Hockey in Middletown: HIM Minutes/News : By-Laws of Hockey In Middletown Inc.

BY – LAWS
OF HOCKEY IN MIDDLETOWN, INC.
A CORPORATION NOT FOR PROFIT
ARTICLE I PURPOSE

The Corporation is organized for the following purposes:
1. To gather and submit all information to the Middletown Township Board of Education necessary for the Board of Education to approve interscholastic ice hockey;
2. To solicit donations and engage in various fundraising activities for the organization and support of interscholastic ice hockey;
3. To contribute funding and render assistance for the administration of interscholastic ice hockey; and
4. To engage in any other activity for which corporations may be organized under Title 15A of the “Revised Statues of New Jersey”.
 ARTICLE II OFFICES
The Corporation may have such offices as the Board of Trustees may require. The principal office shall be located at the address of the current president. The post office box will be at the Middletown Post Office.
 ARTICLE III MEMBERS
1. The eligibility and qualifications for membership is as follows: Membership is open to any person twenty-one years and older who wishes to support Hockey in Middletown. All members must fill out a membership application and pay the annual dues to become a member. Membership records will be maintained by the organization.
2. Dues for membership will be determined and voted on at the annual meeting. The membership application must be completed and the annual dues paid at the time the application is submitted. Membership dues are currently $20.00 per household with the names listed at the time of application.
3. The Board of Trustees may prescribe the requirements for membership any time during the year, with respect to all members. Membership recommendations from the board of trustees must be provided in writing or via e-mail in advance and be approved by a majority of the members attending the next meeting.
 4. At the annual meeting members may make recommendations as to the membership requirements.
ARTICLE IV MEETING OF MEMBERS OF HOCKEY IN MIDDLETOWN, INC.
1. ANNUAL MEETING. An annual meeting of the membership shall be held on the third week in the month of September. The Board of Trustees shall determine the time and place of the meeting and may change the date to avoid legal holidays. The meeting will be for the purpose of holding elections and for the transaction of such other business as may come before the meeting.
2. REGULAR MEETINGS. Meetings will be held monthly with time and date to be determined by The Board of Trustees.
3. SPECIAL MEETINGS. Special Meetings of the members may be called by the President or the Board of Trustees.
4. NOTICE of MEETINGS. Written notice shall be sent to each member, not less than 5 days before the date set for the regular and annual meeting and not less than 5 days before the date of any special meeting. Such notice shall state the place, day and hour of the meeting. Notice for an Annual Meeting shall state that the meeting is being called for the holding of elections and for the transaction of such other business as may properly come before the meeting. Notices of Regular and Special Meetings shall state the purpose or purposes for which the meeting is called. Any meeting of members may be adjourned from time to time as determined by the Board of Trustees.
5. QUORUM. At least 50% of the board of trustees and 10 members must be present at any membership meeting before business may be conducted.
 6. VOTING. At all meetings, except for the election of officers, the membership will vote by a showing of hands. Written ballots will be used for all elections and when otherwise requested by a simple majority of members present. Any member may vote by written proxy. In order to vote in the annual election, a member must be in the organization for 6 months and have attended at least one meeting per quarter or 6 meetings over the past academic year (September to August). The Board has the option of tabling any proposal that is brought to the membership for a vote. This proposal will be discussed and voted on at a subsequent meeting.
 ARTICLE V BOARD OF TRUSTEES
1. GENERAL POWERS. The affairs of the Corporation shall be managed by its Board of Trustees.
 2. BOARD MEMBERS. The number of trustees shall be 6 (not less than three). Each trustee shall hold office until his or her successor is elected at the annual meeting of the membership, and duly qualified, subject to earlier termination by removal or resignation. The Board shall consist of all officers each of whom must be members.
3. REGULAR MEETING. The Board of Trustees shall hold their annual meeting immediately after, and at the same place as the annual meeting of members.
4. SPECIAL MEETINGS. The President or any two trustees may call for special meetings of the Board and fix the time and place for said meeting.
5. NOTICE. Trustees shall be notified of any special meeting by advance notice in writing which shall be sent or personally delivered at least 5 days before the time set for the meeting. The notices may be sent to the addresses as shown on the records of the Corporation. Lack of notice is waived by written waiver or attendance at the meeting without protest.
6. QUORUM. Fifty percent of the trustees must be present in order to conduct business.
7. VACANCIES. Any vacancy on the Board may be filled by the affirmative vote of a majority of the remaining trustees, even if less than a quorum of the Board. This appointment would require a majority vote approval by the membership at the next meeting. A trustee so elected to fill a vacancy shall complete the unexpired term of his or her predecessor in office. If the board’s candidate is not approved by the membership, a special meeting will be called for an election.
8. INDEMNIFICATION. The Board may also provide by resolution that any Board member, as well as, corporate agent be indemnified for expenses and costs, including legal fees which were necessarily incurred in connection with any claim asserted against him or her by reason of his or her being or having been a corporate agent. However, no indemnification shall be allowed if the trustee was guilty of misconduct regarding the matter in which indemnity is sought. All positions on the Board of Trustees are voluntary and there is to be no compensation for any board position.
