Springboro Panthers Football Program

Bylaws

Springboro Touchdown Club
Bylaws
May 6, 2013

ARTICLE I – ORGANIZATION
Section 1 – Name
   
The name of the organization shall be Springboro Touchdown Club (“TDC”).
 
Section 2 – Purpose
 
The Purpose of this organization shall be to advocate for, support, promote, and advance Athletic and related activities for the benefit of amateur student athletes in Springboro Community City Schools (“SCCS”), Springboro, Ohio.  Such activities shall enhance the development of the young men and women who participate on the field of play, those who participate from the stands and sidelines, and the Athletic Department of the Springboro Community City School District so they would all benefit from the positive impact of sport, the investment required to participate at the highest levels, and the satisfaction of doing each individual’s and team’s very best in every sporting and academic endeavor.
 
To achieve this purpose, Springboro Touchdown Club shall:

  1. Assist, support, and work cooperatively with the athletic director, coaches, and associated personnel of the Springboro Community City School District.
  2. Assist, support, and work cooperatively with Springboro Athletic Boosters Association (“SABA”). Supporting interscholastic Sports at Springboro High School.
  3. Provide financial support for athletic programs, facilities and equipment consistent with the high standards of our community and the objectives of SCCS.
  4. Promote enthusiastic school spirit and a unified athletic community.
  5. Develop and maintain active, interested involvement and support for the athletic programs among the parents, alumni and other residents of the community.
  6. Qualify for and vigorously protect Springboro Touchdown Club’s status as a not-for-profit concern under the laws and regulations of the State of Ohio and the United States government, providing the benefits of this status to the Member Booster Clubs.
  7. Consistently strive to ensure that SCCS’s athletics embodies, both in image and in fact, the best in personal growth, competition, integrity, and sportsmanship.
  8. Work with the athletic department to develop, implement, and manage sponsor and vendor relationships and programs.
  9. Fund Springboro Touchdown Club activities and initiatives.

 Under NO circumstances shall the Springboro Touchdown Club:

  1. Seek to influence or direct technical activities or policies of the school administration or the school officials who are charged with the responsibility of conducting the athletic programs of the district.
  2. Engage in any activity that compromises player OHSAA or NCAA eligibility.

 
Section 3 – Legal Entity

Springboro Touchdown Club shall become and remain a corporation under the not-for-profit provisions of the State of Ohio.  Springboro Touchdown Club shall obtain and retain recognition as a corporation exempt from Federal Income Tax under Section 501 (c) (3) of the Internal Revenue Code of 1954.  No part of the revenue of Springboro Touchdown Club shall inure to the benefit of, nor be distributed to its members, Officers or other private person; except that Springboro Touchdown Club shall be authorized and empowered to pay reasonable compensation for services rendered and to make payment and distribution in furtherance of the purposes set forth in Article I, Section 2 hereof.  No substantial part of the activities of Springboro Touchdown Club shall be the purveying of propaganda or otherwise attempting to influence legislation.  Springboro Touchdown Club shall not participate in any political campaign on behalf of any candidate for public office.  Springboro Touchdown Club shall not carry on any other activity not permitted by a corporation 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 Code) or by a not-for-profit organization as recognized by the State of Ohio.
 
Section 4 – Dissolution

In the event of the dissolution of Springboro Touchdown Club, the Executive Board shall, after paying or making provision for the payment of all of the liabilities of Springboro Touchdown Club, dispose of all the assets of Springboro Touchdown Club exclusively for the purposes set forth in Article I, Section 2 hereof, or to such organization or organizations as shall qualify as exempt under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Code) and have as its primary purpose to advocate for, support, promote, and advance Athletic and related activities for the benefit of amateur student athletes in Springboro Community City Schools, or to Springboro Community City Schools, as long as it qualifies under Section 501 (c) (3) at the time of the disbursement.
 
Section 5 – Fiscal Year
 
The annual accounting period and fiscal year shall begin on Jan 1st and end Dec 31th.
 

ARTICLE II – MEMBERSHIP

Section 1 – Eligibility
 
Membership shall be open to parents (biological and/or step parents), grandparents or guardians (“Parents”) of all Athletes and to interested residents of the Springboro Community City School District.  For the purposes of these bylaws, an Athlete is defined as a student who is enrolled in Springboro Community City Schools and is engaged in a Sport, and a Sport is defined as an inter-scholastic sports activity recognized by the Springboro High School Athletic Department.
 
Section 2 – Acceptance for Membership
 
Springboro Touchdown Club has two classifications of Members.

