Board By-Laws
WoodCreek WhiteCaps Summer Swim Team
By-Laws
Article 1 – NAME.
The name of the organization is the WoodCreek WhiteCaps Summer Swim Team, hereafter referred to as the organization.
Article 2 – PRINCIPAL OFFICE.
The Principal Office of the organization shall be located where the directors of the organization designate and may change at any appropriate time.
Article 3 – PURPOSE.
The purpose of the organization shall be:
1. To support, promote and foster summer competitive swimming for residents age 5 – 18 years who reside in the WoodCreek neighborhood, Apex NC.
2. To support, promote and foster the growth of competitive swimming by showing equally-weighted support of all swimmers in the organization without regard to ability, practice level or achievements;
3. To attract, educate and train parents and swimmers in all features of competitive swimming;
4. To hold and participate in competitive swim meets as part of the TSA Summer Swim League;
5. To promote the public appreciation of and interest in competitive swimming;
6. To be exemplary in the development of self-confidence, camaraderie, self-discipline,
sportsmanship, and other valuable life skills, through the pursuit of excellence in competitive swimming.
Article 4 – MEMBERSHIP.
Section 1 – Eligibility
Any WoodCreek Neighborhood resident, in good standing with the HOA, and showing interest in the purpose of the organization and complying with the regulation schedule established by the directors is eligible for membership in the organization.All interested parties must complete a membership / registration application.
Section 2 – Voting Rights
Voting rights shall belong to the parent heads of the household or guardians of the member swimmers. Each family membership unit shall have one (1) vote.
Section 3 – Fee Structure
A. Fees shall be assessed and determined annually.
B. The fiscal year of the organization shall run from January 1 through December 31.
C. The fee schedule shall be distributed to the membership prior to the required registration date.
E. Refunds will be honored in the following circumstances:100% refund if notification is given before or during the first week of practice.75% refund if notification is given during second week of practice.No refunds after the second week of practice.
Section 4 – Conduct
Each member shall abide by the by-laws, Rules, Regulations and Policies established by the directors of the organization and TSA.
Article 5 – BOARDOF DIRECTORS
Section 1 – Number
The directors of the organization shall be known as the Board of Directors (hereafter referred to as such) and shall number between six and ten (6 - 10) representatives. All Directors must be parents or coaches from the organization.
Section 2 – Voting Power
Each member of the Board of Directors will control one vote on any issue brought before the Board of Directors. All matters coming before the Board of Directors shall be decided by majority vote of all of the members of the board present and voting at any such meeting at which a quorum (see Article 6-Section 4) is present, unless a higher percentage is specified bysome other provision in these by-laws or bylaw, subject to any limitation on voting rights set forth in the conflict of interest policy made part of these bylaws by Article 12.
Section 3 – Terms of Service
Elected Board members terms of service shall consist of two (2) or three (3) consecutive years, beginning immediately following their election at the annual election, with three (3) Directors being elected each year. At least two years must be in a Board of Directors role; the third year can be in a Board role or as a member-at-large focused on helping new Board members learn their roles. Only one parent member per family may serve may serve on the board at a given time.
Article 6 – MEETINGS
Section 1 – Annual Meeting
A meeting of the members of the organization shall be held annually in January or at such other time and place as determined by the Board of Directors. The purpose will be to elect board members, to make appropriate announcements of goals for the upcoming year and to present a review of the previous year.
Section 2 – Special Meeting of the Membership
A special meeting of the membership may be called at any time by a vote of one-third of the Board of Directors or by a written petition specifying the purpose of the meeting and signed by at least 25% of the families of the organization.
Section 3 – Special Meeting of the Board of Directors
A special meeting of the Board of Directors may be called at any time by the President or by formal request of one-third of the board.
Section 4 – QUORUM
A quorum of the Board of Directors shall consist of a two-thirds (2/3) majority of the elected representatives of the board. A quorum at any meeting of the general membership shall consist of one-third (1/3) of the general membership.
Section 5 – Meeting Notices
Notice of all meetings of the membership must be made in writing or verbally no later than ten (10) days prior to such meetings.
Section 6 – Open & Closed Meetings
All meetings shall be “open” to the membership and employees/volunteers of the organization. Meetings maybe termed “closed” to members other than the Board of Directors only with a majority of the board approving of such a decision and primarily for the discussion of matters relating to employee salaries and performance or private monetary matters of members families.
Section 7 – Meeting Conduct
Robert’s Rules of Order shall be the rules of order for all meetings, except as may otherwise be provided in these by-laws.
Section 8 – Regular Meeting of the Board
Regular meetings of the Board of Directors shall be held quarterly or on an as needed basis and place as maybe agreed upon by the board. Any regular meeting may be canceled by the President of the organization after consultation with the Board of Directors and with the majority agreeing.The Membership will be notified of the time and place of all such meetings.
Section 9 – Board Member Notification
All Board Members will be given ten (10) days prior notice of time and location of all Board meetings, unless all directors are present or a majority of elected representatives waive notice in writing. Notice maybe given by any reasonable means including but not limited to e-mail, website, mailings, flyers and Facebook.
In the event of an emergency, as determined by any majority of Directors currently in office, after a bona fide attempt to give notice (either electronic, telephonic, or personal) to all board members currently in office has been made, a special emergency meeting for the sole purpose of handling the determined emergency maybe held, either in person or by telephone connection, immediately with regular notice waived.
Article 7 – OFFICERS.
