Watertown Youth Hockey Association  

By-Laws

WATERTOWN YOUTH HOCKEY ASSOCIATION, INC.

BY-LAWS

Revised Date – June 2023


ARTICLE 1


NAME, SEAL AND OFFICES


1.1 NAME

The name of the Association is "Watertown Youth Hockey Association, Inc." (Association). The Association is incorporated under the laws of the State of Connecticut as a non-profit Association, and is tax exempt under Section 501(c)(3) of the Internal Revenue Code.


1.2 SEAL

The seal of the Association shall be circular in form and shall bear on its outer edge the words "Watertown Youth Hockey Association, Inc." and in the center, the words and figures "Corporate Seal 1972 Connecticut". The Board of Directors may change the form of the seal and the inscription thereon any time.


1.3 OFFICES

The principal office of the Association shall be the Town of Watertown, Connecticut.


1.4 COLORS

The official colors of the Association will be red and white.


ARTICLE II


PURPOSE

The Association is organized to provide the youth of Watertown and its surrounding towns with a recreational amateur hockey development program implemented through skill development and competition. The Association recognizes a broad range of ability and commitment among its participants and strives to provide appropriate instruction and competition within the constraints of cost and available ice time. The program seeks to instruct and train the youth in the skills associated with the game of hockey, as well as ideals of good sportsmanship, honesty, loyalty, courage, fair play, and the respect for the game, its participants, and spectators. In order to facilitate these purposes, the Association shall promote and sponsor supervised learn to skate programs, clinics, games, leagues, tournaments, and other organized activities, as well as hockey competition between other programs within and outside the Connecticut Hockey Conference. The Association shall be authorized to receive gifts, contributions, donations, bequests, fees, and charges and to apply them to the charitable and educational purposes of the Association so that the Association can provide programs of high quality and extend the opportunity to participate and derive the benefits from the Association programs to all youth of the community.


The Association does not discriminate based on gender, race, sexual orientation, national origin or religious affiliation and seeks to place youths with similar desires and adjudged abilities together on teams or similar groups to maximize enjoyment for all participants.


ARTICLE III


MEMBERSHIP


Membership in this Association shall be one family member per registered travel team player or players who are considered to be in good standing, rostered coaches, and one for each of the Board of Directors. In no event can a family have more than one vote even if the family has multiple players, or are coaches or directors. Individuals who qualify for membership in more than one category shall nonetheless have only one vote. Members in good standing shall be entitled to have one vote at the annual election of the Board of Directors. *****Members in good standing must have a signed commitment letter for the upcoming season, are up to date on all payment requirements for the upcoming season, and do not have any outstanding money owed from the previous season(s). No member shall be entitled to share in the distribution of the Association's assets upon dissolution of the Association, and in the event of dissolution, the Association's assets shall be distributed in accordance with Article X.


ARTICLE IV


BOARD OF DIRECTORS AND OFFICERS: ELECTION AND DUTIES


4.1 DIRECTORS AND OFFICERS 

The Board of Directors shall consist of nine (9) elected Directors and up to six (6) appointed, non-voting Directors. The length of terms of the nine (9) elected will be three years, with three Director's positions expiring each year. The six (6) appointed, non-voting Director positions shall be for a term of one (1) year. There shall be no term limits on either the elected or appointed Director positions. The nine (9) elected Directors shall select the Officers of the Association from among the nine (9) elected Directors. In addition, the nine (9) elected Directors shall select up to six (6) appointed, non-voting Directors. The appointed non-voting Directors need not be Members, as defined under Article III, but may be any qualified individual. No appointed Director shall be entitled to vote at meetings of the Board of Directors, and the elected Directors only shall have the authority to vote on any matter requiring a vote, approval or other action of the Board of Directors. A majority vote of five (5) of the nine (9) elected Directors is needed to select Officers and appointed Directors. The Officers of the Association shall consist of a President, a Vice President, a Secretary, a Treasurer, and a Registrar. When electing Officers, each current elected Director shall be entitled to one vote. No appointed, non-voting Director is allowed to vote in the election of Officers.


4.2 DUTIES OF THE BOARD OF DIRECTORS

The Board of Directors is authorized to act as sole authority on behalf of the Association in all matters pertaining to the operation of the hockey program, and pertaining to any business of the Association.


4.3 DUTIES OF OFFICERS

A. President: The President shall be the Executive Officer of the Association. He/She shall:

  1. Preside at all meetings;
  2. Appoint, with Board approval, committee chairpersons or persons in charge of special assignments;
  3. Plan all meetings; submit meeting agenda to the secretary.
  4. Sign all official documents and papers on behalf of the Association;
  5. Schedule regular and special meetings of the Board; and
  6. Perform all such additional duties usually attached to this office.


