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Table of Contents
ARTICLE I MEMBERSHIP
A. VOTING MEMBERS
B. ASSOCIATE MEMBERS
C. REMOVAL OF A MEMBER


ARTICLE II BOARD OF DIRECTORS
A. AUTHORITY
B. ELECTIONS
C. DUTIES
1. President
2. Vice-President
3. Secretary
4. Treasurer
5. Registrar
6. Director of Coaching
7. Director of Communication
8. Director of Fields
9. Director of Uniforms


ARTICLE III COMMITTIES
A. DISCIPLINE AND RULES COMMITTIE
B. TOURNAMENT OVERSIGHT COMMITTIE
C. AD HOC COMMITTEES


ARTICLE IV MEETINGS
A. REGULAR MEETINGS
B. SPECIAL MEETINGS


ARTICLE V LOCATIONS OF PRINCIPAL OFFICES


ARTICLE VI REGISTRATION
A. FEE DETERMINATION
B. REGISTRATION PROCESS
C. COMPLETED REGISTRATION


ARTICLE VII CLUB RECORDS AND REPORTS
A. RECORDS
B. INSPECTION OF BOOKS AND RECORDS
C. CHECKS, DRAFTS, NOTES AND INDEBTEDNESS
D. CONTRACTS
E. FILING RESPONSIBILITIES AND FINANCIAL REVIEW


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ARTICLE VIII FINANCIAL DISCLAIMER
ARTICLE IX RESPONSIBILITIES
ARTICLE X LIABILITY PROTECTION AND INDEMNIFICATION OF
OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS
ARTICLE XI AMENDMENTS
ARTICLE XII RATIFICATION
SIGNATURE PAGE

 

