ALBANY AQUATICS ASSOCIATION BY-LAWS
ARTICLE I. NAME
The name of this organization shall be the
Albany Aquatics Association (AAA).
ARTICLE II. PURPOSES
The purposes of the Albany Aquatics Association are:
A. To be a non-profit organization dedicated to the improvement and progress of
competitive swimming for children.
B. To further the interest and education of all swimmers and their parents and to
encourage increased proficiency in competitive aquatic sports.
C. To maintain membership with USA Swimming by abiding by its rules as long
as such membership serves the needs of the Albany Aquatics Association.
D. To assist the coaches in providing aquatics facilities and training equipment.
E. To encourage and develop good sportsmanship, individual integrity, and team
play.
ARTICLE III. THE GOVERNING BODY OF ALBANY AQUATICS
ASSOCIATION (AAA) SHALL BE THE BOARD OF DIRECTORS:
President
President Elect
Past President
Secretary
Treasurer
Meet Director
Members at Large (Up to 6)
Athletic Representative
Coaching staff according to Contract
Section 1. General Responsibilities of the Board of Directors
A. Keeping Association members informed of all Association matters.
B. Taking action on recommendations of committee chairpersons.
C. Has full authority to set policy, direct affairs, and business.
D. Employing and terminating all paid personnel.
E. All contracts and financial matters.
Section 2. Specific Responsibilities of the Board.
A. President
1. The President shall preside over all Board and Association meetings and call general
membership meetings.
2. Shall have general supervision over all matters pertaining to the Association.
3. Shall see that all By-Laws are preserved and enforced.
4. Shall act as representative of this Association and be a liaison for all business
dealings.
5. May set up committees as needed.
6. May appoint members to fill vacancies on the Board with the confirmation by a
majority vote of the remaining members of the Board.
B. President-Elect
1. The President Elect will work closely with the President learning the responsibilities of
the office with the intention of the position of President the following year.
2. Shall assume the duties of the President in the absence of the President, or when
there is a vacancy in the office of President, provided all criteria for being President are
satisfied.
3. Shall serve a term of two three years with the second year becoming the President,
and the third year becoming Past President, unless otherwise determined by the Board
of Directors.
C. Past President
1.Shall serve as a consultant to the President and the Board.
2. Shall assume the duties of the President in the absence of the President and
President Elect.
D. Secretary
1. Shall keep correct minutes of all Board, Annual and Special Meetings.
2. Shall attend to all correspondence subject to the approval of the President.
3. Shall have charge of the books, papers, records and By-Laws of the Association.
E. Treasurer
1. Shall receive and handle all funds for Albany Aquatics Association as ordered by the
Board.
2. Shall pay all bills against the team as ordered by the Board.
3. Shall keep a current account of the amounts and sources of club money, and keep
receipts, amounts and purposes of payments.
4. Shall present a report number of swimmers by swim group at each Board meeting
showing the income and expenditures of the funds monthly.
5. Shall keep a correct mailing list of the Association’s members.
6. Shall keep records of personal property purchased by the Association.
7. Shall choose a Treasurer Assistant no more than 4 weeks into the second year of
office and train the Treasurer Assistant with intention to assume the Treasurer role.
F. Meet Director
1. Shall be responsible for organizing all local swim meets under the guidance of
Oregon and USA Swimming rules and regulations.
2. Shall choose a Co-Director no more than four weeks after being elected to office and
train the Co-Director with intention to assume the Meet Director role.
G. Member at Large (up to 6)
1. Shall assume duties as directed by the President.
2. Number shall be the ratio of one member at large per every 12-15 swimmers up to a
maximum of six members.
H. Athlete Representative
1. Shall attend Board meetings, Association meetings, swim meets and other
Association activities.
2. Represents all active swimmers of the Association at the above events by conveying
swimmers’ concerns.
3. The swimming members will elect a representative and one alternate.
4. Elections will be held at the beginning of short course season and at the beginning of
long course season.
