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By-Laws of the Kendall Soccer Club
Adopted March 5, 2007
Name, Purpose, and Definitions
Club name - The name of the club shall be the Kendall Soccer Club, also known as the
KSC.
Team name – Any team that is a part of the KSC shall go by the name Kendall
Purpose - The KSC is a service organization dedicated to the promotion of the game of
soccer and good sportsmanship.
Definitions
Officer – President, Vice-President, Secretary, Treasurer, and one other board
member elected annually by the membership.
Declared team - A team who has completed try-outs (if necessary) and submitted
their final roster to the registrar.
Director - Member of the Board of Directors, elected by the membership at the
AGM.
Board – Board of Directors. Abbreviated as BOD.
Quorum – The presence at a meeting of a simple majority of members who are
eligible to vote at that meeting. If a quorum is not established business cannot be
transacted, votes cannot be taken, and actions cannot be authorized.
Approval of the board - Approval of the board shall consist of a majority vote of
directors at a scheduled board meeting.
Club member - A player who has been named to a team, his or her parents or legal
guardian, and any approved adult volunteer who is in good standing, including but
not restricted to: Coaches and assistants, managers, and directors.
General Membership Eligible Voter – a paid member of KSC
Parent organizations - NYSWYSA (New York State West Youth Soccer
Association), USYSA (United States Youth Soccer Association), USSF (United
States Soccer Federation).
Affiliate organizations – RDYSL (Rochester District Youth Soccer League). GYSL
(Genesee Youth Soccer League)
Good standing - Not under suspension for any violation of the rules, regulations, or
code of conduct of the club or parent organizations. Does not have any
outstanding fines and/or fees.
AGM – Annual General meeting. Meeting held on the first Sunday after the
conclusion of the RDYSL season, where in addition to the regular club business,
the by-laws are reviewed, policies are reviewed, and new officers and directors
are elected.
Interplay – games between 2 teams from different parent organizations.
Proprietary information
No information on club activities is to be released to the public without the approval
of the board.
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No information supplied to the club by a member as part of the registration process,
(i.e. name, address, phone number, email address, etc.) will be shared with any
individual or group outside of the club. Medical information will only be shared
with appropriate medical staff in the event of an emergency.
No club member may use the club name, team name, or logo without prior approval
of the board.
Restrictive purpose
Activities of the KSC are restricted to the promotion of soccer and sportsmanship.
Activities that serve to promote any outside organization or individual are strictly
prohibited. This includes but is not restricted to support of a political campaign,
influencing legislation, influencing school or other public policy.
Dissolution provision - The club may be dissolved by a combined 2/3 vote of the
ENTIRE board of directors AND delegates. Upon dissolution, all net assets are to be
equitably distributed to the teams in existence at the time of dissolution.
Philosophy
The philosophy of the Kendall Soccer Club is to teach and advance the game of soccer
for the Kendall area youth.
• Higher level of competition for those athletes who seek it.
• Develop fair play and sportsmanship in all the club's players and persons involved
(parents, family, community, and additional spectators)
• Provide a development program to the coaches so that they may best help the
youth become better players.
• Teach the youth the value of physical fitness as a part of a healthy lifestyle.
Offices/Misc. Expenses
No club funds are to be used for office space and/or incidental expenses incurred for the
club or any member of the club, unless approved by the board.
Membership
Qualification - Membership is open to anybody who is not subject to suspension by the
club, subject to approval by the club board of directors.
Non-discrimination provision - Membership may not be denied for any prejudicial or
discriminatory reason including but not restricted to race, religion, national origin,
sexual orientation, political beliefs, residence, school district, etc.
Types of Membership
Officer(s) – member of the Board of Directors as elected by the voting club
membership.
Head coach – Member approved to coach and approved by the board.
Delegate – Club member (s) designated by the board team to represent them at the
monthly membership meetings.
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Player– A child between the ages of 10 and 19.
Parent or legal guardian – Parent or legal guardian of a player.
Membership contingencies
Team formation - Membership of any player and parents or legal guardian, or coach,
is dependent upon the ability to form a team at the appropriate age/grade level.
Registration and payment of application fee – Players must submit a membership
application and pay the non-refundable application fee as set by the board, before
or at tryouts.
Try-out provision - If more registrations are received than are permissible to have on
a team, then a try-out shall be held. In order to be a member a player must be
selected by the coach(s) to be on the team.
Payment of membership fees - Upon declaration of a team roster, and a player
making that team, a membership fee is due. The membership fee amount and due
date is set by the board at the start of each year. Membership will be denied for
failure to pay the membership fee within 30 days of the team roster being
declared.
