Bylaws

ARTICLES  OF  INCORPORATION OF L.S.U. TRACK AND FIELD OFFICIALS ASSOCIATION

STATE OF LOUISIANA, PARISH OF EAST BATON ROUGE

 ARTICLE I

NAME

          The original name and title of this Corporation is hereby changed to remove the periods after L.S.U. and shall now read LSU Track and Field Officials Association.  It possess all the powers, rights, privileges, capacities and immunities which non-profit corporations are authorized, and may hereafter be authorized, to possess under the Constitution and laws of this State, and particularly under Title 12, Section 201 et seq., Louisiana Revised Statutes.

 ARTICLE II

 ADDRESS

          The domicile of this Corporation shall be East Baton Rouge Parish, State of Louisiana, and the location of its registered office shall be Athletic Office Building, LSU Track and Field Office, LSU Box 18316, Baton Rouge, Louisiana 70803.

 ARTICLE III

 PURPOSE

          This corporation is organized exclusively for charitable purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

This corporation is further organized, and shall be operated, exclusively to:

          A.   Provide track and field officiating expertise for all track and field meets conducted by the Louisiana State University Athletic Department.

          B.   Provide all manner of support to the Louisiana State University track and field team, and its coaches and staff, in the effort to achieve excellence in the sport, and to promote the sport of track and field generally within the State of Louisiana, and to encourage the participation therein by the youth of the State.

 ARTICLE IV

     OFFICERS

            Section1.  The officers of the LSU Track and Field Officials’ Association shall be a President, Vice-President, Secretary, and a Treasurer.

            The officers shall be elected annually by the Board of Directors at its first fall meeting.  This annual election meeting of the Board must be held no sooner than one week after the annual fall meeting of the whole membership.

            All officers must be members of the Board.  All nominees for office must have previously agreed to serve.

            Each new officer shall begin his/her term immediately after the adjournment of the election meeting of the Board of Directors.

            The duties of the aforementioned officers shall be as follows:

            President:  The President shall be the chief executive officer of the Corporation.  This person shall preside at all meetings of the Corporation and the Board of Directors and shall notify members of the meetings.  The President shall have general and active management of the business, shall appoint all committees necessary for the Corporation’s business, and shall see that all orders and resolutions of the Board are carried out.  The President shall execute all contracts and transact all general business necessary to carry out the purposes of this Corporation.

            Vice-President:  The Vice-President shall exercise the functions of the President during the absence or disability of the President.  This person shall serve as chair of the Hall of Fame Selection committee, shall be responsible for appointing group attendance recorders and for collecting and tabulating these records (or for appointing someone to collect and tabulate the records), shall have the responsibility of reconciling the bank statements in a timely manner, and shall have such other duties as are assigned to him/her by the President or the Board of Directors.

            Secretary:  The Secretary shall attend all meetings of the Corporation and of the Board of Directors, keep minutes of the proceedings thereof, and keep all minutes filed for future reference.  This person shall keep the Articles of Incorporation (by-laws) up-to-date, submit a copy of the by-laws to each new board member, and shall further be charged with performing any services on behalf of the Corporation as determined by the President or the Board of Directors.

            Treasurer:  The Treasurer shall manage all funds of the Corporation and its disbursements under the direction of the President and Board of Directors.  This person shall keep a record of all moneys received and paid out, and make a report of the transactions to the Board of Directors at each regular meeting.  The Treasurer shall have the financial records reviewed by the board at each board meeting.  Checks shall be signed by the Treasurer, President or Vice-President.

            Section 2.  The Board may appoint members necessary to perform duties as assigned by the President or Board of Directors.

            Section 3.  The officers of the corporation shall hold office until their terms are completed.  The President’s term shall be for one year, but this officer may succeed himself/herself only one time.  After being out of office at least one year, this person may serve again as president.  The other officers have no term limitations.

            Any officer of the corporation may be removed at any time by the affirmative vote of a majority of the entire Board of Directors.  If the office of any officer becomes vacant for any reason, the vacancy shall be filled by the affirmative vote of a majority of the Board members present at the next Board of Directors meeting.

