[JLLM1]GREATER PENSACOLA AQUATIC CLUB, Inc.
Bylaws
1995 (adopted)
1998 (revised)
ARTICLE I: NAME
The name of the organization shall be the Greater Pensacola Aquatic Club, Inc., hereafter known as GPAC, a nonprofit corporation, located in Pensacola, Escambia County, Florida. Address correspondence to: Greater Pensacola Aquatic Club, Inc., PO Box 30318, Pensacola, Florida 32503.
ARTICLE II: RESIDENT AGENT
The Resident Agent of GPAC shall be the legal counsel appointed by the Board of Directors, in compliance with rules and regulations as mandated by the Secretary of State, the State of Florida. Duties of the Resident Agent shall be to receive any correspondence or legal notice sent to or served upon the corporation and to forward such information to the Secretary for action.
ARTICLE III: PURPOSE
GPAC endeavors to teach, train, and motivate swimmers to achieve their ultimate potential in swimming in the belief that this experience will prove valuable as they grow and develop. We believe that we can instill an appreciation of swimming as a sport that can be enjoyed throughout life and that the accomplishment of significant goals requires intensive effort, self-sacrifice, and commitment.
ARTICLE IV: OBJECTIVES
The objectives of this corporation shall be:
A. Promote, coordinate and market the organization to the community.
B. Establish policies for the GPAC swimming program.
C. Obtain funds as necessary for the efficient operation of GPAC.
D. Manage the operation of GPAC.
ARTICLE V: MEMBERSHIP
Membership in United States Swimming, Inc. or United States Masters Swimming, Inc. is required of all GPAC swimmers.
SECTION 1: TYPES OF MEMBERSHIP
A. Swim Groups
1. Age Group Level: The function of this group shall be to develop registered athletes for progressive levels of competition. This group may be further subdivided into training levels as determined by the Head Coach and Head Age Group Coach. The function of this group shall be to provide instruction in the competitive swim strokes. The Swim School is also included in this group.
2. Senior Group Level: The function of this group is to provide fair and open competition for its members who are striving to qualify for participation at the Senior level. This group may be further subdivided into training levels as determined by the Head Coach.
3. Masters: The function of this group shall be to provide adults, 19 years or over, the opportunity to participate in a life-long fitness and/or competitive swimming program. This group may be further subdivided according to the training facility used.
B. Associate memberships
1. Affiliate member: The function of this group is to provide membership to non-athletes who desire to support GPAC. These are adults who have no other association with GPAC.
2. Honorary member
3. Corporate member
SECTION 2: ELIGIBILITY AND PRIVILEGES OF MEMBERSHIP
A. Swim groups
1. Membership in GPAC is not based upon race, color, religion, national origin, sex, physical or mental handicap, or age. Eligibility will be based upon the results of a swimming try-out, and a review of potential members by the coaching staff.
2. Membership in good standing entitles a swimmer to attend all team practices and functions and to represent GPAC in open competition.
3. The parent or guardian who will be responsible for the payment of the required fees for his/her age level swimmer shall be entitled to one (1) vote at the Annual Meeting or any Special Meeting. Each registered Master swimmer, also, shall be entitled to one (1) vote.
4. There shall be a limit of one (1) vote per family, even if there is more than one (1) age level or Master swimmer in the family. The member must be in good standing before voting privileges shall be exercised.
B. Associate Memberships
1. Affiliate membership: The individual must submit in writing a request for Affiliate Membership. The Membership Committee will present an individual's name before the Board of Directors meeting. A 2/3-approval vote by the Board is required for membership.
2. Associate members are not entitled to voting privileges.
SECTION 3: GOOD STANDING MEMBERSHIP STATUS POLICY
A. All members shall abide by the bylaws of the organization and the policies and standing rules as established by the Board of Directors and coaching staff.
B. Financial obligations must be satisfied before privileges of membership shall be exercised.
SECTION 4: MEMBERSHIP SANCTIONS
A. A letter will be sent by the Board of Directors to any member who is not a member in good standing. The letter will include how to re-establish good standing with GPAC.
B. The Board of Directors has the authority to determine which sanctions are appropriate.
C. Sanctions can not be imposed until the swimmer or family has been afforded an opportunity to present themselves before the Board of Directors.