5. Representatives shall not serve more than two consecutive terms without a onesession
break.
6. Is a non-voting member of the Board of Directors, subsequently may serve on the
board concurrently with a family member.
I. Removal Of Board Member
1. Members of the Board can be removed from the Board "with or without cause" by a
two-thirds vote of the remaining Board members.
2. Removal from the board does not remove the member from the association.
3. Reasons for removal from the board (but not limited to):
a) Not attending meetings and not doing the designated work.
b) Embezzlement of funds or other criminal activities.
c) Harming the good name of the organization.
d) Abusing the privilege of the office of President.
e) Violation of Board of Directors duties and responsibilities contract.
ARTICLE IV. COACHING RESPONSIBILITIES
Section 1. Responsibilities of the Head Coach
A. Shall be responsible for swimmers and coaches at the pool and at all other
places where the swim team is represented.
B. Shall supervise all aspects of the competitive swim program including, but not
limited to;
a. Training
b. Scheduling
c. Registration in swim meets
d. Association Equipment
e. Discipline, challenge, and rewards of swimmers
C. Shall be responsible for providing adequate coaching at all meets.
D. Shall supervise assistant coaches.
E. Shall be responsible for selecting and hiring of assistant coaches with Board
approval.
F. Shall attend all Board Meetings or submit a written report.
Section 2. General Responsibilities of the Coaching Staff.
A. Shall be a member of U.S.A. Swimming.
B. Shall actively recruit age group swimmers to provide balance and growth for
the team.
C. Shall attend all necessary Oregon and U.S.A. Swimming meetings.
D. Will maintain accurate statistics of team standings and progressive reports on
the abilities and improvements of each swimmer.
ARTICLE V. ASSOCIATION MEMBERSHIP
Section 1. General Membership
A. Membership is open to everyone.
B. The membership shall consist of all swimmers, their parents, sponsors,
coaches, and staff in good standing.
C. A sponsor is a member that directly pays dues for a swimmer but is not their
legal parent or guardian.
Section 2. Active Membership
A. Members are considered active when:
a. Dues are paid up to date according to the Treasurer’s records.
b. Members abide by U.S.A. Swimming, Oregon Swimming, Inc., and AAA rules
and policies.
Section 3. Suspension of a Member
A. Members may be suspended from the Association when:
a. Dues are not paid according to the Treasurer’s records and AAA Policies and / or
b. Actions or attitudes are detrimental to the swimmers or Association.
B. Suspension of any member may be determined by a simple majority vote of the
Board.
C. The coach in charge of swimmers has temporary authority to suspend any
swimmer. Any permanent suspension must be reviewed and approved by a
majority vote of the Board of Directors.
D. An appeal of any suspension may be made at the next Board meeting or at any
special Board meeting.
ARTICLE VI. ELECTION OF BOARD MEMBERS
Section 1. Election of the Board
A. Election of Board members shall be held in May, with assumption of office in
August.
B. An alternative election date may be selected upon with a majority of the Board.
C. Elections shall be conducted by ballot. Each family will have two votes.
D. No two family members may be elected to the Board of Directors at the same
time.
Section 2. Terms of Office
A. President elect shall serve a two three -year term: One as President Elect,
and the second year as President, and a third year as Past President, if agreed by
the Board. The President-Elect must have been a Board member for six months
prior to serving in office, and shall not hold the same office more than two
consecutive terms.
B. The President and Secretary shall serve a term of one year, but shall not hold
the same office for more than two consecutive terms.
C. The Treasurer shall serve a term of two years, and shall not hold the same
office more than two consecutive terms.
D. Members at Large shall serve for a term of two years and must have been an
Association member for six months prior to serving in office.
E. Members at Large are not limited in their re-election.
F. The Meet Director shall serve a term of two years and must have been an
Association member for six months prior to serving in office.
G. The Secretary must have been an Association member for at six months prior
to serving in office.
