
The Peaks Figure Skating Club
By-Laws
Article 1
Name and Address of Corporation
Section 1. Name. The organization shall be known as The Peaks Figure Skating
Club (hereafter referred to as the "Club").
Section 2. Incorporation. The Club was incorporated under the laws of the
State of Utah on July 30, 2004.
Section 3. Headquarters. The Club shall have its headquarters and business
address at the Peaks Ice Arena, care of the Peaks Figure Skating Club, 100
North Seven Peaks Blvd, Provo, Utah 84601.
Section 4. Fiscal Year. The fiscal year of the Club will begin July 1st of
each year and end on June 30th of the following year.
Article II
Purpose
The purposes of the Club are: to encourage the instruction, practice, and advancement of the members in any or all of the disciplines of figure skating; to encourage and cultivate a spirit of fraternal feelings among ice skaters; and to carry out the general policies and objectives of the United States Figure Skating.
Article III
Officers
Section 1. Titles. The officers shall be President, Vice-President, Secretary
and Treasurer. The offices of Secretary and Treasurer may be combined. All
officers must be registered members of the USFSA who have designated the corporation
as their home club.
Section 2. Term of office. Officers shall hold office for one year or until
their successors are elected and the term shall begin immediately.
Section 3. Method of election. Within one week of the Spring General Membership
meeting, the newly impaneled Board of Directors shall hold a special Board
Meeting to organize the members of the Board, one to fill each of the offices
of President, Vice-President, Treasurer and Secretary.
Section 4. Vacancies of Office. Upon resignation, removal from office, or
death of an officer, the Board of Directors shall, at the next scheduled Board
meeting, elect a replacement to complete the remaining term. An officer may
be removed from office for failure to renew membership in the Club or may
be removed by a two-thirds vote of the Board of Directors for failure to perform
the duties of office.
Section 5. Restricted members as defined by USFSA may not hold the offices
of President, Vice-President, Treasurer, and Secretary.
Article IV
Duties of Officers
Section 1. Duties of the President. It shall be the duty of the President to take charge of the Club; to preside at all meetings of the Club and of the Board of Directors. The President shall have the entire supervision and management of the Club and its property pending the action of the Board of Directors; the power to suspend any member for violating the By laws or regulations of the Club, pending the approval of the Board of Directors; to call special meetings and the Club meetings. The President, together with the Secretary, shall sign all agreements and contracts made by the Club upon the approval of the Board of Directors.
Section 2. Duties of the Vice-President. It shall be the duty of the Vice-President to assist the President in the discharge of his/her duties and in the absence of the President, to assume the duties and officiate in his/her stead. If a chairperson is not able to attend to any aspect of their responsibilities, the Vice President will act in their behalf until a replacement can be assigned or the chairperson can resume their role. The Vice President is responsible for monitoring the progress of the monthly Board Meeting minutes, and, on the seventh day, post meeting, if the secretary is unable to prepare and/or post the minutes, the Vice President will assume that responsibility.
Section 3. Duties of the Treasurer. The Treasurer shall have the charge of the funds of the Club and shall keep all records of all receipts and disbursements, and shall render a written report at each Board meeting. Disbursements shall be made upon vouchers approved by the Board of Directors. The Board of Directors has the power, whenever they deem necessary, to appoint an acting Treasurer. The funds shall be deposited in the name of the Club in a bank approved by the Board of Directors. All disbursements by check shall be signed by the Treasurer and the President or another designated officer or member of the Board of Directors approved by the Board of Directors expressly for that purpose. The Treasurer shall not withdraw from the Club's savings account or investment any funds earned in a prior year, except upon the vote of a majority of Directors. The Treasurer shall prepare a yearly financial report to the accountant for preparation of all year-end filings for all government agencies, where required.
Section 4. Duties of the Secretary. It shall be the duty of the Secretary to keep the "minutes of the meeting" of the Club and of the Board of Directors, to supervise all reports and documents connected with the business of the Club, and to issue notices of all meetings of the Club and Directors. Minutes must be posted on the Club bulletin board no more than seven days after the stated meetings. The Secretary is to preside over a meeting when the President and Vice President are not present.
Article V
Board Of Directors
Section 1. Number of Members. There shall be a board of Directors composed
of nine members of the Club.