PINNACLE SOCCER ACADEMY (PSA)
BYLAWS
Article I Membership
Any person interested in the objectives of the Club, who is willing to uphold its policies and
subscribe to its Bylaws, may become a member as hereinafter provided.
A. Voting Members
Voting members shall elect the Board of Directors of this Association; vote on the amendments to
the Constitution, Bylaws, Rules and Regulations; approve the budget; and conduct any other
business at the Annual General Meeting.
1. The voting members of this organization shall be persons who are elected members of the
Board of Directors
2. The Board of Directors may award voting membership for meritorious service to any
person who would not otherwise be entitled to the membership.
3. Proxy voting will not be permitted.
B. Associate Members
Associate Members may participate in discussions and debate, but may not vote.
1. All registered players and their parents or guardians shall be Associate Members.
2. All visitors who are not Voting Members shall be Associate Members.
C. Removal of a Member
1. Should the Board of Directors, upon the recommendation of the Discipline and Rules
Committee, find the conduct of any member (whether player, parent, coach, assistant
coach, or board member) detrimental to the best interests of PSA or the purpose for
which it was formed, the Board of Directors may take such action as the Board of
Directors may deem reasonable, including, but not limited to, suspension or removal
from the membership in PSA. Such action shall require an affirmative vote of two thirds
of the Board of Directors.
2. Any person who has been convicted of or legally charged with a crime involving moral
or ethical conduct will be temporarily suspended from participating in all PSA activities
pending a hearing before the Disciplinary Committee. The purpose of the hearing shall
be to determine the person’s fitness to participate in PSA activities. The person involved
shall be allowed to make a presentation before the Disciplinary Committee before any
decision is rendered. Based on the recommendation of the Disciplinary Committee, the
decision to grant or suspend the right to participate in PSA activities shall be made by a
simple majority vote of the Board of Directors.
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3. Any Board member who is absent without excusable cause for three (3) consecutive
meeting of the Board of Directors shall thereby forfeit, without additional formality, the
right to hold his/her respective office for the duration of the current term.
Article II Board of Directors
A. Authority
Subject to the limitations of the Constitution, Bylaws, Rules and Regulations and the Laws of
the State of Arizona, all of this Association’s powers shall be exercised by or under the
authority of the Board of Directors. The Board of Directors shall control all business and
other affairs of this Association.
B. Elections
Any vacancy occurring in the Board of Directors or any directorship to be filled by reason of
an increase in the number of authorized directors shall be filled by the affirmative vote of a
majority of directors then in office. Any 2 or more offices may be held by the same person,
except the offices of President and Treasurer.
C. Term
Each director shall hold office for a two year term until his successor shall have been duly
elected and qualified, or until his prior death, resignation or removal. The Treasure position
shall be a three year term
D. Duties
The Duties of the Directors shall include but not be limited to the following:
1. President
The President shall be the Chief Executive Officer of the club and shall be subject to the
control of the Board of Directors and have general supervision, direction and control of
the business and the officers of the Club. He/She shall preside at all meetings of PSA and
at all meetings of the Board of Directors. He/She shall be an ex-officio member of all
committees and shall have the general powers and duties of management usually vested
in the President of an organization, and shall have other powers and duties as may be
prescribed by the Board of Directors or by the Bylaws.
2. Vice-President
In the absence or disability of the President, the Vice-President, if so requested, shall
perform all of 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.
TheVice President shall oversee club operations Director of Fields and administration,
referee assignments, and skills training and tryouts The Vice-President may be assigned
to special projects as directed by the President.
The Vice-President shall be a resource to the Coaching Directors and Coaches. He/She
shall review coaching guidelines and provide continuity across programs as well as
recommend changes in programs to the Board of Directors.
The Vice-President shall serve as the Chairperson of the Discipline and Rules
Committee.
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3. Secretary
The Secretary shall keep a book of minutes of meetings at such place as the Board of
Directors may order, of all meeting of the Club and all meeting of the Board of Directors,
with the time and place of holding, whether regular or special, and if special how
authorized. He/She shall reserve an appropriate space for meetings of the members of the
Club and of the Board of Directors as required by the Bylaws.
The Secretary shall keep, or cause to be kept, a book or books containing true and correct
copies of all documentation submitted to the Secretary by any Directors or officers of the
Club, including copies of correspondence sent in the name of the Club by any Director or
officer, to be kept in the official records of the Club in a current and up-to-date status at
all times.
The Secretary shall maintain a calendar of events and reports due and bring these to the
attention of the appropriate Director responsible for the same. The Secretary shall tender
all such documents and records to the successor Secretary immediately following the next
