Club Bylaws

  EXILES RUGBY FOOTBALL CLUB BYLAWS 

Article 1: 

Name & Location The organization shall be known as the Exiles Rugby Football Club (the “Club”) and shall be located in the City of Alpharetta, Georgia. Players from all communities are welcome. 

Article 2: 

Purpose & Objective To foster and promote the growth and development of the game of Rugby Union (“Rugby”) in the Alpharetta and surrounding areas and at local, national, and international levels. 

Article 3: 

Membership 

1. Club membership shall be open to any person willing to contribute to the interests and goals of the Club and shall not be denied to any person due to age, race, religion, sex, orientation, disability, or national origin. All members are expected to maintain a status of “in good standing” by: a. payment of dues in full by established deadline b. not committing disciplinary infractions as defined in the bylaws c. Such other requirements as are defined in the bylaws 

2. Members in good standing are entitled to participate in all General Meetings and social functions; eligible to run for office; participate in organization committees; and are allocated one vote in all club elections as set forth below.

3. Classes of membership are as follows: a. Active – Entitled to regularly participate in practice, match play and social functions. Active members pay annual club dues as well as section dues for the section in which they are active. Active members who are current on club dues are entitled to participate and vote at the Annual General Meeting. b. Supporter – With yearly payment of any level of supporter dues supporters are entitled to participate in practice, match play or social functions. Supporters are also entitled to participate and vote at the Annual General Meeting . 

Article 4: 

Board 

1. Board members shall be elected annually during the Annual General Meeting and shall hold the position for a term of one year. Members in good standing, who have voting privileges in the manner described in Article 3 and who are present at the meeting, shall elect all board members. Candidates for office must be Club members in good standing. 

2. The election ballot shall be created by floor nominations provided they are seconded by an eligible member from the floor. Candidates shall declare their willingness to serve in the positions for which they have been nominated. If more than one eligible nomination for a board member position is made, each office will be elected by a majority vote of the present members that are eligible to vote. 

3. The elected board members are: President, Vice President, Treasurer and Secretary. 

4. At the completion of his or her term of office, the President becomes the President Ex-officio. The former President may hold this office for a period of one year, if and only if that person does not hold another office within the club. After one year, the President Ex-officio vacates the office. The office of President Ex-Officio may be vacant. 

5. Board member responsibilities are to include:

a. President – ▪ Responsible for the overall management and leadership of the Club. ▪ Responsible for setting the goals and direction for the Club and the Executive Committee. ▪ Represent the Club in public forums. ▪ Attend Rugby Union Meetings and vote on behalf of the club in Union affairs. ▪ Co-coordinate Club business with the officers. ▪ Preside over executive committee meetings. ▪ Appoint staff to assist in such areas as deemed necessary for the proper operation of the club including: facility maintenance, web site maintenance, club equipment, major event planning, annual banquet, tours and tournaments, and community involvement.

b. Vice President – ▪ Coordinate Club efforts to continually recruit new players. ▪ Define yearly fundraising goals and lead fundraising and sponsorship initiatives. ▪ Assume the role of Club President in the event of the President’s absence or succeed the president in the event of resignation.

c. Treasurer – ▪ Prepare a budget for the operation of the club including all sections. ▪ Maintain accurate records of income, expenditures and performance against budget to be presented at the Board Meetings and at the General Meetings. ▪ Collect annual dues. ▪ Ensure all money received is receipted and banked promptly. ▪ Pay all invoices in timely manner. ▪ File necessary tax forms ▪ One of the signatories for Club bank checks. 

d. Secretary – ▪ Call the Annual General Meeting and coordinate the election of officers and other issues that may come for membership vote. ▪ Prepare meeting minutes for the Annual General Meeting (AGM) and all Board Meetings. ▪ Maintain possession of all documents, forms, and other paperwork necessary for the continued operation of the Club. ▪ Maintain Club roster to include accurate contact information of current and past members. ▪ Communicate Club information to the members. 

e. President Ex- Officio: ▪ Advises the President. ▪ Is a voting member of the Executive Committee. 

No person may fill more than one office at one time. 

