Bylaws of Wellington Middle High School
Wellington Eagles Quarterback Club
ARTICLE I – NAME, PURPOSE and MISSION
Section 1: The name of the organization shall be Wellington Eagles Quarterback Club, LLC.
Section 2: The Wellington Eagles Quarterback Club is organized exclusively to support the Wellington High School Football Program through parent and community involvement. The Wellington Eagles Quarterback Club works in alignment with but is a separate entity from Wellington High School and the football program.
The Wellington Eagles Quarterback Club will raise funds through donations, memberships, sponsorships, and fundraising. The funds may be used to purchase gear for players, away game food and special meals/BBQs that are for the entire team, managers, trainers, and coaches, and additional expenses necessary to benefit Wellington High School football students. These may include awards, recognition of players, special events, and scholarships approved by the board. School administration, coaches and student council may request funds to help with the purchase of equipment for the program, assistance with camps, homecoming activities, etc. and the board will vote to approve those funds.
The Wellington Eagles Quarterback Club shall conduct all activities in accordance with CHSSA, Poudre School District (PSD) and Wellington Middle High School ("School") guidelines. As a pending 501(c)(3) organization, The Wellington Eagles Quarterback Club shall comply with federal tax law to maintain its tax-exempt status.
Section 3: Mission
“To facilitate the Wellington Eagles family of football players, coaches, parents, administration and
community in the support and cultivation of a champion football program that emphasizes teamwork,
character, academic achievement, and the development of student athletes who strive to make a positive contribution to our Northern Colorado Community. The contributions and support of our player families and community members are instrumental to the success of the program.”
ARTICLE II - MEMBERSHIP
Section 1: Members. A Member is any parent/legal guardian of a Wellington High School football player or manager who will be affiliated with the Wellington High School football team for the term being planned.
Section 2: Voting Rights. All Members attending a Wellington Eagles Quarterback Club meeting shall have voting rights. However, to be eligible to vote, a member must be present and have attended at least one meeting within the current calendar year.
Section 2(a): The head coach, athletic director and/or principal at Wellington Middle High School shall also have voting rights.
Section 3: Non-Members. Others are welcome to come to meetings to listen and give input but do not have voting rights unless they are a Member or qualify to vote under Section 2(a) as outlined above. Any other person wishing to help with the Wellington Eagles Quarterback Club who is not a parent or a legal guardian of a player or manager for the year being planned is welcome to come to meetings, give input, and volunteer, but will not be a voting member.
ARTICLE Ill - MEETINGS
Section 1: Meetings. Meetings of the General Membership and Executive Board shall consist of, but are not limited to, one (1) time per month. The dates, times and places of the General Membership and Board Monthly Meetings shall be set by quorum vote of the Board. A quorum shall be three-fourths (3/4) of the current Board. Minutes shall be taken at all board meetings and approved at the following meeting.
Section 2: Special Meetings. Special meetings may be called by a quorum of the Executive Board or Committee Chairs as needed. These include work sessions as needed. Note: Committee meetings are not considered special meetings and can be scheduled at any time by chairpersons.
Section 3: Notice. Notice of meetings and meeting agenda shall be given not less than one day prior to the meetings. Notices will be distributed via Wellington Eagles Quarterback Club e-mail and may appear on the website calendar and social media.
Section 4: Parliamentary Procedure. Roberts Rules of Order shall govern meetings when they are not in conflict with the organization bylaws.
Section 5: Motions. Simple majority vote of present members, committees, and officers will be all that is
needed to pass any motion that has been properly submitted to voting membership.
Section 6: Funding Requests. Funding requests forms must be submitted 5 business days prior to the general membership monthly meeting. These may come from student council, coaches, school administration or other entities.
ARTICLE IV – OFFICERS OF THE EXECUTIVE BOARD
Section 1: Officers. The minimum number of required Officers on the Executive Board shall consist of a President, Vice-President, Treasurer, Secretary and Director. All Officers of the Executive Board have an equal vote. The purpose of the Officers on the Executive Board is to oversee the day to day function of the Wellington Eagles Quarterback Club and to create and implement procedures, plans and budgets.
The Executive Board will adhere to the three primary legal duties for a non-profit.
Duty of Care: Take care of the nonprofit by ensuring prudent use of all assets, including facility, people, and good will;
Duty of Loyalty: Ensure that the nonprofit's activities and transactions are, first and foremost, advancing its mission; recognize and disclose conflicts of interest; make decisions that are in the best interest of the nonprofit corporation; not in the best interest of the individual board member (or any other individual or for-profit entity).
