BYLAWS OF FAYETTE COUNTY YOUTH BASKETBALL, INC.

 

OBJECTIVE:     To operate as a nonprofit corporation under the laws of the state of Georgia, in providing and maintaining a program for the youth of Fayette County, Georgia, in which they are offered an opportunity to learn and play organized basketball, while being exposed to principles of teamwork, sportsmanship, and fair play.

(Amended February 7, 1995)

ARTICLE ONE - OFFICES

1.1       The initial address of the principal office of the corporation is P.O. Box 422, Fayetteville, Georgia 30214.  However, said address, as well as the name and address of the registered agent and other such identifying information, shall be superseded each year by corresponding information provided in the annual report, as filed with the Secretary of State.

(Amended February 7, 1995)

ARTICLE TWO - MEMBERSHIP

 2.1      The following individuals shall be eligible for membership in the corporation:

(a)   Any parent and/or legal guardian of any child and/or ward officially enrolled in any program sponsored by the corporation, provided that said parent or guardian shall have consented to membership by personally signing the appropriate section on the official form used to register and/or enroll - the child or ward and or by  completing and signing any and all other membership forms prescribed, from time to time, by the Secretary of the corporation; and

 

(b)   Such other persons who may expressly seek membership in any manner prescribed, from time to time, by the Secretary, and who may be approved by majority vote of the Board of Directors.

(Amended February 7, 1995)

2.2       Each member shall have the right to vote at any membership meeting he may attend, in determining all questions of Corporation policy submitted to the membership in accordance with these bylaws.

 2.3      Membership shall be deemed to continue from date of registration until the same date of the following calendar year if not renewed by re-registration.

2.4       The Corporation may by amendment of these bylaws provide for suspension or termination of membership privileges, which provisions, upon adoption may be invoked against any person whose membership antedates such amendment as well as upon person thereafter becoming members of the Corporation.

 

ARTICLE THREE - MEMBERSHIP

3.1       The annual meeting of the members of the corporation shall be conducted each year, no earlier than the first day of February and no later than the first day of April.  The annual membership meeting shall be conducted at a location within Fayette County, Georgia. The specific date, time and location of the annual membership meeting shall be determined within the discretion of the Board of Directors.

(Amended February 7, 1995)

3.2       The Fayette County Youth Basketball Corporation shall follow Roberts' Rules of Order in the conduction of their business meetings.

3.3       At all meetings of the members of the Corporation, each member shall be entitled to cast one vote, regardless of the number of wards or children he may have enrolled in the sponsored activities of the Corporation.

3.4       Special membership meetings may be called at any time by the President, unilaterally and within his discretion.  Also, special membership meetings shall be called by the Secretary upon request or petition of at least 2% of the members of record.  Except in case of emergency, as defined under Georgia law, notice of special meetings shall be given at least 5 days prior to any such meeting.

(Amended February 7, 1995)

3.5       Notice of any special meeting of members shall state the purpose for which the meeting is called.

3.6       The corporation lacking the power to compel attendance of its members, 1% of the membership shall constitute a quorum for the transaction of business and/or for any and all other purposes.

(Amended February 7, 1995)

ARTICLE FOUR – DIRECTORS

4.1       Subject to these by-laws and to the will of the membership lawfully expressed, the full and entire management of the affairs and business of the Corporation shall be vested in the Board of Directors which shall have and may exercise all the powers that may be exercised or performed by the Corporation.

4.2       The Board of Directors shall consist of not less than seven members and no more than fifteen members, including the four elected officers. The past president will serve as an ex officio member for a term of one year.  These directors shall be elected at an annual meeting of the membership and shall serve for a term of one year and until their successors are elected. A majority of said directors shall constitute a quorum for the transaction of business.  All resolutions adopted and all business transacted by the Board of Directors shall require the affirmative vote of a majority of the Directors present at the meeting.

4.3       In order to serve as a Director, a person must meet Fayette County Youth Basketball, Inc. membership requirements and be a resident of Fayette County.

4.4       The Directors may fill the place of any Director which may become vacant prior to the expiration of his term, such appointment by the Directors to continue until the expiration of the term of the Director whose place has become vacant.

4.5       The Directors shall meet not less than monthly, at a time and place of their selection, and shall meet annually following the annual meeting of the membership.  Special meetings of the Directors may be called at any time by the President or by any two Directors on two days’ notice. Notice of any such meetings may be waived by instrument in writing.  Attendants in person at such meetings constitute a waiver of notice thereof.  The signature of any Director approving the minutes of any meeting of the Board of Directors, entered thereon, shall be effective to the same extent as if such Director had been present at such meeting.

4.6       Any action to be taken at a meeting of the directors, may be taken with a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the Directors.