9. REMOVAL. Officers elected by the membership may not be removed except by the membership, but the authority of such officer to act as an officer may be suspended by a majority vote of the Board for cause, such as misconduct or neglect of duty. A special meeting of the membership will be called to vote on a permanent action within 30 days. A vote by the membership not to remove the officer automatically rescinds the Board of Trustee’s decision to suspend that officer. A 2/3 majority vote of the membership attending the meeting is necessary to rescind the Board’s decision.
ARTICLE VI OFFICERS
1. OFFICERS. The officers of the Corporation shall be as follows: President - Vice President, North - Vice President, South - Recording Secretary - Corresponding Secretary - Treasurer - If additional officers are to be elected to increase the size of the Board, this shall be done by election at the annual meeting of the membership with 30 days advanced notice prior.
 2. ELIGIBILITY. In order to run for office one must be a member for one year and meet voting eligibility requirements. Immediate family members may not hold office simultaneously. No member shall hold more than one office at a time and no member shall be eligible to serve more than two consecutive terms in the same office.
3. TERM. Officers shall be elected annually by the members at their annual meeting. The term for each office shall be two years. Each officer shall remain in office until his or her successor is elected and qualified, subject to earlier termination by removal or resignation.
4. PRESIDENT. The President shall be the principal officer of the Corporation and shall supervise and control all of the business and affairs of the Corporation. The President shall preside at all meetings of the membership and the Board of Trustees. He or she shall have all such powers as may reasonably be construed as belonging to the chief executive of a non-profit corporation.
5. VICE PRESIDENTS. The Vice Presidents shall perform the duties of the President in the absence of the President or in the event of the President’s inability or refusal to act. In addition, their responsibilities will be delegated by the president.
 6. RECORDING SECRETARY. The Recording Secretary shall keep the minutes, attendance, and records of the Corporation in appropriate books. Also the records for voting eligibility are kept. He/she keeps the seal of the Corporation and affixes same to corporate documents, keeps a list of all members and their mailing addresses and, in general, performs all duties incidental to the office of the Recording Secretary and such other duties as may be assigned by the President or the Board of Trustees. The time and location of the monthly meeting are arranged by this officer. A key to the corporate mailbox is kept by this officer.
7. CORRESPONDING SECRETARY. This officer assures that all notices are given in accordance with these By-Laws or as provided by law. He/she maintains membership dues records. The corresponding secretary prepares the election ballot for the annual elections. This officer handles all general mailings, keeps a list of all members and their mailing addresses and, in general, performs all duties incidental to the office of the Corresponding Secretary and such other duties as may be assigned by the President or the Board of Trustees. A key to the corporate mailbox is kept by this officer. This officer collects mail from the corporate mailbox and distributes to appropriate officers. 8. TREASURER. The Treasurer shall have charge and custody of and be responsible for all funds and securities of the Corporation, and, in general, perform all the duties incidental to the Office of Treasurer and other duties as may be assigned by the President or Board of Trustees. The treasurer is responsible for ensuring that there must be two officer signatures on every corporate check. ARTICLE VII ELECTION OF OFFICERS
 Election of officers will take place at the annual meeting. A nominations committee will be established prior to this meeting to collect names of interested parties for the preparation of a pre-printed ballot. Write-in candidates will be accepted and counted in the vote provided they meet the eligibility criteria specified in Article VI, Section 2. Only members who meet voting eligibility criteria as specified in Article IV, Section 6 may vote for election of Officers. ARTICLE VIII COMMITTEES COMMITTEES.
Board of Trustees may, by resolution of a majority of the Board, establish committees of two or more Trustees to conduct the management of the Corporation. Other committees shall be established consisting of members of the Corporation, but may not exercise the authority of the Board of Trustees in the management of the Corporation. All committees shall function in accordance with the rules and procedures established by the Board of Trustees.
 ARTICLE VIX SEAL SEAL.
The seal of the Corporation shall be in the form affixed below.
ARTICLE X PARLIMENTARY RULE
The corporation follows Robert’s Rules of Order Newly Revised.
ARTICLE XI AMENDMENTS
These By-Laws may be amended or repealed by an affirmative vote of at least 51 percent of those present at a meeting of the membership called for the purpose of acting upon such amendment (provided that a quorum is present).
ARTICLE XII DISBURSEMEMTS OF FUNDS
All disbursement of funds other than school ice hockey budget, fund raising expenses or operational expenses must come to the membership for majority approval. If Hockey In Middletown, Inc. should dissolve, the funds in the account will be turned over to the Middletown Board of Education. These funds shall then be put into the Board of Education’s hockey account.
 Revised February 10, 2005
HIM Bylaws Revision Committee Members:
Steve Bodeker
Lynda Kavanaugh
Herman Lentz
George Noble
Martha Noble, Chair
Mark Rosenbloom