Code of Conduct - Membership is contingent upon signing and agreeing to abide by
the KSC Code of Conduct
Risk management approval
Directors, coaches, assistant coaches, and team managers are required to undergo a
background check in accordance with New York State West Youth Soccer
Association regulations. Official documentation of the background check is to be
maintained by the Director of Membership. The cost for this check is to be paid
by the applicant.
Membership shall be denied based on the failure of the background check.
The results of the background check are confidential, and are to be held in the strictest
confidence by the board of directors. Breach of this confidentiality by any board
member is grounds for removal from the board and/or club.
Membership may be denied with or without cause by a majority vote of the board.
Term of membership – Membership runs from August 1st to July 31st.
Discontinuance of membership
Resignation of membership – members may resign at any time with or without notice.
Revocation of membership
Membership can be revoked for reasons including but not limited to failure to
abide by the club code of conduct, unauthorized disclosure of confidential
club business, providing the club with false or misleading participatory
information, or willful disregard for the policies and procedures defined in
these by-laws.
Re-admission to the club will be considered upon Board of Directors’ hearing.
Any membership fees paid are surrendered and non-refundable.
Suspension of membership
The board shall set the term of the suspension, and any conditions for continued
membership.
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Any member under suspension is considered to be not in good standing, and may
therefore not participate in any club-sanctioned event.
Fixing record date - For the purpose of determining members, membership of directors
shall begin on Sept 1st and run through 2 years to August 31st. For the purpose of
establishing the KSC membership, the Board of Directors will be appointed for the
initial 2006-07 year. Membership for ensuing years will be determined by election.
Structure
Board of Directors - consisting of at least five and a maximum of nine elected officers
each of which shall be at least 21 years old, shall manage the club.
Election and term of directors
Directors are elected by majority vote.
The term of each director shall be 2 years, from September 1 through August 31st.
The terms of the directors shall be staggered such that only half of the directors are
elected each year.
Odd year terms – President, First Secretary, First Treasurer, Trustee
Even year terms – Vice president, Second Secretary, Second Treasurer,
Community Liaison, and Trustee
There is no limit to how many terms a director may serve.
Responsibilities of officers
General responsibilities of all officers
Ensure that all rules, procedures, and protocols defined in the bylaws and club
policies are followed.
Make decisions that are in the long-term best interest of the club.
Recluse him or her from any decision or vote where they are deemed to have a
conflict of interest.
Other duties, the charge and term of which shall be specific and defined by the
board.
President
• Responsible for the general management of the club.
• Oversees activities of the board of directors.
• Chairperson at board meetings and general membership meetings.
• Ensures that all decisions made by the board of directors are carried out.
• Responsible for all interaction with outside people, groups, municipalities,
etc.
• Acts as the delegate for the club.
Vice President
• Carries out the responsibilities of the president in his/her absence.
• Carries out responsibilities of the president as delegated by the president.
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• Responsible for compliance to rules of order at board meetings and
general membership meetings.
Secretary (ies)
• Maintains the by-laws and has a copy available at all meetings for
reference.
• Maintains all forms (except registration forms) used in the club’s business.
• Records the board meeting minutes
• Records the general meeting minutes
• Maintains the calendar of events for the club.
• Provides notice of meetings, and agenda items that will be voted on.
• Responsible for issuing any public notices, announcements or
advertisements relevant to club business to local publications.
• Acknowledge all communication from any member.
• Maintains official list of vote eligible members, and has a copy at all BOD
and general meeting minutes.
• Maintains Certificate of Incorporation.
Treasurer(s)
• Responsible for the financial aspects of the club.
• Responsible for depositing all monies received into a bank approved by
the board.
• Chairs the budget committee and oversees creation of the annual budget.
• Accounts for all incoming monies from registrations, tournament entry
fees, etc.
• Accounts for all expenditures.
• Provides a monthly report to the BOD. The report shall be a hard copy or
emailed file containing a chart of accounts, including budget vs. actual
performance, itemized incomes and itemized expenditures, and account
balance.
• Provides the club membership with a comprehensive annual report.
• Disburses only such funds as authorized by the approved budget, and
prepares proper vouchers for such disbursements.
• Assists external auditors as needed.
Director of Membership (registrar)
• Responsible for maintaining current membership list.
• Advises coaches on registration rules and procedures.
• Maintains official registration form templates.
• Receiver of all registrations.
• Receives risk management reports from NYSWYSA.
• Creates membership records and verifies data.
• Submits all registrations to the parent organizations and affiliates for
players, coaches, assts, managers, etc, and secures official passes.
