BY-LAWS OF:

 WAKE FOREST ROLESVILLE HIGH SCHOOL ATHLETIC BOOSTER CLUB
(Revised September 11, 2006)

ARTICLE I – Offices/Seal

Section 1

Principal Office: The principal office of the corporation shall be located at Wake Forest-Rolesville High School, 420 West Stadium Dr. Wake Forest, Wake County, NC 27587.

Section 2

Mailing Address: The mailing address of the corporation shall be PO Box 285, Wake Forest NC 27588.

Section 3 

Registered Office: The registered office of the corporation shall be located at the law office of Warren Perry & Anthony, 343 S. White Street, Wake Forest, NC 27587.

Section 4 

Seal:  The corporate seal of the corporation shall be in such form as shall be approved by the Executive Board from time to time.

ARTICLE II – Purposes

Section 1 

Purposes:  The Corporation exists for the purpose of encouraging the involvement of parents, the school and the community through support of all athletic activities.  The Corporation works to achieve this through active participation of as many parents as possible in Corporation activities.

The purposes for which the Corporation is established are as follows: 

·        To promote athletic events at Wake Forest Rolesville High School.

·        To operate the corporation as a not for profit organization with full disclosure of all business, (Wake County Pubic School System Policy 2511, Publics Right to Know).

·        To operate the function as a not-for-profit organization dedicated to the promotion of social welfare and the furtherance of a common good and for the general welfare of the student athletes at Wake Forest Rolesville High School by and through the promotion of athletic events at the school.

·        To foster an environment that welcomes and expects parental involvement in Corporation activities.  (Wake County Public School Board Policy 2540 Parent Organizations).

·        To support the athletic programs by raising funds through charitable gifts and fund raising projects.   The Corporation funds shall be raised in the name of the Corporation and not that of the school.

·        To promote and encourage attendance at all athletic activities.

·        To assist in minimizing expenses of the Wake Forest – Rolesville High School Athletic Department by providing Corporation volunteers for athletic events.

ARTICLE III – Meeting of Corporation

Section 1

Place:                                 All meetings of the Corporation shall be held at Wake Forest - Rolesville
                                          High School or as designated by the President.

Time:                                  General meetings will be held on the second Monday of each month at 7:00 p.m. during each fiscal year.  In case of a conflict an alternate meeting date or time may be determined by the Executive Board with no less than three (3) days prior notice.

                                          The annual meeting of the general membership shall be designated as the May meeting.

Fiscal Year:                        The fiscal year shall be from July 1 to June 30.

Conduct:                            All meetings shall be conducted according to Roberts Rules of Order, Newly Revised.  All Corporation activities will be presented to the membership and decided by majority vote.

ARTICLE IV – Membership

Section 1 

Corporate Membership:  Pursuant to the Articles of Incorporation, the Corporation shall have members.  Members shall be admitted upon payment of dues and shall remain members in good standing as long as dues are paid annually.  Dues shall be structured and set by the General Membership at the annual meeting.

Parents and other interested persons who desire membership shall be eligible for such pursuant to the Articles of Incorporation and shall be of one class (1 vote).

Section 2 

Types of Membership:

General Member (voting) – Any parent, stepparent or legal guardian of a student at Wake Forest Rolesville High School shall be eligible for General membership.  Each General Member shall constitute one (1) vote. 

Member at Large (non-voting)  - Any person 18 years of age (post high school) or older who has past or present ties to Wake Forest – Rolesville High School and/or community ties to Wake Forest, and has no commercial interest in Wake Forest – Rolesville High School, shall be eligible for non-voting membership upon payment of annual dues.

Section 3

Dues:   The amount of dues will be established by the Executive Committee and brought forth to the general membership for approval.

ARTICLE V – Voting

Section 1 

Voting Privileges:  Voting privileges shall be based on the current membership listing.  Each General member is entitled to one vote and must be present to vote.  General Members must be a member of the Corporation for at least 30 days prior to voting.

Section 2

Quorum:   A quorum shall consist of 7 General members, one of which must be the presiding officer or their designee.

Section 3 

Election of Officers:  The voting procedure for the election of an officer shall be by written ballot if there is more than one candidate nominated.  There shall be an Election committee of 3 members appointed by the President on the day of the election of officers.

The duties of the election committee shall be to pass out the ballots, collect the ballots, count them and read the final count to the General Membership.  In the event there is more than one person nominated for any one office, the candidate receiving the majority of the votes of the eligible membership present shall be elected.  In the event there are more than two candidates and a majority vote is not obtained, the candidate receiving the plurality vote shall be elected.  Election of officers shall be at the Annual May meeting and officers will be installed at the conclusion of the June meeting.  All ballots tallied will be kept with the corporation records for no less than three years.

Section 4

Installation of Officers:  Installation of officers shall be at the conclusion of the June meeting at which time new officers shall take over their duties in all matters affecting the upcoming school year.  Exchange of information and transfer of all Corporation papers shall be performed at that meeting.

