2015 Champs

Naples Hurricanes Youth Athletic Association, Inc.

(A Florida Not-for-Profit Corporation)

By-Laws

Article I: Name, Term and Identification

          Section 1. The name of this corporation shall be the NAPLES HURRICANES YOUTH ATHLETIC ASSOCIATION, INC. The colors of the organization shall be orange, green and white. No person or persons affiliated with this franchise may issue any statement, either written or verbal, to any newspaper, radio, television or any other communication media, which might be interpreted to be an official statement, policy or position of this corporation without the expressed permission of the Board of Directors. The President shall serve as the official spokesperson for the corporation, except in those instances where the President and the Board of Directors direct other personnel to handle public relations.

            Section 2. The corporate seal shall bear the name of the corporation, the state and year of incorporation, and bear the words “Corporate Seal”.

            Section 3. The principal place of business and office of the corporation shall be in Collier County, Florida, in and around the metropolitan area of Naples, at a place that, from time to time, is determined by the Executive Board of Directors. The corporation is to exist perpetually.

Article II: Purpose and Objective

            Section 1. The purpose of this corporation is to provide athletic activities for youth ages 4 (spring program has 4 yr olds) – 15 years, developing and teaching skills, primarily in the areas of football and cheerleading, in an atmosphere that communicates sportsmanship, honesty, loyalty, courage, integrity, respect and to promote academic achievement among all its participants.

Article III: Affiliation, Status and Limitations

            Section 1. This corporation shall be affiliated with Pop Warner Little Scholars, Inc. As such, it will be governed by, and comply with, all applicable principles, rules, and regulations set forth by Pop Warner Little Scholars, Inc., its Southeast Region, and the Peace River Conference, the HLA (Highest Local Authority) it associates with, for competitive interaction.

            Section 2. This corporation is a not for profit corporation, organized under the laws of the State of Florida, and therefore shall not operate for profit. Due to its affiliation with Pop Warner Little Scholars, Inc. this corporation will achieve the status of an IRS Section 501(c)(3), and it will conduct no activities that will jeopardize such status.

            Section 3. No part of the corporate earnings from any source shall inure to the benefit of or be distributable to its members, directors, officers, or other private persons or entities except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered to it and to make payments in furtherance of the purposes set forth hereinabove.

            Section 4. No substantial part of the activities of the corporation shall be carrying on of propaganda, or otherwise attempting, to influence legislation. The corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these bylaws, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from Federal Income Tax under Section 501 (c)(3) of the Internal Revenue Code, or any subsequent United States Internal Revenue Law, or any activities not permitted to be carried on by a corporation, contributions to which are deductible under Section 170 (c)(2) of the Internal Revenue Code, or any subsequent corresponding provision of the United States Internal Revenue Law.

            Section 5. Upon dissolution of the corporation, for any reason, the assets shall be distributed for one or more exempt purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code, or any subsequent corresponding provision of any United States Internal Revenue Law, which, in the judgment of the Board of Directors, will best accomplish the general purposes for which the corporation was organized.

                                   

Article IV: Members  

Section 1. Regular members shall consist of all elected directors, all appointed directors, all officers (if not already directors), and registered adult volunteers (who have been cleared by the board). Temporary members shall consist of all parents and/or guardians of child participants of any program made available by this corporation only during the running time of that particular program. Youth members shall consist of all children registered by the corporation for an activity made available by the corporation during the running time of that particular program, except that once a child participates in corporate program, he/she may thereafter state that they are a Hurricane in perpetuity. Honorary members shall consist of any distinguished person granted such status by approval of the Board of Directors.

Article V: Board of Directors and Officers

Section 1: It shall be the duty of the Board of Directors to set and carry out the general policy of this corporation. Except as otherwise provided in these By-Laws, the Board shall have the power to solicit funds, to establish a budget, to approve or disapprove contracts, to elect amongst itself the officers of the corporation, to fill any vacancies that may occur during the term on the Boards, as well as officers, to approve or disapprove all coaches tendered by the Athletic Director or Cheer Coordinator, and to act in all matters not specifically covered by the By-Laws. The Board must also choose and approve a CPA Accounting individual or firm to post all accounts, receive copies of deposits, keep financial books and records, compile necessary financial reports, and do any requisite filings with the State of Florida or the United States government.