• Creates official rosters, and distributes.
• Maintains contact information for all coaches, assts, managers, and
furnishes that information for web posting.
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• Maintains contact information for all members, and distributes that
information as necessary.
Director of Facilities
• Creates and maintains equitable schedules for those facilities.
• Works with towns and school to secure fields, as approved by the board.
• Arranges for goal frames to be set, and lines painted for the year.
• Creates and maintains schedules for the fields.
• Person of record with the RDYSL/GYSL to assign home games to fields.
• Liaison to towns, school district, and private venues for field and facility
issues.
Director of Equipment
• Budgets, purchases and maintains inventory of field supplies (i.e. goal
nets, corner flags, stakes, etc.) as approved by the board.
• Manages set up of goals and nets at the start of the season, and manages
the removal at the end of the season.
• Assists the tournament director as needed to supply equipment for the
tournament.
• Budgets, purchases, maintains, and distributes supplies for coaches (i.e.
new game balls each year, corner flags, first aid supplies, etc.) as approved
by the board.
• Researches uniform options, receives bids on uniforms by vendors, and
submits them to the board.
• Orders uniforms as selected by the board.
• Acts as liaison between club and vendor. Takes delivery of uniforms and
distributes to the coaches.
Delegates
Each declared team shall elect a delegate, who shall represent that team and all its
members at any general membership meeting.
The delegate may be any parent or guardian of a player, or board approved volunteer on
that team.
A board member or coach may also be a team delegate.
The head coach of the team shall notify the secretary who the team delegate is.
The member delegate shall vote in representation of all members of that team in any vote
in which the general membership is permitted to vote.
The head coach may temporarily assign that duty to another member of their team,
provided they notify the secretary via email, specifying who the delegate will be, and
for what duration.
Financial Review Committee
The Financial Review Committee shall be chaired by a board member other than a
member of the executive committee, and 2 other non-BOD club members appointed
annually by the executive committee with approval of the board of directors.
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The FRC is responsible for conducting annual internal audit at the close of the fiscal year.
The FRC is responsible for preparing a report of the audit results for the membership.
The FRC is responsible for developing internal audit procedures and policy proposals for
BOD consideration.
The FRC shall recommend to the BOD the need for an external audit by an outside
auditor.
Adjudication Procedure
The BOD is responsible for maintaining membership discipline including but not limited
to: conducting hearings, levying fines, suspending membership, revoking membership,
reinstating membership, and setting conditions for re-instatement.
Meetings
Meeting schedule
All regular general membership and board of director meetings for the entire year
shall be scheduled at the September BOD meeting. Date, time, and location shall
be specified.
The initial BOD and general membership meetings for the following September shall
also be included on the annual meeting calendar.
When scheduling the meetings, attempts should be made to avoid conflicts with
heavily attended school events, which may reduce meeting attendance.
The secretary shall maintain the meeting calendar, and furnish it to the director of
web matters.
The director of web matters shall post and maintain the meeting calendar on the web
site.
Meeting location - Meetings shall be held in the immediate vicinity of the principal area
of the Town of Kendall, at a location authorized by the board.
Notice of meetings
The posting of the meeting calendar on the web page shall serve as official notice of
all meetings.
All club members are allowed to attend any board meeting, committee meeting or
general membership meeting.
The meeting agenda for board meetings and committee meetings shall be emailed 7
days prior to the meeting, to the board or committee members at the address the
member provided to the club registrar.
Cancellation, postponement, and rescheduling of meetings
Membership meetings may not be canceled.
Membership meetings may not be postponed except for inclement weather, or sudden
unavailability of the meeting facility.
A notice posted on the club web site shall serve as notice of a postponement of a
membership meeting.
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Board meetings, committee meetings, and special meetings may be canceled or
postponed by the chair at any time for just cause, including but limited to
knowledge that there will not be a quorum present.
Cancellation or postponement of a board or committee meeting shall be
communicated to board or committee members by email. A notice posted on the
club web site shall serve as notice of the postponement to the club membership.
A new meeting date for a postponed meeting must be declared within 3 days.
Postponed meetings must be rescheduled a minimum of 7 days from the meeting
notice, with the exception of special meetings which require only 3 day’s notice.
Meeting chairperson
The president or ranking board designee shall preside over all regular general
membership and board of director meetings.
Committee chairpersons or a committee appointed substitute chair shall preside over
all committee meetings.
Meeting minutes
Meeting minutes shall be recorded at all meetings.
The secretary shall be the recorder for any meeting at which they are present.
The meeting chair shall designate a recorder when the secretary is not present.