ARTICLE VI – Officers

Section 1 

Officers of the Corporation:  President, Vice President, Secretary, and Treasurer.  Each Officer shall be a General Member of the Corporation.

Section 2

Election and Term: The officers shall be elected yearly by the General membership at the May meeting and shall be limited to two (2) consecutive terms in the same office.  An officer may resign at any time by giving written notice to the President and Secretary of the Corporation.  Any such resignation

shall take effect upon the receipt of said notice and all Corporation documents dealing with that office shall immediately be surrendered to the President of the Corporation.  In the event of the resignation of the President, written notice shall be given to the Vice President and Secretary of the Corporation and all Corporate documents dealing with the office of President shall immediately be surrendered to the Vice President of the Corporation.  The Executive Board shall nominate a replacement officer, which shall be voted on by the General Members at the next General meeting following the resignation.

Section 3

Nomination:  A slate of officers shall be nominated and qualified from the General membership by the Nominating Committee, as hereinafter defined.  Nominees shall be General Members of the Corporation prior to the election meeting in May and shall be presented to the membership at least one month prior to the election meeting.

Section 4

Duties of named officers:

President - The president shall be the principal executive officer of the Corporation and subject to the control of the General Membership and shall supervise and control the management of the Corporation in accordance with these bylaws.

He shall, when present, preside at all meetings.  He shall sign with at least one other officer any deeds, mortgages, bonds, contracts or other instruments which may be lawfully executed, as approved by the General Membership of the Corporation, except where required or permitted by law to be otherwise signed and executed and except where the signing and execution thereof shall be delegated by the General Membership to some other officer or agent and in general shall perform all duties incident to the office of President and such other duties as may be prescribed by the General Membership from time to time.  He shall be responsible for seeing that all records pertaining to the organization are kept in an accessible location.  He shall be a member ex officio of all committees except the Nominating Committee and shall coordinate the work of the officers and committees of the association in order that the Purposes of the Corporation may be promoted.

Vice President - The Vice-President, in the absence of the President, shall preside at all meetings of the Corporation, in accordance with these bylaws.  He shall also preside at all meetings of the Executive Board in the absence of the President.  He shall sign with any other approved officer any contracts, which have been approved by the General Membership of the Corporation and may be lawfully executed on behalf of the Corporation in the absence of the president. The Vice President shall, in general perform all duties incident to this office and such other duties as assigned by the General Membership.

Secretary - The secretary shall keep accurate records of the acts and proceedings of all meeting of membership and Executive Board.  He shall give notices as required by law and by these bylaws.  He shall have general charge of the corporate minute books and records and of the corporate seal and shall affix the corporate seal to any lawfully executed instrument requiring it.  He shall sign such instruments as may require his signature and in general shall perform all duties incident to the office of Secretary and such other duties as may be assigned him from time to time by the President or by the General Membership.  The secretary shall assure that all records of the corporation are accessible to the President and General Membership.    

Treasurer:   All monies collected by the association as dues, raised in fund-raising activities, received as contributions, or otherwise acquired, belong to the Corporation to promote and implement the Purposes as outlined herein.  The Treasurer shall be responsible for all monetary transactions of the Corporation; shall maintain all approved budgets; shall have custody of the funds of the Corporation; shall keep a full and accurate account of receipts and expenditures; and in accordance with the provisions in the annual budget adopted by the Corporation, shall make disbursements as authorized by the President, Executive Board, or the General Membership.  The Treasurer shall present a detailed financial statement against appropriations at each General meeting of the Corporation and at other times when requested by the Executive Board, and shall make a full report at the meeting at which new officers officially assume their duties, said report to be filed with the Corporation Secretary and submitted to the principal of Wake Forest – Rolesville High School no later than one (1) month after the end of the fiscal year of the Corporation.  The Treasurer must present the books yearly for an external audit no later than 1 month after the end of such fiscal year or as instructed by the General Membership.  The Treasurer shall, in general, perform all duties incident to this office and such other duties as assigned by the General Membership.

Section 5

Bonds:   The General Membership may by resolution require any or all officers, agents and employees of the Corporation who may receive, handle or disburse money for its account or who may have any of the Corporations property in his custody or be responsible for its safety or preservation to give bond in such sum and with such securities as satisfactory of the duties of his respective office or position and for the restoration to the Corporation in the event of said death, resignation or removal from office of all books, papers, vouchers, money and other property of whatever kind belonging to the Corporation and in his custody.

ARTICLE VII – Committees

Section 1

Standing Committees:  Standing Committees shall promote the objectives of the Corporation.  Committee chairpersons shall serve as Executive Board Members and shall be nominated by the Executive Board and approved by the General Membership.

Each committee shall present a plan of work and budget to the membership for approval. 

Membership

Purpose:  Responsible for the recruitment of new members and maintenance of the active membership list.  Assure that Secretary has current active list.

Chairperson – Submit and maintain approved budget for all membership activities.  Coordinate and report on the ongoing recruitment of members.  Keep the Secretary updated on current membership list.  Maintain list of committee members.  Submit end of year committee report at the annual meeting.  Sit on the Executive Board. 