4.7       Any Director missing 3 consecutive monthly meetings of the Board of Directors shall constitute removal from the Board of Directors.  Said Director shall be notified by the President within three days following the third consecutive missed monthly meeting. The Board shall elect a new member to finish term of dismissed member at the following monthly meeting.

4.8       All purchases of the Fayette County Youth Basketball, Inc. exceeding $100 require at least 2 bids on prices.  The Board of Directors after reviewing each bid or price will then approve the company to be awarded the purchase.  In the case of an emergency, the President of said organization and him alone, has the authority to make purchases of up to $100.

ARTICLE FIVE - OFFICERS

5.1       The officers of the Corporation shall consist of a president, a vice-president, a secretary, and a treasurer. The officers shall be elected by plurality vote of the Board of Directors, annually, at the first regularly scheduled meeting of each newly elected board, or as soon thereafter as may be practical.  All officers are eligible to serve more than one term, upon reelection by the board. All officers and board members, excluding the president, are to have voting powers. The president shall have voting powers only when necessary to break a tie vote by the board and officers.

5.2       The President shall be the chief executive officer of the Corporation and shall have general and active management of the operation of the Corporation, including general supervision of the policies of the Corporation, general and active management of the financial affairs of the Corporation and shall execute bonds, mortgages, or other contracts. He shall only borrow money on behalf of the Corporation pursuant to specific authority from the Board of Directors. The President shall have authority to institute or defend legal proceedings when the Directors are deadlocked.

5.3       The Vice-President of the Corporation shall serve in the place of the President upon the latter's absence from the County, death or disability, and shall during any such contingency have and exercise all the powers hereinabove prescribed for the President.

(a)   The Vice-President of said organization shall have the responsibility of being the general overall coordinator of all basketball teams. He may appoint other people to assist him in this responsibility.

5.4       The Secretary shall be responsible for contacting the membership of the Board concerning the time and place of meetings, keep minutes of all meetings of the membership and Directors, and have charge of the minute books, roll of membership and shall perform such other duties and have other powers as may from time to time be delegated to him or her by the President or the Board of Directors.

5.5       The Treasurer shall be charged with the management of the financial affairs of the Corporation, the keeping of accurate records thereof, including all fundraising programs and shall have the ability to sign drafts, checks or other orders for payment of money drawn on the Corporation. At the expiration of his or her term of office, he shall present his or her books and records to the Directors, for their inspection and approval, whereafter such books and records shall be (with the approval of the Board of Directors entered thereon) turned over to his successor. The Treasurer may be required to post bond for the faithful performance of his duties in such sum as the Board of Directors may determine.

(a)   In the event of the absence of the Secretary at a Board or membership meeting / then the Treasurer shall assume the Secretary's responsibilities for that meeting.

ARTICLE SIX - AMENDMENT

6.1       These bylaws may be amended, adopted, or repealed by a majority vote of the members present at any meeting. No specific notice of proposed amendment, adoption, or repeal shall be necessary in conjunction with any action taken at the annual membership meeting. To the extent that any amendment, adoption/or repeal is proposed in conjunction with any other meeting, notice of such intended action shall be included in the notice of the meeting.

(Amended February 7, 1995)

ARTICLE SEVEN - FUNDRAISING

7.1       It is the responsibility and obligation of the Board of Directors to conduct fundraising programs to acquire the necessary monies to provide for the operation and performance of the Fayette County Youth Basketball, Inc.

(a)   All members of the Corporation are urged to participate.

(b)   Registration fees will be set accordingly.

ARTICLE EIGHT

8.1       The corporation shall indemnify and hold harmless its directors and officers from any and all charges, claims, and/or actions in any way related to serving as an officer and/or director of the corporation and/or performance consistent with holding such office or seat.

(Added by Amendment February 7, 1995)

ARTICLE NINE

9.1       Any and all other bylaws, provisions, or requirements to the contrary notwithstanding, and to the extent allowed by law, any and all requirements of personal notice may be satisfied by publication in the newspaper serving as the official county organ and/or in which legal notices in Fayette County, Georgia, are contained, providing that such notice shall be in the form of a display advertisement, no less than 5 square inches, and surrounded by a border. Furthermore, any such notice appearing in such a publication shall so appear in at least 2 consecutive issues, no sooner than thirty days nor later than five days prior to the intended meeting and/or action contemplated therein.

(Added by Amendment February 7, 1995)

 

 

 

 

These by-laws were adopted by the majority membership present at the annual meeting held on February 7, 1984 at the Recreation Center.

These by-laws were amended by the majority membership present at the annual meeting held on February 4, 1986 at the Fayette County Junior High Cafeteria.

These by-laws were amended by the majority membership present at the annual meeting held on February 7, 1995 at Fayette County High School.