Section 2. The number of directors who will constitute the entire elected Board of Directors shall be fourteen (14).     To provide continuity of the program, each Board member shall serve a staggered two (2) year term, running from January 1 through December 31, with a minimum of seven (7) positions elected each year. Since the President shall act as chair and not vote, this leaves a number of voting members in a position to establish a majority. The President, in his discretion, may appoint additional members of the Board, as long as he does it in even numbers, up to a maximum of four (4).

Section 3. The Board of Directors shall be elected by the vote of the regular members and the temporary members at the time of the election. Anyone wanting to be on the Board shall notify the Secretary five (5) days prior to the election. The election shall occur at the last regular home date for fall football season each year, and shall be by written, secret ballot, provided to such members. The Secretary shall be responsible for conducting the election, and shall collect all ballots. A current list of voting members shall be kept, and marked as ballot is handed out. A family, even with more than one participantin the program, shall have only one (1) vote. This is true in a divorce situation also.   The candidates with the most votes to fill the number of vacancies open shall be elected.   All voting members shall be given thirty (30) day written notice of the election.

Section 4. The Board of Directors shall elect amongst itself, the following officers of the corporation: President, Vice-President, Treasurer, Secretary, Registrar, Athletic Director, Cheer Coordinator, Concession Director, Football Commissioner, Mite Commissioner, Equipment Manager, Ways and Means Chairman, Scholastics Coordinator, Medical Director and Public Relations Director. The Executive Committee shall consist of the President, Vice-President, Treasurer, Secretary, Athletic Director and Cheer Coordinator and shall act on behalf of the Board and the corporation in emergency situations and in the day-to-day operations of the corporation without the necessity of a meeting or a Board vote.

Section 5. The Board of Directors shall meet once a month at a time and place determined by the Board. Any member, except youth members, may attend such meeting and may be heard, if, and only if, they contact the President at least fifteen (15) days in advance and he clears that person, at his discretion, to be on the agenda and speak. The President at his discretion may call special meetings of the Board, at a time and place set forth by the President. All Board members must be given at least two (2) days notice, orally or in writing. The quorum at a Board meeting shall be a number equal to the majority of the voting members of the Board at the time of the meeting.

Section 6. The Board of Directors, through its officers, may appoint and use committees for any lawful purpose to report to the Board or to act for the Board. All Committees must be approved by a vote of the Board, and the committee’s purpose, powers and limitations must be defined and recorded in the minutes. All committees must keep written records and minutes of their meetings and actions and provide to the Board.

Section 7: Any Director may be removed from office by a 2/3-majority vote of the Board. Prior to the vote to remove, the Director shall be given thirty (30) day written notice and given the opportunity to respond.

Section 8: Any vacancies occurring on the Board due to removal, resignation, or for any other reason, may be filled for the remaining term of that seat by a simple majority vote of the remaining members.

Article VI: Description of Officers and Duties

The description of each officer is listed below. It is contemplated that each officer, to perform his/her duties shall employ and delegate to other persons from the organization by forming committees to perform the required task. These persons should be those other than those contained on the Board itself, as each Board member and officer has their own duties and tasks to perform. Each Board member must adhere strictly to policy and applicable laws and regulations that require security of all HURRICANES records and documents, confidentiality of all information contained on members, documents, or other information discussed.

PRESIDENT: The President shall be the chief executive officer of the corporation and sit also as the Chairman of the Board. In such capacity, the President shall have primary responsibility for carrying out the direction and policy of the Board of Directors. The President shall also have the direction of all other officers, agents and employees of the corporation and shall see that all orders and resolutions of the Board are carried into effect. The President shall also perform such other duties and exercise such other powers as the By-Laws may provide or the Board of Directors may assign. These powers and duties shall include the following:

              A.       To authenticate by his or her signature when necessary all acts, orders, and

                       proceedings of the organization.

              B.       To open each meeting of the Board at the appointed time by taking the

                      chair and calling the meeting to order having ascertained that a                       quorum is present.

              C.       To announce in order the proper sequence of business that comes before

                       the organization, or becomes in order in accordance with the prescribed order                       of business or agenda.

