NEW RIVER OFFICIALS ASSOCIATION
P.O. Box 915
Jacksonville, North Carolina 28540
BY – LAWS FOR NEW RIVER OFFICIALS ASSOCIATION, INC. , A NON – PROFIT CORPORATION OF THE STATE OF NORTH CAROLINA.
BY – LAWS
ARTICLE I NAME
Section 1. Name. The name of this corporation shall be the New River Officials Association, Inc. , a not – for – profit corporation of the State of North Carolina.
Section 2. Office. The corporation may have offices at such places as the Board of Directors may determine.
ARTICLE II PURPOSES
Section 1. Purposes. The purposes for which this corporation is organized include, but are not limited to the following:
ARTICLE III MEMBERSHIP
Section 1. Membership. The corporation shall be comprised of the following classes of membership:
Section 2. Regular Membership. This corporation may accept individuals for regular membership pursuant to criteria established by this corporation. Such membership shall be accepted or rejected by a majority vote of the Board of Directors.
Section 3. Resignation. Any member may resign by submitting a written request to the president. The resignation shall be presented to the Board of Directors at the meeting following its receipt, but, such resignation shall not relieve the resigning member of the obligation to pay any dues, assessments of other charges previously accrued and unpaid.
Section 4. Reinstatements. On receiving a written request for reinstatement, the Board of Directors may reinstate such members to full membership.
Section 5. Member in good standing. A member in good standing is a member who has paid the dues, insurance and assessments and has observed and complied with all rules and regulations of this corporation.
ARTICLE IV MEMBERSHIP MEETINGS
Section 1. Meeting of members. This corporation shall hold no less than four regular meetings during each year in the months of January, April, July and October. The regular meetings will be held quarterly (January, April, July and October) at a date/time to be determined by the general membership. Special meetings may be called by the President, after a majority vote of the Board of Directors have decided this meeting is required.
Section 2. Notification of Special Meetings. Written notification of special meetings will be given to the membership stating time, place and purpose at least fourteen days prior to the meeting date.
Section 3. Voting. A majority vote of those members attending is necessary to make a decision, except where some other number is required by law or these by – laws.
ARTICLE V BOARD OF DIRECTORS
Section 1. General powers and duties. The property, business and affairs of the corporation shall be managed by its Board of Directors. The Board of Directors shall exercise all such powers of the corporation as directed by the corporation constitution, by – laws of the state.
Section 2. Composition. The Board of Directors shall be composed of the President, Vice – President, Secretary, Treasurer, Football, Baseball, Basketball, Softball, Soccer and Small Sports Commissioners and six elected directors. Each director shall hold office during his/her elected term of until his/her death, resignation or removal. Regular members only may serve as directors.
Section 3. Elections of Directors. Six will be elected by the General membership in the following manner:
Section 4. Nominations. Nominations will be conducted as follows:
Section 5. Vacancies. Those seats that become vacant due to the death, resignation of removal shall be filled using the above format as close as possible.
Section 6. Balloting. Balloting shall be by secret ballot by the regular membership. For the office of commissioners, each commissioner will be given a list of eligible voters in his/her sport. On the day of the election, two members will be given a list of eligible voters by sport of regular membership. Ballots will be collected and each voting member will be checked off the eligibility list as his vote is cast. Absentee ballots will be provided upon request.
Section 7. Removal of Directors. Any director may be removed by a majority vote of the Executive Board when that member has absented him/herself from two consecutive meetings without prior notifying the president in writing of his/her forthcoming absence. The dismissed directors’ name will be brought before the next meeting of the membership. The director being dismissed will be notified of the upcoming action so he/she may prepare rebuttal statements if desired. A new director will be elected in accordance with election procedures within these by laws.
Section 8. Resignations. A director may resign at any time by giving written notice to the executive board. Such resignation shall take effect at the time specified.
Section 9. Meetings. The secretary will notify all directors of any meeting or special meeting in writing. Notification by telephone may be authorized by the president.
Section 10. Quorum. A majority of the total number of the Board of Directors shall constitute a quorum for the transaction of business. In the absence of a quorum, the meeting will be rescheduled and the secretary will notify all absent directors of the rescheduled meeting. At the rescheduled meeting, those present will constitute a quorum to conduct corporation business. Providing that in no event shall a quorum consist of less than one – third of the entire Board of Directors.
Section 11. Informal Action. An action required of the Board of Directors may be taken without a meeting if a majority of the Board of Directors concurs and all concurring directors must sign a written copy of actions taken.
Section 12. Compensation. Directors shall not receive any direct compensation from this corporation for their services as directors. This does not preclude a director from serving the corporation in other capacities and receiving compensation in that capacity.