Duty of Obedience: Ensure that the nonprofit obeys applicable laws and regulations; follows its own bylaws; and that the nonprofit adheres to its stated corporate purposes/mission.
The Executive Board, as a whole, is responsible for the Wellington Eagles Quarterback Club's compliance with all rules governing the activities of the Wellington Eagles Quarterback Club, including but not limited to, CHSSA, PSD, Wellington Middle High School guidelines and 501(c)(3) guidelines.
Section 2: Meetings. The Executive Board shall meet at least one (1) time per month and are open to the with general membership. Meetings are scheduled the first Tuesday of each month at Wellington Middle High School in the Nest at 6:30 pm or as otherwise posted on the website. General membership and board meetings may be held by video conference and/ or teleconference. Minutes shall be taken at all Board meetings and General Membership meetings and available to the membership upon request.
Section 3: Board Elections and Appointments. Elections will be held at the January meeting to plan for the upcoming fall season. If a current Officer/Board member would like to retain their position, they may do so unless they are voted out by majority of the voting members at the January meeting. If a current Officer/Board member would like to remain on the board but in a different position, they may do so with the approval of the current officers/ board members unless they are voted out by majority of the voting members at the January meeting. Notice will be emailed in November to acquire any interest in Officer/Board positions. If interested and eligible the interested member shall submit their intention to run for a board position that is open before the December board meeting. If only one person is running for a position a vote may be made by voice on the floor. If multiple people are running for a single position a ballot vote shall be taken.
Section 4: Terms. Terms of Board Officers, except Director and Treasurer shall serve one (1) year or twelve (12) calendar months. The Director and Treasurer terms shall be two (2) years or twenty-four (24) calendar months and shall be counterbalanced. The terms for all Board Officers commence the first day after the January election. Boards members eligible for re-election following the conclusion of their term; however, they must reapply each term for a position.
Section 5: Exiting officers are expected to transition and familiarize new elected officers with their duties until expiration of the existing Board members’ term.
Section 6: Duties of Officers/Board Members. The duties of the Executive Officers/Board Members are as follows:
(a) The President shall convene and preside over regularly scheduled meetings of the
Executive Board and General Membership. The President shall use Roberts Rules of Order to govern meetings. The President shall coordinate Wellington Eagles Quarterback Club Activities with Wellington Middle High School Administrative Officials and Football Coaches. Regular communication with the school administration as necessary to facilitate organization functions. Any activities requiring additional communications with the School Administration shall be conducted on an as needed basis and in compliance with all CHSSA, PSD and School guidelines. Open lines of communication with the School Administration are encouraged. The President shall preside or arrange for other Board member to preside at each meeting including the Vice-President, Secretary, Treasurer and Director. The President will create membership donation forms to be approved by the board, engage new membership and organize and maintain membership forms and spreadsheet.
(b) The Vice-President will preside over meetings in the absence of the President. The Vice-President will be responsible for gathering agenda items from the members and committee chairpersons one week prior to scheduled meetings and preparing the monthly agenda for the General Board. They will be a secondary contact to the community and others outside the Wellington Eagles Quarterback Club. They will be the liaison for the Committee Chairpersons.
(c) The Secretary shall be responsible for recording and keeping minutes of all Wellington Eagles Quarterback Club meetings. The Secretary is responsible for distributing copies of minutes to the Executive Board and General Membership (via review of the previous month’s minutes at monthly meetings). The Secretary will keep records containing the names and contact info of all officers, chairpersons, and board members and in general, perform other administrative duties as needed. The Secretary will designate who will take minutes of any meeting they cannot attend. The Secretary will monitor the Wellington Eagle Quarterback Club email and route emails where appropriate. The Secretary will provide ballots if necessary for voting at the January meeting for Officer and Chairpersons positions.
(d) The Treasurer shall be responsible for collection, deposit and distribution of all Wellington Eagles Quarterback Club monies raised through membership donations, sponsorships, fundraisers, donations, etc. in compliance with CHSSA, PSD, Wellington Middle High School guidelines and 501(c)(3) guidelines. The Treasurer shall reconcile bank statements monthly. The Treasurer shall provide a printed financial status report monthly to the Executive Board and General Membership. The Financial Status Report shall be incorporated into the minutes of the monthly General Membership meetings.