ORDER OF BUSINESS

  1. Call to Order
  2. Roll Call
    1. Reading and approval of the minutes
  3. Treasurer's Report
  4. Reports of the committee chairpersons
  5. Old Business
    1. New Business
  6. Floor time/Open Discussion
    1. Adjournment

             D.       To recognize members who are entitled to the floor.

             E.        To state and to put to a vote all questions that legitimately come before the

                       organization as motions or that otherwise arise in the course of proceedings.

             F.         To expedite business in every way compatible with the rights of members.

             G.        To decide the questions of order, subject to appeal, when in doubt the

                        President may elect to submit such a question to the directors present                         for a decision.

             H.        To respond to inquiries of members on parliamentary proceedings.

             I.         To declare the meeting adjourned when proper sequence is complete.

             J.         To create and appoint membersto committees deemed necessary or                          desirable to carry out the executive functions of the organization, with the                            prior approval of the Board of Directors.

  1. To participate on all committees. The President will have the same rights as other committee members but is not required to attend all committee meetings.
  2. To serve as one of the corporation's representatives at the HLA meetings of the conference.

             M.      To see to it that the accountant does an audit of the corporation books each year.

VICE-PRESIDENT: The Vice-President shall have such powers and perform such duties as the President or the Board may, from time to time, assign and shall perform such other duties as may be prescribed by these By-Laws. At the request of the President, or in case of his absence or inability to act, the Vice-President shall perform the duties of the President and, when so acting, shall have all the powers of, and be subject to all the restrictions upon, the President and such additional restrictions as may be imposed by the Board. The powers and duties of the Vice-President shall include the following:

             A.        In the event of resignation or death of the President, the Vice-President shall

            automatically become President for the unexpired term.      

                                                

B.         The Vice-President shall be responsible for collecting all registration fees, all                         gate fees, all concession funds, store funds and gate funds and transporting                      them to the Treasurer for posting and deposit.

           C.         The Vice-President shall be responsible for overseeing the Insurance                                    Coordinator to ensure the proper insurance is secured for all participants and                         events as defined in Article VII of these By-Laws.

SECRETARY: The Secretary shall have such powers and duties as from time to time are assigned by the President or the Board of Directors, and perform such other duties as these By-­Laws may prescribe, including the following:

           A.         To properly notice and keep a record of all Board Meetings and all Executive                      Committee meetings and the minutes thereof.

           B.         To keep a file on all committee reports.

           C.         To keep the corporations book and seal.

D.         To provide all committees with whatever documents are required for the performance of their duties and to have on hand a list of all existing committees and their members.

           E.         To obtain and keep the corporate FEIN number and the corporate sales tax                 number.

           F.        To maintain record books in which the By-Laws, special rules of order,                                 standing rules and minutes are entered with the amendments to these                          documents properly recorded, and to have the current record books on hand at                 every meeting.

            G.       To conduct all elections, and to take the proper roll at each election, including                       the annual Board election as prescribed under these By-Laws.

  1. To receive and process all volunteer applications and to perform background         checks on all board members, coaches and volunteers as outlined in Article VII, Section D of these By-Laws.

REGISTRAR: The Registrar shall have the powers and perform the duties from time to time assigned by the President or by the Board of Directors, and perform such other duties as these By-Laws may prescribe, including the following:

             A.        To keep the organization's official membership roll, dividing it into the                     different membership categories.

B.         To act as Registrar and supervise all registrations of children participants,                 football and cheer, into the organization, and shall be responsible to                                assemble all books and records required by Pop Warner Little Scholars,                Inc., its Southeast Region, and the Peace River Conference with the authority to      appoint individuals to assist in this process.

TREASURER: The Treasurer shall have such powers and perform such duties as the President or the Board may, form time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

A.        To consult with the accountant monthly and prepare, with the accountant's    direction and guidance, the financial reports for the Board of Directors,      including, but not limited to, a P&L statement, Balance Sheet, Income and             Expense log, monthly and at years end.

B.        Deposit all monies, including registration fees, fundraising and donations.

C.         To establish and maintain all bank accounts of the corporation, maintain an accounts receivable and an accounts payable ledger, and report all bank    balances each month to the Board.

D.        To work with and prepare, under the guidance and direction of the    accountant, any and all tax returns, local, State or Federal, and any other governmental reports necessary and required of the corporation.