Section 2. Composition of the Board. Members of the Board of Directors must
be residents of the state of Utah, and will be skaters, eighteen years of
age or older, or parents of skaters who are in good standing with the Club.
Private Coaches or their immediate family members will not be eligible to
serve on the Board of Directors. A private coach shall be defined as someone
who regularly engages in compensated skating instruction as their independent
profession. Private coaches can and are encouraged to serve in standing committee
positions and may be asked to serve in ex-officio capacities, but shall have
no vote.
Section 3. Term of office. Three members shall be elected each year at the
Spring General Membership meeting and they shall serve for a period of three
years. No member may be elected or appointed to serve on the Board more than
seven consecutive years, but may be eligible to serve on the board again after
one skating season has elapsed. Upon resignation, removal from office, or
death of a board member, the Board of Directors shall appoint a replacement
to serve out the remainder of the vacant term of office. No more than one
member of an immediate family may serve on the Board of Directors.
Section 4. Duties of the Nominating committee. The nominating committee shall
take charge of the entire election procedure. This shall include: 1) the notification
of the election meeting, 2) the printing, distributing and collecting of the
ballots, 3) conducting of the elections during the Spring General Membership
meeting, and 4) any other duties related to the elections. The nominating
chairperson shall not be a member of the Board of Directors, an officer of
the Club, or immediate family of same.
Section 5. Method of Election. A nominating committee of not less than three
(3) members shall be named by the Board of Directors at least sixty (60) days
prior to the Annual Spring General Membership meeting and their report made
to the Board not less than thirty (30) days prior to the Spring General Membership
meeting. The report of the nominating committee and the notice of the Annual
Spring General Membership meeting shall be mailed to the voting membership
and also shall be posted on the bulletin board not less than ten(10) days
prior to the election. Candidates may also be nominated from the floor at
the Spring General Election meeting and the combined list will then be voted
on by the eligible, voting members of the Club. The Three (3) candidates receiving
a majority vote shall each serve for three (3) years. Tellers for the counting
of the votes shall be (3) three in number and shall be appointed by the nominating
committee from the membership present at the time of the election.
Section 6. Ex-officio members. Ex-officio members may be appointed by the
Board of Directors as advisors. By initiation of the President or by (3) three
Board Members, an Ex-officio member may attend Board meetings, participate
in discussions, and shall have no vote.
Section 7. Board Member Limitation. The office of Board Members shall be ipso
facto vacated under one (1) of the following conditions:
a) By notice in writing to the Club, the Board member resigns his/her office.
b) If the Board member is no longer a member of the Club.
c) If the Board member misses three (3) meetings of the Board without due
cause and fails to provide due cause to the board when advised of the violation
of section 7.
Article VI
Powers and Duties of the Board of Directors
Section 1. Meetings. The Board of Directors shall meet at least once every
month during the skating season. The day of the month shall be chosen by the
President of the Board of Directors. Directors must be present to vote on
matters coming before the board. Any three (3) members of the Board may call
a Special Board meeting upon written notice to all the members of the Board
at least three (3) days prior to the meeting. The communication shall state
the date, time, and place of the meeting, purpose for which the meeting is
called, and the names of the three (3) members requesting the meeting. The
notice shall also be posted on the Club's bulletin board.
Section 2. Quorum. Two-thirds of the board shall constitute a quorum.
Section 3. Authority. The Board shall have entire authority in the management
of affairs and finances of the Club, and, shall have general control of all
its property. All rights and powers connected therein shall be vested in them.
Section 4. Appropriations. All appropriations not budgeted from the funds
of the Club must be approved by the Board of Directors before being paid.
The funds of the Club shall be deposited in the name of the Peaks Figure Skating
Club in a financial institution insured by an agency of the federal government
and approved by the Board of Directors.
Section 5. Rules. The Board of Directors shall make such rules as they deem
proper for the government of the Club. Penalties for offenses against the
Club rules and procedure for appeals to those penalties shall be consistent
with the USFSA policies.
Section 6. Audits. There shall be an annual audit of the financial statements
of the Club conducted by the Finance Committee appointed by the Board of Directors.
The Finance Committee upon approval of the Board of Directors, may select
a licensed, certified public accountant to perform the annual audit.