D. Upon a 2/3-approval vote of the Board of Directors, the proposed sanctions shall be implemented. The Board will provide in writing the sanctions imposed as well as the terms required for returning as a swimmer or family in good standing.
E. Once the terms have been met, the swimmer or family may submit a written petition to the Board of Directors requesting removal of imposed sanctions.
F. The swimmer or family will be afforded an opportunity to present themselves before the Board of Directors for reinstatement as swimmer or family in good standing.
SECTION 5: MEMBERSHIP FEES
A. Fees shall be established by the Finance Committee and reviewed by the Board of Directors each August. These membership fees will be presented to the General Membership at the Annual Meeting.
B. Membership fees are due at the beginning of each quarter and payable to GPAC during the designated registration period.
ARTICLE VI: MEETINGS
SECTION 1: GENERAL MEMBERSHIP
A. Annual Meeting
1. A General Membership Meeting shall be held during the Spring term of each year. The President shall set the Date, Place and Time of the meeting with a majority vote approval by the Board of Directors.
2. The Board of Directors shall prepare the agenda. Presentation of the budget, announcement of annual membership fees, and the election of the Board of Directors will be included in the agenda.
3. The Secretary shall send a written notice to each eligible swimmer or family two (2) weeks prior to said meeting. The slate of candidates for the Board of Directors will be included with the meeting notice.
B. Special Meetings
1. Special Meeting of the General Memberships shall be called by a majority vote of the Board of Directors or upon written request by fifteen percent (15%) of the voting membership.
2. Written notice of the Special Meeting shall be sent to each eligible swimmer or family stating the purpose of meeting with two weeks prior notice.
C. Any action taken by the General Membership requires a simple majority vote of eligible voting members present.
SECTION 2: BOARD OF DIRECTORS' MEETINGS
A. Date, Time, and Place of the Board of Directors will be:
1. Determined at the preceding Board of Directors meeting.
B. Notice of regularly scheduled meetings shall be posted on the GPAC bulletin board(s).
C. Items requested from the General Membership to be considered for the agenda must be submitted in writing to the Secretary, personally or through the GPAC office, 10 days before the Board of Directors' meeting.
D. The incoming Board of Directors shall assume office at the last scheduled Board of Directors' meeting of the fiscal year.
E. Conduct of Business
1. A quorum for conducting the business of the Board of Directors shall not be less than 5 members of the Board of Directors empowered to vote.
2. Action can be taken with a majority of the voting members of the Board of Directors.
SECTION 3: RULES OF ORDER
A. Robert's Rules of Order shall govern the proceeding of the Annual and any meeting of the General Membership. The President for these meetings shall appoint a Parliamentarian.
ARTICLE VII: BOARD OF DIRECTORS
SECTION 1: MEMBERSHIP
A. The Board of Directors shall consist of the following members:
Elected by Voting Approved by
Title General Membership Member Board of Directors
President Yes Yes No
VP, Swim Operations Yes Yes No
VP, Finance Yes Yes No
Secretary No No Yes
Treasurer No No Yes
Swim Group Reps Yes Yes No
Age Group (1)
Senior Group (1)
Masters Group (1)
Head Coach No Yes Yes
SECTION 2: ELIGIBILITY
A. Only parents or legal guardians of a family in good standing or Masters swimmers in good standing shall be eligible for any office.
SECTION 3: TERM OF OFFICE
A. Members shall be elected to serve a one (1) year term.
B. No member shall hold more than two (2) consecutive terms as President.
C. No member shall hold more than one (1) office on the Board of Directors at any given time.
SECTION 4: ELECTIONS
A. Each year at the April Board of Directors’ meeting, a slate of candidates for each office shall be presented by the Nominating Committee. Each swim group is responsible for selecting a representative whose name will be presented to the Nominating Committee. Group representatives shall be elected by the general membership.
B. Nominations from the floor shall be entertained during the Annual Membership Meeting. Candidates so nominated shall give their consent prior to balloting.
C. Voting shall be by written ballot with election by majority. When only one (1) nominee for an office is before the membership, the vote may be by acclamation.
SECTION 5: BOARD VACANCIES
A. Board members who resign or are absent from three (3) consecutive Board of Directors' meetings, without an excuse acceptable to the President, shall be replaced. The Nominating Committee shall present to the Board of Directors, at their next meeting, candidates to be considered for filling vacancies. A vote of approval by the Board of Directors is required.
