Pottstown Penguins Bylaws and Constitution
 
 

ARTICLE I - NAME AND PURPOSE

 

Section 1 - Name and Organization

 

A.         This organization shall be known as the Pottstown Penguins Youth Hockey, Inc., hereinafter referred to as the Club.

 

B.        The Club is a legally registered, non-profit organization and shall operate as such. 

 

Section 2 - Address

 

A.         The location and principal address of the organization shall be that as printed on the official letterhead of the Club.

 

Section 3 - Purpose

The purpose of the organization shall include the following:

 

A.         To promote, provide, encourage, and develop youth hockey in accordance with the goals and objectives of the Pottstown Penguins Constitution and Bylaws, as governed by the Delaware Valley Hockey League and USA Hockey.

 

 

ARTICLE II - MEMBERSHIP

 

Section 1 - Members

 

A.         In addition to the duly elected and appointed officers and members of the Board of Directors, the membership of this organization shall be compromised of the following:

 

            1.         Duly registered and insured coaches and players for the current season; and

            2.         Parents and/or legal guardians of the above players.

B.        Suspension or Forfeiture - Such membership shall be subject to suspension or forfeiture in the event of a failure to comply with any of the requirements of the Bylaws or decisions of the Board of Directors of this organization, as hereinafter provided.

 

C.        Expense Reimbursement - Any member violating the Bylaws or decisions of the Board of Directors of this organization, which violation causes this organization to incur expenses, shall be liable to this organization for the full amount of such expenses or part thereof as shall be determined to be reasonable by the Executive Committee of this organization.  The member shall be suspended until all such expenses are paid in full.

 

D.        Rejection - The Board of Directors reserves the right to refuse any membership as defined by the Club Bylaws.

 

E.        The Club will not refuse any application based on race, religion, or gender.

 

 

ARTICLE III - BOARD OF DIRECTORS

 

Section 1 - Organization

 

A.         The Board of Directors shall consist of the Executive Committee, Past-President, Ace Coordinator, Team Representatives, Head Coaches, and Equipment Manager.

 

B.        The Executive Committee shall consist of the elected Officers and shall be responsible for executing the policies initiated by the Board of Directors.

 

C.        The officers shall be the President, First Vice-President, Second Vice-President, Treasurer, and Secretary.

 

Section 2 - Election

 

A.         The Officers shall be elected to office by a simple majority vote by the adult membership at the Annual Banquet or by proxy.

 

B.        Any candidate for office must notify the President, in writing, by March 31st.

 

C.        The President will present a list of all candidates for upcoming vacancies to the Board of Directors at the regular Board meeting, prior to the year end banquet.

 

D.        The offices shall be elected to two (2) year terms commencing at the conclusion of the annual meeting at which they are elected and terminating at the end of the meeting at which they stand for election or re-election.  The exception will be any positions that become open as a result of resignation or removal by the Board.

E.        The President, Second Vice-President and Secretary will be elected to office in even-numbered years.  The First Vice-President and Treasurer will be elected to office in odd-numbered years.

 

F.         No officer of the Club may serve in any coaching capacity for any team within the Club within the same season.  The Initiation program is not a team and therefore is exempt from this rule.

 

G.        Appointments:

 

            1.         Head coaches for the upcoming season shall be appointed by the March Board meeting.           

            2.         Team representatives shall be appointed by the August Board Meeting.

            3.         The terms for all coaches and board appointees shall expire following the March Board meeting.

 

H.        No person shall serve on the Executive Committee until having been a member of the organization for a least one (1) full season prior to the election.

 

Section 3 - Succession

 

A.         Should the President be unable to complete or assume his/her term of office, the First Vice-President will assume the office for the duration of the term.

 

B.        Should any other Officer be unable to complete or assume his/her term of office, an election will be held by the Board of Directors for a replacement.

 

C.        Inappropriate behavior or actions unbecoming of an Officer or member of the Board of Directors is cause for removal of said Officer or member from the Board of Directors upon a two-thirds (2/3) majority vote by the Board.

 

            1.         In the event that a motion to dismiss is made and seconded, the Board will review the behavior and/or action in question, which may include testimony by individuals outside the Board.

 

            2.         The Office in question will be given the opportunity to address the charges against him/her prior to the Board voting on the motion to dismiss.

 

D.        In the event of the resignation of a Board member, the Executive Committee must be made aware of the resignation immediately and provided with any related correspondence.