E.         Is responsible for compiling and filing the corporation's annual report with the Secretary of State.

ATHLETIC DIRECTOR: The Athletic Director shall have such powersand perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.        Shall not be associated with anyone team in the organization unless exempted                       by the Board of Directors to coach a particular team.

            B.         Shall supervise the Football Commissioner and the Equipment Manager.

            C.         Shall hire, with Board approval, and fire all coaches for football and supervise all football coaches at competitive levels.

             D.        Be generally in charge of all football operations and submit a budget for                   football each year.

E.        Shall be responsible to see to it that all rules and regulations of the Pop Warner Little Scholars, Inc., its Southeast Region and the Peace River Conference are followed and carried out with respect to all the corporate football programs.

           G.          Shall act as or delegate the duties for the official weigh master at all football

             games.

.           

H.         Shall ensure that all accident/injury reports are completed by coaches                        immediately following an injury and submitted to the Insurance Coordinator                         within forty-eight (48) hours.

I.          To act as a liaison between coaches and parents.

J.         Submit planned post-season travel arrangements for Board approval.

K.         In the event of the Athletic Director’s absence, the President or Vice-President shall assume duties.

L.         Disseminate information to Team Parent Coordinator that should be              communicated to parents/participants.  

           M.         May serve as one of the organization's representatives at the HLA of the

             Conference.

MITE COMMISSIONER: The Mite Commissioner shall have such powersand perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.        Shall not be associated with anyone team in the organization unless exempted                       by the Board of Directors to coach a particular team.

            B.         Shall hire, with Board approval, and fire all coaches for football and supervise all football coaches at non-competitive levels.

             C.         Be generally in charge of all non-competitive football operations and                                     coordinate with opposing organizations at least one week prior.

D.        Shall be responsible to see to it that all rules and regulations of the Pop Warner Little Scholars, Inc., its Southeast Region and the Peace River Conference are followed and carried out with respect to all the corporate football programs.

E.         Shall ensure that all accident/injury reports are completed by coaches                        immediately following an injury and submitted to the Insurance Coordinator                         within forty-eight (48) hours.

F.          Disseminate information to Team Parent Coordinator that should be              communicated to parents/participants

G.         To act as a liaison between coaches and parents.

           

CHEER COORDINATOR: The Cheer Coordinator shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

           A.         Shall not be associated with anyone team in the organization unless exempted                       by the Board of Directors to coach a particular team.

  1. Shall be responsible for ordering, with Board approval, of all cheer uniforms, equipment, and supplies.

           C.         Shall hire, with Board approval, and fire all coaches for cheer or dance and

             supervise all cheer and dance coaches.

           D.         Be generally in charge of all cheer operations.

E.          Shall be responsible to see to it that all rules and regulations of the Pop Warner Little Scholars, Inc., its Southeast Region and the Peace River Conference are followed and carried out with respect to all the corporate cheer and dance programs.

F.          To act as liaison between coaches and parents.

           G.         Shall act as or delegate the duties for the official book check at all football

            games for cheer or dance books.

H.         Disseminate information to Team Parent Coordinator that should be              communicated to parents/participants

I.           Submit planned post-season travel arrangements for Board approval.

           J.          May serve as one of the organization's representatives at the HLA of the                    conference.

SCHOLASTICS COORDINATOR: The Scholastics Coordinator shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

              A.        To attend all required meetings on scholastics held by the HLA of the                      conference.

B.        To obtain report cards/scholastic reports from Registrar and assemble each    year the necessary and required scholastic information and fill out the    necessary and required scholastic forms for the Pop Warner Little Scholars,           Inc., its Southeast Region and the Peace River Conference.

             C.         To see to it that all such paperwork is filled out and executed correctly and              timely filed with the conference, the region and the national organizations.

WAYS AND MEANS CHAIRMAN: The Ways and Means Chairmanshall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

             A.        Responsible for all fund raising, annual golf tournament (if applicable) and              special events, including those, which take place at football games.

B.        Must register and maintain forms for all fund raisers, including those of individual teams. No fundraiser is sanctioned unless registered with the Ways and Means Chairman.

             C.         Collect all detailed records and funds from all fund raisers and transport all              funds to the Treasurer for posting anddeposit.

