FOOTBAG WORLDWIDE : IFPA :

Bylaws of the Int'l Footbag Players' Association

BYLAWS OF
INTERNATIONAL FOOTBAG PLAYERS' ASSOCIATION, INC.

A California Public Benefit Corporation


ARTICLE I - NAME

The name of the Association shall be International Footbag Players' Association, Inc., here after referred to as IFPA. IFPA is incorporated as a nonprofit corporation in the State of California.


ARTICLE II - OFFICES

The principle offices of IFPA shall be 911 Liberty Ct., Cupertino, California (USA). IFPA may have other such offices, either within or outside the State of California as the board of directors may designate or as the business of IFPA may require.


ARTICLE III - PURPOSE

The purpose for which IFPA is organized is to promote the growth of footbag play as a lifetime recreation and a competitive sport on a national and international basis. To achieve this purpose, IFPA shall disseminate information to the membership, media, and general public. In addition, IFPA shall further the purposes mentioned by conducting professional and amateur footbag events. Such events shall include, but no be limited to, competitions, festivals, demonstrations, and instructional programs. In furtherance of these main purposes, the following sub-purposes are set forth:

A) To teach the sport footbag.

B) To act as the official representative for IFPA members and other footbag players to other entities seeking to patronize or gain information on the sport.

C) To foster and conduct international, national, state, regional and area footbag competitions. For competitive play, the following three levels of representation are offered by IFPA:

1) Sponsorship: For an IFPA sponsored event, IFPA will provide formats and judging systems for competition as well as funds and marketing assistance for proper administration, player's packages, awards, and promotion of such events in exchange for the tournament director's agreement to abide by all the guidelines for sponsorship set up by IFPA.

2) Sanctioning: For a IFPA sanctioned event, IFPA will provide formats and judging systems for competition as well as a limited amount of marketing assistance for the proper administration and promotion of such events in exchange for the tournament director's agreement to abide by all the guidelines for sanctioning set up by IFPA.

3) Accreditation: For a IFPA accredited event, IFPA will provide formats and judging systems for competition in exchange for the tournament director's agreement to abide by all the guidelines for accreditation set up by IFPA.

D) To foster and facilitate demonstrations, shows, festivals, and amateur competitions.

E) To provide information on international, national, state, and area footbag activities.


ARTICLE IV - ASSETS

SECTION 1. In order to maintain funds necessary to carry out the purposes of IFPA, IFPA shall have the power to receive and hold money or other property for any of the purposes of IFPA, from whatever source derived.

SECTION 2. All funds of IFPA will be deposited in a checking and/or savings account determined by the board of directors.

SECTION 3. All checks drawn against IFPA's account shall be signed by the director or the treasurer or by other such person or persons as the board of directors deem appropriate as set forth in IFPA spending policies.

SECTION 4. Leases and contracts may be signed by the director or treasurer or such other person or persons as the board of directors may authorize.

SECTION 5. No loans will be contracted on behalf of IFPA. No evidences or indebtedness shall be issued in its name unless authorized by a resolution of the board of directors and determined to be in the best interests of IFPA.

SECTION 6. The fiscal year conducting business shall begin of January 1st and end on December 31st.


ARTICLE V - MEMBERSHIP

SECTION 1. Qualifications for membership are:

A) A desire to join IFPA, and

B) To agree to uphold the bylaws of IFPA.

SECTION 2. The annual dues for new and renewing members are set by the board of directors with input and ratification by the membership.

SECTION 3. Types and levels of memberships are set by the board of directors with input and ratification by the membership.


ARTICLE VI - THE BOARD OF DIRECTORS, ELECTED DIRECTORS, AND COMMITTEE DIRECTORS

SECTION 1. The board of directors shall consist of five elected and four appointed directors. The board conducts the regular business of IFPA. The order of business conducted by the board will be determined by IFPA policy. All members of the board will maintain up to date memberships.

SECTION 2. Regular meeting of the board will be held at least quarterly or as decided by the board.

SECTION 3. A quorum for conducting the business of the board will consist of not less than half of the total board members. Quorums are necessary only for issues that require voting as dictated by IFPA policy.

SECTION 4. The elected directors of IFPA board of directors will be Executive Director, Treasurer, Rules Director, Marketing Director, and Education Director. The duties of the elected directors, and order of succession, are set by IFPA policy.

SECTION 5. The remaining board of directors will be appointed by the Director and approved by a majority of the board present. These appointed directors of IFPA board members will be but not limited to, Secretary, Communications Editor, Membership Director, and Statistician. The duties of the appointed directors and members at large are set by IFPA policy.

SECTION 6. A board member who does not comply with their assigned responsibilities may be relieved of office by a majority vote at the next board meeting. Appointment of a replacement due to discipline or resignation will be made by the Executive Director with the approval of a majority of the board present.


ARTICLE VII - ELECTIONS

SECTION 1. Directors will be elected for a term of 3 years to serve from the time of installation at the start of the fiscal year after the election to the time of installation of the succeeding directors the following term. Directors may succeed themselves.