annual election, and shall have other powers and perform other duties as may be
prescribed by the Board of Directors and the Bylaws.
4. Treasurer
The Treasurer shall keep and maintain, or cause to be kept and maintained, adequate and
correct accounts of the properties and business transactions of the organization, including
accounts of its assets, liabilities, capital, receipts, disbursements, gains, losses, surplus
and any other accounts. The Treasurer shall create a budget, address any legal issues and
act as the liaison between legal counsel and the Club. The Treasurer shall review all
contracts. The Treasurer shall also oversee inventory management, scholarships, long
range planning, payroll, risk management policies and insurance.
The Treasurer shall deposit all moneys and other valuables in the name of and to the
credit of the organization at least monthly. The Treasurer shall disburse the funds of the
organization pursuant to the annual budget approved by the Board of Directors. All
accounts shall be paid by check, which shall bear the signature of the Treasurer, or the
President.
Disbursements for non-budgeted expenditures in excess of ($250) dollars must be
approved by a majority vote of the Board of Directors. The President may approve nonbudgeted
expenditures up to and including ($250) dollars.
The Treasurer shall render to the President and Board of Directors, whenever requested,
an account of all his/her transactions as Treasurer and of the financial condition of the
organization. The books of accounts shall be at all reasonable times open to inspection
by any Director. The Treasurer shall tender all such records and accounts to the
successor Treasurer immediately following the next annual election.
The Treasurer shall submit yearly and IRS tax form 990, including a Schedule A, by
September 15 unless extended and Arizona State Corporation Commission Non-profit
Annual Report along with any other applicable forms
5. Registrar
The Registrar shall organize and coordinate all procedures for player registration within
the Registrar’s jurisdiction, including, but not limited to: managing medical claims,
developing registration forms, verifying and maintaining copies of player birth
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certificates, registering players with US Club Soccer, VYSL, AYSA or any other
governing organization providing player passes, transfer and drop forms to coaches,
maintaining current and past copies of the Club database tracking refunds to maintain
accurate registered player records, providing flighting forms, field registration forms and
other the US Club Soccer, VYSL or AYSA administration forms, as requested, to the
Board or Directors and Coaches
The Registrar shall, in conjunction with the Coaching Directors maintain a waiting list of
players who desire to be placed on teams in the event of an opening on a team. The
Registrar shall attend the annual training sessions of the US Club Soccer, AYSA and
VYSL and shall notify all appropriate parties of the due dates for all necessary
registration forms as delineated in the US Club Soccer, VYSL, and AYSA Registration
Manuals.
The Registrar shall keep all registration documentation, which shall be deemed part of the
official records of the Club, and shall tender all such documents and records to the
successor Registrar immediately following the next election, and shall have such other
powers and performs such other duties as may prescribed by the Board of Directors or by
the Bylaws.
The Registrar shall also aid in the forming of new teams as to make sure proper
procedures and rules are being followed. The Registrar will act as the team manager
liaison and guide new coaches through the registration process as well as help them with
other “team setup” procedures such as uniforms and team budgets.
6. Director of Coaching
The Director of Coaching shall interface with the Coaches, Head Trainer and training
staff who have been contracted with the Club to ensure maximum effectiveness of the
training across programs. He/She shall coordinate with the Director of Fields to
determine initial practice field assignments and shall maintain practice field assignments
for teams through the season, organize training clinics, skills and tryouts and recommend
training for players. The Director of Coaching shall develop training manuals and have
other powers and perform other duties as may be prescribed by the Board of Directors
and the Bylaws.
The Director of Coaching shall serve as the league representative and shall be the Club’s
primary representative in all the Valley Youth Soccer League and YSO and will be
responsible for attending all VYSL meetings and reporting to PSA Board of Directors
concerning all activities of the VYSL. The VYSL Representative shall vote upon motions
at VYSL meetings as may from time to time be directed by the PSA Board of Directors,
and shall submit a copy of the minutes of the VYSL meetings to the Secretary to be kept
in the official records of the Club. The VYSL Representative shall have such other
powers and perform such other duties as may be prescribed by the Board of Directors or
the Bylaws.
7. Director of Marketing
The Director of Marketing shall help the Club with any marketing matters including
publicity, press releases and member communications to better promote PSA. The
Marketing Director shall develop an annual marketing plan, He/She shall oversee the
website including maintenance and content, establish and maintain a member email data
base, logo design, handle video production development for players and the club. The
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Director of Marketing shall work with the Director of Special Events to ensure maximum
marketing and promotional coverage of any club events.
8. Director of Fields
The Director of Fields shall be responsible for submitting Field Registration Forms to US
Club Soccer, VYSL, and AYSA, and for securing all game and practice fields for the