             D.        Is in charge of all sponsors and donations from corporate or individual donors.

             E.         Oversee Team Parent Coordinator to ensure all fundraiser material is                                      distributed to all participants and all material/monies are collected from all                teams.

             E.         Keep a file on all contributions, donations, fundraisers, and all sources of                 monies taken in and report monthly to the Board of Directors.

CONCESSION DIRECTOR: The Concession Director shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

  1. In charge of the purchasing, placement, and preparation of all foods, beverages and or other goods carried and sold at the corporate concession stands at the practice fields, or at the game fields, or at any other location such concession stands may be located, either permanently or temporarily for any purpose set forth by the Board of Directors.
  2. Shall supervise the Store Manager and collect all monies from the Store after each practice or game day and transmit those funds to the Vice-President. The Store manager must keep accurate inventory and income records for the concession director, and such records shall be kept by the concession director. The Store manager shall order goods under the supervision of the Concession Director.

            C.         Shall be responsible for coordinating with the team parent coordinator/team              parents to schedule staffing for concession, store and gate for all home games               and the practice field concession.

           

            C.         Shall make a monthly report on inventory, income and expense to the Board.

FOOTBALL COMMISSIONER: The Football Commissioner shall have such powers and perform such duties as the President, the Athletic Director, or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.         Shall be directly under the Athletic Director.

            B.        Shall be in charge of set up, maintenance, and breakdown of all football fields, practice and game, and shall see to it that they are in useable order.

C.        Shall be responsible for work schedules for coaches, community service       personnel, or other workers with respect to all fields with regards to water,          chain gangs, markers, field lines, and the like.

            D.        Shall be an alternate delegate to the HLA conference meetings.

            E.         Maintenance of the equipment and storage trailers.

EQUIPMENTMANAGER: The Equipment Manager shall have such powers and perform such duties as the President, Athletic Director, or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.        Order, with Board approval, all football uniforms, supplies and equipment.

            B.        Keep an organized inventory of the following:

                        1.         Helmets, according to size and level.

                        2.         Game jerseys by size and numbers.

                        3.         Game pants by size.

                        4.         All pants pads by size.

                       5.         All shoulder pads by size.

                       6.         All practice pants by size.

                       7.         All helmet and shoulder pad repair and replacement parts.

                       8.         All mouthpieces, cheek pads, chin straps and face guards for helmets.

                       9.         All flag paraphernalia.

                       10.       Footballs for each level.

            B.          Supply each football team with a repair kit and supplies therefore.

            C.         Issue equipment at the commencement of the season and receive all                                     equipment back in at the close of the season.

MEDICAL DIRECTOR: The Medical Director shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.         Responsible for conducting necessary training for CPR and First Aid                         certifications for coaches and corporate personnel.

            B.         Responsible for supplying and maintaining medical kits for individual teams                         and the master medical kit for the organization.

            C.        Responsible for appearance of required emergency medical personnel at                   football games.

INSURANCE COORDINATOR: The Insurance Coordinator shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

           A.        Educate, inform and supply necessary forms to coaches and parents who                  require insurance claims.

           B.         Transmit insurance claims to insurance company.

           C.         Insure that the corporation obtains the appropriate insurance as defined in                 Article VII of these Bylaws.

           D.        Shall report to Vice-President.

PUBLIC RELATIONS DIRECTOR: The Public Relations Director shall have such powers and perform such duties as the President or the Board may, from time to time, assign, and shall perform such other duties as may be prescribed in these By-Laws, including the following:

            A.        All materials, brochures, and publicity material formulated to advertise and

                        inform the public regarding the corporation, its mission and objectives.

            B.       Notices in the newspaper, radio or TV as appropriate regarding the                             organization and/or any of its events, accomplishments or programs.

              C.     Maintain organization’s website and league call system to insure information                    

                      is available to participants.

GENERAL PROVISIONS:

In case of the absence of any officer of the corporation or for any other reason that theBoard of Directors may deem sufficient, the Board of Directors may transfer the powers or duties of that officer to any other officer or to any director or employee of the corporation, provided that a majority of the entire Board of Directors approve such action.