 

E.        Any changes to members of the Board will be communicated to the membership in a timely manner.

 

Section 4 - Duties & Responsibilities

 

A.         The members of the Board of Directors shall:

 

            1.         Represent the Club in a manner that reflects the highest integrity and respect.

            2.         Hold all matters discussed among the Board, such as player & parent issues and matters pertaining to the Club, as confidential.

            3.         Sign a Board of Directors Code of Conduct.

 

B.        The president shall:

 

            1.         Preside over all regularly scheduled meetings and special meetings scheduled at his/her discretion ore requested by three or more Board members.

            2.         Appoint the Scheduler, Equipment Manager, Ace Coordinator, Sr. Team Representative, and Committee chairpersons, upon approval by the majority of the Board.

            3.         Attend all league meetings or delegating another Club representative in her/her absence.

            4.         Determine issues not covered by this Constitution until a subsequent determination is made by the Board of Directors.

            5.         Be responsible for enforcing the Constitution.

            6.         Form committees and appoint committee members, as deemed necessary.

            7.         Serve on committees, as required.  The president cannot serve as the head of a committee.  He/she may only serve in a support capacity.

 

C.        The First Vice-President shall be responsible for:

 

            1.         In the absence of the President, assuming the duties of the President.

            2.         Serving on the Budget Committee and other committees, as required.

            3.         The overall coordination of the yearly Club registration.

            4.         Providing for the continuance of coverage under the general liability insurance policy maintained by USA Hockey and to obtain additional insurance coverages as deemed necessary by the Executive Committee.  Any such additional coverage will be at the expense of the Club and shall name USA Hockey as an additional insured thereunder.

 

D.        The Second Vice-President shall be responsible for:

 

            1.         Assuming the duties of the President in the absence of the President and First Vice-President.

            2.         The promotion and coordination of all activities associated with the Initiation and Cross Ice Programs.

3.             Serving on committees, as required.

 

E.        The Treasurer shall be responsible for:

 

            1.         Managing all Club finances, including but not limited to

            2.         Collecting all funds due the Club; and

            3.         Paying all expenses incurred by the Club;

            4.         Preparing and submitting a monthly financial report to the Executive Committee.

            5.         Chair the Budget committee.

            6.         Maintaining in full force and effect at all times directors’ and officers’ liability insurance, with USA Hockey named as an additional insured thereunder.

            7.         Filing all necessary federal, state and local government forms to maintain the tax exempt status of this organization.

            8.         Submitting for approval to the Board of Directors and Officers at the April Board meeting a preliminary budget for the upcoming year, which includes all anticipated expenditures of the Club in its entirety.

 

F.         The Secretary shall be responsible for:

 

            1.         Appropriately advising the Officers, members of the Board, and the membership of meetings and other important information.

            2.         Preparing, publishing and maintaining the Minutes of the Annual Meeting and all other Board of Director meetings.

                        a.         Meeting minutes shall be distributed to all Board members within two (2) weeks of all Board of Director meetings.

            3.         Preparing all business correspondence.

            4.         The retention of all meeting minutes, business correspondence and other formal Club documentation.

            5.         Oversee the annual distribution of copies of the latest DVHL Constitution and bylaws, and all amendments thereto.

            6.         Serve on the Marketing and Communications committee.

            7.         Maintain a master schedule of all season milestones and keep the Board informed of all upcoming activities and deadlines.

 

G.        The Board of Directors will be responsible for:

 

            1.         The approval/disapproval of:

                        a.         All expenses incurred by the Club.

                        b.         All appointments and recommendations made by the President.

                        c.         All other matters that are brought before the Board for a vote.

            2.         Acting upon any temporary ruling by the President or emergencies not provided for in the Constitution.

            3.         Creating, amending or revising the Club Bylaws.

            4.         Hearing and ruling on any recommendations by or matters regarding the committees.

            5.         Evaluating and recommending to the Membership any proposed changes to the Constitution.

 

H.        The Ace Coordinator shall be responsible for:

 

            1.         Overseeing all activities and actions of the team coaches and ensuring the betterment and improvement of each player’s skills.

            2.         Enforcing League and Club policies, the Constitution of the Club, and the coaches and players Code of Conduct.

            3.         Developing and enforcing an overall coaching philosophy and coaching plan.  This includes dry land, as well as on-ice training.

