Wausau TIDE Swim Club

By-Laws of the Club

Adopted January 1, 2002

Article I.   Name, Office and Purpose

Section 1.   Name .  

The organization or the club shall be known as the Wausau TIDE Swim Club.   For purposes of this document, the Wausau TIDE Swim Club may also be referred to as "Wausau TIDE" and/or "the Club."

Section 2.   Office .  

Wausau TIDE shall have its principal office in the city of Wausau, Wisconsin.   It may have such other offices, either within or without the County of Marathon, State of Wisconsin, as the Board of Directors may determine or as the affairs of the Club may require from time to time.

Section 3.   Purpose.  

The primary purpose of Wausau TIDE is to provide training and encouragement to children and young adults.   This education is specifically designed to foster increased proficiency in competitive swimming for children and young adults (ages 5 and older) within a reasonable commuting distance of Wausau, WI.

In addition, through its activities, the Club intends to:

• Further the interest and education of parents and their children in competitive swimming.


• Encourage and improve physical fitness among children and young adults.


• Encourage and develop good sportsmanship, individual integrity, and team play.


• Foster local, state, and national amateur sports competition.

Wausau TIDE will at all times maintain membership in United States Swimming ("USS") and will pledge to conform to its regulations and by-laws.

Section 4.   Other

The properties and assets of this Corporation are irrevocably dedicated to its tax-exempt purposes.   No part of the net earnings, properties or assets of the Swim Team, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or any member, officer, or coach of the Swim Team.  

Article II.   Members.

Section 1.   Definitions.

Definitions of terms used in the Wausau TIDE by-laws are as follows:

•  Member:   A family group of individuals consisting of one or more swimmers and the swimmer's parent(s), guardian(s), or representative(s).   A member can also be a self-sponsored swimmer over the age of 18, who is able to comply with the requirements of membership in Article II, Section 2 of these by-laws.

•  Swimmer:   A swimming member of the family group of individuals who is:  

•  Registered in United States Swimming ("USS"),

•  Engaged in competitive swimming (i.e., participating in swim meets) or in the act of learning competitive swimming skills, and

•  Under the direction of the head coach or the coaching staff of the Wausau TIDE.

•  Regular Member:   Any member of the Wausau TIDE coaching staff who has a valid and enforceable coaching contract.

•  Honorary Member: Any person who is granted honorary membership by the Wausau TIDE Board of Directors.   An honorary member can be any citizen of the community who has rendered distinguished service to the Club.

•  Other :   The Board of Directors reserves the right to approve and create other classes of membership in the Wausau TIDE Swim Club, as it shall deem advisable.

Section 2.   Requirements for Membership.

Membership in the Wausau TIDE Swim Club is obtained by complying with the following:

•  Completion of the Application for Membership by the parent, guardian, or representative of the swimmer or, in the case of a self-sponsored, the swimmer themselves.

•  Completion of a swimming test, if deemed necessary, under the standards established by Wausau TIDE Swim Club Head Coach.

•  A signed agreement by prospective member that he or she is aware of all obligations and responsibilities relative to fees.   These fees shall include, but are not limited to:

•  Seasonal (Winter and Summer) participation fees.

•  Event fees (for individual competitions),

•  Fundraising fees and/or a signed agreement to participate the fundraising activities of the club.   Failure to contribute to these activities shall result in an added assessment to the family as determined by the Board.

The Board of Directors will establish these fees annually and present them at a Regular Meeting.   In addition, the Board reserves the right to make a special assessment of members if the fees do not cover expenses at the end of any season.

All members in good standing are expected to participate in the activities of the Club and assist in hosting any competitive events.   A member shall be in good standing if all of the member's fees have been paid, and the member is not in arrears for more than 30 days after notification that the fees are due and payable.

Section 3.   Financial Assistance.

The intent of the Wausau TIDE Swim Club is to make the sport of competitive swimming available to as many children and young adults as possible, regardless of financial status.   With this in mind, the Club is committed to assisting families who are unable to pay the participation and/or event fees outlined above.   A copy of the Wausau TIDE Financial Assistance Program is available upon request.

Section 4.   Membership Term.

Membership in the Wausau TIDE Swim Club is maintained only as long as the member complies with the requirements of Article II, Section 3 of the Club by-laws, as well as any other rules and regulations established by the Club's Board of Directors and/or Head Coach.

Section 5.   Other.

The Board of Directors, on a case-by-case basis, will determine any additional rules regarding the participation of part-time or non-member swimmers in the Club's activities.

Article III.   Wausau TIDE Officers.

Section 1.   Powers and Duties

The officers of the Club shall be as follows:

• President/Chief Executive Officer (CEO)


• President Elect


• Secretary


• Treasurer

President/Chief Executive Officer (CEO)

The duties of the President/CEO will include, but not be limited to, the following:

• Convene and preside at all regular Wausau TIDE Board of Directors Meetings and Events.


