Bylaws of the Stoughton Youth Hockey Association, inc.

Bylaw Four Board of Directors

Section 1.    Qualifications.

Except for the immediate Past President, only family members who are current with dues and obligations and have been members for one (1) skating season or more may serve as Directors. A skating season for purposes of this paragraph shall be from October 1st through April 30th.

Section 2.    Composition.

The Board of Directors shall consist of not more than thirteen (13) elected Directors, who shall be elected by the members at annual meetings as provided in Section 3 of this Bylaw, and the immediate Past President.  The Board of Directors shall, at a meeting to be held immediately after the annual meeting of the members elect from the members of the Board of Directors, officers as follows: President, First Vice President/Director of Hockey Operations, Second Vice President/Director of Fundraising, Secretary, Treasurer, an Age Level Director for each registered age level (Midget (if registered), Bantam, PeeWee, Squirt, Mite, Reduced Mite and Ice Mite/Learn-to-Skate).

Section 3.    Term and Election.
  1. The term of each Director shall be three (3) years, unless the Director is elected or chosen to fill an unexpired term. The terms of the Directors shall be staggered over a three year period, so that approximately one-third of the Board of Directors shall be elected at each annual meeting. No Director shall serve more than two full terms consecutively.
  2. By February 1st of each year, the President shall appoint a Nominating Committee consisting of at least seven (7) members who shall recommend qualified members for election to the Board of Directors. The President shall name to the Nominating Committee the Age Level Directors for each registered level and two at-large members of the Association, excluding active coach members. The President shall designate one member of the Nominating Committee to be the chairperson.
  3. At the time of appointment of the Nominating Committee the President shall also direct the Secretary to notify the Association members to submit names for nomination to the Board of Directors. The names may be submitted to any member of the Nominating Committee.  The names received by the Committee will be reviewed by the Committee to determine if each nominee meets the criteria for election to the Board of Directors.
  4. The Nominating Committee shall present to the Board a list of all qualified members interested in election to the Board and this list is to be included with the notice of annual meeting. No nominations of candidates for election to the Board of Directors will be taken from the floor during the Annual Meeting unless no other nominations have been received for a board position.
  5. The Board shall submit to each member, as part of the written notice for the Annual Meeting, a ballot listing the qualified candidates for each position on the Board of Directors for which the member is entitled to vote. The members will be instructed to complete the ballot and submit it to the secretary when called for at the Annual Meeting. Ballots not received by the chair at the time of call for vote will not be counted.
  6. Voting for Directors shall be on a cumulative basis, with each member having one vote for each Director to be elected.
  7. In the event no candidate for a Board position receives a simple majority of the votes cast at the Annual Meeting, a runoff election between the two candidates receiving the most votes for such position will be held as soon as possible after the Annual Meeting. Voting in the runoff election shall be conducted by written ballot of all members entitled to vote for such position in a manner similar to that required by Paragraph E, above.
  8. In the event that any position on the Board of Directors, other than Past President, cannot be filled by election, the Board of Directors shall fill such position in the same manner as it fills vacancies under Section 5, below.
Section 4.    Order of Succession.
  1. If a vacancy occurs in the position of President, the First Vice President/Director of Hockey Operations shall become President. In the event that the First Vice President/Director of Hockey Operations declines to become President, the Second Vice President/Director of Fundraising shall become President. If both the First and Second Vice Presidents decline to become President, the Board of Directors shall fill the vacancy in the manner prescribed by Section 5 below.
  2. If a vacancy occurs in the position of First Vice President/Director of Hockey Operations, the Second Vice President/Director of Fundraising shall become the First Vice President/Director of Hockey Operations. In the event that the Second Vice President/Director of Fundraising declines to become the First Vice President, the Board of Directors shall fill the vacancy in the manner prescribed by Section 5 below.
Section 5.    Vacancies.
  1. Any vacancy on the Board occurring during the term of office, except for the position of Past President, shall be filled by appointment of the Board of Directors.
  2. The position of Past President shall be filled only by the immediate Past President and shall not be filled if a vacancy occurs during his/her term of office.  The term of office of the immediate Past President shall be limited to the one year following his/her vacating the position of President. If the President vacates his/her office during a skating season, he/she will serve as immediate Past President only for the remainder of the skating season.
  3. In exercising its power of appointment to fill vacancies on the Board of Directors, the Board shall, whenever feasible, seek out more than one qualified candidate for the vacant position. If feasible, the Board shall submit the names of all qualified candidates to the members entitled to vote for such position for an advisory election prior to filing such vacancies. If no candidate obtains more than 50 percent of the votes cast in the advisory election, a runoff will be held between the two candidates receiving the most votes.
Section 6.    Quorum.

At any meeting of the Board, a majority of members shall constitute a quorum.

Section 7.    Voting.
  1. All elected Board Members are voting members. Each voting Board Member is entitled to one and only one vote. Absentee members may be polled. A simple majority of "for" or "against" votes shall carry a motion. Abstentions shall not be counted.
  2. If the Past President has an active skater with the Association, the Past President shall have the right to vote on all questions. If the Past President does not have an active skater with the Association, the Past President shall not have the right to vote on matters coming before the Board.
Section 8.    Meetings.
  1. The Board of Directors shall meet at least monthly during the regular playing season, and as otherwise deemed necessary.
  2. Uniform notice of Director’s meetings shall be given to each Director.
  3. Meetings of the members of the Board of Directors shall be conducted according to and governed by Roberts Rules of Order (revised) except as otherwise provided in these Bylaws.
Section 9.    General Powers and Duties.

Directors shall conduct, manage, and control the affairs and business of the Association. They shall require proper records to be kept of all business transactions.

Section 10.    Absence from Meetings.

Any Director not attending three (3) consecutive meetings may be removed from office by the remaining Directors, and a new Director appointed when applicable. Proper notice shall be given to the Director.

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