BY-LAWS

OF

THE WOODSTOCK SWIMMING ASSOCIATION


 

ARTICLE I

Offices

The corporation shall maintain in the State of Illinois a registered office and a registered agent, at such office and may have other offices within or without the state.

The principal office of the Corporation is located at 454 W. Virginia St., Crystal Lake,  McHenry County, Illinois.  The designation of the County or State of the Corporation’s principal office may be changed by amendment of these Bylaws.

 

ARTICLE II

Not-For-Profit Purposes

    SECTION 1.  GENERAL PURPOSE.  The purpose of The Woodstock Swimming Association shall be to foster and promote supervised competitive age-group swimming programs in the Woodstock, Illinois area.  The prime objective of The Woodstock Swimming Association shall be the molding of socially productive and responsible citizens by implanting ideas of: sportsmanship, loyalty, self-discipline, leadership, independence and self-esteem.  A secondary objective shall be the development of swimming skills and physical fitness, through participation in an age-group swimming team that shall be known as the Woodstock Dolphins.  

    SECTION 2. IRS SECTION 501(c)(3) PURPOSES.  The Woodstock Swimming Association is organized exclusively for one or more purposes as specified in Section 501(c)(3) of the Internal Revenue Code, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code.

    SECTION 3.   LIMITATION ON ACTIVITIES. No substantial part of the activities of The Woodstock Swimming Association shall be the carrying on of propaganda, or otherwise attempting to influence legislation (except as otherwise provided by in Section 501(h) of the Internal Revenue Code), and The Woodstock Swimming Association shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office. Notwithstanding any other provisions by these Bylaws, The Woodstock Swimming Association shall not carry on any activities not permitted to be carried on by (a) by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code, (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code. 

    SECTION 4.  PROHIBITION AGAINST PRIVATE INUREMENT.  No part of the net earning for The Woodstock Swimming Association shall inure to the benefit of, or be  distributable to, its members, if any, directors or trustees, officers, or other private persons, except that The Woodstock Swimming Association shall be authorized and empowered to pay reasonable compensation for services rendered and make payments and distributions in furtherance of the purposes of The Woodstock Swimming Association.

    SECTION 5.  DISTRIBUTION OF ASSETS. Upon the dissolution of The Woodstock Swimming Association, its assets remaining after payment, or provision for payment, of all debts and liabilities of The Woodstock Swimming Association shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code or shall be distributed to the federal government, or to a state or local government, for public purpose. Such distribution shall be made in accordance with all applicable provisions of the laws of the State of Illinois. 

 

ARTICLE III

Members

 

    SECTION 1. CLASSES OF MEMBERS.  The Corporation shall have one class of Members.  The designation of such a class and the qualifications of the Members of such class shall be as follows:

    SECTION 2.  ACCEPTANCE OF MEMBERS.  Membership on the Woodstock Dolphins  Swim Team shall be open to persons from the ages of 5 to 18 years of age who want to participate in a competitive swim program. Former Woodstock Dolphins Members may continue to swim with the team until the age of 23 with head coach approval.  Individuals on the swim team must fulfill a minimum requirement of being capable of completing one length of the pool, unassisted, in freestyle and backstroke. 

    Membership on the team may also be limited by the space availability. 

    Any parent(s) or guardian(s) of a swimmer who is a Member of the Woodstock Dolphins Swim Team, and whose fees and assessments are current, shall be a Member of The Woodstock Swimming Association.  From time to time, the Board of Directors may establish dues and other participation fees. The Board of Directors, in any given case involving extenuating circumstances, may waive or modify the payment of dues or other fees.  

    SECTION 3.  VOTING RIGHTS.   The Board, at its discretion, may submit for vote any item it deems related to the operation or welfare of The Woodstock Swimming Association to the Member families.  Each Member shall be entitled to one vote on each matter submitted to a vote of the Members.

    SECTION 4.  TERMINATION OF MEMBERSHIP.  The Board of Directors by affirmative vote of two-thirds of all of the Members of the Board may suspend or expel a Member for cause after an appropriate hearing, and may, by a majority vote of those present at any regularly constituted meeting, terminate the membership of any Member who becomes ineligible for membership, or suspend or expel any Member who shall be in default in the payment of dues for the period fixed in Article XII of these By-laws.

