BY-LAWS (Revised
5/9/05)
OF THE JACKSONVILLE STATE UNIVERSITY
FORMER FOOTBALL LETTERMEN ASSOCIATION
(A non-profit organization formed in March 2000)
Article I
Section
1. Mission. The Former Football Letterman Association
(to be referred to as the J-Club) is a membership organization
that acts as an auxiliary to the Jacksonville State University
Foundation [501(c)(3)] on behalf of the Gamecock Football
program.
Section 2. Purpose.
The J-Club purposes are to 1) grow membership from the
alumni and friends of the University; 2) to preserve the
traditions of Gamecock Football; 3) enrich the present
and future program through cultivating the goodwill of
the former players and friends of Gamecock football, and
4) to raise annual and capital funds for the program.
Section 3. Governance.
The J-Club is foremost a membership organization governed
by the former participants of the program. It will be
governed through an elected Board of Directors (18). The
Board will appoint an Executive Committee to meet regularly
to direct the business of the Club's mission. The Executive
Committee will be composed exclusively of former football
players, coaches, managers, and trainers. The Athletic
Director and Head Football Coach will be permanent members
of the Committee. Ex-officio positions will be appointed
and approved by the Executive Committee as required. The
J-Club's work, to its purposes, shall be directed through
the Membership, Event, and Preservation committees. At
no time shall Former Football Letterman represent less
than 75 of any committee.
All funds raised by the J-Club
will be held at the JSU Foundation, to be restricted for
use in the football program by the Head Football Coach
with oversight from the Athletic Director. Reporting,
budgeting and reconciling of funds will be reviewed by
the Oversight/Financial Committee of the J-Club.
Article II
Membership
Section 1.
There shall be four (4) classes of membership in the Jacksonville
State Football Lettermen Club, (the "J-Club")
as follows:
A. Lettermen Football
Players: Any former football player of Jacksonville
State University, who received a football letter, shall
become a member upon his acceptance of end compliance with
the provision of these By-Laws.
B. Associate Members:
Any former football player of Jacksonville State University
who did not receive a letter by reason of injury or lack
of playing time, but who otherwise was a member in good
standing of the football team through the eligibility period
of his class, and managers, trainers, and coaches of the
football team shall be eligible for associate membership
upon the recommendation of three or more active voting members.
Not more than twenty (20) associate members shall be elected
in any on one calendar year of the club. All applications
for associate membership shall be submitted to the membership
committee, which shall review the same and submit a recommendation
to the Board of Directors. Any applicant shall be eligible
for associate membership upon the affirmative vote of majority
of the Board of Directors. Associate members shall be eligible
to serve as officers or directors and have voting rights
in the organization.
C. Honorary Members:
A person shall be eligible for honorary membership upon
the recommendation of three or more active voting members
and shall require the affirmative vote of a majority of
the members of the Board of Directors for election at it's
regularly scheduled meeting. Not more than twenty (20) honorary
members shall be elected in any one calendar year of the
club. Honorary members shall be eligible to serve in Ex
officio positions on all Committees.
D. Social Membership:
To raise money for the program, it is deemed necessary
to have an open social membership. A person shall be eligible
to be a social member upon application and receipt of
dues for membership. Social members are non-equity members
(Lettermen, Associate and Honorary Members are equity
members). Dues will be paid annually and the rate will
be based on availability (space is limited). Social Membership
dues for equity members is at a reduced rate. Rates will
be set and adjusted by the Executive Committee. The funds
generated by the Social Membership will be directed (after
expenses) by the Executive Committee for annual projects.
Section 2. Voting.
Each member of the Lettermen Club, except honorary members
and social members, shall be entitled to one (1) vote
on each matter submitted to a vote of the members.
Section 3. Meetings.
An annual meeting of the members of the Lettermen Club (the
"members") shall be held in the Spring at any
place within the State of Alabama as the Board of Directors
of the Lettermen Club may from time to time provide resolution.
Special meetings of the members may be called by the President
or the Board of Directors or by members entitled to cast
twenty percent (20) of the votes entitled to be cast at
any meeting of the members. At the annual meeting, the members
shall vote on the new Board of Directors recommended by
the Board.
Section 4. Notice.