The minutes shall be read back and approved by majority vote as the final order of
business.
The approved minutes shall be emailed to the secretary, who shall keep them as the
official record, and also sent to the director of web matters.
The director of web matters shall promptly post the minutes on the web site.
Meeting protocols
Robert’s Rules of Order shall be the authority for all meetings.
If there is no quorum 15 minutes past the official meeting start time, the meeting
chairperson shall adjourn the meeting. Attendees can discuss issues, but no
minutes are recorded (except to record that the meeting was not held for lack of a
quorum), no votes are taken, no resolutions made, and no action can be taken or
authorized.
Voting may take place for the transaction of business only with a quorum present.
The standard agenda for all general membership meetings and board meetings shall
be:
Role call of eligible voters by the Secretary, and declaration of a quorum.
Call to order by the Chairperson.
Reports of Officers, Directors, Standing Committees
Reports of Special Committees
Special Orders of business (issues which MUST be addressed at that meeting, and
cannot be deferred, as determined by a majority of the quorum).
Old business and general orders, including but not limited to review of budget and
status of board action from prior meetings.
New Business (public comment)
Read-back and approval of the minutes.
Adjournment.
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No item of business brought at a membership meeting or board meeting may be
dismissed, deferred, or tabled without the approval of a majority of the eligible
voters present.
Meeting quorum - The presence at a meeting of a simple majority of members who
are eligible to vote at that meeting. If a quorum is not established business cannot
be transacted, votes cannot be taken, and actions cannot be authorized.
Adjournment - A meeting may be adjourned at any time after meeting business has
been discussed by a majority vote of eligible members present.
Types of meetings – Executive Sessions, Board meetings, General Membership
meetings, Annual General Membership meeting, Special Meetings, Committee
Meetings, Adjourned Meetings.
Executive Sessions- any meeting in which the proceedings are confidential
constitutes an executive session. Disciplinary sessions are normally held in
executive session. Each executive session normally completes a separate session.
Board Meetings
There shall be a BOD meeting in September of the newly installed BOD.
There shall be a minimum of 6 BOD meetings per fiscal year.
Board meetings shall be held at a frequency deemed necessary to complete the
board’s work, as determined by a majority vote of the board.
General membership meetings
Shall be held monthly, or at a frequency to be determined by a vote of the team
delegates.
There shall be a general membership meeting in September.
There shall be a minimum of 2 general membership meetings per fiscal year.
The AGM is to be held in August.
Annual General Membership Meeting Mandated Agenda.
Call to order by the Chairperson.
Role call of eligible members by the Secretary, and declaration of a quorum.
Reports of Officers
Reports of Directors
Reports of standing committees.
Reports of Special Committees
Special Orders
Old business, including but not limited to:
Unfinished business
General orders
Status of board action from prior meetings.
Review of budget
Presentation and voting on the next year’s budget
Proposed amendments and approval of the bylaws.
New Business (public comment)
Election of officers and directors for the next term.
Adjournment.
Committee meetings
Shall meet at a frequency determined by the committee members.
Shall meet at a time when the majority of committee members are available to attend.
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Meetings shall be restricted to the responsibility assigned.
Notice of the meeting should be given to committee members at least 7 days before
the meeting.
Committee chair shall record the minutes and furnish to the club secretary.
Special Meetings
Shall be held at a time different from a regular meeting, and convened to only
consider one or more items of business specified in the call of the meeting. Each
special meeting normally completes a separate session.
The president or an appointed executive committee member is entitled to attend any
special meeting.
The secretary shall schedule the meeting after informing all board members of the
topic, and soliciting each board member’s availability. The meeting shall be held
at the time that the presiding chair and quorum of the body are available to attend.
Club secretary or chair of the meeting shall record the minutes and furnish them to
the secretary.
The chair will preside at special meetings. In their absence the president or the
chairperson’s designee shall preside.
Special meetings on topics that are of a personal nature are to remain confidential.
Adjourned Meeting - A continuation of the immediately preceding regular or special
meeting. An adjourned meeting takes up its work at the point where the preceding
meeting was interrupted in the order of business. Each adjourned meeting normally
completes the preceding session.
Voting
Comment period – No order of business shall be voted upon at the same meeting at
which the motion was brought. The vote shall not take place less than 3 weeks from
the meeting date at which the issue was brought.
Notice of vote - If it is known in advance that an issue will be up for vote at any meeting,
the secretary shall include that information in the required notice of meeting.
Action by members - Action taken by the board or any club member shall only follow a
vote authorizing such action.
Eligibility to vote
Any club member may participate in the debate or discussion of any issue up for vote,
but only eligible voters may vote.