  1. Full Members – Parents of Athletes are automatically Members of Springboro Touchdown Club as long as they comply with the spirit and the letter of Springboro Touchdown Club Bylaws and Policies.
  2. Special Members – Interested parties who do not qualify for Full Membership but:
    1. Are residents of the Springboro City School District
    2. Comply with the spirit and the letter of Springboro Touchdown Club Bylaws and Policies.

 
The duration of membership is one year from the most recent date the member qualifies and is accepted for membership.

Section 3 – Members’ Rights & Responsibilities

Full Members’ Rights:

  1. Attend Springboro Touchdown Club Regular and Special meetings
  2. Chair or serve on committees
  3. Serve on the Springboro Touchdown Club Executive Board as a Springboro Touchdown Club Officer

Full Members’ Responsibilities:

  1. Comply with the spirit and the letter of their TDC Bylaws and Policies.
  2. Comply with the spirit and the letter of SABA.

Section 4 – Termination of Membership
 
Membership may be terminated through voluntary resignation or for just cause.  If any Member engages in activities detrimental to Springboro Touchdown Club or fails to comply with the spirit and the letter of Springboro Touchdown Club Bylaws and Policies, s/he may be terminated as a Member by vote of the Board.  If requested by the Member in writing, the Board will conduct a hearing prior to the vote.
 
ARTICLE III – GOVERNANCE

Section 1 – Overall Structure
 
Springboro Touchdown Club shall be composed of Parents of athletes of Springboro Football Team and Springboro community members. The Booster Council shall elect Officers who shall comprise the Executive Board (“Board”), which shall manage Springboro Touchdown Club’s day-to-day operations.  
Section 2 – Executive Board
 
Role – The Executive Board (“Board”) shall be responsible for setting Springboro Touchdown Club’s direction, agenda, budgets, dues, and fees, managing day-to-day operations, scheduling, calling, and canceling meetings, deciding when to bring issues to the Booster Council, managing Springboro Touchdown Club funds and other assets, drafting policies, procedures, and job requirements as needed to further the purposes set forth in Article I, Section 2 hereof, drafting amendments to these Bylaws, monitoring and enforcing compliance with Springboro Touchdown Club policies and procedures including accepted financial practices and controls, proactively protecting Springboro Touchdown Club’s status as a not-for-profit tax exempt organization under the laws and regulations of the State of Ohio and United States Government, serving as the primary liaison with the Springboro High School Athletic Department, filling vacancies of the Board resulting from failure to complete their term, and performing any other function not specifically designated to the Board in these Bylaws. 
 
Additional responsibilities of the Board include: 

  1. The Board shall create or dissolve committees as needed in their judgment to forward the purposes set forth in Article I, Section 2.  The Board shall prescribe each committee’s function and authority.
  2. The Board shall make appointments to Committee Chairs.  The Board shall remove any member of any committee whenever, in the judgment of the Board, it would be in the best interest of Springboro Touchdown Club. 
  3. The Board shall investigate charges of Springboro Touchdown Club member conduct that is not consistent with the Bylaws, Policies, or Procedures.  The Board shall make decisions concerning the results of the investigation and act appropriately on their findings.
  4. The Board may recommend individual deviations from Policies and Procedures if the Board deems it necessary for specific cases.
  5. The Board may recommend such other activities that are consistent with the objectives of Springboro Touchdown Club as stated in Article I, Section 2 hereof, consistent with the direction provided by the Springboro High School Athletic Director, and permitted by pertinent regulations of the State of Ohio and the United States Internal Revenue Code for organizations of this type.

 
Composition – The Board shall be comprised of 5 Officers: President, Vice-President, Secretary, Treasurer and Member At-Large.  Each Officer shall have one vote on the Board, but the President will only vote when results end in a tie.
 
Officer Qualifications – To be eligible to be an Officer, an individual shall be a Member in good standing.  Each Candidate for Vice-President shall agree to be President-elect for the subsequent year. The Booster Council can vote to grant an exception or exceptions to these qualifications for a specific candidate.
 
Officer Nomination – The Board shall be responsible for soliciting nominees and for approving and recommending all nominees during open meetings to be placed on the ballot. Any Member may make unsolicited nominations at a Regular Springboro Touchdown Club meeting at which the Nominations are open.
 
Officer Election – Officers shall be elected annually for a term of one year to run January 1st through December 30th.  Elections shall be held at the Regular meeting held nearest to but no later than December 31st.  Each nominee shall be voted on individually, not as a member of a slate.  Voting shall be by secret ballot.
 
