By-Laws of the Athletic Booster Club of Dexter (ABCD)

Purpose: The Athletic Booster Club of Dexter (ABCD) is a corporation that operates exclusively for the charitable and educational purposes, as defined in section 501 ©(3) of the Internal Revenue Code of 1954, as modified in corresponding provisions of future revenue acts. Primarily, the corporation exists to raise and distribute funds to enhance the level of support of the athletic program beyond the capabilities of the athletic budget.

Article I: Location of Meetings

The principal meeting place for the ABCD shall be the High School Media Center on the third Wednesday of the month or as revised for holidays and other events at a time set by the Board of Representatives.

The mailing address for the ABCD is:

Athletic Booster Club of Dexter

P.O. BOX 461

Dexter, MI 48130

Article II: Board of Representatives

            Section A: ABCD Board of Representatives. Individuals wanting to serve on the ABCD Board of Representatives should volunteer at the organizing meeting in June.

            Section B: ABCD Sub-Committee Members. Any person High School age or older and a resident of the Dexter Community School District are eligible to be a member of an ABCD Sub-committee, upon the appointment of the ABCD Board of Representatives. Each Sub-Committee shall have a liaison to the Board of Representatives, but the liaisons do not have to be the Chair of the Sub-Committee. The Chair of the Sub-Committee shall be selected by the Sub-Committee, subject to approval of the ABCD Board of Representatives.

            Section C: Executive Committee of the Board of Representatives. Executive Committee members shall be the following officers of the ABCD: President, Vice President, Secretary, and Treasurer. The officers shall be elected yearly by the ABCD Board of Representatives. In addition, the Dexter Athletic Director shall serve as a member of the Executive Committee of the Board of Representatives. The Immediate Past-President shall serve as a non-voting advisor to the ABCD.

Article III: Duties of Board of Representatives and Officers

          Section A: Board of Representatives-Duties: Manage the business affairs of the corporation in accordance with the Articles, Bylaws and majority vote of the Board of Representatives.

            Section B: President Duties: The President shall implement the decision of the Board of Representatives, supervise and control the business affairs of the ABCD, preside over meetings, cast the tie-breaking vote if necessary, have the authority to negotiate and sign contracts and other instruments on behalf of the ABCD, and perform other duties as may be prescribed by the Board. At the conclusion of the President’s term of office, he or she becomes Past President.

            Section D: Vice-President Duties: Assist the President, under his or her direction. Empowered to perform all duties of the President in the case of absence or incapacity.

            Section E: Secretary Duties: Maintain minutes of meetings of the Board of Representatives, custodian of the records of the ABCD, and responsible for the timely dissemination of information as required by law or in accordance with the by-laws.

            Section F: Treasurer Duties: Responsible for all financial matters related to the ABCD. The treasurer shall file all forms necessary to maintain the exempt and non-profit status of the corporation as required by law or in accordance with the by-laws and report monthly to the Board of Representatives. Term limit of 3 consecutive years.

            Section G: Voting Representatives Duties: To be a voting Director of ABCD an individual needs to attend regularly or authorize a proxy by informing the Secretary in a timely fashion, represent the opinions and the needs of the district’s athletic program as a whole over the will of the sponsoring sport or his or her own personal wishes, report back to the sponsoring sport the activities of the ABCD, act as liaison between the sport group and the ABCD, and ensure the cooperation of the sport with ABCD sponsored activities.

            Section H: Special Non-voting Member Duties: Ensure the coordination of effort between the ABCD and his or her area of representation, and keep others informed of the ABCD activities to the extent necessary to prevent unintentional conflict.

Article IV: Voting and Other Powers

            Section A: Right to Vote. Each program Representative shall receive one vote to cast on all matters brought for decision. No individual shall control more than two votes, including a vote as a member of the Board and vote(s) by proxy.

            Section B: Casting of Votes. Votes must be cast in person or by proxy.

            Section C: Quorum. A quorum consists of a majority of Representatives in office in attendance in person or by proxy. A quorum is necessary to bring a motion to a vote.

            Section D: Requirements to Pass Motions. A simple majority of the members present shall be sufficient to pass any motion, with the exception of changes to the Articles or By-Laws which require a two-thirds (2/3) vote of all Representatives then in office.

            Section E: Expenditure Decisions. Each expenditure above two thousand five hundred ($2,500.00) must be separately approved by the majority vote of the Representatives at an official pre-announced meeting of the Representatives.

            Section F: Day-to-day Business. For the purpose of conducting day-to-day business, payments of pre-approved expenses up to a maximum of One Thousand Dollars ($1,000.00) require a quorum of two (2) or more Officers of ABCD.