Section 1 – Definition
Officers of the organization shall consist of a President, Vice-President, Secretary, and Treasurer.
Section 2 – Election
Officers shall be elected from and by the Board of Directors during the first regular board meeting following the annual election.
Section 3 – Duties
Duties of the Officers shall be as follows:
A. President.
The President shall lead the Board of Directors and assist the coaches with the running of the club by the coaches.The President shall preside over all meetings of the members and Board of Directors.The President of the organization shall assist the coaches in establishing committees, signing officially binding documents, signing or endorsing checks in the absence of the Treasurer, and performing any duty necessary to maintain an efficient and effective organization. The President shall see to having the books of the organization examined annually, at the end of each Treasurer’s term of office, and at such time as deemed desirable by the majority of the Board of Directors.The President may, with the approval of the Board of Directors, authorize officers or agents of the organization to enter into contracts, negotiations or purchase agreements on behalf of the organization at any time that may be deemed appropriate.
B. Vice President
The Vice President of the Organization shall be empowered with all the responsibilities of the President of the organization should the President be absent, resign or become
unable to complete the remainder of the term of office.
C. Secretary
The Secretary of the organization shall be responsible for recording and maintaining the
minutes of all official meetings and records of the club, notifying board members of
meetings, making sure that all notices and general announcements to the membership
are made in an organized and timely manner, performing the duties of club historian and producing official organization correspondence by designated time periods. The secretary shall submit the minutes of each board meeting to the Board of Directors within the 15 days of each board meeting. The Secretary shall also be empowered to make available minutes of “open” meeting to the general membership.
D. Treasurer
The Treasurer of the organization shall be empowered to bill and collect all fees which
maybe owed to the organization, to payall club obligations approved by the Board of
Directors, to keep and maintain up-to-date accurate membership accounts and records of receipts and disbursements of the organization, to report on the financial condition of the organization at each regular board meeting and to make available to the membership at each annual meeting a complete record of the financial condition of the organization which shall include all income and expenditures for that current fiscal year.Financial documents shall be open for review by board members within ten (10) days of making a request, written or verbal, to the Treasurer.The general membership is entitled to receive a report on the financial condition of the organization within thirty (30) days of written request or by consultation with the Treasurer.
Section 4 – Concurrent Duties
No Officer may hold more than one (1) office at any time, excepting the offices of Secretary and Treasurer, which may be held by the same person at the discretion of the Board of Directors.
Section5 –Indemnification
Each person who is or was a director, officer, or employee of the organization (including the heirs, executors, administrators, or estate of such person) shall be indemnified by the organization to the full extent permitted by the Non-profit Corporation Law of the State of North Carolina against any liability, cost or expense incurred in the capacity of director, officer or employee, arising out of the status as a director, officer or employee (including serving at the request of the organization as a director, officer, employee or agent of another corporation). The organization may maintain insurance, at its expense, to protect itself and any such person against liability, cost or expense.
Article 8 --VACANCIES
Section 1 – Board Member Vacancy
Whenever a vacancy occurs in the Board of Directors, excluding the position of Head Coach, by death, written resignation, disqualification, or otherwise; a special meeting shall be called within fifteen (15) days for the purpose of filling vacancies.
Section 2 – Officer Vacancy
Whenever a vacancy in any officer position occurs, the position shall be filled by election from and by the Board of Directors at a special meeting called for that purpose or at the next regularly scheduled board meeting.
Article 9 – VOLUNTEER COACHES AND/OR EMPLOYEES
Section 1 – Volunteers and Employees
In the interest of taking appropriate care with the safety of and well-being of member swimmers and meet guests, all employees and coaches of WoodCreek WhiteCaps Swim Team shall be screened by such means as are reasonably available to the Board of Directors at its discretion. (Screening through the applicable State of North Carolina website shall be deemed sufficient).
Section 2 – Contracts
The Board of Directors shall enter into contract with any coaches and/or staff as deemed necessary.The President shall compose and administer employment contracts with all employees as necessary.
Article 10 – SUSPENSION AND EXPULSION.
A unanimous vote of the Board of Directors will be necessary for the suspension or expulsion of any member from the organization.
Article 11 – AMENDMENTS
These Bylaws and any portion hereof may be amended, repealed, altered, clarified, or changed by the affirmative vote of a two-thirds (2/3) majority of those present at the annual membership meeting or special meeting called for the purpose of amending the Bylaws provided that the proper notice (Article 6-Section 5) has been given and that a quorum exists (Article 6-Section 4).
Article 12 – CONFLICTS OF INTEREST
Board members shall advise the Board of any conflict of interest that might affect their ability to serve in an unprejudiced manner.Board members are not permitted to have any financial arrangement with the organization.Coaches and employees of the organization are not permitted to enter into agreements that give the appearance of or result in an actual conflict of interest.
Article 13 – DISSOLUTION
Upon dissolution of the organization, all assets shall be distributed as follows.
A. Residual assets shall be used to honor all liabilities.
B. Any organization operated exclusively for charitable, educational, and/or scientific purposes as determined provided such organization(s) qualify for as tax-exempt under the Internal Revenue Code of the United States.
ARTICLE 14 — AMENDMENTS
These bylaws may be amended when necessary by two-thirds majority of the board of directors. Proposed amendments must be submitted to the Secretary to be sent out with regular board announcements.
CERTIFICATION
These bylaws were originally approved at a meeting of the Board of Directors by a two-thirds majority vote on May 6, 2015, and ratified on December 11, 2023.