            4.         Holding, at a minimum, monthly meetings with the coaching staff.

            5.         Chair the Coaching Committee.

            6.         Working in conjunction with the Team Representatives in addressing any Parent/Coach or Player/Coach issues.

           

I.          The Team Representative shall be responsible for:

 

            1.         Maintaining communications between the Club and coaching staff regarding the development of their children.

            2.         Enforcing League and Club policies, the Constitution of the Club, and the Parents Code of Conduct.

            3.         Working the Head of Coaching to resolve and Parent/Coach or Player/Coach problems.

            4.         Ensuring that the concerns of the players and parents always have a voice.

            5.         All other duties outlined in the Club Bylaws.

            6.         The appointed senior Team Representative will be responsible for:

                        a.         Holding meetings with the other Team Representatives, as required.

                        b.         Providing direction and assistance to the other Team Representatives.

 

Section 5 - Meetings

 

A.         General:

 

            1.         The Board shall meet on a monthly basis throughout the year.  There will be three (3) open Board meetings wherein the general membership will be invited to attend.  These board meetings are to be held in June, September and December.

            2.         Special Board meetings will be scheduled by the President at his/her discretion or as requested by three (3) or more Board members.

                        a.         All Board members will be given at least 24 hours notice of all special meetings or the rescheduling or regular meetings.

                        b.         If, for any reason, a meeting has not been scheduled by the President within two (2) weeks after being requested in writing by three (3) or more Board members, a meeting may be called by the First Vice-President, which shall be legal and constitutional.

            3.         It is at the discretion of the President to hold meetings other than the mandated monthly scheduled meetings, with the Executive Committee regarding matters of the Club.  Should a meeting take place it is the responsibility of the President to put forth the outcome of the meeting to the Board of Directors at the next scheduled Board Meeting.

            4.         Meetings will be presided over by the most senior Officer in attendance.  The order of seniority shall be President, First Vice-President, Second Vice-President, Treasurer, Secretary.

            5.         Meeting Minutes will be issued to all Board members within two (2) weeks of the meeting. 

 

B.        Quorum

           

            1.         A quorum for any regular or special Board meeting will require the attendance of at least one-half (½) of the Board and at least three (3) Officers.

 

C.        Voting:

 

            1.         A majority vote is necessary in all matters voted upon the Board.

            2.         The following Officers and members of the Board of Directors will receive one (1) vote in all matters regardless of the number of positions held on the Board:

                        a)        President (only in the event of a tie vote)

                        b)        First Vice-President

                        c)         Second Vice-President

                        d)        Treasurer

                        e)        Secretary

                        f)          Ace Coordinator

                        g)        Head Coaches

                        h)        Team Representatives

                        i)          Equipment Manager

                        j)          Past President

            3.         Officers and members of the Board of Directors must be present to vote.  There will be no voting by proxy.

            4.         The President, or the presiding Officer, shall vote only in the event of a tie.

 

ARTICLE IV - COMMITTEES

 

Section 1 - General

 

A.         The following shall be permanent committees, each headed by a chairman, appointed by the President and approved by a majority of the Board.

 

            1.         Coaching Committee, chaired by the Ace Coordinator;

            2.         Budget Committee, chaired by the Treasurer;

            3.         Marketing and Communications Committee, chaired by the Secretary;

            4.         Fundraising Committee, chaired by the First Vice-President; and

            5.         Disciplinary Committee, chaired by the Second Vice-President.

 

Section 2 - Duties and Responsibilities of Committees

 

A.         Coaching Committee

 

            1.         The Coaching Committee shall consist of the Chairperson and at least two (2) other Club members appointed by the Board of Directors.

            2.         The Committee will be responsible for:

                        a.         Establishing rules of conduct for the coaches;

                        b.         Evaluating the technical skills of the team and reviewing the conduct of the players and coaches;

                        c.         Holding periodic meetings with all coaches, establishing the skill levels for different age levels, and recommending different clinics and seminars available to the coaches;

                        d.         Viewing at least one practice each month and periodically watching the games of each team;

                        e.         Investigating any infraction of rules misconduct and recommending a course of action to the Board.

                        f.          Conducting yearly reviews with the coaching staff.

                        g.         Meeting with each head coach, individually, and reviewing their strengths and weaknesses and recommend actions, drills, etc. that the Coach can use to improve his/her team;

                        h.         Interviewing all prospective coaches interested in joining the Club;

                        i.          Evaluating and recommending to the Board all applicants to Head Coaching positions for the following season;

                        j.          Coordinating and overseeing player evaluations.