B. Should the President's position become vacant, the position shall be filled by:
1) Vice President, Swim Operations
2) Vice President, Finance
unless a Special Meeting of the General Membership is called for purposes of electing a new President.
C. Should a vacancy occur among the Swim Group Representatives, a candidate will be selected by, and from, the group liaisons of the affected swim group and approved by the Board of Directors.
ARTICLE VIII: POWERS AND DUTIES OF THE BOARD OF DIRECTORS
SECTION 1: GENERAL
A. Shall pursue the purpose and the objectives of the organization.
B. Shall be empowered to establish standing rules and policies and to conduct the ongoing business of GPAC.
C. Notification of the general membership shall be required in the following matters:
1. Termination or resignation of an employee.
2. Hiring of the Head Coach.
3. New employees
D. The Board of Directors shall notify the General Membership at the General Membership Meeting, to be held during the Fall Term, concerning the following items:
1. annual budget
2. fee structure
E. Shall have the authority to transfer funds between line items.
F. Shall have the authority to make emergency administrative decisions.
G. Shall have the ability to establish and set goals as well as suggest direction to accomplish such goals.
H. Shall provide liaison for legal proceedings.
I. Shall have the authority to accept donations to GPAC and to authorize disbursement of monetary donations.
J. Shall be responsible for reviewing membership sanctions.
K. Shall be responsible for reviewing candidates for membership that have been referred to the Board of Directors.
L. Shall determine with majority approval vote to establish any other Special Committee and the duties required of that committee.
M. Special assessments shall be levied by the Board of Directors subject to approval by simple majority of the general membership at the Annual Meeting or any Special Meeting providing notice of such discussion is included on the agenda.
SECTION 2: PRESIDENT
A. Shall act as or appoint an official representative of GPAC whenever necessary.
B. Shall respond through correspondence matters requiring immediate action. Will coordinate this with the Secretary and present action to the Board of Directors.
C. Shall preside at meetings of the organization and at meetings of the Board of Directors.
D. Shall coordinate all programs of the organization through the different committees and various officers.
E. Shall appoint the Parliamentarian.
F. Shall select the club Secretary with Board approval.
G. Shall serve on all assigned committees.
SECTION 3: VICE PRESIDENT, SWIM OPERATIONS
A. Shall be responsible for the coordination of recruiting and training of the following swim meet personnel:
DECK OFFICIALS OTHER OFFICIALS
Referees Announcers
Starters Auto-timing equipment operators
Stroke and Turn Awards
Head Timers Clerk of Course
Place Judges Computer Operator
Timers Entries and Scoring
B. Shall be responsible for coordinating the appropriate committee officials and functions to properly prepare for swim meets. Such key swim meet duties as, but not limited to:
C.
Clean-up Publicity Computer Telephone network
Set-up and break-down Concessions
T-shirt sales Hospitality
C. Shall submit a budget report to the Board of Directors about each swim meet.
D. Shall coordinate within fifteen (15) days of any swim meet with the Treasurer the necessary financial reports from all swim meet personnel.
E. Shall appoint the Meet Director(s) and shall coordinate all functions in preparing for and in staging swim meets sponsored by GPAC.
F. Shall appoint the club's Safety Coordinator.
G. Shall establish liaison with Southeastern Swimming and shall be GPAC's representative at SES House of Delegates. In the event that the Vice President can not attend, the Vice President, Swim Operations may appoint a representative that meets SES criteria for Delegate.
H. Shall be responsible for swim meet property management.
I. Shall present to the Finance Committee proposed revenue and expenditures for the following year’s budget.
J. Shall assume the duties of the President in his/her absence or resignation unless the position is filled by a Special Meeting of the General Membership as defined in Article VII, Section 5.
K. Shall serve on all assigned committees.
SECTION 4: VICE PRESIDENT, FINANCE
A. Shall serve as chairperson of the Finance Committee.
B. Shall select the club Treasurer with Board approval.
C. Shall over-see all fundraising projects by:
1. Securing a corporate sponsorship for major GPAC swim meets.
2. Recommending fundraising projects to the Board of Directors.
3. Submitting budget reports for fundraising to the Board of Directors.
D. Shall be responsible for the preparation of Annual Budget.
E. Shall serve as liaison between GPAC and vendors.
F. Shall serve on all assigned committees.
SECTION 5: SECRETARY
A. The Secretary will be a non-voting member of the Board of Directors.
B. Shall record the minutes of General Membership meetings and Board of Directors' meetings.
C. Shall prepare and post all notices, agendas, and minutes of meetings on the GPAC bulletin board(s) in a timely manner.