    Socially productive and sportsmanlike conduct is of paramount importance to The Woodstock Swimming Association.  Unbecoming and/or unsportsmanlike conduct or statements by a Member may be grounds for the Member’s removal from practice sessions, meets, or Board meetings.  Conduct that is routinely disruptive to the administration or purpose of The Woodstock Swimming Association will be grounds for termination from The Woodstock Swimming Association.  The Board may solicit information from the coaching staff in determining whether cause exists for termination.

    A swimmer may be suspended from the team for any one meet at the discretion of the Head Coach.

   SECTION 5.  SUSPENSION OF MEMBERSHIP.  A swimmer may be suspended from the team for any one meet at the discretion of the Head Coach.  Suspension for more than one meet during a swimming season shall only be by the action of the Board of Directors.  

    SECTION 6.  RESIGNATION.  Any Member may resign by filing a written resignation with the Secretary, but such resignation shall not relieve the Member so resigning of the obligation to pay any dues, assessments or other charges theretofore accrued and unpaid.  The effective date of resignation is the date of acceptance of such written resignation by the Board of Directors.

    If a Member resigns within one week of the commencement of the first Woodstock Swimming Association practice, then 100% of all dues paid for that season shall be refunded.  If within two weeks of the commencement of the first Woodstock Swimming Association practice a Member resigns, 50% of all dues paid shall be refunded.  Any Member who resigns subsequent to two weeks after the commencement of the first Woodstock Swimming Association practice shall not be entitled to a refund.

    SECTION 7.  REINSTATEMENT.  Upon written request signed by a former Member and filed with the Secretary, the Board of Directors may by the affirmative vote of two-thirds of the Members of the Board reinstate such former Member to membership upon such terms as the Board of Directors may deem appropriate. In the case of a membership termination, reinstatement shall not occur earlier than 12 months from the initial date of termination. 

    SECTION 8.  TRANSFER OF MEMBERSHIP.  Membership in this corporation is not transferable or assignable.

    SECTION 9.  NO MEMBERSHIP CERTIFICATES.  No membership certificates for the corporation shall be required.

 

ARTICLE IV

Meetings of Members

    SECTION 1.   ANNUAL MEETING.  The annual meeting of the Members shall be held at such a place as is designated by the Board of Directors at the Annual Awards Banquet for the purposes of electing Directors and for the transaction of such other business as may come before the meeting.  If the election of Directors is not held on the day designated herein for an annual meeting, or at any adjournment thereof, the Board of Directors shall cause the election to be held at a special meeting of the Members as soon thereafter as is convenient.

    If a full slate of Directors is not elected at the annual meeting, additional Directors may be voted into position by a two-thirds or greater majority of the Board at any scheduled meeting throughout the year.

    SECTION 2.  SPECIAL MEETING.  Special meetings of the Members may be called either by the President, the Board of Directors, or not less than twenty-five percent  (25%) of the Members having voting rights.

    SECTION 3.  PLACE OF MEETING.  The Board of Directors may designate any place as the place of meeting for any meeting or for any special meeting called by the Board of Directors.  If no designation is made or if a special meeting be otherwise called, the place of meeting shall be the registered office of the corporation in the State of Illinois.

    SECTION 4.  NOTICE OF MEETINGS.  Written notice stating the place, date, and hour of any meeting of Members shall be delivered to each Member entitled to vote at such meeting not less than seven nor more than twenty-eight days before the date of such meeting.  In case of a special meeting or when required by statute or by these Bylaws, the purpose for which the meeting is called shall be stated in the notice.  If mailed, the notice of the meeting shall be deemed delivered when deposited in the United States mail addressed to the Member at his address as it appears on the records of the corporation, with postage thereon paid.  If by electronic mail, the notice shall be deemed to be delivered when sent and addressed to the Member at his electronic mail address as it appears on the records of The Woodstock Swimming Association.  If by facsimile, the notice shall be deemed to be delivered when sent and addressed to the Member at his facsimile number as it appears on the records of The Woodstock Swimming Association.