Section 7. Indebtedness. The Board shall have power to limit the indebtedness
to the Club of a member of the Club. Members in arrears for dues or those
others whom have indebtedness in default to the Club, shall be ineligible
to hold office, to vote, or to participate in any Club test, competition,
show, or other activities.
Section 8. Arrears for Dues. Any member in arrears for dues, or other indebtedness,
shall be notified by mail by the Secretary and/or Treasurer at his/her last
known address. If the amount due is not paid in full within one (1) month,
thereafter the name of the delinquent shall be reported by the Treasurer to
the Board at their next meeting. The Board may drop from the roll the name
of such delinquent member. A member dropped from the roll for non-payment
of dues or other indebtedness may upon payment of same at the discretion of
the Board, be reinstated to the previous class of membership.
Section 9. Expenditures and Revenue. The Board shall prepare and submit annually,
a program of anticipated expenditures for the coming year together with proposals
of sources of revenue to meet same. Disbursements of Club funds shall be from
the annual budget described above. Disbursements not included in the annual
budget must be approved in advance at a Board meeting by a majority vote of
the Board of Directors.
Section 10. Suspend or Expel. The Board shall have the power to suspend or
expel any member for violations of the Standing rules and/or Bylaws or for
conduct which they deem improper; provided, however, that any member so suspended
or expelled may appeal such action to the next meeting of the Board or to
the next regular meeting of the Club Membership: but no member shall be expelled
or suspended for longer than thirty (30) days without a hearing.
Section 11. Drop and Reinstatement of Membership. The Board may, as hereinafter
provided, drop from the roll any delinquent member and also may reinstate
such members.
Section 12. Readmit for Membership. the Board may, at a regular meeting, readmit
for membership, upon payment of dues, any former member whose resignation
has been fully accepted. Such readmission must be by ballot, and a majority
vote shall reject. No rejected candidate shall be again proposed for reinstatement
within six (6) months after rejection.
Section 13. Delegates. The President shall have the option to be a delegate
to the annual USFSA Spring Governing Council meeting and shall propose additional
delegates to be approved by the Board of directors. Delegates shall report
back to the Board of Directors the proceedings of the Spring Governing Council
meeting.
Section 14. Majority Vote. Except as otherwise provided, all questions shall
be determined by a majority vote. The Chairman, if also a member of the Board
of Directors, shall have the casting vote in the case of a tie: other wise,
a vote shall be so recorded as a failed vote.
Section 15. Special Board Meeting Limitation. No business shall be transacted
at a Special Board Meeting except that of which notice was given. Any order
of business, presented at a Board meeting in which less than the full compliment
of Board members are present, shall be held as pending, and no vote taken,
until the next month's Board meeting, and notice of said business will be
posted as part of the monthly Board meeting agenda.
Section 16. Board Meeting Agenda. An agenda shall be posted no less than one
(1) week prior to all Board meetings, stating the business subject to a vote
in said Board meeting. Any business not listed on the meeting agenda shall
be held as pending with no vote taken until the next month's Board meeting.
A posted Agenda is considered due notice to all Board members of business
on the table. Votes taken on business listed on the posted Agenda shall be
binding.
Article VII
Standing Committees
Section 1. Standing committees. The President or the Club shall appoint
the chairperson for each of the standing committees with authority over them
except as hereinafter provided, and shall appoint such other committees as
shall be necessary upon approval of the Board.
Section 2. Names. The standing committees shall be : 1) Membership; 2) Test;
3) Hospitality; 4) Publicity and Public Relations; 5) Competition; 6) Inter-Club
Relations; 7) Show; 8) Junior Club; and such other committees as the Board
of Directors may deem necessary. They may be appointed as necessary by the
President with the approval of the Board of Directors.
Section 3. Board Meeting. Any chairman of a standing committee may be requested
by the President to attend meetings of the Board of Directors and they may
enter into and take part in all discussions, but may not vote unless they
are also members of the Board of Directors.
Section 4. Duties of Standing Committees.
1) Membership. The Membership Committee shall collect all membership dues,
solicit new members, assist in the collection of subscriptions for the Skating
magazine, prepare the roster when necessary, and carry out other duties pertaining
to the membership of the Club. The committee shall maintain an up-to-date
list of members in good standing.