Officer Vacancies – In the event a vacancy occurs as a result of death, resignation, disability or termination, the Board shall elect, by simple majority, a new Officer from the Members to fill the vacancy and to serve until the term expires and to be approved and voted on by the members.
 
Compensation – Officers shall receive no compensation for their services.
 
 
ARTICLE IV – COMMITTEE CHAIRPERSON RESPONSIBLITIES
 
Section 1 – Chairperson Representatives Duties and responsibilities as TDC

  1. Serve as a liaison between Springboro Touchdown Club and their respective committees:
    1. Appraise the TDC of Springboro Touchdown Club plans and activities impacting their committee.
    2. Apprise Springboro Touchdown Club of issues and concerns.
    3. Present their TDC’s plans for fundraising activities to the TDC for approval.
    4. Provide a complete and accurate accounting of the committees financial transactions and financial status to the TDC on a monthly basis.
    5. Communicate and document activities “best-practices” between their committees and the rest of Springboro Touchdown Club.
    6. Attend all Springboro Touchdown Club Regular and Special meetings or designate a substitute.
      1. Be knowledgeable and prepared to discuss and/or vote on issues each meeting.
      2.  Actively contribute to the discussion of Springboro Touchdown Club affairs.
      3.  By vote, the Board may remove a Chairperson for just cause, including:
        1. Failure to retain their qualifications as Chairperson.
        2. Three (3) consecutive absences from Regular meetings.

 

 
ARTICLE V – OFFICERS’ DUTIES & RESPONSIBILITIES 
 
Section 1 – General Duties & Responsibilities of Officers as members of the Board include:

  1. Attend Board meetings.  Be knowledgeable and prepared to discuss and/or vote on all issues on the agenda of each meeting.  If unable to attend, notify the President and/or Vice-President before the meeting.
  2. Attend Regular and Special Springboro Touchdown Club meetings.  Be knowledgeable and prepared to discuss issues on the agenda of each meeting.  If unable to attend, notify the President and Vice-President before the meeting
  3. Apprise the Board of deviations from Springboro Touchdown Club policies and procedures
  4. Actively contribute to the discussion of Springboro Touchdown Club affairs
  5. Comply with the spirit and the letter of Springboro Touchdown Club Bylaws and Policies.

 
Section 2 – Removal from office
 
By vote, the Board may remove an Officer for just cause, including:

  1. Failure to fulfill their responsibilities as an Officer or a Board member. 
  2. Failure to retain their qualifications as an Office.  

 
Section 3 – Office Specific Duties and Responsibilities
 
In addition to their general duties and responsibilities as members of the Board, the duties of the Officers shall be as follows:
 
President:  Shall lead the Board, which has primary responsibility for the management and direction of Springboro Touchdown Club.  The President shall preside over all meetings of Board.  The president is empowered and required to correct any action by any member of any committee that is not consistent with the Bylaws, Policies, or Procedures.  The president is responsible for insuring that all elected and /or appointed position holders carry out their functions as outlined by the Bylaws, Policies, and Procedures.  The President may sign, with the Secretary or any other Officer of Springboro Touchdown Club, any contracts, leases or other instruments, which the Booster Council has authorized to be executed.  The president shall perform all duties incident to the office and such other duties, as may be prescribed by the Board.
 
Vice-President:  Shall perform the duties of the President in the absence or incapacity of the President and when so acting, shall have all the powers of the President and be subject to the same restrictions.  The Vice-President shall assist the President in his/her duties as requested by the President.  The Vice-President shall perform other duties as assigned by the Board.  The Vice-President shall supervise all committees and act as ex-officio member of them. 
 
Secretary:  Shall establish, maintain, and archive Springboro Touchdown Club’s records; to include Springboro Touchdown Club membership, correspondence, and minutes. The secretary shall take and publish, in good form, the minutes of Executive Board and Springboro Touchdown Club meetings and shall conduct the correspondence of the organization.  The Secretary shall publish meeting schedules, notifications, and minutes as specified in these Bylaws and in Springboro Touchdown Club Policies and Procedures.
 
Treasurer:  Shall oversee Springboro Touchdown Club’s finances and financial records.  The Treasurer shall be responsible for receiving all payments to Springboro Touchdown Club and for paying all properly presented, authorized Springboro Touchdown Club expenses.  The Treasurer shall maintain a record of such receipts and payments and shall render a detailed accounting to Springboro Touchdown Club at each Regular meeting.  The Treasurer shall publish an annual report for the Board and have Springboro Touchdown Club’s financial records audited at the end of fiscal year.  The Board shall designate the party to perform the audit.  The treasurer shall establish proper accounting procedures for the handling of Springboro Touchdown Club Funds, and shall be responsible for keeping funds in banks, trust companies, and/or investments that are approved by the Board.  The treasurer is responsible for timely submission of financial information to external entities as required to retain Springboro Touchdown Club’s status as a tax-exempt organization.
 
