PCST - By-Laws
Sep/19/2005	THE PANAMA CITY SWIM TEAM CONSTITUTION AND BY-LAWS   Article 1 - Name and Objective   Article 2 - Membership   Article 3 - Board of Directors   Article 4 - Elections   Article 5 - Meetings   Article 6 - Meeting Agenda Format   Article 7 - Constitution Amendments   Article 8 - Other Provisions   Article 9 - Dissolution Article 1 - Name and Objective 1.    The name of the non-profit organization will be the Panama City Swim Team Inc. referred to hereinafter as PCST. 2.    The basic purpose of this corporation is:        a) to organize, support and promote competitive swimming in Panama City through the United States               Swimming South-Eastern region;        b) to help develop in each swimmer a spirit of leadership, independence and competitiveness; and        c) to promote self-esteem and sportsmanship 3.    This corporation is organized exclusively for charitable, educational, religious or scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, (or the corresponding provision of any future United States Internal Revenue Law). 4.    No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, trustees, officers or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth above. No substantial part of the activities of the corporation shall be the carrying of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provisions of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, 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). Article 2 - Membership 5.    Any person who is in agreement with PCST's purpose may become a member, each parent or guardian of PCST swimmer shall become a member upon the payment of the USS registration fees, monthly dues, assessment and entry fees as required for their swimmer. Article 3 - Board of Directors 6.    The officers of this organization shall be as follows: President, Vice President, Secretary, and Treasurer. The officers will appoint the other members of the Board of Directors. The total number of members on the Board of Directors should be of an odd number with the President casting a vote on issues to break a tie. In the event of an even number of Board members, a motion will be carried upon 51 % or greater of the vote. 7.    Each member on the Board of Directors shall have one vote. Vote by proxy shall be in writing to the President or Vice-President; a fax or Email is acceptable. 8.    The Head Coach will be a non-voting member of the board. 9.    The Board of Directors will have the power to fill all positions for that term falling vacant between annual elections. In the case where the President’s position becomes vacant, the Vice-President will automatically assume the position of President and the Board of Directors will fill the position of Vice-President. 10.    The Board of Directors will have the power necessary to control the work and policy of PCST in all its details, including the appointment of standing committees and special committees who shall report back to the Board of Directors. 11.    The Board of Directors will have the power to expel PCST members who fail to support the purpose of the team, continue to display unacceptable behavior following appropriate warnings, or refuse to pay its dues. 12.    The Board of Directors may adopt a resolution, by majority vote, authorizing any officer or representative of the Swim Team to enter into any contract or execute and deliver any instrument in the name of, or on behalf of PCST. Such authority may be general or confined to specific instances. Unless so authorized, no officer, club representative or swimmer shall have any power to bind PCST by any contract or engagement, to pledge the Swim Team’s credit, or to render it liable monetarily for any purpose or any amount. 13.     The Board of Directors shall recommend swimmers participation fees and present them to the membership for consideration. 14.     If at all possible the Board will try to include a parent from each age group. RESPONSIBILITIES OF THE PRESIDENT 15.    The President presides over the board and his/her chief functions are:          a.    to facilitate communication between parents and coaches, and between our team and other teams;          b.    to schedule and conduct monthly Board of Directors and annual General Meetings;          c.    to sign all written contracts, obligations and instruments of PCST as may require the signature of                 the President, and as approved by the board; and          d.    to come up with a business plan for future development of PCST. RESPONSIBILITIES OF THE VICE PRESIDENT 16.    The Vice President shall assume the duties of the President in his/her absence, and shall:           a.   perform such duties as may be assigned to him/her by the President;           b.   back up duties for the treasurer;           c.   lead a nomination committee to try to identify potential members for the officer positions before                  the annual election; and           d.   keep up with all PCST's communication. RESPONSIBILITIES OF THE SECRETARY 17.    The Secretary shall:           a.    record the minutes of the organization;           b.    keep a record of attendance at the meetings;           c.    keep a roster of board members addresses, and phone numbers;           d.    maintain a copy of job description for coaches and board members;           e.    see that correspondence is properly preserved and filed until disposed by the board; and           f.     maintain permanent files of committee reports, minutes and other information as directed by the                  Board. RESPONIBILITIES OF THE TREASURER 18.    The Treasurer will:           a.    write and sign checks and pay documented bills;           b.    sign all such instruments as may require the signature of the PCST Treasurer;           c.     be custodian of all PCST funds and other special funds authorized by the Board;           d.     receive, record and enter funds from PCST;           e.    disburse the PCST funds as authorized by the Board, keep or cause to be kept, proper vouchers                  or receipts of all sums disbursed, and maintain complete and accurate accounts in accordance                  with a system satisfactory of the Board; and           f.     submit to the Board at its monthly meeting and to the members at general/special meetings                  complete information as to the financial condition of PCST. 19.    If the office of Treasure becomes vacant, the Board will certify the accuracy of the PCST financial affairs prior to assumption of duties of the office by the replacement Treasurer. Article 4 - Elections 20.   The election of the officers will be conducted at each Annual Parent Meeting. Officers having been duly nominated by the nomination committee or from the floor and elected by majority vote will be installed at the close of the Annual Parent Meeting. 21.   The Vice-President will facilitate a nominating committee 30 days prior to election. 22.   All officers must be members in good standing of PCST. 23.    The officers shall be elected to a one-year term, by a majority vote of those present at the Annual meeting. 24.    To remain an active member on the board, board-members must attend three/fourths of the scheduled meetings in one calendar year. Article 5 - Meetings 25.    There will be a regular Board meeting on the first Monday of each Month. Meetings may be held at another time as agreed upon by the board. 26.    A quorum is required for the transaction of business. A quorum shall consist of a minimum of five voting members, which must include at least the President or Vice-President. 27.    A written record of the attendance and business transacted at all regular, and special or general  meetings will be published. 28.    The President or Vice President and or a majority of the parents may call a special meeting. Article 6 - Meeting Agenda Format 29.    Minutes of previous meeting approved. 30.    Treasurer’s Report. 31.    Old Business          a.    action items          b.    discussion items 32.    New Business          a.    action items          b.    discussion items 33.    Item from the floors (As time permits) 34.    Adjournment. Article 7 - Constitution Amendments 35.    Any proposed changes to this Constitution and By-Laws shall be submitted to the PCST President at least one month prior to the annual meeting. 36.    The President shall notify the general membership of any Constitution or By-Laws changes at least one week prior to the meeting by posting the proposed changes on the PCST Billboard, or distributing a copy to each member family, or EMailing the changes to each member family. 37.    The Constitution or By-Laws can be changed by a two-third affirmative vote of the total membership present at the meeting. Article 8 - Other Provisions 38.    The fiscal year of PCST begins on January 1 of each year and ends on December 31. 39.    Except as otherwise specifically provided by Board resolution, checks, drafts, or money orders for the payment of money, and other evidence of indebtedness of the PCST may be signed by the President, Vice-President, Treasurer or Secretary.     40.     PCST will adhere to the Constitution and By-Laws of the facility it will swim. Article 9 - Dissolution 41.     Upon dissolution of the Booster Club, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future Federal tax code, or shall be distributed to the Federal government, or to a State or local government, for a public purpose. CERTIFICATE OF PRESIDENT The undersigned does hereby certify that the undersigned is the President of the Panama City Swim Team Inc. a nonprofit public organization. Hence the foregoing Constitution of said Board of Directors of this organization duly and regularly adopted organization as such, and that the above and foregoing Constitution and By-Laws are now in full force and effective 1 February 2002.     Joe Hassler    Pierre Blais     President        Vice-President