B. Vice President: The Vice President shall:

  1. Preside at all meetings in the absence of the President;
  2. Carry out any duties or assignments set forth elsewhere in these by-laws, or delegated to him/her by the President;
  3. Succeed the Presidency in the event of a vacancy in the office of the President; 
  4. Act as the Parliamentarian; and,
  5. Perform all such additional duties usually attached to this office.


C. Secretary: The Secretary shall:

  1. Preside over all meetings in the absence of the President and Vice President;
  2. Send electronically and post on the website notices of all regular and special Board meetings.
  3. Record minutes of all meetings of the Members and of the Board of Directors; 
  4. Submit minutes from prior meeting to the Board for review and approval.
  5. Post all minutes on the website and retain records for a minimum of three (3) years.
  6. Oversee all correspondence required for the operation of the Association;
  7. Perform all such additional duties usually attached to this office


D. Treasurer: The Treasurer shall:

  1. Record all financial transactions of the Association;
  2. Collect all money due to or raised by the Association and deposit same in an authorized depository;
  3. Pay all accounts payable by check;
  4. Record of all monies received, receivables, distributed and due;
  5. Prepare monthly financial statements and file all required tax returns;
  6. Report on the Association's financial condition including a balance sheet and income statement at regular monthly meetings;
  7. Perform all such additional duties usually attached to this office.


E. Registrar: The Registrar shall:

  1. Prepare and maintain team rosters for all levels;
  2. Ensure all coaches, volunteers, and board members have certifications, Safesport and background checks up to date
  3. Collect birth certificates for all registered players;
  4. Act as an administrator for the Outstanding Debt List; 
  5. Oversee the operation of the Association's website;
  6. Oversee and maintain the registration of members; and
  7. Perform all such additional duties usually attached to this office


4.4 NOMINATIONS

Any Member shall be eligible for election as an elected member of the Board of Directors. The six (6) elected Directors whose term is not expiring shall have the responsibility of soliciting and encouraging candidates to submit their names for election no less than fourteen (14) days prior to the annual meeting.


4.5 METHOD OF ELECTION

The Secretary shall prepare a ballot listing the names of all declared candidates and voting shall take place at the Association's Annual Meeting, to be held during the month of May each year. The President shall be responsible for presiding over and conducting such election proceedings in accordance with these Bylaws. If the President is on the ballot seeking re-election, the next-highest ranking officer not on the ballot shall preside over the election.


Members in good standing as defined in Article III are to vote, with 1 vote per family. The ballots shall be promptly tabulated and the results announced at said Annual Meeting. There shall be no write-in votes, and voting by proxy is not allowed. The secrecy of the ballots shall be maintained. The results of the election shall be promptly disclosed to the Membership in attendance at said election, and shall also be promptly posted on the Association's website.


If the number of candidates nominated exceeds the number of positions up for election, all eligible voting Members in good standing are permitted to vote for a maximum number of candidates as will correspond with the total number of Board positions subject to election. For example, if there are three (3) elected Board positions subject to election, and five (5) eligible candidates are nominated for those positions, a voting Member may cast votes for a maximum of three (3) of the nominated candidates. One ballot shall be conducted, and the candidate or candidates who receive the most votes of those votes cast shall be declared the winner(s).

The Board may, at its discretion, schedule a candidates' forum, for the purpose of introducing the candidates to the eligible voting membership, and may adopt rules and procedures governing aspects of the election not addressed in these By-laws. The term of office for all elected Director begins and ends on June 1 of the year coinciding with the end of their three (3) year term.


4.6 TERM OF OFFICERS

The term of office for the President, Vice President, Secretary, Registrar and Treasurer shall be for one year. As to each of these offices, there shall be no term limitations. Any elected Director, including current officers, is eligible to run for any officer's position.


4.7 VACANCIES

All vacancies on the Board of Directors shall be filled by a majority vote of the elected Directors upon nomination by the Vice President. Each new appointee will complete the term of his or her predecessor. In the event of a vacancy in the Presidency, the Vice President shall fill such vacancy.


4.8 LIABILITY

The Association shall hold harmless and indemnify each present and future Director (elected or appointed) and Officer of the Association, and their heirs, executors and administrators, from and against all reasonable expenses incurred in connection with the defense of any action, suit or proceeding to which he or she may be made a party, including reasonable attorneys' fees, by reason of being, or having been, a Director or Officer of the Association, unless such Director or Officer is determined to have engaged in willful or intentional misconduct, gross negligence, or conduct that was unauthorized by the Board of Directors, or beyond the scope of the Director's or Officer's official duties.


