Five Hills Track & Field Club

FIVE HILLS TRACK OF COPPERAS COVE, INC BYLAWS ARTICLE 1 NAME The name of this organization shall be FIVE HILLS TRACK OF COPPERAS COVE, INCORPORATED. ARTICLE 2 PURPOSE The Five Hills Track program is a not-for-profit corporation whose purpose is to promote and offer amateur athletics (Track & Field) program through a volunteer base for all boys and girls (ages 6 – 18 years old) in the Central Texas Community: Copperas Cove, Killeen, Fort Hood, Harker Heights, Gatesville, Kempner, Lampasas and its surrounding communities the opportunity to participate and compete in Amateur Athletic Union (AAU) and Texas Amateur Athletic Federation (TAAF) organized Track & Field events. Our amateur athletes gain mental, physical, and moral development through amateur athletics as we to promote good sportsmanship and good citizenship. We offer our amateur athletes and volunteers opportunities to develop to their highest level through national and local networks of sporting events. Through participation in AAU and TAAF, we achieve our dreams as athletes and as valued citizens of our community. ARTICLE 3 AFFILIATION Five Hills Track of Copperas Cove, Incorporated shall not be affiliated with any other organization. It shall be an independent, non-profit organization. It may cooperate with other organizations which promote sports for all youth in their community. ARTICLE 4 MEMBERSHIP All boys and girls ages 6 through 18 years of ages whom possess a membership card under the guidance of the Amateur Athletic Union are eligible for membership. Adults whom desire to coach youth sports must first attain a coach AAU membership card. All adults who desire to be part of the volunteer staff to help manage and direct operations of the Five Hills Track of Copperas Cove non-profit initiatives must fill out a volunteer application, and pass a background check for domestic and child violence screening. New Members and Continued Participation fee structure shall be set at the discretion of the Board of Directors. The membership- year shall be September 1 to August 31. ARTICLE 5 BOARD OF DIRECTORS AND OFFICERS There shall be a Board of Directors of eighteen (18)-voting members including the immediate president of the organization. In addition, the Board shall consist of non-voting ex-officio liaisons from the Banquet and Fundraising Committees. A voting member of the Board may also serve as a non-voting ex-officio liaison. The Board shall review the activities and direction of the organization. They shall make recommendations to the Executive Committee and to the whole organization. The Board shall meet a minimum of four times a year. The officers of this organization shall be President, Vice President, Secretary and Treasurer. A vacancy on the Board shall be declared when a Board Member or Officer resigns, dies or fails to attend without due cause three (3) consecutive duly called meetings. The Executive Board, upon recommendation of the nominating committee, shall fill any voting member vacancy on the Board for the remainder of the term through appointment, with the exception as stipulated in Article 8- Duties of the Vice President. One half of the current voting members of the Board shall constitute a quorum. ARTICLE 6 EXECUTIVE COMMITTEE The Executive Committee shall consist of the officers and the chairpersons of the standing committees. The President of the organization shall serve as the chairman of the Executive Committee. The Executive Committee shall have the authority to transact the business of the organization. The Executive Committee shall meet as needed at the discretion of the President. ARTICLE 7 ANNUAL MEETING/ELECTIONS The Annual Meeting of the Five Hills Track of Copperas Cove, Incorporated shall be held each year in January and shall be open to the public. At each Annual Meeting a single slate of nominations of Officers and voting Board Members shall be presented by the Nominating Committee. Additional nominations may be made from the floor provided that prior consent of the nominee has been secured. The election of Officers and voting Board Members shall take place at the Annual Meeting by a simple majority vote of the membership in attendance. The term of Officers and voting Board members shall begin with the Annual meeting and continue for a period of two years or until their successors are chosen. Officers and Directors shall be eligible for consecutive terms. ARTICLE 8 DUTIES OF OFFICERS The President shall preside at all meetings, appoint all committees as directed by the organization and carry on all other duties connected with the office. The Vice President shall assist the President and shall serve as President in the absence of the President. The Secretary shall record the proceedings of all meetings of the organization and the Executive Committee and shall conduct the correspondence of the organization. The Treasurer shall collect all dues and administer the funds of the organization as directed by the Board and shall maintain records for each fiscal year reporting when required to the Executive Board. The fiscal year shall be January 1 to December 31. ARTICLE 9 COMMITTEES The President shall appoint chairpersons of standing and ad hoc committees. Standing committees shall be Membership, Program, Publicity, Finance, Policy and Development, Nominating, Newsletter and Awards. Other standing or ad hoc committees will be formed as deemed necessary. The President shall serve as an ex-officio member of all committees except the Nominating. All committee chairmen shall submit, by the end of the fiscal year to her/his successor and to the President, an annual report in writing. ARTICLE 10 FUNDS AND LIABILITY No part of the funds of the organization shall inure to the benefit of or be distributable to its individual members, officers or other private persons, except that the organization shall be empowered and authorized to pay reasonable compensation for the services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 2 above. No substantial part of the activities of the organization shall be the carrying out of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in or intervene in (including publication or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these articles of association, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code of 1954 ( or the corresponding provision of any future United States Internal Revenue Law) or (b) by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 ( or the corresponding provision of any future United States Internal Revenue Law). On dissolution of the organization, the Executive Board shall, after paying or making provision for the payment of all the liabilities of the organization, dispose of all assets of the organization according to the provisions of Article 12. ARTICLE 11 AMENDMENTS These By-Laws may be amended and/or revised at the annual meeting of this organization by a two thirds (2/3) majority of the attending members present, provided that advanced notice of such proposed amendments and/or revisions shall have made available to all members. ARTICLE 12 DISSOLUTION The Five Hills Track of Copperas Cove, Incorporated may be dissolved at any general or special membership meeting by a resolution adopted by an affirmative vote of two thirds (2/3) of the attending members. Notice requirements as provided for in Article 11 of these By-laws shall apply. Upon dissolution of the corporation, the Board shall, after paying or making provision for the payment of all liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such manner, or such organization or charitable, educational, religious, or scientific as shall at the time qualify as an exempt organization or organizations under section 501©(3) of the Internal Revenue Code of 1954 (or corresponding provisions of any future United States Internal Revenue Law) as the Board shall determine. Any such assets not so disposed of shall be disposed of by the Court of Coryell County in which the principal office of the corporation is located, exclusively for such purposes. ARTICLE 13 PARLIAMENTARY PROCEDURES Robert's Rules of Order, Newly Revised, when not in conflict with these By-laws, shall govern the proceedings of this organization.