The Treasurer shall have such other powers and perform such other duties as may from time to time be prescribed by the Board.
The Treasurer and Director shall work together to prescribe and maintain the methods and systems of accounting to be followed, keep complete books and records of account. They will build a yearly budget based on previous years numbers to be presented at the General Membership meeting in February. They will hire a tax consultant to prepare and file all local, state, and federal tax returns.
(e) The Director is the registered agent of the 501(c)(3) and will file the annual report with the Secretary of State. The Director will oversee financial management of the organization and collaborate with the Treasurer. The Director shall provide donation receipts for donors and sponsors as requested. The Director and Treasurer will follow all 501(c)(3) compliance deadlines. The Director will maintain all records of in-kind donations.
(f) Changes to the Officer/ Executive Board duties are made at the discretion of the current Board by a
majority vote.
Section 7: Officer Vacancies. When a vacancy on the Board exists, nominations for new members
may be received from any voting member. A vacancy exists when an Officer has missed more than
three (3) consecutive Board and/or General Membership meetings and it has been established that extenuating circumstances have not existed for the absences.
Section 8: Resignation of Officers. Resignation of an Officer position shall be submitted in writing to
the board.
Section 9: Removal from Office. Officers/Executive Board members can be removed from office by a majority vote of those present and eligible voters at a regularly scheduled meeting. Any Officer/Executive Board member removed from office will not be eligible for re-election for any Officer/Executive Board positions and will not be eligible for a chairperson position for 2 years.
Article V – COMMITTEE CHAIRPERSONS
Section 1: Duties of Committee Chairpersons. The duties of the Committee chairpersons are as follows:
(a)The Marketing Chairperson shall be responsible for maintaining the Wellington Eagles Quarterback Club domain and website www.wellingtoneaglesquarterback club.org. and organizing and/or designing posters, fliers, yard signs, programs and other needed items.
(b) Communications Chairperson will organize and maintain social media accounts such as Facebook, Instagram, etc. The Communications Chairperson will create and maintain a monthly newsletter to distribute to general membership.
(c) The Events Chairperson shall be responsible for maintaining an events calendar and organizing a committee of volunteers to help with events such as barn dance, 5K’s, Meet the Eagles, Golf Tournaments etc.
(d) The Merchandise Chairperson shall be responsible for ordering, inventory and selling of Wellington Eagles Merchandise. They will work with the Director and Treasurer to operate Venmo, Square and the cash box.
(e) The Nutrition Chairperson will maintain a nutrition calendar and menu for away game snacks and meals for players and managers. They will organize snacks and meals via Sign Up Genius or other technology.
(f) Sponsorship Chairperson shall create business sponsorship packages and ad packages for the program and present them to the board for approval prior to the upcoming football season. They will reach out to local businesses to request ad placement and sponsorship. Requests for sponsorship can be made any time throughout the year.
(g) Game Day Chairperson shall organize the activities for home games such as organizing honorees, organizing the announcer script leading up to game time, VIP seating, VIP tents, tunnels, smoke machines etc. They will work directly with coaches, school staff, security and SRO for game day mapping, planning and safety. They will organize game day volunteers and set up organization of any needed lanyards. Game Day Chairperson will organize the end of season banquet and continue coordinating with coaches and school staff for the event.
(h) Scholarship Chairperson shall create and present to the board programs for senior scholarships, and academic acknowledgement.
(j) Senior Activities Chairperson shall gather info for all senior players and coordinate senior activities.
Other chairpersons and committees can be added as needed.
Section 2: Committee Chairperson Elections and Appointments. Elections will be held at the January meeting to plan for the upcoming fall season. If a current committee chairperson would like to retain their position, they may do so unless they are voted out by majority of the voting members at the January Meeting. Notice will be emailed in November to acquire any interest in Committee chairperson positions. If interested and eligible the interested member shall submit their intention to run for a Committee chairperson position that is open before the December board meeting. If only one person is running for a position a vote may be made by voice on the floor. If multiple people are running for a single position a ballot vote shall be taken.
ARTICLE VI – FINANCES
Section 1: Budget. A budget shall be presented by the Director and Treasurer no later than March 31st of each year for approval by the Board. Changes to the approved budget may only be made by a majority approval of the Executive Board and then by the General Membership.
Section 2: Deposits. Before each physical deposit, one officer is required to count and record the appropriate deposit information and a second person (officer or member) shall verify the amount by counting and initialing the deposit record.