Written or printed notice stating the place, day and hour
of the meeting and, in case of a special meeting, the purpose
or purposes of which the meeting is called shall be delivered
not less than 10 or more than 30 days before the date of
the meeting, either personally or by mail, by or at the
direction of the President, the secretary or the officers
of person calling the meeting to each member entitled to
vote at such meetings. If mailed, such notice shall be deemed
to be delivered when deposited in the United States mail
addressed to the member at his address as it appears on
the records of the corporation, with postage thereon prepaid.
Section 5. Quorum.
Those present at the "members" meetings shall
represent a quorum.
ARTICLE III
Board of Directors
Section
1. The affairs of the J-Club shall be managed
by a Board of Directors. (The members of the Board of
Directors shall hereinafter be referred to as the 'Directors").
Section 2. Composition.
The number of the Directors shall total Eighteen (18)
including the President, Vice-President, three (3) past
Presidents and the Executive Secretary.
Section 3. Election.
The Directors shall be elected by the members at the annual
meeting of the members and shall serve until their successors
are duly elected and installed.
Section 4. Term.
Three founding Directors shall be elected to serve a term
of three (3) years, provided that five members of the
Board of Directors elected at the initial annual meeting
shall be elected for one (1) year term, five Directors
shall be elected for two (2) year terms, and the remaining
five Directors shall be elected for three (3) year terms.
Section 5. Vacancies.
Any vacancy occurring during a Director's term may be
filled by the remaining Directors at any regular or special
meeting, by the vote of the majority of the Directors
at a meeting at which a quorum is present. The Directors
thus elected to fill any vacancy shall fill the unexpired
term.
Section 6. Duties/Meetings.
The Directors shall schedule for each month of the year
with each Director being required to attend at least one
of the meetings in each of the Fall, Winter, Spring, and
Summer of the year or be replaced. Service of notice of
the day and time of the meetings shall be given to all
Directors orally or by telegram or letter served on, sent,
mailed, or otherwise communicated to each director, not
less than 48 hours before the said meeting. However, such
notice may be waived in writing signed by the Directors.
Special meetings may be held upon 12 hours notice at any
time by the President or any three members of Board of
Directors. The Directors shall manage the affairs of the
Lettermen Club.
In a Spring meeting (prior
to the Annual Meeting), the Directors will (1) act on
the slate of new Directors recommended by the Executive
Committee, (2) act on the recommendation of the Event
Committee, (3) act on the budget recommended by the Oversight/Financial
Committee, (4) act on the recommendations of the Membership
Committee, and (5) act on recommendation of the Preservation
Committee.
In the Annual Spring meeting
of the members, the Directors will present the slate of
the new Directors to the members for vote.
At a Spring meeting (following
the Annual Meeting), the newly elected Directors shall
meet to elect officers, Executive Committee members and
any other committee members deemed necessary at that time.
The incoming President will appoint a Membership Committee
and also appoint an Oversight/Financial Committee, and
then appoint a chairman of the Event and Preservation
committee. The Event and Preservation Committee chairman
will then appoint his committee members.
Section 7. Quorum.
A quorum shall consist of one third of the members of
the Board of Directors, and the act of the majority of
those present at a meeting at which a quorum is present
shall be the act of the Directors. Exceptions are when
voting on (1) honorary members, (2) associate members
or (3) suspending or amending the by-laws, which require
a majority vote of the total members of the Board of Directors
for approval.
ARTICLE IV
Officers
Section
1. Composition. The officers shall be a President,
a Vice-President and an Executive Secretary. No two offices
may be held by the same person.
Section 2. Election.
The officers shall be elected at the annual meeting of
the Directors and shall serve until their successors are
elected and installed.
Section 3. Term.
The officers shall be elected to serve a term of one year.
The term shall run from April 1 to March 31 of each year.
Section 4. Vacancies.
Any vacancy occurring during an officer's term shall be
filled by appointment by the Directors.
Section 5. Powers
and Duties. The officers shall perform the duties
normally associated with their offices.
ARTICLE V
Executive Committee
Section
1. Composition. The Directors, at their Spring
meeting, shall elect an Executive Committee composed of
the President, Vice-president, Executive Secretary, three
(3) past President and three (3) appointed from the Directors,
which, during the interim between meetings of the Directors,
shall have and exercise all the rights, privileges, powers,
and authority of the Directors. The Athletic Director,
Head Football Coach, and a representative of the University
fundraising department shall be members of the committee
as well as any ex-officio position appointed by the committee.
Section 2. Meetings.
