By Laws

ELM CREEK HIGH SCHOOL

ACTIVITIES BOOSTER’S CLUB

BY-LAWS

Last Modified on August 15, 2015

ARTICLE 1: NAME AND PRINCIPAL OFFICE OF CORPORATION

Section 1. The name of this corporation shall be Elm Creek Booster Club (hereinafter referred to as “ECBC”). The principal offices shall be determined from time to time by the Executive Board of ECBC.

ARTICLE 2: OBJECTIVES

Section 1.  The general purposes for which this corporation is organized are to provide support and develop interest for all programs and activities that promote athletic excellence, sportsmanship, interschool competitive activities and extracurricular opportunities in the Elm Creek Public School.

Section 2. The general purposes of ECBC shall be furthered through specific objectives, including developing student and community interest in all Elm Creek Public School District (hereinafter referred to as “ECPS”) interscholastic activities and to promote superior activities programs with a focus on the student; promoting interest and attendance at all ECPS events and competitions; conceiving, creating and developing ideas, projects and other assistance to further the activities programs and to improve the activity facilities for ECPS with a focus on the student; maintain and improve communications and cooperation between and among parents, coaches, teachers, students, the activities director, administrators, the community, and the School Board for the advancement and improvement of the interscholastic activities programs at ECPS; organizing and operating exclusively for the charitable and educational purposes related to ECPS students and ECPS activities programs; raising funds to be utilized for supporting student activities and the ECPS activities programs and facilities.

Section 3. ECBC is organized to receive, administer and distribute funds in connection with any activities related to the above purposes; provided, however, that ECBC shall only engage in activities that are in the purview of Section 501(c)(3) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future law. No part of the net earning of ECBC shall inure to the benefit of any of its members or any other individual; and ECBD shall not participate in, or intervene in, any political campaign on behalf of any candidate for public office.

Section 4. It is the intent of ECBC to qualify as a nonprofit, tax-exempt entity pursuant to Section 501(c)(3) of the Internal Revenue Code of 1954, as now or hereafter amended. In order to effectuate such intent no part of the net earnings of ECBC shall inure to the benefit of any of its members or any other individual; and ECBC shall not participate in, nor intervene in, any political campaign on behalf of any candidate for public office.

ARTICLE 3: PROGRAM AREA

Section 1. The Program Area shall be that geographic area described as Elm Creek Public Schools District, as amended and updated annually by the State of Nebraska and the Elm Creek Public School Board.

ARTICLE 4: MEMBERSHIP AND MEETINGS

Section 1. An Annual Public Meeting shall be held in each calendar year at such time and place as may be determined by the Executive Board for the purpose of electing officers and directors and transacting such other business as may be properly brought before the meeting.

Section 2. Special meetings shall be held at any time and place as may be designated in the notice of said meeting, upon call of the President or the Executive Board. Special meetings of the Executive Board may be called by the President or by two-thirds of the Executive Board. Written notice of the time, place, and agenda for both regular and special meetings shall be given to each Director either by personal delivery, mail, phone, email, or fax at least five (5) days prior to the meeting.

Section 3. Written notice of public meetings shall be published or posted in a public location ten days prior to meeting.

Section 4. Roberts Rules of Order Newly Revised shall govern the parliamentary procedures of ECBC when not in conflict with these Bylaws. The order of business may be altered or suspended at any meeting by a majority vote of the active members present.

Section 5. The fiscal year for ECBC shall begin on July 1 of each year and continue through June 30 of the following calendar year.

ARTICLE 5: OFFICERS, DIRECTORS, AND ELECTIONS

Section 1. ECBC shall be governed by an Executive Board of at least seven (7) and no more than twelve (12) Directors. The officers of the Executive Board of ECBC shall be the President, Vice President, Secretary, and Treasurer. There may be such other officers as the Club may require from time to time.  The Vice-President shall also be named the President Elect, and immediately assume the role of President upon the end of the term of the previous President as affirmed by a majority of the Executive Board. Officers, not including the President, shall be elected at the first meeting of the fiscal year of ECBC by the Executive Board.

Section 2. The term of office for each Director shall be two (2) years, except that the term of office for the members of the first Board of Directors shall be as follows:

a.       The President and Vice President shall serve for two years.

b.      The Secretary and Treasurer shall serve for one year.

c.       Three of the non-officer positions shall serve for two years.

d.      Three of the non-officer positions shall serve for one year.

Thereafter, five of the Directors shall be elected at each annual meeting of the members. Nominations to the Board shall be made by the Nominations Committee appointed by the Board and shall be set forth in the notice of the annual meeting. Each Director shall hold office for the term for which he or she is elected and until his or her successor shall have been elected and qualified. Term limits are not necessary.

Section 3. Except as hereinafter provided, the officers of ECBC shall each have such powers and duties as generally pertain to their respective offices, as well as those that from time to time may be conferred by the membership or the Executive Board.

a.       President. The President shall preside at all business meetings, but may at his or her discretion or at the suggestion of the Directors arrange for another officer to preside at other meetings. The President shall perform such duties as are usually incumbent upon that officer and such duties as may be directed by resolution of the Executive Board.

b.      Vice President. The Vice President shall have such duties and responsibilities as the President or Board of Directors may from time to time prescribe.

c.       Secretary. The Secretary shall record and maintain in good order Minutes of all meetings and all records and correspondence of the Program, and shall transmit, by mail or email, copies of the Minutes of each meeting to all members invited to attend that meeting within in thirty (30) days from the conclusion of each meeting. The Secretary shall also have such other duties as may be assigned by the Executive Board.

d.      Treasurer. The Treasurer shall maintain in good order all financial records of ECBC. The Treasurer shall also have such other duties as may be assigned by the Executive Board.

e.       Temporary Officers. In case of absence or disability of any officer of ECBC and of any person authorized to act in his or her place during such periods of absence or disability, the President may from time to time delegate the powers and duties of such officer to any other officer or any other member.