    SECTION 5.  INFORMAL ACTION BY MEMBERS.  Any action required to be taken at a meeting of Members of the corporation, or any other action which may be taken at a meeting of the Members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the members entitled to vote with respect to the subject matter thereof.

   SECTION 6.  QUORUM.  The Members holding ten percent of the votes which may be cast at any meeting where a Member vote is taken shall constitute a quorum at such meeting.  If a quorum is not present at any meeting of Members, a majority of the Members present may adjourn the meeting at any time without further notice.  At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the original meeting; withdrawal of Members from any meeting shall not cause failure of a duly constituted quorum at that meeting.

    SECTION 7.   PROXIES.  Each Member entitled to vote at a meeting of Members or to express consent or dissent to corporate action in writing without a meeting may authorize another person or persons to act for him by proxy, but no such proxy shall be voted or acted upon after eleven months from its date, unless the proxy provided for a longer period.

 

ARTICLE V

Board of Directors

    SECTION 1.   GENERAL POWERS.  The affairs of the corporation shall be managed by its Board of Directors.

    SECTION 2.   NUMBER, TENURE AND QUALIFICATIONS.  Subject to the terms and provisions of Section 3 below, the number of Directors shall be no less than three (3) and no more than eight (8).  Each Director shall hold office until the next annual meeting of Members and until his successors shall have been elected and qualified. No Director shall be elected to more than five (5) consecutive terms.  The number of Directors may be decreased to not fewer than 3 or increased to any number exceeding eight (8) from time to time by amendment of this section, unless the Articles of Incorporation provide that a change in the number of Directors shall be made only by amendment of the Articles of Incorporation.

    Directors shall be elected from among the Members of The Woodstock Swimming Association.  Paid coaches of the Woodstock Dolphins Swim Team shall not be deemed eligible to serve as a Director with the exception of a full time paid head coach. The full time Head Coach of the Woodstock Dolphins Swim Team shall be eligible to engage in all deliberations of the Board of Directors; and have voting privileges, however, shall not be entitled to matters regarding the Head Coach salary, contract, or performance reviews.

    SECTION 3.   REGULAR MEETINGS.  A regular annual meeting of the Board of Directors shall be held without other notice than these By-laws, immediately after, and at the same place as, the annual meeting of Members.  The Board of Directors may provide by resolution the time and place, or the holding of additional regular meetings of the Board without further notice than such resolution.

    SECTION 4.  SPECIAL MEETINGS.  Special meetings of the Board of Directors may be called by or at the request of the President and 25% of the Board, or by 50% of the Board.  The persons authorized to call special meetings of the Board may fix any place as the place for holding any special meeting of the Board called by them.

    SECTION 5.  NOTICE.   Notice of any special meeting of the Board of Directors shall be given at least two days previously thereto by written notice to each Director.  Notice may be delivered personally, by mail, by electronic mail, by facsimile, or by voicemail or answering machine message to each Director at his address/contact information as shown by the records of The Woodstock Swimming Association.  If mailed, such notice shall be deemed to be delivered when deposited in the U.S. Mail in a sealed envelope so addressed with postage thereon prepaid.  If by electronic mail, the notice shall be deemed to be delivered on the date and time in which the notice is sent.  If by facsimile, the notice shall be deemed to be delivered on the date and time when the facsimile is sent.  If by voicemail or answering machine, the notice shall be deemed to be delivered at the date and time in which the message is left.  

    Notice of any special meeting of the Board of Directors may be waived in writing signed by the person or persons entitled to the notice either before or after the time of the meeting.  The attendance of the Director at any meeting shall constitute a waiver of notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened.  Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or by these By-laws.

    SECTION 6.  QUORUM.  A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board, provided that if less than a majority of the Directors are present at said meeting, a majority of the Directors present may adjourn the meeting to another time without further notice.

    SECTION 7.  MANNER OF ACTING.  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 statute, these By-laws, or the Articles of Incorporation.

    SECTION 8.  VACANCIES.  Any vacancy occurring in the Board of Directors or any directorship to be filled by reason of an increase in the number of Directors shall be filled by the Board of Directors unless the Articles of Incorporation, a statute, or these Bylaws provide that a vacancy or a directorship so created shall be filled in some other manner, in which case such provision shall control.  A Director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office.