H. Candidates for President and Treasurer must have served on the Board for one
year prior to being nominated by the Association or approved as a candidate by a
majority vote of the board.
Section 3. Nominations
A. A slate of candidates shall be determined by the Board members and
presented to the General Membership at least two weeks prior to the election.
B. Additional nominations may be accepted from the General membership
providing approval has been obtained by the nominee.
Section 4. Vacancies on the Board
A. Vacancies on the board shall be filled by appointment by the President or
acting President, with a majority vote of the remaining Board members. The new
appointee shall serve until that vacant term expires.
ARTICLE VII. MEETINGS
Section 1. Written Notice
A. Written notice of membership or Board meetings shall be posted or sent to the
members indicating time, place, and purpose of the meeting prior to any such
meeting.
Section 2. Board Meetings
A. Board meeting should be held monthly. There will be at least 10 meetings per
year.
B. Board meetings are open to the public.
C. Meetings will be conducted under Robert’s Rules of Order.
D. All matters to be placed on the agenda shall be sent to the President prior to
the meeting.
E. Meetings will be conducted under direction of:
a. The President
b. The President Elect
c. The Secretary
d. The Treasurer
F. A quorum shall consist of ½ plus 1 of all Board members, a quorum must be
present to hold a meeting.
G. Any Board Member may call a special membership meeting at any time. Any
active member in good standing of the Association may request a special Board
meeting by submitting in writing a request stating the purpose of the meeting.
Five members of the Association must sign such a request. All Members of the
Board of Directors shall be notified of these meetings. All standards for regular
meetings shall be instituted.
Section 3. General Membership Meeting
A. There shall be one General Membership Meeting per year.
B. The Purposes of the General Membership Meeting are:
a. To elect new Board Members
b. To approve next year’s budget.
c. To handle other business that may come before the membership.
ARTICLE VIII. ASSOCIATION FUNDS
Section 1. General Rules
A. The finances of this Association shall be managed by the Board.
B. The Board shall propose a budget for the following year’s income and
expenses.
C. The Board must approve the use of funds from any source for any purpose.
D. No Board member may incur indebtedness beyond income for any purpose in
the name of the Association without the approval of majority vote of the Board.
Section 2. Board Rules
A. Only Board members or members designated by the President shall or may
collect funds, make contracts, incur expenses, make payments, propose budgets,
approve policies, and approve the use of funds.
Section 3. Annual Budget
A. The Association’s fiscal year shall be from Sept 1
B. The Treasurer shall submit to the General Membership a financial report and
budget for the following year at the General Membership meeting.
C. The Board shall require in writing a copy of the annual financial report and
annual budget. The budget shall reflect the current and expected future needs of
the Association. All financial reports shall define income and expenditures from
all sources. September 1st thru August 31st.
ARTICLE IX. COMMITTEES
Section 1. Committee responsibilities
A. Any committee shall be established by the Board and each committee
chairperson will be approved by the Board.
B. The committee chairperson shall report to the President at the monthly
meetings on committee progress and/or needs.
C. The Chairperson shall be responsible for any funds budgeted to their
committee.
D. The Chairperson shall be responsible for requesting help from the membership
to operate their committee.
ARTICLE X. AMENDMENTS TO THE BY-LAWS
Section 1. Proposed Amendments
A. Proposed amendments to the By-Laws must be in writing and signed by not
less than five Board members or ten Association members.
B. Proposed amendments must be delivered to Board Members not less than 10
days prior to the next Board or General Membership Meeting.
Section 2. Adoption of Amendments
A. Shall be approved by majority vote of the Board.
B. Shall be approved by a majority of present active members at any General or
Special Membership meeting.
C. Adoption of amendments shall take effect immediately after approval.
ARTICLE XI. POLICIES
Section1. General Policies
A. Current Written Policies shall be maintained and approved by the Board.
Policies may be changed by a majority vote of the Board.