Section 4. Any vacancy occurring in the Executive Board (other than a vacancy resulting from the normal expiration of a term of office) may be filled by the affirmative vote of a majority of the current members of the Executive Board. A Director elected to fill a vacancy shall be elected for the unexpired term of his or her predecessor in office. Any Director may resign by submitting written notice of resignation to the Secretary. Any Director may be removed from office at any time with or without cause by the affirmative vote of a two-thirds of members of the Executive Board in office. Any  member of the Board of Directors who is has not contributed a minimum of ten (10) hours of active participation within the preceding twelve (12) month period which includes attendance at a minimum of two (2) Executive Board meetings without just cause, as approved by the President, for such absence may be removed as a member of the Board of Directors by the affirmative vote of a majority of the current members of the Board of Directors.

Section 5. The Activities Director of ECPS shall be a non-voting member of the Executive Board and shall be present at all meetings of the Board of Directors. If the Activities Director is unable to attend a meeting, he or she shall appoint a designee to attend.

Section 6. At all meetings of ECBC, a majority of the Executive Board members thereof shall constitute a quorum for the transaction of business. If a quorum shall not be present at any meeting of the Board, the Directors present may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Section 5. Any action required or permitted to be taken at any meeting of the Executive Board may be taken without a meeting, if all members of the Executive Board consent thereto in writing, setting forth the action so taken, and the writing or writings are filed with the minutes of the proceedings. Such consent shall have the same force and effect as a unanimous vote of the Board.

ARTICLE 6: ACTIVITIES DIRECTOR

Section 1. The Activities Director of ECPS shall coordinate all requests for funding or assistance from various school activities or groups to the Executive Board.  No requests for funding or assistance shall be considered by the Executive Board without the approval of the Activities Director. No presentation shall be made by ECPS groups, faculty, coaches, students, or administration without the recommendation of the Activities Director to the Executive Board.

ARTICLE 7: COMMITTEES

Section 1. ECBC shall have at least one (1) standing committee, which shall be entitled Nominations. Any standing committee shall consist of not less than five (5) members, and shall have as chairperson a member of the Executive Board of the Program who shall be responsible for directing and coordinating the affairs of the committee. In the event the chairperson is not a board member, a board member should service on the committee. The terms of the committees shall be for one year commencing at the time of the start of the fiscal year.

Section 2. The Executive Board, by resolution adopted by a majority of Directors in office, may designate or appoint one or more committees, in addition to the above named standing committees not having or exercising the authority of the Executive Board in the management of the program.  They may be designated and appointed by a formal motion adopted by a majority of the Directors appointed at a meeting at which a quorum is present. The designation and appointment of any such committees and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any individual Director, of any responsibility imposed upon them by law.

ARTICLE 8: FINANCES

Section 1. Except as the Executive Board may generally or in particular cases authorize the execution thereof in some other manner, all checks, drafts and other instruments for the payment of money and all instruments of transfer of securities shall be signed in the name and on behalf of ECBC by any two (2) officers.

Section 2. All funds of the Program shall be deposited from time to time to the credit of ECBC in such banks, trust companies or other depositories as the Executive Board may select.

Section 3. The Executive Board may accept on behalf of ECBC any contribution, gift, bequest or device for the general purposes or for any special purpose of ECBC.

Section 4. Within 30 days of the election of the Executive Board each year, the Board shall approve a Program budget for the fiscal year. The approved budget may be reviewed and revised periodically as deemed necessary by the Board.

ARTICLE 9: GENERAL PROVISIONS

Section 1. The corporate seal shall have inscribed thereon the name of ECBC and the words “Corporate Seal” and “Nebraska”. The seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise shown. In the event it is inconvenient to use such a seal at any time, the signature of ECBC followed by the word “Seal” enclosed in parentheses shall be deemed the seal of ECBC.

Section 2. Not later than three months after the close of each fiscal year, ECBC shall prepare:

a.       A balance sheet showing in reasonable detail the financial condition of ECBC at the close of the fiscal year;

b.      A statement of the source and application of funds showing the results of the operation of ECBC during the fiscal year.

ARTICLE 10: BY-LAWS ACCEPTANCE AND AMENDMENTS

Section 1. The Executive Board shall have the power to alter, amend, or repeal the Bylaws or adopt new Bylaws by a two-thirds vote of the Directors present at any duly called meeting of the Executive Board, provided that no such action shall be taken if it would in any way adversely affect ECBC’s qualifications under Section 501(c)(3) of the Internal Revenue Code of 1954 or corresponding sections of any prior or future law. All proposed amendments shall be presented to the Executive Board at least 30 days prior to said meeting.

Section 2. These By-Laws will be considered effective immediately upon their acceptance by a two-thirds vote of the Executive Board and will supersede all previously accepted By-Laws and Amendments.