D. Shall be responsible, in conjunction with the Head Coach, for public relations and marketing of the club to the community.
E. The Secretary of GPAC shall compile and record all standing rules, policies, and procedures.
F. Shall be chairperson of the Nominating Committee.
G. Shall serve on all assigned committees.
SECTION 6: TREASURER
A. Shall be a non-voting member of the Board of Directors
B. Shall be, with the vice-president (Finance), responsible for all funds.
C. Shall oversee disbursement of moneys in order to accurately keep accounting records.
D. Shall submit financial reports monthly to the Board of Directors and at the Annual Meeting.
E. Shall assist the vice-president, Finance, in preparation of the annual budget.
F. Shall make available the necessary forms and information needed to complete an audit and annual tax reports.
SECTION 8: SWIM GROUP REPRESENTATIVE
A. The elected Age Group or Senior Group representative must have a swimmer in the group that he/she represents at the time the representative is elected. The Masters Group Representative must be a Masters swimmer. The group representative shall not serve as a training level liaison.
B. Shall coordinate communications between the Board of Directors and the group liaisons.
C. Shall prepare reports to be presented at the Board of Directors' meetings concerning matters of the swim group they represent.
D. Shall serve on all assigned committees.
SECTION 9: HEAD COACH
A. Shall be actively involved in the coaching of all GPAC members.
B. Shall be responsible for the day to day management of the assistant coaches and business staff.
C. Shall recruit and temporarily fill budgeted coaching positions pending final approval of the Personnel Committee.
D. Shall submit to the Personnel Committee performance reports and annual written evaluation of the coaching and the business office staffs.
E. Shall prepare the annual travel budget for the coaching staff and additional authorized travel and present to the Finance Committee in time for the preparation of the Annual Budget.
F. Shall present at the beginning of each quarter to the Board of Directors a calendar of swim meets.
G. Shall be the official liaison between Pensacola Junior College, University of West Florida and any other facility used by GPAC.
H. Shall be the official liaison between GPAC and United States Swimming, Inc. (USS).
I. Shall be an active participant in Southeastern Swimming, Inc.
J. Shall be responsible, in conjunction with the Secretary, for public relations and marketing of the club to the community.
K. Shall be responsible for liaison with news media concerning publication of meet results and other items of interest.
L. Shall be responsible for updating and maintaining the orientation fact sheet and the Parent Handbook.
M. Shall, with the assistance of the Vice President, Swim Operations, be responsible for all GPAC property.
ARTICLE IX ADMINISTRATION
SECTION 1: BUSINESS OFFICE
A. Shall be responsible to the Board of Directors and under the day-to-day supervision of the Head Coach.
B. Shall efficiently carry out the responsibilities and duties as outlined in the job description(s) of the business office as defined by the Personnel committee and approved by a vote of the Board of Directors.
C. Shall be accountable for all moneys and checks collected.
D. Shall be accountable for all disbursements made by the business office.
ARTICLE X: SWIM GROUP COMMUNICATIONS
SECTION 1: SWIM GROUP REPRESENTATIVES
A. Shall consist of one representative from Age Group Level, Senior Group Level and Masters Group Level.
B. Shall be elected by the general membership.
C. Shall be voting members of the Board of Directors.
D. Shall be the communication link between the Board of Directors and the training level liaisons in the group he/she represents.
SECTION 2: TRAINING LEVEL LIAISONS
A. Each training level shall be represented by a liaison.
B. Each training level liaison shall be selected by voting members of their respective training level.
C. The communication link between the training levels and the Board of Directors is the Swim Group Representative.
SECTION 3: DUTIES AND RESPONSIBILITIES
A. All Swim Group Representatives and training level liaisons shall comprise the Swim Group Communications Committee.
B. Training level liaisons shall serve on the Nominating Committee.
C. Training level liaisons shall serve on the Social Committee.
ARTICLE XI: STANDING COMMITTEES
SECTION 1: GENERAL
A. Definition: Standing Committee is a committee that meets at least once per quarter.
B. The chairperson of each committee, for the purpose of filling a vacancy, shall recommend members for the committee to the Board of Directors for approval vote.
