organization exempt under section 501(c)(3) of the Internal Revenue Code, or by an organization contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code.

The registered office of the corporation required by the Iowa Non-Profit Corporation Act to be maintained in the State of Iowa may be, but need not be identical with the principal office in the State of Iowa, and the address of the registered office may be changed from time to time by the board of directors.

Section 2 Non-Profit Status

The corporation is not organized for pecuniary profit and it shall not have any power to issue certificates of stock, dividends, or certificates of ownership. No part of the net earnings of the corporation shall inure to the benefit of any director, officer, or individual. The corporation may charge fees and accept personal, corporate, and governmental grants or gifts to secure the funds necessary for the activities of the corporation. All funds of the corporation shall be used to facilitate its purposes consistent with its Articles and non-profit status.

Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation is such manner, or to such organizations or organizations under Section 501(c) (3) of the Internal Revenue Code, as the disposed of by the District Court of the County in which the principal office organization or organizations as the court shall determine, which are organized and operated exclusively for such purposes, provided further that in its dissolution, go or be distributed to any member or individual either for the reimbursement of any sums subscribed, donated or contributed by such member or individual, or for any other purpose.

Section 3 Indemnification

The Club shall indemnify a director, officer, employee, agent, volunteer or member of this Club to the fullest extend possible against expenses, including attorneys' fees, judgments, fines, settlements and reasonable expenses, actually incurred by such person relating to his conduct as a director, officer, employee, agent, volunteer or member, except that the mandatory indemnification required by this sentence shall not apply:

(i) to a breach of such person's duty of loyalty to the Club;

(ii) For acts or omissions not in good faith or which involve intentional misconduct or knowing violation of the law;

(iii) For a transaction from which such person derived an improper personal benefit; or

(iv) Against judgments, penalties, fines and settlements arising from any proceeding by or in the right of the Club, or against expenses in any such case where such person shall be adjudged liable to the Club.

The Board of Directors may indemnify those of the Club's employees, agents, members or volunteers who are not directors in all instances; including those which are excluded from mandatory indemnification under paragraph 1, as it deems appropriate, so long as such indemnification is not inconsistent with law. Such indemnification may be provided by general or specific resolution, or by contract approved by the Board.

No amendment to or repeal of this Section shall apply to or have any effect on the indemnification's hereunder of any director, officer, employee, agent, volunteer or member of the Corporation for or with respect to any acts or omissions of such person occurring prior to such amendment or repeal