A board member may be subject to removal from office if he is found to have violated the club bylaws or has done anything considered to be seriously detrimental to the wellbeing of the club. The Executive Committee will have an emergency meeting, where a quorum must be met to discuss the alleged infraction committed by the board member. If a minimum of two-thirds (2/3) vote is reached, the board member will be removed from their elected position. A club Special General Meeting will be scheduled to occur no less than two weeks later and no more than four weeks later; and the vacated position will be filled through the club’s electoral process.

Article 5:

Club Sections 

1. The club will comprise sections representing the Men’s rugby team and the Women’s rugby team. 

2. Each section will nominate a convener, or failing that, a section convener will be appointed by the President. Section conveners who fail to carry out the duties of their office can be replaced by the President with the approval of the Executive Committee. 

3. The convener oversees the business of the section, including; scheduling practice and matches, coordinating equipment and fields, organizing coaches, confirming individual submittal of required paperwork to USA rugby, collecting dues from active members and organizing section social functions. 

4. A section convener sits on the executive committee and has a vote at all executive committee meetings. 

5. As interest and participation dictate, new sections may be formed. A new section is formed by any member proposing the section to the Executive Committee. If approved by the Executive Committee, the section is formed and the President will appoint a convener. 

Article 6: 

Executive Committee 

1. The Executive Committee is composed of the club officers (President, Vice President, Treasurer, Secretary and President Ex-officio) as well as the section conveners. 

2. The Executive Committee performs the following functions. o Write and approve the bylaws for the organization. o Oversee and have control of the club funds. o Approve the budget for each section. Approve dues structure. o Carry out disciplinary action for members. The committee has the right to expel or suspend any member for serious violations of the bylaws or actions contrary to the interests of the club. o Review the management and administration of the Club facilities. o Other such action and decisions as may be brought before it by club board members, section conveners or club members. 

3. Executive Committee votes must be carried by a simple majority unless a larger majority is required in the constitution. In the event of a tied vote, the President casts the deciding vote. 

4. Only the Executive Committee can enter into and bind the Club with respect to any contracts including, but not limited to, payment of coaches, purchases, leases, legally binding agreements or other legal matters. 

5. In the event that it becomes necessary to enter into a legally binding document, or contract the Executive Committee shall first vote on the matter. 

6. In the event that the vote carries and the matter is agreed to by the Executive Committee, the President shall sign on behalf of the Club. 

7. By signing on behalf of the Club, the President does so only in his official capacity as a Club officer and accepts no personal liability for the contract or agreement. 

Article 7: 

Elections, Annual General Meeting and Special General Meetings 

1. Board member elections and votes on other matters requiring approval of the general membership will take place at General Meetings. An Annual General Meeting will be called by the Secretary to be held between August 1 and Sept 1 each year. Notice of General Meetings will go out to all members at least two weeks in advance of the meeting. The meeting will be held in a place adequate to hold the entire club membership. 

2. A Special General Meeting may be called by the President or by a majority of the Executive Committee for the purpose of special elections and other matters requiring approval of the general membership. 

3. Elections will be executed by secret ballot unless unanimously agreed otherwise by voice acclamation. The Secretary will be responsible for tallying votes and announcing results of the votes. Elections for the position of Secretary will be the responsibility of the Vice President who will tally votes and announce the results. 

Article 8: 

Bylaws and Amendments 

1. Bylaws consistent with this constitution shall be adopted or amended by a majority vote of the members of the Executive Committee. Votes on bylaws may be taken only if at least 50% of the executive committee is present. 

2. Amendments of this constitution may be initiated by the Executive Committee or upon petition to the Executive Committee by at least twenty five percent of the voting members of the club. Proposed amendments shall be submitted to the Executive Committee at least 40 days prior to the General Meeting at which it will be voted on. Notice of the proposed amendment including the actual wording of the amendment must be made available to the club membership at least two weeks prior to the General Meeting at which it will be decided upon. 

3. The constitution may be amended by a two-thirds majority of the votes cast by the club membership at a General Meeting. 

Article 9: 

Dissolution upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the 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. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. 

Article 10: 

Conflict of Interest Policy whenever a director or officer has a financial or personal interest in any matter coming before the board of directors, the affected person shall a) fully disclose the nature of the interest and b) withdraw from discussion, lobbying, and voting on the matter. Any transaction or vote involving a potential conflict of interest shall be approved only when a majority of disinterested directors determine that it is in the best interest of the corporation to do so. The minutes of meetings at which such votes are taken shall record such disclosure, abstention and rationale for approval.