C. Each Standing Committee has the authority to set policy that will be
submitted for 2/3 approval vote of the Board of Directors.
D. The organization shall have the following Standing Committees:
1. Finance
2. Personnel
3. Swim Group Communications
4. Planning Committee
SECTION 1: FINANCE COMMITTEE
A. Shall be composed of the Vice President (Finance), Treasurer, Head Coach and two members-at-large. The two at-large members will be elected by the general membership for a two-year term. One position will be elected in the even year and the other position will be elected in the odd year.
B. Shall be responsible for the supervision of tuition and fee collection activities.
C. Shall be responsible for the preparation of the annual budget that shall be presented at the August Board of Directors’ meeting. Amendments to the proposed budget shall require an approval vote by the Board of Directors.
D. Shall assist the Treasurer in monitoring GPAC expenditures and safeguarding of funds in approved budget.
E. Shall serve as the review board of financial aid requests.
F. Shall be responsible for recommending and carrying out all fundraising projects as approved by the Board of Directors.
G. Shall provide timely financial reports to the Treasurer on all fundraising activities.
SECTION 2: PERSONNEL COMMITTEE
A. Shall be composed of the President (chairperson), Head Coach, vice-president (Finance), and two at-large members. The two at-large members will be elected by the general membership for a two-year term. One position will be elected in the even year and the other position will be elected in the odd year. If the business of this committee pertains to an individual member of this committee or to an individual member’s family, that member will be excused from the discussion directly involving him/her.
B. Shall establish and review job descriptions.
C. Shall negotiate employment contracts.
D. Shall negotiate salary and benefit packages for all employees within budgetary guidelines.
E. Shall develop an instrument for the written evaluation of all GPAC employees.
F. Shall monitor performance progress of staff and prepare a written annual evaluation of Head Coach.
G. Shall appoint Selection Committee as needed.
SECTION 3: SWIM GROUP COMMUNICATIONS COMMITTEE
A. Shall include all swim group representatives and training level liaisons. The committee shall select the chairperson from one of the three group representatives.
B. Shall be communication link for their group members and other components of GPAC.
C. Shall be responsible for welcoming new members each quarter, as well as providing orientation to the new members.
D. Shall serve on the Nominating Committee.
E. In the event of a vacancy of the position of Swim Group Representative on the Board of Directors, the position will be filled by one of the training level liaisons of the affected group by mutual consent of the training level liaisons.
SECTION 4: PLANNING COMMITTEE
A. Shall include the President or his/her designee, Head Coach or his/her designee (chairperson), and two at-large members. The President shall appoint one at-large member and the Head Coach shall appoint one at-large member.
B. Shall formulate, establish, and review short and long-term plans for GPAC.
C. Shall make quarterly progress reports to the Board of Directors regarding defined short and long-term plans and an annual report to the General Membership.
D. Shall be responsible for recommending marketing or special public relations projects.
ARTICLE XII: SPECIAL COMMITTEES
SECTION 1: GENERAL
A. These committees shall meet when the need arises.
B. The following are established Special Committees:
1. Bylaws
2. Grievance
3. Nominating
4. Social
SECTION 2: BYLAWS
A. Shall be appointed by the Board of Directors and shall consist of the President (chairperson, non-voting), a Vice President, Head Coach or his/her designee from the coaching staff, a member-at-large, and the immediate past-President.
B. Shall review the Bylaws yearly and review any proposed amendments to the Bylaws. Any recommendations will be presented to the Board of Directors.
C. Revision of or amendments to the Bylaws shall be submitted for approval by the Board of Directors at the April Board of Directors Meeting. Final adoption of changes to the Bylaws will be at the General Membership Meeting during the Spring Term.
SECTION 3: GRIEVANCE COMMITTEE
A. Shall include one parent of a current GPAC swimmer, one parent of a former GPAC swimmer and one current Masters swimmer. Members of this committee shall decide the chairperson of this committee. Current Board Members and/or Swim Group Representatives should not serve on this committee.
B. Shall review written grievances, complaints and disagreements within GPAC that can not be resolved through normal GPAC procedures. Grievances should be submitted to one of the members of this committee, preferably the chairperson.