            Section G: Distribution of Funds. All checks in excess of One Thousand Dollars ($1,000.00) are required to contain the signatures of both the President and the Treasurer. Amounts less than or equal to One Thousand Dollars ($1,000.00) shall only require one of the previously mentioned Officer’s signatures. In the event of the dissolution of the corporation, all assets will be distributed to the Dexter Athletic Department.

            Section H: Treasurer. The Treasurer is empowered to conduct monetary transactions with banks or other such companies authorized by the Board of Representatives.

            Section J: Voting Procedures. Voting shall occur by acclimation or by a voice vote, with the Chair ruling on whether the motion passed or failed, unless a roll call vote is moved and passed, or unless a roll call vote is specified in these By-Laws.

Article V: Meetings

            Section A: Annual Meeting. The Annual Meeting of the Corporation shall be held on the second Wednesday of June (or the next business day available in the event of emergency or National Holiday) at about 8:30pm, in a location to be announced for the primary purpose of electing the Officers. The Annual Report of the ABCD shall also be distributed at the time.

            Section B: Planning Meeting. Each year, at the June Annual Meeting, the new Representatives shall review requests for expenditures to be funded by the ABCD. Requests must include a detailed description of the item(s) to be purchased, an accurate estimate of total costs, a coach’s signature indicating agreement with the request, and the signature of the Athletic Director indicating approval of the request. The rationale for the request is optional, but recommended. The list will have been prioritized by the Athletic Director so that all sports are equally represented in the non-binding recommendation of which requests the Athletic Director believes should be funded first. The goal is to develop a realistic list of possible purchase for the upcoming year, and to define an appropriate fund raising strategy. This meeting may occur in conjunction with the Annual Meeting.

          Section C: Special Meetings. A special meeting may be called by the President or the majority of the Officers or the ABCD Board of Representatives for any purpose(s) specified on a posted agenda. A minimum, of one week (7 days) is required advance notification for all special meetings. The agenda must be included in said notice.

            Section D: Open Meetings. All meetings shall be open to the public, whose input may be regulated by the President or other chair of the meeting.

Article VI: Vacancies

            Section A: Absences. It is expected that members shall be present at all meetings. In the event that a member cannot attend, a proxy with full voting privileges may substitute for any member with prior notification by the member to the Secretary.

            Section B: Resignation. Members may resign at any time by notifying the Secretary in writing. The Secretary will inform the ABCD Board. New members to the ABCD shall be appointed by a majority of the Board of Representatives remaining in office and in attendance at the meeting.

            Section C: Incapacity. Members unable to fulfill their duties may be replaced temporarily or permanently replaced, as determined by the ABCD Board of Representatives.

            Section D: Removal. In the rare and unlikely even that removal of a Board Member becomes necessary, a special meeting may be called after consulting with the member in question. The involuntary removal of a Board Member shall require a simple majority of all voting Representatives, present in person or by proxy. A roll call vote or written secret ballot is required, as selected by the Chair of the meeting, or by majority vote if a motion and second is made which differs from the Chair’s selection.

Article VII: Amendments

These By-Laws may only be altered, amended, repealed, (or new By-Laws adopted) by a two-thirds (2/3) vote of all registered voting members. A roll call vote is required.

Article VIII: Financial Issues

The Fiscal year of the ABCD Corporation shall run from July 1 to June 30 of the next year. The financial records of the ABCD shall be reviewed by the Executive Committee after the end of the fiscal year with a summary report provided to the Representatives in September. The financial account shall be with a local financial institution of the Dexter community as selected by the Representatives.

Article IX: Sub-Committee

The ABCD Board of Representatives shall establish Sub-Committees as are necessary to carry out the objectives of the ABCD. Sub-Committees shall have their objectives established by the ABCD Board of Representatives. The Sub-Committees shall establish their own way for meeting those objectives.

            Section A: Golf Outing Sub-Committee. The Golf outing Sub-Committee shall be responsible for organizing and running the annual Golf Outing of the ABCD.

            Section B: Fund Raising Oversight Sub-Committee. Fund Raising Oversight Sub-Committee shall be responsible for coordinating the individual efforts of the carious sports to avoid duplicating programs or running programs in direct conflict with one another. Their goal is to create an opportunity for each sport to have a successful fund raising event. Concession coordination shall be the responsibility of this committee.

            Section C: Capital Projects Sub-Committee. The Capital Projects Sub-Committee is responsible for establishing and implementing funding strategies for meeting major athletic facility needs.

 Article X:Misc.

A.    No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization 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 in the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization 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 provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue code, or corresponding section of any future federal tax code.

B. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 © (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. Any assets not disposed of shall be distributed to the federal government, or to a stat3e or local government, for a public purpose. Any assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office e of the organization 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.