The Executive Committee shall meet every month of each
year with each member being required to attend at least
one of the meetings per Fall, Winter, Spring, or Summer
or be replaced. All actions taken by the Executive Committee
shall be reported to and ratified by the Directors at
their next meeting following action.
The Executive Committee,
in a Winter meeting shall act as the nominating committee
for nomination of the Directors. In the Spring (prior
to the Annual Meeting), the committee shall fulfill duties
spelled out in Article III, Section 6. In the monthly
meetings, the Executive Committee will report regularly
club business to the Directors.
ARTICLE VI
Membership Committee
Section
1. Composition. The President, in a Summer meeting,
shall appoint a membership committee whose term shall
begin June 15th. The membership committee shall be composed
of the immediate president as chairman and he shall appoint
a minimum of four active members of the organization to
the committee.
Section 2. Duties.
The membership committee shall review all new applications
for membership including regular, honorary and associate
members and submit recommendation to the directors no
later then ten (10) days prior to a monthly meeting. The
recommendations shall be based on the criteria established
in Article II, Section I and the membership committee's
discretion as to the acceptability of each individual
applicant.
The committee shall also
have the authority to recommend dismissal of existing
members of the organization in the event said member conducts
himself in a manner unbecoming or detrimental to club
affairs. Upon reasonable notice, the dismissed members
shall have the right to have the issue of his dismissal
reconsidered before a quorum of the Directors, and he
shall have the right to produce evidence and testimony
in his behalf.
ARTICLE VII
Oversight/Financial Committee
Section
1. Composition. Oversight/Financial Committee
composed of the Vice- President, the Executive Secretary,
and two (2) members from the Directors shall be appointed
by the incoming President at the Spring meeting. The Vice-President
shall chair the Oversight/Financial Committee.
Section 2. Duties.
The Oversight/Financial Committee shall submit a proposed
budget for the coming year at a Spring meeting of the
Directors. The Oversight/Financial Committee shall also
receive, review and pass on recommendations to the Directors
any merchandising proposals involving the JSFLA or its
trademark (J-Club).
Section 3. Term.
The terms of the members shall coincide with their term
in office.
ARTICLE VIII
Event Committee
Section
1. Composition. The incoming President, at a
Spring meeting, shall appoint an Event chairman who will
chair the Event Committee. The Event Committee will include
the Vice-President, Executive Secretary and three members
appointed by the Event chairman.
Section 2. Duties.
The Event Committee shall coordinate activities for the
member's Social Room and outings in order to encourage
former players to participate in the club. Also, the Event
Committee shall plan social activities for the coming
year and submit their plan to the Oversight/Finance Committee
by January 15 for budget purposes.
ARTICLE IX
Preservation Committee
Section
1. Composition. The incoming President, at a
Spring meeting, shall appoint a Preservation chairman
who will chair the Preservation Committee. The Preservation
Committee will include the Vice-president, Executive Secretary
and three appointed by the Preservation chairman.
Section 2. Duties.
The Preservation Committee shall coordinate presentations
in the football facility of former players and teams that
best represents the traditions of the JSU program in order
to encourage recruiting and fundraising. The Preservation
Committee may also plan social activities to the end and
submit their plan to the Oversight/Financial Committee
by July 15th for budget purposes.
ARTICLE X
Exempt Activities
Notwithstanding any other
provision of these by-laws, no member, Director, officer,
employer, or representative of this corporation shall take
any action or carry on any activity by or on behalf of the
organization not permitted to be taken or carried on by
an organization exempt under 501 C (3) of the Internal Revenue
Code and it's regulations as they now exist or as they may
hereafter be amended.
ARTICLE XI
Senior Advisor
The President,
at the fall meeting, shall appoint a Senior Advisor to
work in an uncompensated position with the executive Secretary
in the day-to-day operations of the club.
ARTICLE XII
Dues
Dues shall
be determined by the Directors at the Fall meeting thereof.
All said dues currently due and payable must be paid by
a member to qualify said member as an active member of
the Lettermen Club.
ARTICLE XIII
Fiscal Year
The fiscal
year of the Lettermen Club shall end on December 31 of
each year and begin the following January 1.
ARTICLE XIV
Amendments
The by-laws
may be amended or suspended without notice at any meeting
of the Directors by a majority vote of the total members
of the Board of Directors. The Executive Committee shall
rewrite the amended By-Laws.
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