The name of the organization shall be “The East Providence Youth Soccer Association” (EPYSA).
The East Providence Youth Soccer Association is founded on the following principles representing the ideals on which the league operates;
The EPYSA shall be a non-profit organization operated exclusively to promote the purposes and philosophy stated in Article II.
The EPYSA is not organized for profit and no part of the net earnings of the EPYSA shall inure to the benefit of or be distributable to any member, director, or officer of the EPYSA or any other person, except that the EPYSA shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the By-Laws.
Upon dissolution of this club, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the internal revenue code or corresponding section of any future federal tax code, or shall be distributed to the Soccer Rhode Island (SRI) for the purpose of development of youth soccer or any other youth soccer association or organizations, in good standing with the United States Youth Soccer Association (USYSA), for the purpose of development of youth soccer. Any assets not so disposed of shall be disposed of the by the Superior court of the county in which the principle office of this club is then located exclusively for such purpose or to such organizations, as said Superior court shall determine, which are organized exclusively for such purposes. No director or coach or officer, or any other member of this Club shall be entitled to any distribution or division of the EPYSA property.
Refund all current registration fees if the program has not commenced or is not considered thirty-three percent (33%) completed, after which registration fees will be refunded on a prorated basis to the extent of available funds.
The EPYSA membership district shall consist of primarily of residents from the city of East Providence, and from time to time may include towns and cities other that the city of East Providence, as determined by the Board of Directors, and shall not be in conflict with the rules of the USYSA and SRI.
The EPYSA shall have its principal office and mailing address in East Providence, to be determined by the Board of Directors after each election, and shall be a public mailing address.
The membership of the EPYSA shall consist of the following: Playing members, Regular members, and Honorary Members.
The status of honorary members may be awarded to persons who have made unusual and outstanding contribution to the EPYSA. Persons may be elected to honorary membership by unanimous vote of the Board of Directors. Honorary members are entitled to the same rights and privileges as regular members for life.
Certification of Membership Voting Rolls
Any playing member or regular member, after being given ten (10) days written certified notice, may have his/her membership revoked by three-quarters (3/4) vote of the Board of Directors present at a Board meeting, only because of refusal to accept and adhere to the By-Laws of the EPYSA, or its general rules and playing rules. Reasonable advance three (3) days’ notice, is to be given to Board members that consideration of revocation is to be one of the matters on the agenda for the Board meeting.
Program registration fees shall be determined by the Board of Directors prior to registration for each subsequent season of play.
Subject to the limitations of the Constitution, Bylaws, and the laws of Rhode Island, all of this Club’s powers shall be exercised by or under the authority of the Board of Directors. All business and other affairs of this Club shall be controlled by the Club Officers known as the Board of Directors.
The EPYSA Board of Directors shall have the following Officers/Board members: President, Vice-President, Secretary, Treasurer and between three (3) and five (5) Board members-at-large, and not more than one position may be held concurrently.
The Executive Committee will be comprised of the following officers: President, Vice President, Secretary and the Treasurer.
All Officers/Board members shall be members of the EPYSA and shall be subject to the membership rules
The President, with the approval of the Board, may appoint such officers to designated, appointed positions as the business of the Club may require. Each subordinate officer shall hold office for such period, have such authority, and perform such duties as are provided in these Bylaws or as the Board may determine.
Subordinate Officers shall not be voting members of the Board. They may be voting members of the Club and as such able to vote at the Annual General Meeting (AGM).
It shall be the duty of the President:
The Vice-President, in the absence, expulsion or untimely death of the President or when requested to do so by the President, shall assume the duties of the President.
It shall be the duty of the Secretary:
It shall be the duty of the Treasurer:
The Treasurer shall give a receipt of all moneys which shall be deposited in a recognized bank in the name of the Club. All accounts shall be paid by check. All checks shall bear two (2) signatures; any combination of the following: President, Vice President, Treasurer. The receipt book and vouchers shall be produced when required by the Board, properly balanced according to the bank book or statement, whichever is up to date. The Treasurer shall be responsible for the preparing of any and all papers pursuant to the tax exempt status of the Club. At no time shall any related parties (e.g. husband/wife, father/daughter, uncle/nephew, brother/sister, aunt/niece, etc.) be the two (2) signatures on a check, to which the check is paid.
The duties of the Board members-at-large shall be prescribed by the President, and will
remain in effect for the current term of the President.
Any vacancy occurring on the Board of Directors shall be appointed by the Board of Directors. A member appointed to fill a vacancy will serve for the unexpired term of his/her predecessor in office.
Any board member may resign at any time by giving written notice to the Board of Directors. The resignation shall take effect at the time specified in such notice, and unless otherwise specified in such notice, acceptance shall not be necessary to make it effective.
Any Board member who is absent from two (2) Board of Directors meetings without excusable cause, or for any reason, at a total of four (4) Board of Directors meetings, shall there by forfeit, without additional formality, his/her right to hold the respective office for the remainder of its term, at the discretion of the remaining Board of Directors, through majority vote.
