BY-LAWS (Revised 5/9/05, 3/16/07 and 4/10/10)
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 a chapter of the Alumni Association on behalf of the Gamecock Football program. It is committed to compliance with the institutional control of the NCAA.
Section 2. Purpose. The J-Club purposes are to 1) grow membership exclusively from former players 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 of Gamecock football.
Section 3. Governance. The J-Club is foremost a membership organization of and governed by the former participants of the football program. It will be governed through an elected Board of Directors (18). The Board will appoint an Executive Committee to meet quarterly to direct the financial business and strategic development of the J-Club. 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
All funds raised by the J-Club will be held at the JSU Foundation, to be restricted for use in support of the J-Club’s purpose through the office of the Head Football Coach with oversight from the Athletic Director. Reporting, budgeting and reconciling of funds will be the fiduciary responsibility of the Executive Committee of the J-Club.
ARTICLE II
Administration
Section 1. The J-Club mission and purpose is supported by the administrative services under the supervision of the Head Football Coach: They are: 1) an active database of former players; 2) update website; 3) restricted and designated facilities; 4) an annual calendar of membership, events, and services; 5) Projects in Preservation; and 6) Excellence Projects dedicated to the quality of coaching and to quality of the current players. Executive responsibilities for public relations and marketing are part of the scope of administrative services. All administrative responsibility falls under the independent governance of the Club in compliance with the JSU Foundation and with institutional controls required by the NCAA.
Section 2. The Directors as recommended by the Executive Committee have the responsibility and authority to dedicate restricted funds for administrative services to ensure that the mission continues uninterrupted for perpetuity.
Section 3. The Executive Committee has the responsibility to review records of membership, the annual fund and the capital (major gifts) funds and the authority to initiate agreements for administrative and executive services (Section 2).
Section 4. The Executive Director, with the majority vote of the Executive Committee will enter into a non-binding agreement with the Head Coach for his duties in providing administrative and executive services to the J Club (Section 1).
Article III
Membership
Section 1. There shall be three (3) classes of membership in the Jacksonville State Football Lettermen Club, (the “J-Club”) as follows:
- Lettermen Football Players: Any former football player of Jacksonville State University, who received a football letter, shall become a member upon his acceptance of and compliance with the provision of these By-Laws.
- 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.
- 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 its 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. Honorary membership shall be reviewed annually to preserve the integrity of the J-Club purpose.
Section 2. Voting. Each member of the Lettermen Club, except honorary 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, incase 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 theron prepaid.
Section 5. Quorum. Those present at the “members” meetings shall represent a quorum.
ARTICLE IV
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 March 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 Executive 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 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 V
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 VI
Executive Committee
Section 1. Composition. The Directors, at their April meeting, shall elect an Executive Committee composed of the Executive Director, Executive Secretary, two (2)past President and two (2) 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 quarterly of each year with each member being required to attend at least two of the meetings (Fall, Winter, Spring, or Summer) or be replaced. The exact time and place to be determined by the Executive Director. All actions taken by the Executive Committee shall be reported to and ratified by the Directors at their next meeting following action.
Section 3. Duties. The Executive Committee, working with a representative of the University fundraising department, will develop a sourcing plan to provide 1) annual funds for annual projects; and 2) excellence funds for their strategic initiatives. The Executive Committee will report their strategic initiatives to the Athletic Committee of the Board of Trustees. Both the annual funds and excellence funds of the J Club will comply with JSU Foundation policy. The Executive Committee, in a Winter meeting shall act as the nominating committee for nomination of the Directors. In the March (prior to the Annual) meeting, the committee shall fulfill duties spelled out in Article III, Section 6. The Executive Committee shall submit a proposed budget for the coming year at the April or May meeting of the Directors. The Executive Committee shall also receive, review and pass on recommendations to the Directors any merchandising proposals involving the JSFLA or its trademark (J-Club).
Section 4. Term. The terms of the members shall coincide with their term in office.
ARTICLE VII
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 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 Executive 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 Executive 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 © (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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