I.                  Identity – The name of this organization is the Missouri State Aquatics Boosters, Inc. It is a non-profit corporation organized under the law of Missouri.

II.                  Purpose / Mission - The mission of the Missouri State Aquatics Boosters is to provide information to members, swimmers and coaches of the Missouri State Aquatics Swim Team in order to continue the success of the program. The Corporation will work together with coaches and administration to provide one collective voice from its membership. The corporation will serve as a resource and provide support for the coaches to allow them to focus on teaching and training the swimmers, provide recognition for the swimmers and their accomplishments, and to help with the ongoing development of the swimmers. The Corporation will work with the coaches and administration to help nurture positive attitudes, encourage a strong work ethic, develop appropriate swimming skills, and foster good sportsmanship. The Corporation will also work to provide an enjoyable and healthy environment for the swimmers, coaches, and parents. The Corporation will also be self-funded to meet its objectives.

III.                  Membership – Membership to the organization consists of two types: Business members and Support Members.

A.    Business members are parents, loco parentis, or legal guardians of, and living with, minor children who participate in swimming activities offered through Missouri State University’s aquatics club/camp. Also included in this category of membership is the coaching staff of the Missouri State Aquatics Swim Club/Camp.

B.     Support members are any other members not mentioned above who are eligible to receive the same benefits and services, are allowed to participate in activities deemed appropriate, can attend the same meetings and events as business members, and are subject to the same standards as business members. They cannot vote in the organization’s business activities.

C.     Any new member must make application for membership and include any dues, including an initiation fee, if required. Applications may be denied by the Board.

D.    Each member must pay, as determined by and within the time and on the conditions set by the Board, monthly and/or annual dues. Dues are determined by the Board.

E.     Quorum – For the purposes of executing the business of this organization, a quorum is considered to be one-tenth of active business members.

F.      Any member failing to meet the requirements set forth by the By-laws may cease to be a member.

G.    Termination of membership may occur but not be limited to any one or more of the following actions:

1.      The resignation of the member;

2.      The failure of the member to pay dues or assessments, if required, within 60 days of the Annual Business meeting;

3.      The determination by the Board that the member has failed in a material and serious degree to observe the rules of conduct of the organization or has engaged in conduct materially and seriously prejudicial to the interests and purposes of the corporation.

4.      The Board shall have the right to suspend or revoke a person’s membership whose conduct or character becomes questionable due to moral, ethical or criminal conduct. The decision to revoke a person’s membership requires a simple majority of the Board.

5.      All rights of membership cease upon a member’s death.

H.    Due Process for Suspensions and Revocation of Membership

1.      Any member found by the Board to be in violation of these By-laws in which suspension or revocation of membership may apply, shall be afforded written notification by the Board which shall contain the alleged violation and any proposed action by the Board. Said notification shall be sent via certified mail with a returned receipt.

2.      All inquiries into violations of these By-laws in which suspension or revocation of membership may apply shall be conducted under the purview of the President/designee and are considered confidential to the Board.

3.      Unless the member files a written request, via certified mail with a returned receipt, for a hearing to the President within 14 days of the date of the notification of violations, the proposed disciplinary action contained in the initial notification shall be considered to have been taken against the member.

4.      If the member requests a hearing it shall be conducted within 60 days of the date of the notification of the violations. The alleged violator shall be provided written notification, via certified mail with a returned receipt, of the hearing within five days of the hearing. The alleged violator shall have a right to present testimony and/or documents in their own defense. The hearing is controlled by the Board and evidence considered to be irrelevant or not substantially connected to the alleged violation may not be allowed.

5.      In the instances of a hearing, a final decision from the Board will be made within ten days of the hearing and a written response sent to the affected member, unless exigent circumstances exist. The final decision will be sent certified mail with a return receipt.

IV.                  Board – The operation and management of the organization shall be vested in the Board (aka the Board). The Board shall be composed of five elected members from the general membership. It shall make all rules, regulations and standard operating procedures that it deems necessary or proper for the organization to carry out its purposes.

A.    An annual election seats the Board but no more than three can be elected each year. Candidates receiving the highest number of votes for open positions shall be elected.

B.     For the inaugural seating of the Board, five individuals will be elected; three for two year terms and two for re-election at the end of one year. The decision of who shall serve two and one year terms will be vested by a simple majority of the newly seated Board.

C.     Each elected term is for two years and there is no limit in the number of terms an individual my serve.

D.    Vacancies on the Board will be filled by a simple majority vote of the Board then in office, or by a sole remaining director, for the unexpired portion of the term of the vacated position.

E.     The Board may appoint or hire individuals or businesses as agents, as may be necessary for the conduct of the business of the organization and to allocate compensation, if any.

F.      Within the Board will be four primary officers: the President, Vice-President, Secretary, and Treasurer.

G.    The President and Vice-President will be elected annually by the Board. This duty will be done within 14 days of the annual business meeting that seats the Board each year. A President’s duties continue from year to year until renewed herein, or a new President is elected.

H.    A Secretary will be elected annually. The process for this position would be the same as for President and Vice-President.

I.       A Treasurer will be elected annually. The process for this position would be the same as for President and Vice-President.