    SECTION 9.  COMPENSATION.  Directors shall not receive any stated salaries for their services other than compensation for expenses incurred on behalf of The Woodstock Swimming Association.

    SECTION 10.  LEGAL AND ACCOUNTING MATTERS.  The Board of Directors shall choose a Certified Public Accountant to prepare annual tax statements and provide advice to The Woodstock Swimming Association.  The Board shall also choose a qualified attorney to prepare and submit The Woodstock Swimming Association annual report to the Illinois Secretary of State and to prepare and submit all other required filings to the appropriate department.  The Board may also  consult such attorney for any additional advice necessary to the welfare and management of The Woodstock Swimming Association.

    Any such tax or corporate filings may be performed by qualified Directors or Members only upon a unanimous vote of the Board or by votes of 75% of the Members.

SECTION 11:  INDEMNIFICATION.  Each person who is or was a director, officer or employee of the corporation (including the heirs, executors, administrators, or estate of such person) shall be indemnified by the corporation to the full extent permitted  by the NonProfit Corporation Law of the state of Illinois against any liability cost or expense incurred in the capacity as a director, officer, or employee or arising out of the status as a director, officer, or employee, or arising out of the status as a director, officer, or employee (including serving at the request of the corporation as a director, officer, employee, or agent of another corporation)

The corporation may maintain insurance, at its expense, to protect itself and any such persona against any such  liability, cost, or expense.

 

ARTICLE VI

Officers

    SECTION 1.   OFFICERS.  The officers of The Woodstock Swimming Association shall be a President, one or more Vice-Presidents (the number thereof to be determined by the Board of Directors), a Treasurer, a Secretary, and such assistant Treasurers, assistant Secretaries, or other officers as may be elected by the Board of Directors.  Officers whose authority and duties are not prescribed in these By-Laws shall have the authority and perform the duties prescribed, from time to time, by the Board of Directors. 

    SECTION 2.  ELECTION AND TERM OF OFFICE.  The officers of the Corporation shall consist of Members of the Board of Directors, and be elected annually by the Board of Directors at the regular annual meeting of the Board of Directors.  If the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be.  Vacancies may be filled or new offices created and filled at any meeting of the Board of Directors.  Each officer shall hold office for a term of one year or until his successor shall have been duly elected and shall have qualified or until his death or until he shall resign or shall have been removed in the manner hereinafter provided.  Election of an officer shall not of itself create contract rights.  An officer may be elected to an unlimited number of successive terms.

    SECTION 3.  REMOVAL.  Any officer elected or appointed by the Board of Directors may be removed by the Board of Directors whenever in its judgment the best interests of the Corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed.

    SECTION 4.  PRESIDENT.  The President shall be the principal executive officer of the Corporation.  Subject to the direction and control of the Board of Directors, the President shall: be in charge of the business and affairs of the Corporation; ensure that the resolutions and directives of the Board of Directors are carried into effect except in those instances in which that responsibility is assigned to some other person by the Board of Directors; and in general discharge all duties incident to the office of President, and such other duties as may be prescribed by the Board of Directors.  The President shall preside at all meetings of the Members and of the Board of Directors. Except in those instances in which the authority to execute is expressly delegated to another officer or agent of the corporation or a different mode of execution is expressly prescribed by the Board of Directors or these By-laws, the President may execute for the Corporation any contracts, deeds, mortgages, bonds, or other instruments which the Board of Directors has authorized to be executed, and may accomplish such execution either under or without the seal of the corporation and either individually or with the Secretary, any assistant Secretary, or any other officer thereunto authorized by the Board of Directors, according to the requirements of the form of the instrument.  The President may vote all securities which the corporation is entitled to vote except as and to the extent such authority shall be vested in a different officer or agent of the corporation by the Board of Directors.