Member At-Large/Alumni:  Shall perform the duties of the any officer in the absence or incapacity of that officer and when so acting, shall have all the powers of the position and be subject to the same restrictions.  The Member At-Large shall perform other duties as assigned by the Board. The Member At-Large shall assist the Vice-President with supervising all committees.

 

ARTICLE VI – MEETINGS

Section 1 – Meeting Types

The Executive Board shall conduct its business at Board meetings.  Meetings shall be held at such time, place, and time as fixed by the Board. 
 
Section 2 – Regular Meetings
 
Regular Meetings of Springboro Touchdown Club shall be held as needed, but not less than 12 times per year.  All Members may attend Regular Meetings.
 
Notice – Meeting schedules and notices shall be distributed electronically and state the date, time, location, agenda, and type of meeting.    For the purposes of the Bylaws, the notice period begins on the date the notice is posted or sent.
 
Routine Actions – On all matters except  the election of officers, approval / amending Policies and Procedures, approval / amending Bylaws, assuming obligations (contractual or financial), and making disbursements, the act of a majority present at a Regular or Special meeting.  Votes shall be cast by a show of hands, unless a member requests a secret ballot on a specific issue and that request is granted by the President, at her/his discretion.
 
Records – Full disclosure of the minutes of each Regular and Special meeting shall be made available to the entire Springboro Touchdown Club membership in a mode specified by the Board.  The mode shall provide a cost effective, efficient, timely method for Members to access the minutes.  Unless these Bylaws specify otherwise for specific actions, the minutes shall include a summary accounting of votes on each matter.
 
Section 3 – Board Meetings

The President may call Board meetings with seven as needed.
 
Notice – Board meeting schedules and notices shall be distributed electronically and state the date, time, location, and type of meeting.  The initial schedule for the year’s meetings shall be distributed to the Officers at or before the March Regular Meeting.  Changes to the schedule shall be distributed to Officers providing at least seven (7) days notice prior to any meeting that has been changed. 
 
Records – The minutes shall include a summary accounting of each vote cast.  
 
ARTICLE VII – COMMITTEES
 
Section 1 – Authorization
 
The Board shall create and disband such committees, as it deems necessary to forward the purposes set forth in Article I, Section 2, except that Standing Committees shall persist.  The Board shall prescribe the committee authority, responsibilities, and functions in the form of a written policy and designate a chairman.  No committee shall act on behalf of the Board unless specifically authorized to do so.
 
Appointed Positions (Committee Chairs and Committee Members) – The Board shall appoint a Member who shall not be an Officer to oversee each committee as the Committee Chair (“Chair”).  The Chair, can select other Members to serve on the committee as needed to meet the Committee’s objectives.  Any member of any committee may be removed by the Board when, in the judgment of the Board, it would be in the best interest of Springboro Touchdown Club.
 
Governance – Each committee may adopt rules that are consistent with the Springboro Touchdown Club Bylaws, Policies, Procedures, and the Committee’s mandate given by the Board.  These rules shall be submitted to the Board for approval.
 
Records – Each committee shall maintain records of its activities and provide a written summary to the Secretary.  This information shall be in sufficient detail to record major decisions, to guide further activity in subsequent years, and to record all financial transactions.  In the event that the Board delegates to a Committee any authority specifically designated to the Board in these Bylaws, the Board shall require the Committee to record their proceedings.
 
Duties – Under the Vice-President’s supervision, the Chair shall organize, plan, and direct committee activities in conformance with the authority and responsibilities delegated to the committee by the Board.  Committee Chairs are expected to attend Regular and Special meetings.
 
Compensation – Committee Chairs and Committee Members shall receive no compensation for their services.
 
 
ARTICLE VIII – ASSET AND OBLIGATION MANAGEMENT
 
Section 1 – Definitions
 
For the purposes of these Bylaws, there are two categories of Springboro Touchdown Club financial assets:  Springboro Touchdown Club Funds and school fund.  The two are controlled and managed differently.  The school funds are funds raised by the players and the TDC funds are raised by the members.  
The TDC decides how the funds will be raised, how they will be spent, and manages its account(s) to support its program. 
 