2) Test. The Test Committee shall work with the Social chairman and any other
interested parties to prepare the testing schedules, to prepare the sheets
necessary for the judges, to arrange with the arena for the necessary quality
of the test ice, to post sheets listing times of tests and sheets for the
test sign up, and to perform any other duties pertaining to skating tests.
3) Hospitality. Hospitality Chairman and Committee shall carry on the business
of arranging the social affairs of the Club, at the discretion of the Board
of Directors.
4) Publicity. The Publicity Chairman and Committee shall arrange with the
news media to have items about the Club publicized, locally and in Skating
Magazine, at the discretion of the Board of Directors.
5) Competition. The Competition Chairman and Committee shall cooperate with
the Clubs in the State in providing competitions in the State of Utah for
skating. The Competition Committee shall provide rules and regulations for
the competitions as well as shall provide trophies and personnel to take charge
of the ice and events. They shall provide accountants, judges, referees, ice
clerks, a timer, and all other persons as needed. They shall provide the necessary
forms for the competition. All questions of the procedure and rules shall
be handled by the Competition Committee and their decision will be final.
6) Inter-Club Relations. This Committee shall be a liaison committee between
the Peaks Figure Skating Club and other member clubs.
7) Show. The Show Committee shall cooperate with the arena management and
the general membership of the Club to help provide a good show. The Committee
will arrange for lighting, scenery, costumes, and other necessary items. They
will work in conjunction with the Director of the show currently being produced
to meet the needs of the production.
8) Junior Club. The Junior Club Committee shall be a liaison between the Board
of Directors and the members of the PFSC that are under 18 years of age. the
Junior Club Committee shall provide information to the Board of Directors
as to the opinions and needs of the members of the PFSC under the age of 18
years.
Article VIII
Membership
Section 1. Conditions for Membership. To be a member of the USFSA and of
the Peaks Figure Skating Club, one shall pay a specified fee per year as set
annually by the Board of Directors and agree to abide by the rules and regulations
of the USFSA and of the Club.
Section 2. Classes of Membership. The Peaks Figure Skating Club shall have
the following classes of membership:
a) full home-club member
b) Subsequent full home-club member
c) Basic skills member
d) voting member
e) member coach
f) Board member
g) supporting honorary member
h) second club member
A full home-club member is defined as a member who has designated the Peaks
Figure Skating Club as his/her principal home club, whereas a second club
member is defined as a member who has designated another club as his/her principal
home club. Professionals in skating and restricted amateurs, as defined in
the USFSA Rulebook, shall be accepted as restricted members of the Club and
shall have all the privileges of membership except for the right to be Club
officer or participate in activities rendered contrary to amateur status,
by the USFSA Amateur Status Rules. Any member in good standing over the age
of eighteen (18) years of age who is a home club, second club, Lifetime, Honorary,
or Restricted member is eligible to vote at a Special or Stated General Membership
meeting. Classes of membership shall be further defined by resolution of the
Board of Directors and included in the standing rules of Membership Committee.
Section 3. Application for Membership. Applications for membership shall be
subscribed to by the candidate and state his/her name, address, and contact
telephone number. An agreement to comply with all Standing Rules and By laws
together with a check for the Applicants membership fees dues the Club shall
be submitted with the application. All applications shall be sent to the Membership
chairperson of the Board of Directors, or, in the absence of a Membership
chairperson, the Secretary.
Section 4. Prospective Members. A prospective member may be admitted to Two
(2) Club sessions free of charge per skating season when accompanied by a
Club member or introduced by an active Professional, who in turn introduces
him to the Chairman of the Membership Committee, or in the absence of the
chairman to one of the Committee members, or a member of the Board.
Section 5. Membership Fees. All membership fees shall be set by the Board
of Directors and announced at the May voting members meeting. These fees must
be paid in full no later than June 15th each year, unless other arrangements
are made with the Board of Directors.
Section 6. Privileges. Only those who have been admitted as members in the
Club, remain in good standing with the Club and the USFSA, and conduct themselves
according to the purposes for which this Club was organized, shall be entitled
to the privileges of the Club. The rights and interests of a member in the
privileges of the Club shall terminate with the period of his/her membership.