    SECTION 5.   VICE-PRESIDENT.   The Vice-President (or in the event there be more than one Vice-President, each of the Vice-Presidents) shall assist the President in the discharge of his duties as the President may direct and shall perform such other duties as from time to time may be assigned to him by the President or by the Board of Directors.  In the absence of the President or in the event of his inability or refusal to act, the Vice-President (or in the event there be more than one Vice-President, the Vice-Presidents, in the order designated by the Board of Directors, or by the President if the Board of Directors has not made such a designation, or in the absence of any designation, then in the order of their seniority of tenure) shall perform the duties of the President and when so acting, shall have all the powers of and be subject to all the restrictions upon the President.  Except in those instances in which the authority to execute is expressly delegated to another officer or agent of the corporation or a different mode of execution is expressly prescribed by the Board of Directors or these By-Laws, the Vice-President (or any of them if there are more than one) may execute for the corporation any contracts, deeds, mortgages, bonds or other instruments which the Board of Directors has authorized to be executed, and may accomplish such execution either under or without the seal of the Corporation and either individually or with the Secretary, any assistant Secretary, or any other officer thereunto authorized by the Board of Directors, according to the requirements of the form of the instrument.

    SECTION 6.  TREASURER.   The Treasurer shall be the principal accounting and financial officer of the Corporation.  The shall: (a) have charge of and be responsible for the maintenance of adequate books of account for the corporation; (b) have charge and custody of all funds and securities of the corporation, and be responsible therefore, and for the receipt and disbursement thereof; and (c) perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to by the President or by the Board of Directors.  If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of duties in such sum and with such surety or sureties as the Board of Directors shall determine.

    SECTION 7.  SECRETARY.   The Secretary shall record the minutes of the meetings of the Members and of the Board of Directors in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these By-laws or as required by law; be custodian of the corporate records and of the seal of the corporation; keep a registered of the post office address of each Member which shall be furnished to the Secretary by such Member; and perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned by the President or by the Board of Directors.

    SECTION 8.  ASSISTANT TREASURERS AND ASSISTANT SECRETARIES.  The assistant Treasurers and assistant Secretaries shall perform such duties as shall be assigned to them by the Treasurer or the Secretary, respectively, or by the President or the Board of Directors.  If required by the Board of Directors, the assistant Treasurers shall give bonds for the faithful discharge of their duties in such sums and with such sureties as the Board of Directors shall determine.

    ARTICLE VII

Committees

    SECTION 1.   COMMITTEES OF DIRECTORS.  The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate one or more committees, each of which shall consist of two or more Directors, which committees, to the extent provided in said resolution and not restricted by law, shall have and exercise the authority of the Board of Directors in the management of the corporation; but the designation of such committees and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any individual Director, of any responsibility imposed upon it or him by law.

    SECTION 2.   OTHER COMMITTEES.  Other committees not having and exercising the authority of the Board of Directors in the corporation may be designated by a resolution adopted by a majority of Directors present at a meeting at which a quorum is present.  Except as otherwise provided in such resolution, Members of each such committee shall appoint the Members thereof.  Any Member thereof may be removed by the person or persons authorized to appoint such Member whenever in their judgment the best interests of the Corporation shall be served by such removal.

 

    SECTION 3.  TERM OF OFFICE.  Each Member of a committee shall continue as such until the next annual meeting of the Members of the Corporation and until his successor is appointed, unless the committee shall be sooner terminated, or unless such Member be removed from such committee, or unless such Member shall cease to qualify as a Member thereof.

    SECTION 4.   CHAIRMAN.  One Member of each committee shall be appointed chairman.

    SECTION 5.   VACANCIES.  Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments.

    SECTION 6.  QUORUM.  Unless otherwise provided in the resolution of the Board of Directors designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the Members present at a meeting at which a quorum is present shall be the act of the committee.

    SECTION 7.   RULES.  Each committee may adopt rules for its own government not inconsistent with these By-laws or with rules adopted by the Board of Directors.

 

ARTICLE VIII

Contracts, Checks, Deposits and Funds

 

    SECTION 1.  CONTRACTS.  The Board of Directors may authorize any officer or officers, agent or agents of the Corporation, in addition to the officers so authorized by these By-Laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation and such authority may be general or confined to specific instances.