C. Shall verify that the grievance should be handled by this committee and is not already addressed by other sections of the Bylaws.
D. Shall impartially mediate grievances between GPAC members and/or members and coaches with the primary goal of this committee being to resolve grievances to the satisfaction of all parties concerned.
E. Shall offer binding arbitration, if agreed to by all parties to the grievance.
F. Shall make recommendations, as needed to the Board of Directors, for specific actions resulting from the work of this committee.
G. Members shall serve one year renewable terms as selected by the Nominating Committee and approved by the General Membership.
SECTION 4: NOMINATING COMMITTEE
A. Shall be composed of swim group representatives and training level liaisons and chaired by the secretary.
B. Shall be responsible for recruiting candidates for each Board of Directors position 30 days prior to the General Membership Meeting held during the Spring Term. These candidates will be presented to the General Membership for election at the General Membership Meeting during the Spring Term.
C. Shall be responsible for recruiting candidates for any vacancies occurring on the Board of Directors throughout the fiscal year.
SECTION 5: SOCIAL COMMITTEE
A. Shall be composed of training level liaisons and other interested members of GPAC and will be chaired by one of the Swim Group Representatives.
B. Shall be responsible for the planning, preparing, and hosting of the Annual Banquet and other social activities.
ARTICLE XIII: FISCAL YEAR
SECTION 1: FISCAL YEAR
The fiscal year of GPAC shall begin on September 1 and end on the following August 31, inclusive. The Year will consist of four quarters: Fall, Winter, Spring and Summer.
ARTICLE XIV: CLUB GOVERNANCE
SECTION 1: BYLAWS
A. Any proposed amendment of the bylaws from the general membership must be submitted in writing to the Bylaws Committee for consideration. A proposed amendment may be supported, amended, or rejected by the Bylaws Committee and so indicated in any announcement.
B. If a proposed amendment to the Bylaws is rejected by the Bylaws Committee, the proposed amendment still may be brought to a vote if fifteen percent (15%) of the membership submits a written request to the Bylaws Committee.
C. A proposed amendment shall be submitted in written form to the membership as an attachment to the agenda of the Annual Meeting or any Special Meeting giving notice of discussion of the amendment.
D. An amendment to the Articles of Incorporation shall be declared adopted and immediately set forth upon 2/3 approval vote of those present at the Annual Meeting or any Special Meeting that has said amendments listed on the agenda unless provisions are made.
E. An amendment to the Bylaws shall be declared adopted and immediately set forth upon a majority approval vote of those present at the Annual Meeting or Special Meeting unless provisions are made.
SECTION 2: STANDING RULES
A. Definition: Permanent resolutions that are adopted and are binding until they are rescinded or modified.
B. Adoption:
1. Can be at any Board of Directors' meeting by a vote of the Board of Directors.
2. No Standing Rule can be adopted which conflicts with the Bylaws or Rules of Order.
C. Clarification
1. The Standing Rules may be amended by a vote of the Board of Directors for the sake of clarity if there is no change in intent.
D. Suspended, Modified, or Rescinded
1. Standing Rules can have above action taken by a vote of the Board of Directors.
2. A Standing Rule that has been adopted can not have further action taken on it at that meeting.
E. Notification of Change
1. Changes in Standing Rules require notification of affected parties.
F. The Secretary shall compile and record all standing rules.
SECTION 3: POLICIES AND PROCEDURES
A. Definition: Guidelines for the day-to-day operation of GPAC.
B. Adoption and Modification
1. Committee chairs with a majority vote of committee members may adopt or modify a policy or procedure for their committee.
2. The Head Coach with a majority vote of the staff may adopt or modify a policy or procedure that concerns the staff duties.
3. No policy or procedure can be adopted or modified which conflicts with the Bylaws, Rules of Order. or Standing Rules.
C. Ratification
1. Any policy or procedure that has been adopted or modified is to be presented to the Board of Directors for final ratification by majority approval. Note: Action of a policy or procedure can take place prior to final ratification by the Board of Directors.
2. Majority vote of the Board of Directors is required to terminate a policy or procedure.
D. The Secretary shall compile and record all policies and procedures.
ARTICLE XV: DISSOLUTION
SECTION 1: DISSOLUTION
Resolution recommending that the corporation be dissolv