• Schedule meetings consistent with the needs of the Club.


• Appoint special committees as necessary.


• Co-ordinate action between members and the coaches and provide opportunities to Wausau TIDE members to express their views and to determine the Club's actions.


• Be responsible for the supervision and co-ordination of all committees.


• In co-ordination with the Treasurer, consider the financial scholarship applications under Article II, Section 3 or by-laws.


• Approve financial expenditures for Wausau TIDE members and coaches.


• With the assistance of the Board of Directors, obtain pool time in the Wausau area and coordinate pool management for future needs.


• Be aware of any new safety rules and inform the Board of Directors of any safety issues.

President Elect

The duties of the President Elect will include, but not be limited to, the following:

•  Shadow the current President for a period of 2 years beginning January 1 st

•  Prepares to serve as the new Club President

• Assist the current President when asked to


• Serve on the TIDE Board of Directors

Secretary

The duties of the Secretary will include, but will not be limited to, the following:

•  Record, present, and maintain minutes of all Board of Director and Membership meetings

•  Conduct the correspondence of the Wausau TIDE as directed by the Board

•  Notify the members of general meetings

•  Notify officers and committees of meeting times and location

•  Coordinate maintenance of the historical records of the Wausau TIDE Swim Club

•  Maintain custody of one copy of the by-laws, amendments and any policy documents

Treasurer

The duties of the Treasurer will include, but not be limited to, the following:

• Prepare an annual budget for discussion and approval by the Board of Directors


• Approve financial expenditures for Wausau TIDE coaches


• Work with the President to review the financial records, report the financial condition of the Club to the Board and make the records available for audit or review when requested


• Work with the Finance Committee and/or President to complete and submit to the IRS any required information


• Work with the Finance Committee and/or President to issue membership dues statements


• In co-ordination with the President/CEO, consider the financial scholarship applications under Article II, Section 3 or club by-law.


• Is a paid position as an officer of the Board, but does not have voting privileges.

Section 2.   Election of Officers.

The officers of the Wausau TIDE shall be elected annually on a rotation basis in September and take office on January 1.   The Director/CEO will be elected in odd years, and the Secretary and Treasurer will be elected in even years.

Section 3.   Election Procedures

  The election of officers shall be by secret ballot; providing that in the event there is a single nominee for a particular office or in the event that there is no contest for any office, the election may be by acclamation.

A majority of the vote's cast shall be required for election.   In the event no candidate for a particular office receives such a majority, a second ballot shall be taken between the two persons receiving the highest number of votes in the preceding ballot.

Section 4.   Qualification of Officers

The officers of Wausau TIDE must be members in good standing.   Any officer not in good standing shall lose his or her vote on the Board.

Section 5.   Vacancies in Office.

When any officer resigns, is removed, or otherwise becomes incapacitated or disqualified for holding office, the remaining members of the Board of Directors shall appoint a successor who shall serve for the balance of the term of the former officer.

Section 6.   Removal of Officers.

An officer of the Wausau TIDE Swim Club may be removed from office only by majority vote of the Wausau TIDE membership provided the following procedures are followed:

•  A motion calling for the removal vote may be made at any duly convened general or special membership meeting.

•  If such a motion is made, seconded and carried, the Board of Directors shall designate a time and place for a special meeting and shall provide at least seven (7) days written notice to all members in good standing of the Wausau TIDE as to the time, place, and subject matter of the special meeting.

•  At such meeting the officer in question shall have an opportunity to answer any accusations in an open forum.

•  A majority plus one of the members in good standing personally in attendance at the meeting shall be required to remove the officer.   Voting shall be by secret ballot.

Until such a vote can be taken, the members of the Board of Directors may, by majority vote, suspend said officer from exercising any powers and duties under these by-laws.

In a situation where the officer appears to have engaged in willful malfeasance, the Board of Directors will suspend the officer and will consult an attorney regarding the potential of legal action prior to making a motion calling for removal.

Section 7.   Indemnification.

The personal liability of each member of the Board of Directors, each uncompensated officer, and each member of the corporation, for monetary or other damages, for conduct as a director, officer, or member shall be eliminated to the fullest extent permitted by the current or future law.

Article IV.   Wausau TIDE Board of Directors

Section 1.   Members of the Wausau TIDE Board.

The Wausau TIDE Board of Directors will be made up of a combination of 4 elected officers, 6 Committee Chairs, the Head Coach and Head Assistant Coach.   All have voting privileges on the Board with the exception of the Treasurer, which is a paid position.