All those who have been admitted as members of the Club shall be deemed to
have asserted to be bound by the Standing Rules, and Bylaws of the Club, all
restrictions validly made, penalties imposed, any rulings or decisions properly
made, and the exercise of any authority vested in the President the Board
of Directors, or in any committee.
Section 7. Resignation. Any member not in arrears for fees or other indebtedness
may tender a written resignation for his/her membership to the Secretary,
who shall report same at the next scheduled meeting of the Board for their
action.
Section 8. Honorary/Lifetime members. Honorary and Lifetime members may be
elected by a majority vote at any General Membership meeting of the Club after
recommendations by the Board of Directors. An Honorary or Lifetime member
shall be free from dues, initiation fees, and/or assessments. He/she may represent
the Club in exhibitions and attend ice skating sessions under the same rules
governing active members. Honorary members have no vote unless otherwise provided.
An Honorary member shall have no claim on the assets or property of the Club.
To be an officer or a Board member, an Honorary member must become a home
club, second club, or lifetime member. A lifetime member shall in addition
have all the rights of a full home club member.
Section 9. Board Approval for Competition or Exhibition. No member or members
of the Club shall make entry in the name of the Club in any competitions or
exhibitions except with the approval of the Board of Directors, or the proper
Club official. No member shall knowingly submit application to any competition
or exhibition in which they register for an event at a lower test level than
is current and correct for their skating ability. No member coach shall knowingly
agree to sign a competition or exhibition registration form for a skater attempting
to enter a level that is not current and correct for their skating ability
based on said coach's experience with aforementioned skater and the current
competitive levels for that event. No board officer shall knowingly sign a
registration form that approves a skater to enter a level that is contrary
to the known competitive ability of said skater. Any member found in violation
of this prohibition will be asked to appear before the board of directors
in a closed meeting for an investigation into the matter. Penalty can be assessed
from no penalty, to simple warning, to total suspension from the Peaks Figure
Skating Club, at the discretion of the board and after a vote is taken to
determine the legitimacy of the allegation of violation, and whether the act
was deliberate or unintentional. Registration forms found to be in violation
will be seized and held for said investigation. The meeting, investigation,
penalty, if any, and outcome of any board investigation will be kept confidential.
Article IX
Club Meetings
Section 1. Time. There shall be at least two annual Stated General Membership
meetings each year. The Spring General Membership meeting shall be held in
May or June and the Fall General Membership meeting shall be held in September
or October of each year.
Section 2. Special Meetings. The Secretary shall call special meetings of
the General Membership at the direction of the President upon the written
request of five (5) Club members in good standing.
Section 3. Quarterly Meetings. There may be two quarterly voting members meetings,
held in December and March, for the purpose of keeping the voting members
apprised of issues and business that are of interest to the Club voting membership
and/or require a General vote for a consensus.
Section 4. Quorum. The presence of twenty (20) percent of the eligible voting
membership shall constitute a quorum for the transaction of business.
Section 5. Notices. Notices of Stated, Quarterly, and Special General Membership
Meetings shall be posted by the Secretary at least ten (10) days prior to
the meeting. Members may also be notified by mail, email, or in person by
a member of the board, at least ten (10) days prior to the meeting.
Section 6. Special Meeting Limitation. No business shall be transacted at
a special meeting except business directly related to that of which notice
was given.
Section 7. Order of Business. At annual and special meetings, the order of
business shall be observed in accordance with Robert's Rules Of Order, most
recently revised.
Section 8. Majority Vote. Except as otherwise provided, all questions shall
be determined by a majority vote. The President shall have the casting vote
in the case of a tie.
Section 9. Proxy Votes. Proxy votes shall be accepted and counted, but are
limited to specific proposals listed on the annual or special meeting agenda.
Proxy votes shall be voted as directed and must be received prior to the opening
of the meeting.
Article X
Parliamentary Order
Section 1. The rules contained in the current edition of Robert's Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable in which they are not inconsistent with these Bylaws and any special rules of order the Club may adopt.