club and attending various community meetings representing the Club for the purpose of
maintaining and securing new fields and procuring lighted fields.
Duties of the Director of Fields shall include, but are not limited to, interfacing with City
Parks Department and School Administrators where the Club trains or plays games,
securing use permits where needed and providing copies to coaches, ensuring safety of
the environment of the home fields including practice fields, contracting for layout and
painting of game fields, coordinating with coaches for field and equipment maintenance,
set-up and clean up, coordinating with the Director of Coaching to determine initial
practice field assignments.
9. Director of Uniforms
The Director of Uniforms shall be responsible for the investigation and procurement of
competitive bids from manufactures and suppliers of soccer uniforms and shall make
recommendations to the Board regarding the acquisition of soccer uniforms. The Director of
Uniforms shall also manage merchandise sales; coordinate the selection, ordering, purchase and
distribution of player uniforms and spirit wear as well as maintaining uniform and equipment
supplier relationships.
Article III Committees
A. Discipline and Rules Committee
The Vice-President, the Director of Coaching and the President shall compromise the Discipline
and Rules Committee. The Chairperson shall be the Vice-President, unless his/her team is
involved, in which case a Director of Coaching shall be Chairperson. If any member of the DNR
Committee has a child playing on any team involved in a particular hearing, or any other
connection with the team, then that member shall not participate in any was in the hearing. A
committee member with a conflict shall be replaced by the purposes of the hearing by the Club
Secretary.
All complaints received by the Discipline and Rules Committee shall be in writing and shall be
logged in as to the date received and nature of the complaint. The best interests of the Club may
be served if relevant parties to the complaint are requested to appear at a hearing. If a hearing is
held it is clearly a fact-finding session in which the parties are able to state their respective cases.
At the conclusion of the hearing, all non-committee individuals will be excused and the
Committee shall decide on a course of action. All complaints shall receive a written reply from
the Committee.
B. Tournament Oversight Committee
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The Board of Directors shall appoint a Tournament Oversight Committee (TOC) to help
administer and run the tournament. The TOC members shall be responsible for creating a plan for
operating future tournaments and special events..
C. Ad Hoc Committees
The Board of Directors shall form Ad Hoc Committees as necessary. Meetings shall be conducted
as a committee of the whole. An Ad Hoc Committee shall have a specified purpose, designated
power or authority to do its job, have a time limit for reporting or completing its duties, and a
budget, if necessary.
Article IV Meetings
The Board shall meet in general session once each month, but will be subject to the call of a
special session by the presiding President as may be necessary from time to time for the operation
of PSA.
A. Regular Meetings
Regular Meetings of the Board of Directors shall be held a minimum of 10 times per year .
1. Order of Business
A. The order of normal business shall be conducted during regular Board meetings shall be as
follows:
General Information Session
Call to Order
Roll Call
Introduction of Visitors
Acceptance of the Minutes from the previous meeting
Board Member Reports
Unfinished Business
New Business
For the Good of Soccer
Adjournment
B. The presence of at least a majority of the voting members of the Board shall constitute a
quorum to transact business at any meeting of this organization
B. Special Meetings
Special Meetings of the Board of Directors for any purpose or purposes may be called at any time
by the President or Vice-President, or if either is absent or refuses to act, by any twenty-five (25)
percent of the Board of Directors membership. Written notice of the time and location of the
special meeting shall be mailed to or delivered to each director at his/her address as shown upon
the records of the Club, or notice may be given by email or telephone to each board member, a
minimum of 48 hours, prior to holding such a meeting. Any Meeting shall be valid, wherever
held, if approved in writing by a quorum either before or after the meeting and if such written
approval is filed with the Secretary of the Club.
Article V Location of Principal Offices
The Board of Directors shall fix the location of the principal offices of PSA in the County of
Maricopa, State of Arizona.
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Article VI Registration
A. Fee Determination
The registration fee should be determined annually by the Board of Directors.
B. Registration Process
The times, locations and dates for official registration of players each year shall be chosen by the
Board of Directors, or an appointed committee. There shall be a mail-in early registration, a
Summer Registration, which shall occur prior to the end of June, and a late registration prior to
the beginning of the subsequent season. Registration of players on dates other than the official
registration dates shall be allowed at the discretion of the Board of Directors.
C. Completed Registration
Fees are due and payable at registration. No player will be registered unless all fees are paid and
all papers are fully completed. Checks shall be made payable to Pinnacle Soccer Academy.
D. Fines
Any member failing to pay any fees due PSA shall be provided written notice of the delinquency.
If those fees are not paid within 30 days after the date of the notice of the notice of delinquency,
the delinquent Member shall be suspended. Unless otherwise provided by the Board of Directors,