J.       The Board shall meet as deemed necessary in order to conduct and discharge duties to meet the needs of the organization. At a minimum, the Board shall meet four times per year. Meetings are generally set by the President but can also be requested by other members of the Board. When a meeting is set, the President shall afford members at least two weeks advance notice unless exigent circumstances exist that require swift action.

K.    Board members must participate in a minimum of 75% of all Board meetings.

L.     A quorum of the Board shall consist of three of five members present at a meeting.

M.   Voting by the Board can be done in person by open oral voting, show of hands voting or secret ballot. When necessary voting may be allowed electronically, via teleconference, or via web-conferencing.

N.    The Board will establish, have oversight and representation on standing subcommittees. Membership to subcommittees will be determined by the Board annually.

 

V.                  Duties of the Board

A.    President – The President will serve as the Chief Executive Officer of the organization and will act in accordance to the By-laws and the will of the Board. Included herein and below are tasks assigned to the President, but does not limit him/her to other activities deemed reasonable and necessary:

1.      Act as the primary liaison between the organization and the coaching and administrative staff of the Missouri State University swim club/camp.

2.      Be present in all legal or contractual business activity for the organization.

3.      Preside or cause a designee to preside over all regular membership meetings and the annual business meetings.

4.      Preside or cause a designee to preside over all Board meetings.

5.      Be responsible for producing an agenda for all membership and Board meetings;

6.      Preside over all disciplinary hearings and outcomes where members may be suspended or revoked.

B.     Vice-President – Assist the President in the discharge of their duties and will assume the office of President in the event such person resigns, becomes incapacitated, or is deceased.

1.      Ensure each active subcommittee has a member to it from the Board.

2.      Make arrangements for all active subcommittee chairpersons to be present and to prepare a report for the membership at the annual business meeting.

C.     Secretary

1.      Act as the registered agent for the organization in accordance with Missouri law to include filing annual reports with the Missouri Secretary of State.

2.      Be responsible for taking all meeting minutes at Board meetings as well as the annual business meeting. Should the Secretary know they will be absent for a meeting requiring minutes, he/she shall cause a replacement to perform these duties. Minutes should be completed and filed within two weeks of each meeting.

3.      Disseminate all board meeting minutes to current Board members.

4.      Be responsible for retaining all meeting minutes (board and membership) electronically and in hard copy form. An electronic back-up copy should also be retained.

5.      Provide any member with meeting minutes within 14 days of a written request. Such a request from a member should be passed on to the attention of the other Board members.

D.    Treasurer - The Treasurer shall have responsibility for the book of accounts (books) and all funds of the corporation. The books shall be accessible at anytime to Board members. An original electronic file and one back-up file of the books shall be maintained at all times. In addition:

1.      The fiscal year for the purposes of this organization will be from January 1^st through December 31^st of each year.

2.      Maintain the books of the organization electronically in such a manner that they are up to date and accurately reflect all deposits and disbursement of funds as necessary to carry out the organization’s purpose.

3.      Be responsible for initiating an independent audit at the Board’s request.

4.      Provide financial updates at all Board meetings.

5.      Prepare and present the previous fiscal year’s financial statements of the organization at the annual business meeting. These statements should include a Statement of Revenue and Expenditures and Balance Sheet.

6.      Upon written request, provide a member(s) access to the books within 30 days of the request. The request from a member(s) should also be provided to the attention of the other Board members.

7.      When disbursing funds use only the organization’s checks.

8.      Checks in the amount of $99.99 or less can be issued at the discretion of the treasurer and reported at the next Board meeting. Checks written for $100 or greater must have the expressed and written knowledge of the President and one additional member. Written knowledge can be in the form of e-mail or hard copy correspondence. All records shall be retained that correspond to the transaction.

9.      Oversee and ensure the filing of all required tax documents in accordance with the organization’s purpose and Internal Revenue Service’s requirements.

VI.                  Membership Meetings

A.    Three general membership meetings will be conducted annually for the purpose of disseminating information and discussion. Agendas for these meetings will be presented on the date of the meeting either orally or in written form.

B.     In addition, one annual business meeting will be conducted in September where the business of the organization shall occur. Other business action taken or initiated by the Board is not subject to the requirements of this one-time assembly. Activities at the business meeting will be, but not limited to the following:

1.      Election of Board members;

2.      Approval of meeting minutes from last year’s annual business meeting;

3.      Presentation of the previous fiscal year’s financial statement from the Treasurer which will include any audit previously conducted;

4.      Proposed amendments to the By-laws of the organization;

C.     An agenda for the annual business meeting will be made public at least seven days prior to the actual date of the meeting.

D.    All voting, except for elections involving the Board, can be done by either a show of hands or oral voting at the discretion of the Board member presiding over the business meeting. The method and results will be recorded in the meeting minutes.

E.     Elections to the Board will be done by secret ballot unless the only candidates are incumbents seeking re-election in which an oral vote may be initiated. The method and results will be recorded in the meeting minutes.

VII.                  Amendments – Any amendment to the By-laws requires a four-sevenths (4/7ths) majority of members present at the annual business meeting. Any changes to the By-Laws must be included on the agenda. A brief explanation of the change shall also be noted on the agenda.

VIII.                  Dissolution – Any and all assets owned by the organization shall be given to a charity designated by any remaining members to the Board. If no Board members remain at the time of the dissolution then the money shall be given to a qualifying charity as described in the Articles of Incorporation.