Article XI
Amendments to Bylaws
Section 1. Procedure for Amendments. Amendments proposed to the Bylaws may be acted upon at any Annual or Special General Membership meeting, providing that the notice of the meeting states the general character of the proposed amendments. Amendments proposed to the Bylaws shall be posted in their entirety on the Club bulletin board at least ten (10) days prior to the meeting provided all such amendments have received the approval of the Board of Directors. Amendments to these Bylaws shall be made by two-thirds (2/3) vote of the eligible members present and shall not be made in conflict with the Articles of Incorporation of the Peaks Figure Skating Club.
Article XII
Indemnification
The Peaks Figure Skating Club hereby declares that any person who serves at its request as an officer, employee, member or agent of the Board of Directors or chairperson or member of any committee of the Club in any capacity shall be deemed its agent for the purposes of this Article and shall be indemnified by or on behalf of the Club against expenses (including attorney's fees), judgments, fines, and amounts paid in settlements actually and reasonably incurred by such person who was a party or threatened to be made a party to any threatened, pending, or complete action, suit, or proceeding whether civil, criminal, administrative, or investigative (other than any action by or in the right of the Peaks Figure Skating Club); by reason of such service, provided such person acted in good faith and in a manner he/she reasonably believed to be in and not opposed to the best interests of the Peaks Figure Skating Club and with respect to any criminal action or proceeding and had no reasonable cause to believe his/her conduct was unlawful.
Article XIII
Discipline, Suspension, and Expulsion
Section 1. Conflict Resolution. Any member or members having a complaint
against another member for the infraction of any law or rule, other than skating
rules, such as conduct injurious to the welfare of the Club, shall report
to the same in writing to the Board. Such complaints shall set forth the facts
of the case, together with the names of witnesses, if any. After the receipt
of such a complaint, a meeting of the Board shall be held as soon as is practical
to investigate the same. The complainant and the member complained of, shall
receive at least seven (7) days notice of such meeting and may be heard with
their witnesses. The statements and evidence shall be reduced to writing,
filed with the Secretary, and the Secretary shall mail copies thereof to the
complainant and/or complainants, and to the member complained of. An appeal
from the decision of the Board may be taken to the Club within seven (7) days
thereafter by serving upon the Secretary written notice of such appeal. A
Special Membership meeting shall thereupon be called for the consideration
of the case, and a two-thirds (2/3) vote shall be necessary to reverse the
decision of the Board.
Section 2. Suspension/Expulsion. The grounds for suspension and expulsion
shall be as follows:
1) failure and /or refusal to obey the rules and regulations of the Club or
USFSA.
2) conduct such as would tend to bring the Club and /or its members into disrepute;
or
3) conduct inconsistent with the best interests of the Club and/or its members.
A member may be suspended by a resolution of the Board. Notice of suspension
must be properly delivered to the member stating the reason for suspension
and the period of time for which the member is suspended.
A member may be expelled from the Club by a resolution of the Board. Notice
must be properly delivered to the member requesting his/her resignation on
or before the time stated in the notice. The membership of the person so notified
shall then be taken up at the next Annual or special meeting. The President
shall state his/her case, after which a vote of the voting members present
shall be taken and a two-thirds (2/3) majority shall decide
Article XIV
Dissolution
Section 1. The affairs and activities of the Club shall always be conducted
in such a manner that no part of its net earnings shall accrue to the benefit
of any one member, officer, or other individual; that no substantial part
of its activities shall be the carrying on of propaganda, or otherwise attempting
to influence legislation; and that it shall not participate in, or intervene
in (including the publishing or distributing of statements) of any political
campaign on behalf of any candidate for public office.
Section 2. In the event of dissolution of the Club, any and all funds and
all property then owned shall be distributed to or for the use of such charitable
or educational organizations meeting the requirement of Section 501c(3) of
the Internal Revenue code, or any amendment thereof or successor thereto then
in force, as the officers shall then select and determine.
Article XV
Code of Ethics
Section 1. Members are to be thoroughly familiar with the rules of the Peaks
Figure Skating Club, to comply with those rules in full, and to exemplify
the highest standards of fairness, ethical behavior, and genuine good sportsmanship
in any of their relations with others, Any person whose actions, statements,
or conduct is considered detrimental to the welfare of amateur figure skating
is subject to the loss of the privilege of registration by the Peaks Figure
Skating Club.