Section 13. Multiple Positions. No director (s) shall hold two, or more, Board of Directors positions as shown in Article V Section 2, simultaneously. That Board of Director holding multiple positions will be required to resign from those positions in excess of one. Thus the Board Member retains one position only.
ARTICLE VI OFFICERS
Section 1. Elected Officers. The elected officers of this corporation shall be the President, Vice – President, Secretary and Treasurer to be elected in each even numbered year. Commissioners of Baseball, Basketball, Football, Softball, Soccer and Small Sports will be elected for two years in each odd numbered year.
Section 2. Qualification for elected officers. Only regular members of the corporation in good standing are eligible to be elected as officers.
Section 3. President. The president shall be the chief executive officer of the corporation and shall be responsible for all management functions. He/she shall preside over all corporation and Board of Directors meetings. He/she shall have executive authority to see that all orders and resolutions are carried out. Additionally he/she should possess the following: organization skills, leadership skills, knowledge of basic accounting, basic computer skills to include email and database manipulation, be readily available for needs of the organization, and maintain a list of general and/or specific duties not covered in constitution or by-laws and provide to secretary semi-annually or upon resignation of position.
Section 4. Vice President. The Vice – President will:
Section 5. Secretary. The secretary shall:
Section 6. Treasurer. The treasurer will:
Section 7. Commissioners. The Commissioners will:
ARTICLE VII SPECIAL AND STANDING COMMITTEES
Section 1. Grievance Committee. The President shall appoint five members to serve as members of the Grievance Committee, which is chaired by the Vice – President. The committee shall hear and decide all charges brought against any member.
Section 2. Balloting Committee. A balloting committee will be formed by the President on each election day to consist of a minimum of two members. Their duties will consist of:
Section 3. Special Committees. The President shall appoint such committees as become necessary and that are not in conflict with other committees or these By – Laws. The duties shall be as outlined by the President with approval of the Board of Directors.
ARTICLE VIII - BOOKS AND RECORDS
Section 1. Location. The books, accounts and records of the corporation will be kept at such places as the Board of Directors may determine. The books, accounts and records will be maintained for a current year and three years of files.
Section 2. Inspection. The books, accounts and records of the corporation will be open to inspection by any member of the general membership at any time.
Section 3. Audits. The accounts of the corporation shall be audited annually by a committee assigned by the president or by a certified accountant hired by the corporation. The findings will be made public to the general membership at the next regular scheduled meeting.
Section 4. Corporation Seal. The corporation seal will be the responsibility of the secretary.
ARTICLE IX MONIES
Section 1. Monies. The Board of Directors will determine the following:
ARTICLE X DISCIPLINE OF MEMBERS
Section 1. Grounds of discipline. For failure to comply with these by – laws, established authority or regulations of this corporation or the delinquency of payment of monies or any other conduct contradictory to the best interest of the corporation, that member may be taken before the grievance committee.
Section 2. Notification of charges. A charged member shall receive written notification by certified mail of the charges against him/her, indicating the following:
All documents relating to the violation (s) will be made available to the accused.
Section 3. Right of a hearing. A member charged with any violation shall have the right to be heard in person or by written statement in his/her defense before the grievance committee. At the hearing the accused, the accuser, and any witnesses must be present. The accused has the right to question all witnesses and to call witnesses in their defense. The hearing may be taped. A written record will be kept of all proceeding at the hearing.
Section 4. Decision. A written decision shall be made and sent to both the accused and the accuser by certified mail within sixty days of the hearing date. A majority vote of the grievance committee shall determine the findings of the committee which may include but not limited to the following:
Section 5. Appeal. Any member sanctioned by the grievance committee has the right of appeal to the Board of Directors by presenting to the board written notice within fourteen days of the receipt of the grievance committee’s findings. The Board of Directors shall review the grievance committee’s findings and any other written arguments submitted by the accuser or the accused. A decision by the majority of the Board of Directors will be sent by certified mail within sixty days of the appeal hearing to the persons requesting the appeal.
ARTICLE XI MISCELLANEOUS PROVISION
Section 1. Checks. All checks will be signed by two of the authorized signers. Checks and check stubs will be maintained for the current year and three years of files.
Section 2. Contracts. Any officer authorized by the Board of Directors may enter into any contract on behalf of this corporation. Original contracts will be maintained by the secretary.
Section 3. Independent Contractors. All members of the corporation are independent contractors in their capacity as officials or commissioners and not employees of the corporation. No member may collect workers compensation from this corporation for any injuries sustained while officiating.
Section 4. Amending the By – Laws. These By – Laws may be amended or repealed by a vote of regular members in good standing. All amendments will be submitted in writing to the general membership at least two weeks prior to the next regular scheduled meeting. At the next regular scheduled meeting a vote will be taken on the proposed amendment. A two – thirds vote of the general membership in attendance is required to pass the amendment.
For a printable version of the NROA By Laws click here.