the membership of the Member shall be terminated automatically if the Member has failed to pay
those fees for a period of 90 days after the date specified in the notice of delinquency. The
Member shall be notified in writing of the suspension and the date on which membership will be
terminated if the fees remain unpaid. The Board of Directors is allowed to hold the player’s
player pass until fees are current.
Article VII Club Records and Reports
A. Records
PSA shall maintain adequate and correct accounts, books, and records of its business and
properties. All such books, records and accounts shall be kept at its principal place of business in
the State of Arizona, County of Maricopa, as fixed by the Board of Directors.
B. Inspection of Books and Records
All books and records shall be open to the Directors or members of PSA in the manner provided
for by the Board of Directors.
The original copy of these Bylaws, as amended or otherwise altered to date and certified by the
secretary, shall be open to inspection for the members of this organization.
C. Checks, Drafts, Notes and Indebtedness
All checks, drafts or other orders for payment of money, notes or other evidence of indebtedness,
issued in the name of or payable to PSA shall be signed or endorsed by such person or persons
and in such a manner as shall be described in these Bylaws.
D. Contracts
The President in conjunction with the Board of Directors, except as otherwise provided in the
Bylaws, may authorize any officer or officers, agent or agents, to enter into any contract or
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execute any instrument in the name of and on behalf of this Organization subject to the following
provisions:
1. The Board must approve, in advance, any expenditure of over $250 for any nonbudgeted
item.
2. Anyone failing to comply with this provision is subject to immediate removal from
the office by a vote of the simple majority of the Board members present in a legally
constituted meeting. The organization reserves the right to recover equivalent funds
from the person(s) responsible for unauthorized expenditures.
E. Filing Responsibilities and Financial Review
The President, in conjunction with the Treasurer and the Board, shall direct the accomplishment
of the following:
1. The proper execution and submittal of tax forms (local, state, and federal) as legally
required.
2. The proper execution and submittal of forms as required by state or federal agencies
to maintain the legal, tax-exempt status of the organization.
3. A financial review of the organization financial records at least annually and the
financial review audit of the organization at least bi-annually. A review or audit is to
be performed by a reputable accountant who has no direct relationship with any PSA
member.
4. The fiscal year of PSA shall be May 1 to April 30
Article VIII Financial Disclaimer
PSA shall not assume, nor be liable for the personal debts and/or financial responsibilities, either
implied or incurred, of any member player, coach, manager, team assistant, referee or Board
Member.
Article IX Responsibilities
A. All coaches shall be responsible for governing their team members.
B. A plea of ignorance of the constitution, Bylaws, or Rules and Regulations of this
Organization is not sufficient and violators may expect appropriate action from the
Board of Directors.
C. Any person found guilty of violating the Constitution, Bylaws, or Rules and
Regulations of this Association may be asked to appear before the Board of Directors
or the Discipline and Rules Committee in order to explain his/her actions.
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Article X Liability Protection and Indemnification of Officers, Directors,
Employees and Agents
All officials of this Association and its teams shall be covered against personal liability claims by
the Arizona Youth Soccer Association for performing acts and duties directly related to the work
of PSA and the AYSA.
Subject to the provisions of 10-005, Arizona Revised Statues, and further provisions hereof, the
Club shall indemnify any and all of its existing and former Directors, officers, employees, and
agents against all expenses incurred by them and each of them, which may arise from any legal
action brought or threatened against any of them for or on account of any action or omission
alleged to have been committed while acting within the scope of service to the Club. Any existing
or former Director, officer, employee, or agent shall report to the President of the Club that he/she
has incurred or may incur expenses for any of his/her actions or omissions done while acting
within the scope of his/her service as Director, officer, employee or agent of the Club. The Club
shall have the right to refuse indemnification to any person otherwise entitled to indemnification
if that person unreasonably refuses to permit the Club, at its own expense, and through counsel of
its own choosing, to defend him/her in the action.
Article XI Amendments
A. Any club member may submit a proposal to amend the Bylaws.
B. All proposed Amendments to the Bylaws of this Association must be submitted in
writing to the Club Secretary by February 1st and will be made available to all
association members at least thirty days prior to the Annual General Meeting.
C. Adoption of a proposed amendment requires a two-thirds vote of the voting membership
present at the AGM.
D. Any amendment of these Bylaws adopted at the AGM shall become effective
immediately.
E. Any amendments passed at the AGM of the AYSA, USYSA or the USSF, which may
affect these Bylaws, shall be distributed at the AGM and will become effective upon
distribution.
Article XII Ratification
The Ratification and Signature of five members of the 2008__-2009__. Pinnacle Soccer Academy
Board of Directors shall be sufficient for the establishment of these Bylaws. In Witness whereof,
we have here unto subscribed our names this 9 day of March, 2009.


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