Notwithstanding the above removal due to absences, the Board of Directors, through majority vote, shall have the full power to make recommendation to the regular and honorary membership for the removal of any Board member. Notice of such proposed actions shall be provided to the affected Board member by certified mailing prior to the next Board of Directors meeting. Upon the decision of the Board of directors, such notice to proceed shall be provided by the Board of Directors to the regular and honorary membership in accordance with the rules of Special Meetings. A majority vote of this membership quorum shall cause such removal to be immediately effective.
Annual General Meeting
There shall be during the month of October of each year on a date set by the Board of Directors an annual meeting of the EPYSA for the purpose of:
Board of Directors Meetings
The Board of Directors shall meet on a regular basis as voted by the Board of Directors to transact business of the EPYSA at a minimum of once a month.
The agenda of regular meetings shall be as follows:
Special meetings of the EPYSA shall be held on the call of the President, or within thirty (30) days after the written request of twenty (20) members of the EPYSA. Written notice of such meeting including the agenda shall be mailed to each Board member and requesting member’s residence at least ten (10) days prior to the date of such meeting.
Notice of the Annual General Meeting shall be provided through the mail, email, phone notice in the local city newspaper, or other means at least ten (10) days prior to the date of such meeting.
Twenty (20) members or twenty-five percent (25%) of the qualified voting membership of the EPYSA, whichever is lesser, shall constitute a quorum for the transaction of business at any Annual or Special meeting of the EPYSA, provided all members have been notified in accordance with the rules of notification stated in Article VII, section 1.
When tabulating a quorum only one parent or guardian qualified to vote for a minor playing member shall be counted towards the quorum. If a parent has more than one registered minor playing member they shall be counted as one person towards the quorum. If two parents or guardians are in attendance and they only have one registered minor playing member, then only one of them shall be counted towards the quorum. If two parents or guardians are in attendance and they have two or more registered minor playing members then each parent or guardian will be counted towards the quorum.
Five (5) members or a simple majority of board members will constitute a quorum for Board of Director meetings.
The EPYSA shall be governed by these By-Laws, and shall be guided by its affiliation with the United States Youth Soccer Association (USYSA) and the Soccer Rhode Island (SRI).
The EPYSA shall abide by, and its By-Laws shall be superseded by, any municipal, state, or federal government laws, regulations or ordinances.
These By-Laws shall be made available to the membership, or to any individual member, SRI/USYSA governing body, or municipal, state, or federal government agent or agency, upon demand.
“Robert’s Rules of Order” shall be fundamental parliamentary law of the Association meetings. “Special Rules of Order” shall govern the Association whenever possible.
The President with the advice and consent of the Executive Committee may appoint a parliamentarian.
Board of Directors
The board of directors shall be the governing body of the EPYSA. It shall have full power to transact all business and meetings for the EPYSA that falls within the scope and purpose of the EPYSA.
The Board of Directors, through a majority vote, shall have the full power to assemble and dissolve all committees, to appoint and remove all committee members, and to govern the actions, governance, operation, and authorities of such committees and committee members.
Each year, the board of Directors shall, as soon as possible after its term commences, appoint one (1) member of the Board of Directors to serve on the following standing committees:
Each committee shall have a specific goal to help formulate plans to decide the associated purposes and procedures of the EPYSA. Committee proposals shall be deemed final and binding for the current year when accepted by majority vote of the Board of Directors.
Operational Governance Documents
The By-Laws shall reference the following operational governance documents as external amendments to the By-Laws:
The aforementioned documents may be changed from time to time, as deemed necessary by the Board of Directors, or by the recommendation of an appropriate committee as agreed to by the Board of Directors. Such governance documents shall be excluded from the rules affecting amendments to the By-Laws as described in Article X, Section 1.
Such documents shall be reviewed annually and accordingly identified at the beginning of each term of the complete Board of Directors as follows:
This Club shall not assume, nor be liable for the debts and/or financial responsibilities, either implied or incurred, or any player, coach, manager, team assistant, official or referee. Any of the above, shall be reviewed by the Board of Directors.
The EPYSA shall, at all times, obtain and retain in effect the following insurance coverages, and shall cease all operations at such time that insurance coverages are no longer in effect;
The EPYSA shall present to any member, SRI/USYSA governing body, or municipal, state, or federal government agent or agency, proof of such insurance coverages, upon demand.
These By-Laws may be altered, amended or repealed or new By-Laws may be adopted at the Annual General Meeting of the EPYSA by the affirmative vote of a majority of the membership entitled to vote, provided, however, that notice and description of such alteration, amendment, repeal or adoption of new By-Laws shall be contained in the notice of such meeting, made in accordance with the rules of notification stated in Article VII, Section 1.
Individuals, voting members, committees and Board of Directors, may request proposed amendments to the By-Laws by providing written notice of such request, accompanied by a full description of the change, including its wording, purpose and impact to the Board of Directors by September 1, current year. Such requests shall be signed by ten (10) eligible voting members. Notification of this intent to amend the By-Laws must be made is accordance with the rules of notification state in Article VII, Section 1.
The founding By-Laws of this non-profit organization may be adopted and ratified by the Incorporating Board of Directors to allow for the operation and governance of this association.