Section 2 – Springboro Touchdown Club Funds

 
The Board shall recommend a checking account and may authorize savings accounts, savings certificates, and/or interest bearing instruments in the name of the Springboro Touchdown Club.  The membership shall approve each.  At least two Officer’s signatures shall be required to open accounts or to put Springboro Touchdown Club funds in an account or instrument not insured by FDIC, FSLIC, NCUA, or the US government.
 
Contractual Agreements – Springboro Touchdown Club shall not borrow or invest funds or enter into a contractual agreement without the recommendation of the Board and approval of the membership.  At least two Officers’ signatures shall be required to execute contracts that will obligate Springboro Touchdown Club.
 
Withdrawals & Transfers – All checks, drafts, or other orders for the payment of money, notes or other evidence of indebtedness, issued in the name of Springboro Touchdown Club, shall be signed by one of two Officers of Springboro Touchdown Club: Treasurer, or in his/her absence, the President.  The President and Treasurer shall arrange with the bank for new signature authorizations within two weeks of taking office.  Prior to committing Springboro Touchdown Club to a liability that, in total, will exceed $1,000, the Board must vote on the expense.  All expenditures, including expenditures of lesser amounts, shall be reported in detail to the members at every Regular Meeting.
 
Deposits – All funds of Springboro Touchdown Club shall be deposited within 3 business days of the receipt of funds in such banks, trust companies, or other depositories the Board may select.
 
 
ARTICLE IX – RECORDS
 
Section 1 – Financial Records
 
Springboro Touchdown Club shall keep detailed, accurate, and timely financial records for Springboro Touchdown Club Funds.  The contents form, and processes shall accurately reflect the revenue, expenses, assets, and liabilities and be defined by written policy.  These records and reports shall be prepared and maintained by the Treasurer for Springboro Touchdown Club Funds.
 
Section 2 – Audit
 
Any Member in good standing may inspect all books and records of Springboro Touchdown Club for any proper purpose at any reasonable time.  However, upon approval of the Board, certain data that does not affect the substance of the information may be summarized or redacted to protect the privacy of students or other Members.  At the end of each fiscal year, an audit will be conducted and a report submitted to the sitting and incoming Presidents.
 
 
ARTICLE X – INFORMATION AND PRIVACY

All information created or collected by Springboro Touchdown Club becomes property of Springboro Touchdown Club.  It is for the sole use of Springboro Touchdown Club in efforts to promote athletic programs at Springboro High School.  No Member may distribute any Springboro Touchdown Club documents to anyone other than a Springboro Touchdown Club Member for a bona fide Springboro Touchdown Club purpose without the expressed written consent of the Board.  Said documents include but are not limited to: statistics, rosters, and/or other documents procured or produced by Springboro Touchdown Club that contain Students’ or Members’ personal information.  Anyone violating this provision is subject to disciplinary action by the Board, up to and including suspension from Springboro Touchdown Club as well as any remedies that may be available in a court of law.
 
 
ARTICLE XI – PARLIAMENTARY PROCEDURE
     
“Robert’s Rules of Order, Revised” shall govern the proceedings of this organization and all meetings thereof when not in conflict with these Bylaws.
 
 
ARTICLE XII – AMENDMENTS TO POLICIES & PROCEDURES
 
Section 1 – Procedure
 
Policies & Procedures shall be amended, or repealed, or new Policies & Procedures shall be adopted by majority of the members in attendance of any Springboro Touchdown Club meeting. Unless the Board  votes to amend this process for a specific Policy of Procedure, the process to change a Policy or Procedure shall follow 4 steps:

  1. Board shall draft the proposed change
  2. The proposed change is read and discussed in a Regular or Special meeting
  3. The proposed change is read and discussed in a second Regular or Special meeting
  4. The Board votes on the proposed change.

 

Section 2 –Records
 
When Policies and/of Procedures are created or amended, the Policy or Procedure as amended, shall be made available to each Officer, member.   
 
 
ARTICLE XIII – AMENDMENTS TO BYLAWS
 
Section 1 – Procedure
 
These Bylaws shall be amended or repealed, or new Bylaws shall be adopted by four fifths (2/3) majority of the members in attendance of any Springboro Touchdown Club meeting. The process to change a Bylaw shall follow 4 steps:

  1. Board shall draft the proposed change
  2. The proposed change is read, discussed, and voted on in a Regular or Special meeting
  3. The proposed change is read, discussed, and voted on in a second Regular or Special meeting
  4. If the Booster Council approves the change at both readings, the proposed change is approved.

 
Section 2 – Records
 
When Bylaws are amended, the amendments, or the complete Bylaws as amended, shall be made available to each Officer, member and Athletic department.

               

 

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