Wausau TIDE Committee Chairs:

The Committee Chairs of the Club shall be as follows:

• Fundraising Coordinator


• Fundraising Operator


• Finance Committee Chair


• Publicity Chair


• Sponsorship Chair


• Meet Director

Fundraising Coordinator:

The duties of the Fundraising Coordinator will include, but not be limited to, the following:

• Works with Fundraising Operator and Board to decide on fundraising events


• Find Event Leaders


• Oversee Event Leaders


• Send letters home to parents regarding the opportunities available to work events


• Puts out sign up sheet for families to sign up to work events


• Gives sign up sheet to Event Leaders

Fundraising Operator:

The duties of the Fundraising Operator will include, but not be limited to, the following:

• Works with Fundraising Coordinator and the Board to decide on fundraising events


• Receives money from Event Leaders and gives money to Treasurer


• Collects reports from Event Leaders to be stored in Event Binder


• Keeps a log of hours worked by families


• Collects receipts from Event Leaders to be given to Treasurer


• Delivers Reimbursements to Event Leaders

Finance Committee Chair

The duties of the Finance Committee Chair will include, but not be limited to, the following:

• Works with the Treasurer to make sure all financial records are in order


• Reviews and reports the financial condition of the Club


• Reviews the investment decisions of the Club


• Establishes the program budgets for the Club (summer and winter), as well as the fundraising goals and needs for the Club


• Works with the President and the Head Coach to annually review the performance and the salary of all coaches and workers

Publicity Chair:

The duties of the Publicity/Membership Chair will include, but not be limited to, the following:

• Attract new members through personal contacts, newspaper adds, community involvement etc.


• Welcome new families with a letter and TIDE handbook


• Insure that new families have a source of information (eg. Hook them up with a mentor family)


• Survey members regularly regarding team issues


• Take or assign a member to take the State team picture


• Solicit ads for home swim meet programs from community businesses and families


• Contact other media (T.V., radio) for meets and other events


• Take or assign a member to take fliers to schools and community locations


• Submit Swimmer of the Month article and picture to the newspaper

Sponsorship Chair:

The duties of the Sponsorship Chair will include, but not be limited to, the following:

• Follow TIDE Corporate and Private Sponsorship guidelines


• Solicit sponsors determined by the Board


• Appoint a member to send Thank You Letter to all sponsors


• Along with Sponsorship Committee acknowledge sponsors by following Sponsorship guidelines

Meet Director:

The duties of the Meet Director will include, but not be limited to, the following:

• Obtains Meet Director Handbook and follows guidelines presented


• Writes sanction request


• Lines up officials


• With head coach, creates meet format (LSC guidelines)


• Must become USA certified


• Appoints meet committees


• Creates and sends Meet Entry Invitation (see page 13 of Meet Directors Handbook)


• Oversees all meet committees


• Creates meet workers sign up form and delegates workers positions

Section 2.   Compensation of the Board of Directors.

The majority of the Board of Directors will be non-salaried and will not be related to salaried personnel or to parties who provide services (at a fee) to the Club.   Any salaried personnel who serve on the Board are not allowed to vote on matters involving their own compensation.

Section 3.   Duties of the Wausau TIDE Board.

The duties of the Wausau TIDE Board of Directors will include, but will not be limited to, the following:

•  Select a coaching staff, using the prescribed hiring process.

•  Approve the job descriptions for the coaching staff, supervise the coaching staff, and evaluate the performance of the coaching staff as specified in Article IX of the bylaws.

•  Evaluate membership issues that may arise.

•  Determine coaches' salary and bonuses.

•  Handle personnel matters relating to the coaching staff.

•  Approve a yearly meet schedule.

•  Regularly review Wausau TIDE programs and goals.   Recommend adjustments to the membership if required.

•  Recommend to the membership amendments to the Bylaws as required.

•  Oversee the financial conditions of the Club.

•  Make Wausau TIDE financial records available for review, if needed.

•  Take any necessary action to ensure that the Wausau TIDE financial records and dealings meet the requirements specified by Section 501(C) 3.

The Wausau TIDE Board shall meet at times and places appropriate to take membership action that shall ensure fulfillment of the Club's purpose, and meet at least once a quarter.

Section 4.   Special Meetings of the Board.

One board member and the Director/CEO, or a majority of the voting members for the Board can decide to call an executive session of the Board.

After a full discussion of the subject matter the Board may vote.   With regard to issues of membership or staff, a vote of the majority plus one is required (i.e. five votes out of seven).   A simple majority is required for all other issues.

If the board has made a decision to deny membership, the family involved will be informed.

The family involved may request, in writing, a formal open or closed hearing of the Board to present their side of the matter and to hear the reasons the Board used to deny membership.

If a closed hearing is required, no notice shall be sent to the Wausau TIDE membership.   The vote to deny membership after such reconsideration again requires a majority plus one of the Board of Directors.   In any vote to deny membership or terminate staff, the full Board shall vote.   All Board members not in attendance must be polled before a final decision can be made.