FIRST AMENDMENT

The title of the bylaws hereby shall be amended to accurately read, "Bylaws of Fayette County Youth Basketball, Inc.."

 

 

SECOND AMENDMENT

The opening statement of objective set forth in the bylaws shall be amended to read:

PURPOSE: To operate as a nonprofit corporation under the laws of the State of Georgia, in providing and maintaining a program for the youth of Fayette County, Georgia, in which they are offered an opportunity to learn and play organized basketball, while being exposed to principles of teamwork, sportsmanship, and fair play.

 

 

 

THIRD AMENDMENT

Throughout the bylaws of the corporation, everywhere that the word "association" appears, said word shall be substituted and/or replaced with "Inc.", and/or "corporation" as deemed appropriate by the secretary of the corporation.

 

 

FOURTH AMENDMENT

Article One hereby shall be amended to read as follows:

The initial address of the principal office of the corporation is P.O. Box 422, Fayetteville, Georgia 30214.  However, said address, as well as the name and address of the registered agent and other such identifying informati6n shall be superseded, each year, by corresponding, information provided in the annual report, as filed with the Secretary of State.

FIFTH AMENDMENT

Article Two, paragraph 2.1 of the bylaws shall be amended to read as follows:

The following individuals shall be eligible for membership in the corporation:

(a)   Any parent and/or legal guardian of any child and/or ward officially enrolled in any program sponsored by the corporation, provided that said parent or guardian shall have consented to membership by personally signing the appropriate section on the official form used to register and/or' enroll the child or ward and/or by completing and signing any and all other membership forms prescribed, from time to time, by the Secretary of the corporation; and

 

(b)   Such other persons who may expressly seek membership in any manner prescribed, from time to time, by the Secretary, and. who may be approved by majority vote of the Board of Directors.

 

 

 

SIXTH AMENDMENT

Article Three, paragraph 3.1 of the bylaws hereby is amended to read as follows:

The annual meeting of the members of the corporation shall be conducted each year, no earlier than the first day' of February and no later than the first day of April. The annual membership meeting shall be conducted at a location within Fayette County, Georgia. The specific date, time and location of the annual membership meeting shall be determined within the discretion of the Board of Directors.

 

           

           

SEVENTH AMENDMENT

Article Three paragraph 3.4 of the bylaws hereby is amended read as follows:

Special membership meetings may be called at any time by the President, unilaterally and within his discretion.  Also, special membership meetings shall be called by the, Secretary upon request or petition of at least 2 of the members of record. Except in case of emergency, as defined under Georgia law, notice of special meetings shall be given at least 5 days prior to any such meeting.

 

EIGHTH AMENDMENT

Article Three, paragraph 3.6 of the bylaws hereby is amended to read as follows:

The corporation lacking the power to compel attendance of its members, 1% of the membership shall constitute a quorum for the transaction of business and/or for any and all other purposes.

 

 

NINTH AMENDMENT

Article Six of the bylaws hereby shall be amended as follows:

These bylaws may be amended, adopted, or repealed by a majority vote of the members present at any meeting. No specific notice of proposed amendment, adoption, or repeal shalt be necessary in conjunction with any action taken at the annual membership meeting. To the extent that any amendment, adoption, or repeal is proposed in conjunction with any other meeting, notice of such intended action shall be included in the notice of the meeting.

 

 

TENTH AMENDMENT

Article Eight hereby is added and adopted, providing as follows:

The corporation shall indemnify and hold harmless its directors and officers from any and all charges, claims, and/or actions in any way related to serving as an officer and/or director of the corporation and/or performance consistent with holding such office or seat.

 

 

ELEVENTH AMENDMENT

            The bylaws hereby are amended by adding, adopting, and incorporating Article Nine, which reads as follows:

Any and all other bylaws, provisions, or requirements to the contrary notwithstanding, and to the extent allowed by law, any and all requirements of personal notice may be satisfied by publication in the newspaper serving as the official county organ and/or in which legal notices in Fayette County, Georgia, are contained, providing that such notice shall be in the form of a display advertisement, no less than 5 square inches, and surrounded by a border. Furthermore, any such notice appearing in such a publication shall so appear in at least 2 consecutive issues, no sooner than thirty days nor later than five days prior to the intended meeting and/or action contemplated therein.

 

 

TWELFTH AMENDMENT

Article Five, paragraph 5.1 of the bylaws hereby is amended to read as follows:

The officers of the association shall consist of a president, a vice president, a secretary, and a treasurer. The officers shall be elected by plurality vote of the Board of Directors, annually, at the first regularly scheduled meeting of each newly elected board, or as soon thereafter as may be practical. All officers are eligible to serve more than one term, upon reelection by the board. All officers and board members, excluding the president, are to have voting powers. The president shall have voting powers only when necessary to break a tie vote by the board and officers.