 ARTICLE V

BOARD OF DIRECTORS

            Section 1.  A Board of Directors of fifteen (15) members, whose terms are staggered, shall manage the property, affairs, and business of the Corporation.  Directors shall be elected at the annual fall meeting of the entire membership and shall serve for three years or until their successors are elected.  At least five (5) Directors shall be elected each year.  The Board of Directors shall have no limits in the number of terms one may serve.

            Section 2.  The board of Directors may designate Director Emeritus’, who continue to have all rights and privileges of an active board member.  To maintain the status of Director Emeritus the individual must be an active member of the corporation.

            Section 3.  A member of the Board of Directors may be removed at any time by the affirmative vote of a majority of the entire Board of Directors.  If a board member resigns or is removed for any reason, the remaining board members will appoint a member of the association to the unexpired term of the board member resigned/removed.

            Section 4.  The President may call meetings of the Board of Directors other than the annual fall meeting.

            Section 5.  A majority of the Directors shall constitute a quorum of the Board.

 ARTICLE VI

RULES FOR NON-PROFIT CORPORATIONS

          No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to any member, trustee, officer, or other private person, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III hereof.  No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office.  Notwithstanding  any other provision of these articles, 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 the corresponding section of any future tax code.

 ARTICLE VII

DISSOLUTION OF CORPORATION

          Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.  Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the parish in which the principal office of the corporation is then located, exclusively for such  purposes or to such organization or organizations, as said Court shall determine, which are organized and operated for such purposes.

 ARTICLE VIII

COMMITTEES

            Section 1.  Nominating Committee:  The President shall appoint three members of the Board of Directors to the Nominating Committee.  None of these three members shall be a candidate for re-election to the Board of Directors.  The committee shall present at the annual fall meeting of the membership names of nominees who have been submitted by the general membership to the committee.  If possible, at least seven (7) names shall be on the ballots.  Each nominee shall have agreed previously to serve.   Nominations may be made from the floor provided prior permission has been obtained from the nominees.  The five nominees receiving the greatest number of votes shall be elected to the Board of Directors.

            Section 2.  Hall of Fame Selection Committee:  The President shall appoint a Hall of Fame Selection Committee of five members.  The committee shall be composed of the Vice-President as chairperson, two Hall of Fame members, and two persons from the general membership.  If the Vice-President is eligible for election to the Hall of Fame, the President shall appoint as chairperson another Board member.  The committee shall receive nominations for the Hall of Fame from the general membership and/or the staff, and shall select the new inductees according to the following guidelines:

  • Normally, those selected shall have given a minimum of ten (10) years of active and outstanding service to LSU Track & Field.  In rare cases or unusual circumstances, the committee may choose to induct someone with less than ten (10) years.  All years of services shall have been strictly voluntary with no compensation received from LSU for any services rendered.
  • Not more than three people shall be inducted each year, but no one has to be elected.
  • To be elected, the inductee must receive sixty (60) percent of the affirmative vote of the committee.
  • The committee shall have the final authority.

            Section 3.  The Executive committee:  This committee shall consist of the Officers of the Board.  The President shall use this committee to assist in executive decisions in an emergency where a vote of Board members may not be feasible.

            Section 4.  The President may appoint any other committees deemed necessary.

            Section 5.  The chairperson of each committee shall make a report to the Board of Directors whenever requested by the President or by the Board.

 ARTICLE IX

MEMBERSHIP MEETINGS

            Section 1.  The annual meeting of the Corporation shall be held each fall.

            Section 2.  Special meetings of the Corporation may be called at any time by the President, or on the request, in writing to the President, of a majority of the Board of Directors.

            Section 3.  The President shall give to each association member notice of such meeting not less than twenty-four (24) hours prior to any special meeting of the Corporation.  The notice for any special meeting shall state the purpose of the meeting.

 ARTICLE X

MEMBERSHIP FEES

            Each member of this Corporation shall pay to the Corporation a membership fee as voted on and passed by the Board of Directors.  Membership fees should be paid prior to or during the annual fall meeting of the Corporation, but new members will be accepted at any time.

 ARTICLE XI

AMENDMENTS

            These articles (by-laws) may be altered, amended, or repealed by an affirmative vote of a majority of the entire Board at any regular meeting called for that purpose, provide a quorum of the Board are present.