A) The authorized directors shall be divided into three groups as nearly equal in number as possible, designated as Group I, Group II, and Group III as follows:

1) Group I shall consist of the Rules Director and the Education Director having an initial term of office of one (1) year;

2) Group II shall consist of the Marketing Director and the Treasurer having an initial term of office of two (2) years; and

3) Group III shall consist of the Executive Director having an initial term of office of three years.
B) The directors in each group shall hold office until their respective initial terms have expired. Thereafter, each year the membership shall elect a number of directors to the number of directors whose terms have expired, for a full term of three (3) years. Each director shall serve for a term of three (3) years from the date of expiration of the term of the director to whose office he or she succeeds or until the occurrence of one of the events specified in Article VI Section 6 of these bylaws, whichever first occurs. Any director elected to succeed a director who leaves or is removed from office for any reason prior to expiration of his or her term shall serve the balance of that term. Directors may be elected to any regular or special meeting of the directors duly called and held. Directors may serve an unlimited number of successive terms.

SECTION 2. Nominations will be received in the year of an election no later than the first weekend of September. Nominations that are accepted will then be published in the Fall issue of the newsletter or via electronic communication. Procedures for nominations will be determined by IFPA policy.

SECTION 3. The elections will take place at a date after November 1st and before November 30th. Ballots will be received through the mail at IFPA address and/or at the annual conference or via electronic communication.

SECTION 4. Election results will be posted on the footbag.org website after the election.

SECTION 5. After assuming office, all pertinent materials will be turned over to the new Director. The past Director may be asked to advise at the discretion of the new Director.


ARTICLE VIII - MEETINGS

SECTION 1. Regular meetings of the board of directors will be determined by the board per Article VI, Section 2.

SECTION 2. A full membership meeting of IFPA shall be held in no event less than annually at times during the year when large numbers of IFPA members are present for either a tournament or other event. Notice of such meetings will be published in advance in the newsletter or via electronic communication. Emergency meetings of the full membership, if required, may be called without prior notice by a 2/3 majority vote of the full board.

SECTION 3. Not less than 10% of IFPA members shall constitute a quorum for full membership meetings. A majority vote of the members present shall be required for the adoption of a resolution.

SECTION 4. Not less than one half of the Directors of the board of directors shall constitute a quorum for the transaction of business. Resolutions shall be upon approval by the majority of the quorum present.

SECTION 5. Votes by proxy and written resolutions adopting particular positions will be accepted at all meetings and will be recorded in the minutes of those meetings.

SECTION 6. Rules of procedure for meetings shall be determined by the director or person charged by the director with the task of governing the meeting. In the event the foregoing procedure fails at any point, IFPA shall be governed by "Roberts Rules of Order Newly Revised."


ARTICLE IX - AMENDMENTS

These bylaws may be amended or revised by an affirmative vote of two thirds of all members present at a full membership meeting. Proposed amendments and revisions will be printed at least thirty days in advance of the meeting.


ARTICLE X - TERMINATION AND SUSPENSION OF MEMBERSHIP

SECTION 1. Causes of Termination: A membership shall terminate on occurrence of any of the following events:

A) Resignation of a member, on reasonable notice to the corporation;

B) Expiration of the period of membership, unless the membership is renewed on the renewal terms fixed by the board;

C) Failure of a member to pay dues, fees, or assessments as set by the board within 2 months after they become due and payable;

D) Expulsion of the member under Article X Section 3 of these bylaws, based on the good faith determination by the board, or a committee or person authorized by the board to make such a determination, that the member has failed in a material and serious degree to observe the rules of conduct of the corporation, or has engaged in conduct materially and seriously prejudicial to the purposes and interests of the corporation.

SECTION 2. Suspension of Membership: A member may be suspended, under Article X Section 3 of these bylaws, based on the good faith determination by the board, or a committee or person authorized by the board to make such a determination, that the member has failed in a material and serious degree to observe the corporation's rules of conduct, or has engaged in conduct materially and seriously prejudicial to the purposes and interests of the corporation.

A person whose membership is suspended shall not be a member during the period of suspension.

SECTION 3. Procedure for Expulsion or Suspension: If grounds appear to exist for expulsion or suspension of a member under Article X Section 1 and Section 2 of these bylaws, the procedure set forth below shall be Followed:

A) The member shall be given 15 days prior notice of the proposed expulsion or suspension and the reasons for the proposed expulsion or suspension. Notice shall be given by any method reasonably calculated to provide actual notice. Any notice given by mail shall be sent by first-class or registered mail to the member's last address as shown on the corporation's records.

B) The member shall be given an opportunity to be heard, either orally or in writing, at least five days before the effective date of the proposed expulsion. The hearing shall be held, or the written statement considered, by the board or by a committee or person authorized by the board to determine whether the expulsion or suspension should take place.

C) The board, committee, or person shall decide whether or not the member should be expelled, suspended, or sanctioned in some other way. The decision of the board, committee or person shall be final.

D) Any action challenging an expulsion, suspension, or termination of membership, including claim alleging defective notice, must be commenced within one year after the date of the expulsion, suspension, or termination.

SECTION 4. Election results will be posted on the footbag.org website after the election.

SECTION 5. After assuming office, all pertinent materials will be turned over to the new Director. The past Director may be asked to advise at the discretion of the new Director.


ARTICLE XI - DISSOLUTION

Should IFPA be dissolved, all material possessions of the organization shall be distributed to a nonprofit fund, foundation or corporation meeting the requirements for exemption provided by Section 214 of the California Revenue and Taxation Code, and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code of 1954, (or corresponding provisions of any later federal tax laws).


WRITTEN CONSENT OF DIRECTORS ADOPTING BYLAWS

On file.


Bylaws of International Footbag Players' Association, Inc. have been accepted and filed with the State of California, 2001. For more information, contact Steve Goldberg.


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A 501(c)(3) Non-Profit Corporation
 


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