Fundraising/Ways and Means

Purpose:  Responsible for identifying, planning and implementing all fund raising activities for the Corporation.

Chairperson – Submit and maintain approved budget for all fund raising activities.  Coordinate and report on all fund raising activities (including but not limited to sign boards, sponsorships, programs, concessions, etc).  Maintain list of committee members.    Submit end of year committee report at the annual meeting.  Sit on the Executive Board. 

Section 2

Special Committees:  Shall consist of the following:

Nominating (3 members nominated by the Executive Board and voted on by the General Members at the March General meeting)

Purpose:  To provide a slate of qualified candidates for the following offices: President, Vice President, Secretary, and Treasurer.  The committee may also provide a slate of standing committee chairpersons as directed by the Executive Board.

Shall submit to the General Membership a slate of officers/chairpersons at the April meeting.

Only those persons who have signified their consent to serve if elected shall be nominated for or elected to such office.   The President shall not be a member of the Nominating Committee.

Election (3 members appointed at the May meeting by the President)

Purpose – Pass out the ballot, collect and count the ballots and read the final vote count to the General Membership.

ARTICLE VIII – Executive Board

Section 1

Members:  The Executive Board shall consist of the President, Vice President, Secretary, Treasurer and all Standing Committee Chairpersons.  Each board member shall be a General Member of the Corporation.

Purpose:  The duties of the Executive Board shall be: (a) to transact necessary business in the intervals between monthly meetings and such other business as may be referred to it by the members of the Corporation; (b) to create standing and special committees as needed, such as Volunteer Coordinator, Hospitality, Community Relations, etc.; (c) to approve the plans and workings of the standing and special committees; (d) to select an auditor or an auditing committee to audit the treasurer’s accounts; (e) to prepare and submit to the Corporation’s General Members for adoption a budget for the year; (f) to approve routine bills within the limits of the approved budget.

ARTICLE IX – Meeting of Executive Board

Section 1

Notice of Meetings:  Annual and regular meetings of the Executive Board may be held with at least 7 days notice.  In the event of an emergency, the President may call an Emergency meeting without the prior 7 days notice.  The person or persons calling a meeting of the Executive Board shall give at least 7 days notice before the meeting. Notice shall be given by any usual means of communication for example notice in Wake Weekly, email, US mail, telephone, etc.  Such notice need not specify the purpose for which the meeting is called. 

Attendance by an Executive Board member at a meeting shall constitute a waiver of notice of such meeting except where an Executive Board member attends a meeting for the express purpose of objecting to the transaction of any business because the meeting was not lawfully called.

Place of Meetings - All meetings of the Executive Board shall be held at a place designated by the President. 

Annual Meeting - An annual meeting of the Executive Board shall follow the annual meeting of the membership.

Regular Meetings - The Executive Board may provide, by resolution, the holding of regular meetings in addition to the annual meeting.

Section 2 

Quorum:  A total of 4 members of the Executive Board present who shall be in office shall constitute a quorum for the transaction of any business at any meeting of the Executive Board.

Section 3 

Manner of Acting:  Except as otherwise provided in this section, the act of the majority of the Executive Board present at the meeting at which a quorum is present shall be the act of the Executive Board.  An agenda shall be made available for all meetings, regular or special of the Executive Board.

ARTICLE X – Contracts, Loans, Deposits

Section 1

Contracts:  The General Membership may authorize any 2 officers, one being either the President or Vice President, to enter into any contracts or execute and deliver any instrument on behalf of the Corporation and such authority may be general or confined to specific instances.

Section 2 

Loans:  No loans shall be contracted on behalf of the Corporation and no evidence of indebtedness shall be issued in its name unless, except and as authorized by resolution of the General Membership.  Such authority may be general or confined to specific instances.

Section 3 

Checking and Drafting:  All notes, checks, and drafts for the payment of money issued in the name of the Corporation shall be signed by one of the three designated account signers. All checking accounts shall have three (3) approved signers, to be chosen by the Executive Board from among the elected officers.

Section 4

Deposits:  All funds of the Corporation not otherwise employed shall be deposited in the Wake Forest – Rolesville High School Athletic Booster Club account to the credit of the Corporation as the Executive Board shall direct or as may be selected by an officer or officers agent or agents of the Corporation to whom such power may from time to time be given as approved by the General Membership.  These terms shall be subject to any terms imposed by the Wake County Public School System or Wake Forest – Rolesville High School as said terms relate to depository requirements.

ARTICLE XI – Amendment to Bylaws

These bylaws may be amended at any regular meeting of the Club by a two-thirds vote, provided that the amendment has been submitted in writing at the previous regular meeting.

CERTIFICATION

We do hereby certify that the foregoing constitutes the bylaws of which were adopted by the General Membership of the Corporation on the 11 day of October 2004.

Approved by the General Members of the Corporation:  See attached.

Amendments

The following is a list of amendments as approved by the general membership. 

History of Revisions

The following is a list of revisions as approved by the general membership. 

 Respectfully submitted by: Cathy Williamson October 9th, 2007