Any officer may resign by giving written notice to the President, or in case of the President, to the Vice-President, or the Secretary of the corporation. The Board, with or without cause, may effect removal of an officer if a majority of the Board, in their sole; discretion and judgment, decide that it is in the best interest of the corporation.

                                  ARTICLE Vll: INSURANCE

Section 1. The corporation is required to obtain and maintain the following types of insurance:  

                         A.        Appropriate property insurance for its assets and equipment.

                         B.         Appropriate insurance through Pop Warner Little Scholars, Inc.,                    providing secondary injury insurance for all its participants.

                         C.         Appropriate liability insurance for the corporation and an umbrella               coverage for its Directors and Officers, as well as volunteer                                    workers.

                         D.        All personnel, members, volunteers or other workers that have any contact with the program participants,must submit an application to the Board and go through a criminal background check. The rules of Conference regarding background checks must be followed even if they are more stringent than this provision.

ARTICLE VIII: MONEY PROCEDURES

            Section 1. All exchanges of moneys between personnel of the corporation/organization must be accompanied by the verification of two (2) officer’s signatures as well as signature of the giving person and the receiving person, on a receipt in duplicate, with the original receipt given to the Treasurer, with the funds, and the duplicate receipt to the President.   Special forms shall be caused to be printed and paid for by the corporation to accommodate this procedure.

           Section 2. The procedure set forth in Section 1 hereinabove shall be used by the

Vice-President in receiving monies from the Concession Director, Store, Gate and all registration fees.

              Section 3. The procedure set forth in Section 1 hereinabove shall be used by the

Ways and Means Chairman, in collection of funds from; all fund raisers, including all team fundraisers, 50/50 fund raising at the football games, the proceeds of the golf tournament, and any other fund raiser conducted by or on behalf of the corporation

ARTICLE IX: INDEMNIFICATION

Every director and every officer of the corporation shall be indemnified by the corporation against all expenses and liabilities, including attorneys' fees, reasonably incurred by or imposed upon him/her in connection with any claims or proceedings or any settlement of any claims or proceedings to which he/shemay be a party or in which he/she may become involved by reason of his/her being or having been a director or officer of the corporation, whether or not he/she is a director or officer of the corporation at the time such expenses are incurred, except where the director or officer is adjudged guilty of willful misfeasance or malfeasancein the performance of his/her duties, provided further that in the event of a settlement, the indemnification shall apply only when the Board of Directors approves such settlement and reimbursement as being in the best interest of the corporation. The foregoing right of indemnification shall be in addition to and not exclusive of all other rights to which such directors or officers may be entitled under law.

ARTICLE X: AMENDMENTS

             Section 1. The Articles of Incorporation of this Corporation may be amended by two- thirds (2/3) vote of all the Directors then holding valid office.

             Section 2. The By-Laws may be amended by giving thirty (30) days notice of the proposed amendment, along with the amendment, to all then current Board members. After such notice, an amendment may be made to the By-Laws upon proper motion with a simple majority of the quorum present at such a meeting called for that purpose, or at a general Board meeting having such a vote previously placed on the Agenda with the proper notice for that meeting.

                                                           

                                               ARTICLE XI: FISCAL YEAR

The fiscal year of the corporation shall commence on January 1 and end on December 31 of each year.

ARTICLE XII: PARLIAMENTARY AND LEGAL AUTHORITY

The rules contained in the current edition of Roberts' Rules of Order shall govern the organization and all meetings conducted by it. Those rules shall govern in all instances other than when they may conflict with specific provisions of these By-Laws, rules the corporation may adopt in the future, or the rules of Pop Warner Little Scholars, Inc., its Southeast Region or the Peace River Conference.

The laws of the State of Florida shall govern the corporation and it shall be considered that it conducts its business in Collier County, Florida.

ADOPTED AND PASSED:

BY THE BOARD OF DIRECTORS OF NAPLES HURRICANES YOUTH ATHLETIC ASSOCIATION, INC.  

THIS 16th DAY OF    April           ,2003.   By: Marvin Cecil, President

ATTEST: Jody French, Secretary

REVISED, PASSED AND ADOPTED BY THE BOARD OF DIRECTORS OF NAPLES HURRICANES YOUTH ATHLETIC ASSOCIATION, INC.

THIS 4th DAY OF MARCH, 2008. By:_________________, President

Attest:________________, Secretary

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