4.9 MEETINGS

The Board of Directors shall meet at least once per month. Each meeting agenda shall make provision for a public comment portion, at which any Member may address the Board on any matter within the interest or business of the Association. Reasonable advance notice of meetings shall be given to the Board Members, with a guideline for monthly meetings to occur on the third Wednesday of each month. The President may establish rules and procedures governing the public comment portion of the meeting. When appropriate, the Board may conduct its business in Executive Sessions, which will be attended only by the Board of Directors and others who are specifically invited. There shall be no proxy voting by Members of the Board, but the President may, when he or she deems appropriate, conduct business requiring Board action, by electronic mail voting. In exigent circumstances, in the absence of a Board meeting, the majority may take any action the Board could have taken, provided the same is reported to the Board at its next meeting and provided further that the action is subsequently ratified by the Board.


4.10 DISCIPLINARY ACTION

WYHA will abide by the Bylaws set forth in the current USA Hockey Annual Guide regarding Dispute Resolution, Discipline, and Arbitration for all members.


ARTICLE V


PARLIAMENTARY AUTHORITY


The rules contained in the current edition of Robert's Rule of Order, as Revised, shall govern the Association in all cases in Which they are applicable, and in which they are not in conflict with these By-Laws and any special rules of order the Association may adopt.


ARTICLE VI


FINANCES


6.1 FISCAL YEAR

The fiscal year of the Association shall begin on June 1 of each year and end on May 31 of each year.


6.2 FINANCIAL REVIEW PROCESS

The Board shall be responsible for establishing accounting and bookkeeping policies and procedures for the Association, and review the Association's books, accounts, bank records, financial statements, and other financial records at least bi-annually. The bi-annual internal review shall be completed no later than June 1st and December 1st of each calendar year.


ARTICLE VII


PROHIBITION AGAINST SHARING IN CORPORATE EARNINGS


No Member, Director, Officer, agent, servant, employee, or committee member or any other person connected with the Association, or any other private individual, shall receive at any time any of the net earnings or pecuniary profit from the operations of the Association, provided that this shall not prevent the payment to any such person of such reasonable compensation for services rendered to or for the Association or for goods sold to the Association in affecting any of its purposes as shall be fixed by the Board of Directors; and no such person or persons shall be entitled to share in the distribution of any of the Corporate assets upon the dissolution of the Association. All members of the Association shall be deemed to have expressly consented and agreed that upon such dissolution or winding up of the affairs of the Association, whether voluntary or involuntary, the assets of the Association, after all debts have been satisfied, then remaining in the hands of the Board of Directors shall be distributed, transferred, conveyed, delivered, and paid over, in such amounts as the Board of Directors may determine or as may be determined by a court of competent jurisdiction upon application of the Board of Directors, to such organizations, entities or political bodies as may be determined in accordance with Article X.


ARTICLE VIII


INVESTMENTS: PROHIBITED TRANSACTIONS


The Association shall have the right to retain all or any part of any securities or property acquired by it in whatever manner, and to invest and reinvest any funds held by it, according to the judgment of the Board of Directors, without being restricted to the class of investment which a trustee is or may hereafter be permitted by law to make or any similar restriction, provided, however, that no action of any nature shall be taken by or on behalf of the Association if such action is a prohibited transaction or would result in the denial or the tax exemption under Section 503 or Section 507 of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended.


ARTICLE IX


EXEMPT ACTIVITIES


Notwithstanding any other provisions of these By-Laws, no Member, Director, Officer, employee or representative of this Association shall take any action or carry on any activity by or on behalf of the Association not permitted to be taken or carried on by an Association exempt under Section 501(c)(3) of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended, or by an Association contributions to which are deductible under Section 170(c)(2) of such Code and Regulations as they now exist or as they may hereafter be amended.


ARTICLE X


DISSOLUTION


Upon the dissolution of the Association, after satisfactory arrangement has been made for any outstanding obligations or liabilities as required under the General Statutes pertaining to nonprofit corporations, any remaining assets shall be distributed for one or more exempt purposes within the meaning of section 50l(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, or subdivision thereof, for a public purpose. In addition to the foregoing, where possible, it is the intention of the Association that any such remaining assets be distributed to a similarly organized youth hockey program that strives to achieve the goals set forth in Article II. Any such assets not so disposed of shall be disposed of by a Court of competent jurisdiction of the county in which the principal office of the Association is then located, exclusively for such purposes or to such Association or Associations, as said Court shall determine, which are organized and operated exclusively for such purposes.


ARTICLE XI


AMENDMENTS

These By-Laws may be amended by a majority vote of the Board of Directors at a regular meeting following a membership comment period communicated through the website or written notice.


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