The secretary shall maintain the list of eligible voters.
Directors only vote at Board of directors meetings.
Directors and delegates (or designees) are the only members to vote at general
membership meetings.
Committee members are the only members to vote at committee meetings.
A director holding dual directorships may only cast one vote.
A director who is also a delegate may only cast one vote; however a designee
appointed by the head coach of that team may vote as the team delegate in place
of the director.
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A vote shall not be taken without the presence of a quorum.
Each eligible voter is entitled to cast only one vote. If the individual is for example,
serving in two directorships, that individual only receives one vote.
Voting by proxy – a vote can be cast by sending the vote in writing, specific to the
agenda, to the secretary prior to the vote. A proxy vote shall not be considered as
attendance for purposes of establishing a quorum.
Roll call vote – Any club member present at any meeting can request a roll call vote.
Recording of vote taken
The secretary or chair shall have the responsibility of recording vote results.
Voting results shall include the issue and determination of the voting.
If a roll call vote was requested, the individual votes shall be recorded.
Vote results shall be included in the meeting minutes as a permanent record.
No issue voted upon shall be eligible for a re-vote for one year from the initial vote
unless approved by a majority vote of the BOD.
Finance
The Club shall be a non-profit organization.
Fiscal year – The fiscal year shall run from August 1st to July 31st.
The treasurer(s) shall be the only club member authorized to sign and execute an
instrument on behalf of the club.
In the event the treasurer(s) becomes incapacitated, there shall be a second person in
addition to the treasurer(s) authorized to sign checks. This person shall:
Not be another officer.
Have no direct relationship with the treasurer(s).
Be approved by the BOD.
Be on record at the financial institute at which the club’s funds are kept.
A voucher shall be required before any instrument is signed and executed by the
treasurer.
A voucher for an amount greater than $599.00 shall require signed approval from another
officer.
Total annual payments to any recipient greater than $599.00 shall require signed approval
from another officer.
No monies are to be spent without prior written approval of the board.
The club shall make no loans.
The club shall incur no debt unless expressly authorized by the BOD beforehand.
The club shall not maintain a line of credit unless the BOD authorizes:
A specific creditor.
Specific spending limits.
Specific items or services, which can be charged against the account.
Specific members who are authorized to charge on the account.
There shall be an annual budget for the following year proposed to the BOD at a regular
BOD meeting no later than April 15th. The budget shall detail how much money is to
be spent on what items.
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It is a mandatory item of business that the budget proposal be approved in whole or
modified, by a majority vote of the BOD at a regular or special BOD meeting no later
than May 15th.
The BOD shall fix a registration fee for the following year at that same meeting. Once
fixed, the registration fee may not be changed.
The budget proposal approved by the BOD must be presented at a general membership
meeting at least 30 days prior to the AGM.
It is a mandatory item of business that the budget proposal be approved in whole or
modified by a majority vote of delegates at the AGM.
Changes to the budget once approved at the AGM shall require a majority vote of the
ENTIRE BOD. Changes shall be limited as follows:
The total expenditure may not increase. It must remain the same, or decrease.
Switching monies out of a mandatory cost item to another cost item may only be done
AFTER all obligations have been satisfied, and there is a documentable surplus.
Monies may be switched from a discretionary cost item to another cost item.
Any deviation from the budget item exceeding 3% of the specific allotment shall require
prior approval of the board.
All monies collected by the club are to be used exclusively in the pursuit of the club's
purpose. This includes but is not restricted to:
Insurance as required by parent or affiliate organizations.
Dues to parent or affiliate organizations.
Uniforms.
Referee fees.
Fields and indoor facilities.
Team training equipment
Clinics for players and/or coaches
No monies shall go to the benefit of any club member, director, or officer of the club,
unless it is for reasonable compensation for work or services rendered in pursuit of
the club's purpose, and with prior approval of the board.
No monies shall go to the benefit of any outside individual, group, or entity without prior
approval of the board.
The club shall maintain tax-exempt status.
Documents, Policies, and Procedures
The club shall maintain a file of documents, policies, and procedures including but not
restricted to:
Code of conduct
Rules and regulations
Coach selection process
Coaches’ handbook
Try-out procedures
Formation of teams’ policy
Exceptional player policy
Team sponsorship policy
Club and team fundraising policy
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Evaluation of coaches’ policy
Grievance and appeals procedure
Policies shall be reviewed annually and approved by the board.
Changes in policies are effective for the following season, and shall be in force beginning
Dec. 1st.
A current copy, and only a current copy, of each document on file, shall reside on the
web site.