ARTICLE XII. DISSOLUTION
Section 1. In the event of Association dissolution, the Board shall hold all
Association records and property in custody until they can be turned over to a
suitable successor. To qualify as a suitable successor, an organization must be
non-profit, charitable, or have educational purposes.
ARTICLE XIII. INDEMNIFICATION
Section 1. Indemnity
AAA shall indemnify, protect and defend, in the manner and to the full extent
permitted by law, any Indemnified Person in respect of any threatened, pending
or completed action, suit or proceeding, whether or not by or in the right of AAA,
and whether civil, criminal, administrative, investigative or otherwise, by reason
of the fact that the Indemnified Person bears or bore one or more of the
relationships to AAA specified in Section 3 and was acting or failing to act in one
or more of those capacities or reasonably believed that to be the case. Where
specifically required by law, this indemnification shall be made only as authorized
in the specific case upon a determination, in the manner provided by law, that
indemnification of the Indemnified Person is proper in the circumstances. AAA
may, to the full extent permitted by law, purchase and maintain insurance on
behalf of any Indemnified Person against any liability that could be asserted
against the Indemnified Person.
Section 2. Exclusion
The indemnification provided by this Article XIII, shall not apply to any
Indemnified Party whose otherwise indemnified conduct is finally determined to
have been in bad faith, self-dealing, gross negligence, wanton and willful
disregard of applicable laws, rules and regulations, of the USA Swimming Rules
and Regulations, of the USA Swimming Code of Conduct or these Bylaws or who
is convicted of a crime (including felony, misdemeanor and lesser crimes)
involving sexual misconduct, child abuse, violation of a law specifically designed
to protect minors or similar offenses, or who is found by the Board of Review or
the National Board of Review to have committed actions which would be the
basis for a conviction and, in each case, the otherwise indemnifiable conduct (or
failure to act) was, or was directly related to, the predicate acts of the conviction
or finding.
Section 3. Indemnified Persons
As used in this Article XIII, "Indemnified Person" shall mean any person who is or
was a Board Member, Presiding Officer or member, officer, official, coach,
committee chair or member, chair, volunteer, employee or agent of AAA, or is or
was serving at the direct request of AAA as a director, officer, meet director,
official, coach, committee chair or member, chair, volunteer, employee or agent of
another person or entity involved with the sport of swimming.
Section 4. Extent of Indemnity
To the full extent permitted by law, the indemnification provided in this Article
shall include expenses (including attorneys' fees, disbursements and expenses),
judgments, fines, penalties and amounts paid in settlement, and, except as
limited by applicable laws, these expenses shall be paid by AAA in advance of the
final disposition of such action, suit or proceeding. If doubt exists as to the
applicability of an exclusion to AAA's obligation to indemnify, AAA may require
an undertaking from the Indemnified Person obliging him to repay such sums if it
is subsequently determined that an exclusion is applicable. In the case of any
person engaged in the sport of swimming for compensation or other gain, if AAA
determines that there is reasonable doubt as to such person's ability to make any
repayment, AAA shall not be obligated to make any payments in advance of the
final determination. This indemnification shall not be deemed to limit the right of
AAA to indemnify any other person for any such expenses to the full extent
permitted by law, nor shall it be deemed exclusive of any other rights to which
any Indemnified Person may be entitled under any agreement, vote of members
or disinterested directors or otherwise, both as to action in an official capacity
and as to action in another capacity while holding such office.
Section 5. Successors, Etc.
The indemnification provided by this Article shall continue as to an Indemnified
Person who has died or been determined to be legally incompetent and shall
apply for the benefit of the successors, guardians, conservators, heirs,
executors, administrators and trustees of the Indemnified Person.
The above By-Laws of this Association were ratified by the General Membership
at the Annual Meeting held May 16, 2013, with a unanimous vote of all present.
I, Char Robinson, as President Albany Aquatics Association, certify that these are
the true and accurate By-Laws of this Association.
