Governance

Green Mountain Athletic Association Governance

Constitution

Name:
The name of the organization will be the Green Mountain Athletic Association, abbreviated GMAA.

Goals and Purpose:
The goals of the GMAA are the promotion of good health, fitness, and friendship through participation in athletics and athletic competition. The purpose of the GMAA is to provide opportunity for individuals to achieve these goals. The GMAA aspires to provide a recreational and educational service to its members and interested people in the community at large.

Affiliation:
The GMAA is a member organization of the New England Association of USA Track and Field and Road Runner Club of America and subscribes to USAT&F and RRCA principles and regulations.

Board of Officers and Directors:
 1) President
2) Vice-President
3) Secretary
4) Treasurer
5) Membership Coordinator
6) Web Master
7) Marketing and Communications
8) At Large Members

Terms of Office:
The terms of office shall be for two years, starting in odd numbered years. The entire slate of officers is up for election at once, and will be voted on at the annual meeting closest to the beginning of the term. At the end of the term, the current officers will nominate a slate of officers for the following term, and any member can make additional nominations. If an officer has to step down in the middle of a term, the board can appoint a new officer to finish the term. This appointment will be confirmed at the following annual meeting. All election votes will be by a simple majority.

Membership:
A person or family becomes a member of the GMAA by payment of the prescribed dues. See the Bylaws for details of membership.

Finances:
The GMAA is a non-profit corporation in accordance with federal and Vermont statutes. Income is derived from membership dues, event entry fees, rental of equipment, contributions in cash or in kind, and other appropriate sources. The President and Treasurer are the only officers authorized to disburse funds or assume financial obligations on behalf of the GMAA. The Treasurer will provide a financial report to the members annually, and to the officers at each meeting.

Dissolution:
Dissolution of the GMAA must be authorized by a two thirds vote of the membership. Dissolution will be in accordance with federal and Vermont statutes for non-profit corporations. No moneys will be returned to any GMAA member for membership dues paid.

Amendments:
This Constitution and the Bylaws may be amended at any GMAA annual meeting or by newsletter voting.  Any member or the board can propose an amendment. See the Bylaws for details of the voting procedure.

Purpose

(Note: this document is purely legalese)

1) The GMAA is organized for the purpose of fostering and conducting amateur sports competition within the meaning of Section 501 (c) (4) of the current version of the Internal Revenue Code or any corresponding future section and will function exclusively for said purpose.

2) The GMAA is formed pursuant to the Vermont Nonprofit Corporation Act, Title 11, Chapter 19, VSA. the GMAA is not organized for pecuniary profit. It will not have any power to issue certificates of stock or declare dividends. No part of the net earnings of the GMAA will inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the GMAA will be authorized and empowered to pay reasonable compensation for services rendered  and to make payments and distributions in furtherance of the purposes set forth herein.

3) The GMAA may accept gifts, donations, and receive property by devise or bequest subject to the laws regulating the transfer of property will and to apply the principal or interest as may be directed by the donor or as the Board of Officers of the GMAA may determine in the absence of such directions, in aid and furtherance of the purposes set forth herein.

4) No substantial part of the GMAA will involve propaganda or otherwise attempting to influence legislation and the GMAA will not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.

5) Notwithstanding any other provision of these articles, the GMAA will 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 corresponding future section, by a corporation, contributions to which are deductible under Section 170 (c) (2) of the Internal Revenue Code or corresponding future section.

6) Upon dissolution of the GMAA the Board will, after paying or making provision for the payment of all GMAA’s liabilities, distribute the assets of the GMAA for one or more exempt purposes within the meaning of Section 501 (c) (3) of the current Internal Revenue Code or corresponding future section as the Board determines appropriate. Any assets not so disposed of will be disposed of by a court of competent jurisdiction exclusively for such exempt purposes as said court determines.

By-Laws

Duties of Officers and Directors:

1) President

The President represents the GMAA, presides at GMAA meetings, promotes liaison with sponsors and other organizations, plans for succession of board members and future direction of the club, facilitates all things relating to setting the event schedule for the upcoming calendar year and is otherwise responsible for the overall coordination of  the GMAA and its officers and directors.

2) Vice President

The Vice President assists the President as directed in fulfilling GMAA administrative responsibilities, coordinates all GMAA race directors including conducting an annual race director organizational meeting, and handles USATF sanctioning and course certification requirements for all GMAA races. The Vice President will preside over meetings when the President is absent.

3) Secretary

The Secretary will take and publish minutes of any officers’ meetings, provide any necessary correspondence for the club, manage the GMAA Student Scholarship, and renew annual memberships with associations such as USATF. The secretary will also assist the Database Manager as needed.

4) Treasurer

The Treasurer will be in charge of receipts, disbursements, and forecasting. The Treasurer is responsible for coordinating with race directors to get a copy for each race’s balance sheet.  Financial reports are to be prepared for officers’ meetings and for the annual meeting. At the end of each year a financial report shall be prepared for the club for tax purposes. Budgeting will be decided by the board as a whole.

5) Membership Coordinator

The membership coordinator will maintain and organize the GMAA membership database. The database is to contain pertinent information on the club’s members including address, phone, age group, and volunteer information. The database manager shall distribute membership cards as members sign up or renew, send reminders to membership up for renewal, facilitate the recruitment of new members, and communicate pertinent membership information with race directors for each GMAA race. Membership reports should be available at officers’ meetings.

6) Web Master

Manage back-end and design elements of the GMAA website. Assist with web functions including race results, registrations, membership.

7) Marketing and Communications Coordinator

The Marketing and Communications Coordinator is responsible for advertising the club events. The coordinator should have the entire GMAA event schedule made available to any pertinent print or digital media. Other duties include, but are not limited to, sending out email “blasts” to membership, creating promotional materials such as posters and magnets, and contributing content to the GMAA website and club social media sites.

8) At Large Members

At large members are are appointed by the board and help in the decision making process of the club. They are encouraged to help out with club activities such as the Annual Meeting, Team Racing, Apparel, Race Kit management and the creation of content for the GMAA website and club social media sites.

Duties of members:

Members are responsible for payment of dues each calendar year. Non-payment of dues  will result in the loss of member status. In addition to dues, members should assist the GMAA by working on at least one GMAA event or activity each year. The GMAA encourages members to assume leadership roles and help the GMAA achieve its goals and purpose by serving as race directors and officers. Members are encouraged to attend GMAA activities, including the annual meeting. Any dues paid after October 1 count towards the next calendar year. When initially joining the club, the membership will only be for a partial year – from the day of sign up until the end of the calendar year.

Meetings:

There will be an annual meeting of the GMAA members held during January or February each year. Any necessary elections or votes will take place at this time. Other meetings of the officers will be called by the President during the year as required (approximately quarterly) to transact GMAA business. General members can attend officers’ meetings and discuss issues but cannot vote.  Any member that has an issue to discuss should bring it to the President’s attention to be put on the next meeting’s agenda. A meeting to discuss a specific matter may be called by the members by a petition to the President signed by at least 15 members.

Voting:

All matters pertaining to changes in the Constitution or Bylaws must be voted on by the membership at the annual meeting or through online voting. Voting at the annual meeting will be by show of hands. Twenty five members will constitute a quorum. Amendments to the Constitution or Bylaws must be approved by two thirds of the members present at the meeting. Officers must be elected by a simple majority of members present. Absentee voting is allowed for previously warned votes. Online voting will be conducted as follows. A message will be sent out to all members. A quorum will be those votes received within 14 days.

Amendments:

See the Constitution for details on amendments.