Section 3: Cash Boxes Email a cash box request to the Treasurer 3-5 days prior to an event. When the cash box is delivered the treasurer will count all monies with the committee chair and cash box request form will be signed by both. All cash box monies should be given directly back to the Treasurer with funds counted and confirmed with signatures.
Section 4: Check Request. If checks are needed for payment to vendors, a check request should be made to the Director at least 3 days in advance.
ARTICLE VII – DISSOLUTION
Section 1: The Wellington Eagles Quarterback Club may be dissolved with previous notice and a majority vote by eligible members present at a meeting in accordance with state law.
Section 2: Upon dissolution of the organization, any remaining funds should be used to pay any outstanding bills and, with eligible membership approval, spent on the benefit of Wellington High School football.
ARTICLE VIII – CONFLICT OF INTEREST
All Officers/Executive Board Members must serve without compensation or private inurement to themselves. No agreement or arrangement may result in use, benefit or advantage to an Officer/Executive Board Member.
Any possible conflict of interest with respect to any issue on the part of any Officer/Executive Board Member shall be disclosed to the other Officer/Executive Board Members prior to any discussion or action by the Board.
Any Officer/Executive Board Member who has a possible conflict of interest with respect to any matter shall not participate in the discussion on the transaction or arrangement that results in a conflict of interest.
In addition, the Officer/Executive Board Member may neither vote nor exercise any personal influence in the disposition of such matter. The minutes of the meeting shall reflect the disclosure and the Officer/ Executive Board Members abstention from participation.
Although an Officer/Executive Board Member with any possible conflict of interest shall not vote or exercise personal influence in the disposition of such a matter, the Officer/Executive Board Member shall report fully all pertinent knowledge about the matter and answer freely why a proposed decision or transaction could, or would not, be in the best interest of the organization.
If the Executive Board has reasonable cause to believe that an Officer/ Executive Board Member has failed to disclose actual or possible conflicts of interest, it shall inform the Officer/ Executive Board Member of the basis for such belief and afford the Officer/ Executive Board Member an opportunity to explain the alleged failure to disclose. The board may hold a further investigation and if deemed necessary shall take disciplinary or corrective action under Article IV, Section 9 “Removal from Office” of the Bylaws.
ARTICLE IX - MISCELLANEOUS
Section 1: Amendments. These Bylaws may be amended as necessary. A final draft of the proposed amendment shall be submitted to the Secretary for distribution to the General Membership for review. After distribution, proposed amendments will be set as an agenda item at the next available monthly meeting of the General Membership. The President shall call for a vote at the same meeting to approve or reject the proposed amendment(s). A majority vote of attending Wellington Eagles Quarterback Club Members shall be required for passage. It is recommended the Bylaws should be reviewed every year.
Section 2. Conflicts. In the event of any irreconcilable conflict between these bylaws and either the corporation's Articles of Incorporation or applicable law, the latter shall control.
Section 3. Definitions. Except as otherwise specifically provided in these bylaws, all terms used in these bylaws shall have the same definitions as in the Colorado Revised Nonprofit Corporation Act.
STANDING RULES OF THE WELLINGTON EAGLES QUARTERBACK CLUB
1. The Executive Board shall be responsible and must approve all Disbursement Requests from Eagles Quarterback Club funds with a majority vote.
2. There shall be an "open discussion" item at the end of each General Membership Meeting and Monthly Board Meeting and shall be included on the agenda of each meeting.
NARRATIVE DESCRIPTION OF ACTIVITIES
The Wellington Eagles Quarterback Club will participate in activities such as sponsorships, membership donations, 5Ks, merchandise sales, events, and other approved fundraisers to raise money. This money will be used to benefit only the Wellington High School football team, or the needs of maintaining the Wellington Eagles Quarterback Club such as domain and website fees, insurance, bookkeeping software, printing fees or other expenses detailed in the annual budget. The Wellington Eagles Quarterback Club will work to organize the football team meals and snacks for away games. If need be, and funds are available, the Wellington Eagles Quarterback Club may provide assistance to under-privileged athletes who otherwise could not afford to play. The Wellington Eagles Quarterback Club may also participate in a post-season banquet for the football team and player recognition as defined by the budget approved in March of each year.
The Wellington Eagles Quarterback Club shall conduct all activities in accordance with CHSSA, PSD, and School guidelines as stated in the Bylaws of the Wellington Eagles Quarterback Club.