 

B.        Budget Committee

 

            1.         The Budget Committee shall consist of the Chairperson, the First Vice-President and at least two (2) other Club members appointed by the Board of Directors.

            2.         The Committee will be responsible for:

                        a.         presenting in writing a proposed budget for the following season at the April meeting which shall include all projected income, expenses and a proposed registration fee.

 

C.        Marketing and Communications Committee

           

            1.         The Marketing and Communications Committee shall consist of the Chairperson and at least two (2) other Club members appointed by the Board of Directors.

            2.         The Chairperson will be responsible for:

                        a.         All publicity releases to local newspapers, etc.  No other Club member shall have the authority to release Club information to any media source unless specifically approved by the Board.

            3.         The Committee will be responsible for:

                        a.         the creation and dissemination of a periodic newsletter to be distributed to Club members;

                        b.         the development of a marketing plan to be approved by the Board.

 

D.        Fundraising Committee

 

            1.         The Fundraising Committee shall consist of the Chairperson and one (1) representative from each team.

            2.         The Committee will be responsible for:

                        a.         submitting proposed fundraisers to the Board for approval.  This will be coordinated with the Budget Committee to assist in the budget preparation;

                        b.         for recommending, organizing, and conducting all fundraising activities;

                        c.         submitting in writing to the Treasurer a profit & loss statement at the end of each fundraising activity.

 

E.        Disciplinary Committee

 

            1.         The Disciplinary Committee shall consist of the Chairperson and at least two (2) other Club members appointed by the Board of Directors.

            2.         The Committee will be responsible for:

                        a.         All matters pertaining to conduct, deportment and behavior of its officials, coaches, parents, and players;

                        b.         Determining the necessary disciplinary action to be invoked;

                        c.         Issuing notice of such decisions to the Board of Directors and to the respective individuals involved.

 

ARTICLE V - THE CONSTITUTION AND AMENDMENTS

 

Section I - General

 

A.         Once ratified by a simple majority vote of the Board, this Constitution will stand as written.  All later modifications shall be in the form of amendments.

 

B.        A historical record will be maintained of all amendments, including the effective date of each and the presiding President at that time.

 

C.        Any amendment to be ratified requires a simple majority vote of all members present at the Annual Banquet or by proxy.  All proposed amendments must be made available to the general membership and all Board members at least two (2) weeks prior to being voted on.

 

D.        In the event that a change to the Constitution is required and cannot wait until the next Annual Banquet, a Special Board meeting can be held to vote on the proposed change, provided that a majority of the Board is present.  A three-fourths (3/4) majority vote of all Board members in attendance will be required for ratification.  All members will be notified of the change in a timely manner.

 

 

ARTICLE VI - GENERAL

 

Section 1 - Financial

 

A.         The fiscal year for the Club will run from May 1st through April 30th.

 

B.        All investment shall be approved by the Board.  Invested monies shall remain liquid and shall not be invested for a duration greater than on year, to coincide with the fiscal year of the Club.

 

C.        Registration fees are set annually by the Board of Directors and are payable in full by September 1st, unless payment arrangement have been made with the Club.  Payment arrangements will be evaluated and approved by the Treasurer on a case-by-case basis. 

 

D.        All contracts and legal documents will require the signature of both the President and the Treasurer.  In the absence of either the 1st Vice President’s signature shall be required.

 

E.        The Treasurer will be required to submit for Board approval an Expenses Approval list.  This will include both upcoming expenses and reimbursable items.  Each item will be reviewed and approved individually.

 

F.         Any unanticipated expenses in excess of $1,500 will require a second signature by the President.

 

Amendment History:

 

1986 - Amended

 

David Obenshine , President

1987 - Amended

 

Franchot Franklin , President

1988 - Amended

 

Georgia Wysock, President

1991 - Amended

 

Robert F. Shortes, President

1994 - Amended

 

Robert F. Shortes, President

1995 - Amended

 

Robert F. Shortes, President

April 4, 2000 - Ratification

 

Ramona Rutherford, President

August 16, 2000 - Amendment

 

Mark Gagliardi, President

July 22, 2003 - Amended & Ratified

   

Alan W. Focht, President

March 18, 2008 - Amended

 

Frank J. Pearson, President

 

 
 
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