    SECTION 2.   CHECKS, DRAFTS, ETC.  All checks, drafts, or other orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors.  In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer or an assistant Treasurer and countersigned by the President or a Vice-President of the Corporation.

    SECTION 3.   DEPOSITS.  All funds of the Corporation shall be deposited from time to time to the credit of the Corporation in such banks, trust companies, or other depositories as the Board of Directors may select.

    SECTION 4.  GIFTS.  The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest, or devise for the general purpose or for any special purpose of the Corporation.


 

ARTICLE IX

Certificates of Membership

    SECTION 1.  CERTIFICATES OF MEMBERSHIP.  The Board of Directors may provide for the issuance of certificates evidencing membership in the Corporation which shall be in the form as may be determined by the Board.  Such certificates shall be signed by the President or a Vice-President, and by the Secretary or an assistant Secretary and shall bear the Corporation’s seal which may be in facsimile.  The name and address of each Member shall be entered on the records of the Corporation.  If any certificate shall become lost, mutilated, or destroyed, a new certificate may be issued upon such terms and conditions as the Board of Directors may determine.

    SECTION 2.  ISSUANCE OF CERTIFICATES.  When a Member has been elected to membership and has paid any initiation fee and dues that may be required, a certificate of membership shall be issued in his name and delivered to him by the Secretary, if the Board of Directors shall have provided for the issuance of certificates of membership under the provisions of Section 1 of this article.

 

ARTICLE X

Books and Records

    The Corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its Members, Board of Directors, and committees having any of the authority of the Board of Directors, and shall keep at the registered or principal office a record giving the names and addresses of the Members entitled to vote.  All books and records of the Corporation may be inspected by any Member, or his agent or attorney for any proper purpose at any reasonable time.

 

ARTICLE XI

Fiscal Year

The fiscal year of the Corporation shall begin August 1st and End July 31st

 

ARTICLE XII

Dues

    SECTION 1.   ANNUAL DUES.  The Board of Directors may determine from time to time the amount of initiation fee, if any, and annual dues payable to the Corporation by Members of each class.

    SECTION 2.   PAYMENT OF DUES.  Dues shall be payable in advance of the first day of practice in each season for which the dues are required.

    SECTION 3.  DEFAULT AND TERMINATION OF MEMBERSHIP.  When any Member of any class shall be in default in the payment of dues for a period of thirty (30) days from the beginning of the period for which such dues become payable, his membership may thereupon be terminated by the Board of Directors in the manner provided in Article III of these By-Laws.

 

ARTICLE XIII

Seal

    The corporate seal shall have inscribed thereon the name of the corporation and the words “Corporate Seal, Illinois.”


 

ARTICLE IX

Waiver of Notice

    Whenever any notice is required to be given under the provisions of the General Not For Profit Corporation Act of Illinois or under the provisions of the Articles of Incorporation or the By-laws of the Corporation, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

ARTICLE XV

Amendments

    The power to alter, amend, or repeal the Bylaws or adopt new Bylaws shall be vested in the Board of Directors unless otherwise provided in the Articles of Incorporation or the By-laws.  Such action may be taken at a regular or special meeting for which written notice of the purpose shall be given.  The Bylaws may contain any provisions for the regulation and management of the affairs of the Corporation not inconsistent with law or the Articles of Incorporation.

 

ARTICLE XVI

Head Coach

    The Head Coach shall have the responsibility for the supervision of all training and activities of the participants and shall, in his or her sole discretion, be responsible for the selection of participants for scheduled competitive meets.  The Head Coach may appoint assistant coaches, subject to the advice and consent of the Board of Directors and at such salary as authorized by the Board of Directors.

 

ARTICLE XVII

Dissolution

    The Corporation may be dissolved by a 75% vote of the Board of Directors, provided a written notice specifically indicating the date, time, and place of a meeting being called with the intent to vote on the dissolution of the Corporation be provided to all Directors between five (5) and thirty (30) days prior to such meeting.  All liabilities and obligations of the Corporation shall be paid, satisfied and discharged, by the Board of Directors.  All remaining assets of the Corporation shall be distributed by the Board of Directors to other organizations, including but not limited to, corporations, park districts or swim clubs devoted to similar purposes.











 

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