Section 5.   Limits of the Board of Director's Authority

A majority plus one vote of the members in good standing of who vote in person at a scheduled meeting of the Wausau TIDE membership at which a quorum is present may revoke any decision of the Board of Directors.

Article V.   Meetings

Section I. Regular Meetings

There will be two regular meetings of the membership of the Wausau TIDE during the year.   The first meeting will be held in March and will review the Winter season of the Club, and the second meeting will be held in October of each year.   The October meeting will be considered the annual meeting of the Wausau TIDE.

Section 2.   Special Meetings

Special meetings of the Wausau TIDE Swim Club shall be called by the Director/CEO on his/her own motion, or pursuant to a petition signed by at least twenty (20) members in good standing of the Club or 10% of the voting membership.  

The Director/CEO shall furnish written notice of each special meeting to each member in good standing and said notice shall state the purpose of such special meeting, and the time and place thereof.   No other business of any kind shall be conducted at a special meeting.

Section 3.   Written Notice

The President shall furnish written notice of all regular and special meetings to all members in good standing at least seven (7) days prior to said meeting.

Article VI.   Conduct of Meetings

Section I.   Quorum.

No business shall be conducted at any regular or special meeting of the Wausau TIDE Swim Club unless a quorum of not fewer than four of the voting Board members is present.

Section 2.   Robert's Rules of Orders

Except as otherwise provided herein, each regular and special meeting of the Club shall be conducted with Robert's Rules of Order, provided that, by majority vote of the members in good standing present at any meeting, said rules may be suspended and substitute rules followed by the Wausau TIDE Swim Club.

Section 3.   Voting Members

All voting on Wausau TIDE matters shall be on the basis of one vote for each parent of each family, or in the case of a self sponsored swimmer, they will have one vote.   All swimmers of legal voting age will also have one vote regardless of the fact that their parents and/or guardians may also have a vote.   All membership conditions as outlined in Article II must be fulfilled.

Section 4.   Majority Vote

Except as otherwise provided herein, decisions on all matters before the Wausau TIDE membership shall be made based upon a majority vote of the members in good standing of the Club present in person.

Section 5.   Vote by Mail

Not all members may be available to attend and vote in person.   Therefore, the Wausau TIDE reserves the right to have voting by mail-in ballot when necessary.

Article VII.   Fiscal Management

Section I. Annual budget.

By August 1 st of each year, the Treasurer, with the assistance of the Director/CEO shall prepare an annual budget and dues structure for the Wausau TIDE reflecting income and expenditures.   The budget and the dues structure shall be presented to the membership of the Club at its annual October meeting.   The Club will function with on a calendar year basis.

Section 2.   Revenue and Expenses.

As indicated in Article II, Section 2, the Club will establish a fee (seasonal, fundraising and events) schedule each year.   The Club fees are established to allow the Wausau TIDE to compensate our coaches, rent pool facilities and pay any other reasonable costs incurred in accordance with the purpose of the Club as outlined in Article 1, Section 3 of these By-Laws.  

In the unlikely event of an excess of revenue over expenses in a given year, the Board will develop a plan to utilize or disburse the money in accordance with Article I, Section 3 and 4 of these By-Laws.   The plan to utilize and/or disburse the excess revenue will be presented to the Members for approval at one of the Regular Meetings of the Club.

Section 3.   Banking

All funds of the Wausau TIDE shall be deposited by the Treasurer in such accounts as may be deemed appropriate by the Board in a bank or savings-and-loan association organized and existing under the laws of the State of Wisconsin, providing that funds may be withdrawn from such accounts by the Director/CEO and the Treasurer.

Section 4.   Authority to Oblige.

No officer or member of the Wausau TIDE Swim Club, unless duly authorized by the Director/CEO and approved by the Board, shall have the authority to obligate the Club for any expenditure over $50.   The Director/CEO may delegate to such employee, officer, or committee chairpersons the authority to obligate funds of Wausau TIDE with approval of the Board.

Article VIII.   Committees.

Section I. Standing Committees.

The standing committees of the Wausau TIDE shall be as follows:

•  Fundraising Committee

•  Finance Committee

•  Publicity Committee

•  Sponsorship Committee

•  Meet Committee

As the Club grows, the Board will review the need for additional committees.

Section 2.   Appointment of Chairpersons and Members of Standing Committees

The membership of the Wausau TIDE shall approve the chairperson at the annual meeting.   The chairperson will serve a minimum of two years on the committee and will be responsible for recruiting members to the committee.   All chairpersons and members of each such committee must be members in good standing from within Wausau TIDE.

Section 3.   Authority of Committees

No committee or any member thereof, or any other member of the committee, shall represent the Wausau TIDE in any matter except as authorized by the Bylaws, or the prior approval of the Board.

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