North Marion United & Elite , INC ( We are still working on BYLAWS AS A BOARD and we hope to have them done soon)

ARTICLE I
Name and Status The name of this organization shall be the “North Marion United & Elite Inc.” Which is organized as an Oregon nonprofit corporation in accordance with the Oregon Non-profit Statutes. North Marion United & Elite shall maintain its status as an Oregon nonprofit corporation

ARTICLE II Purpose of North Marion Unite & Elite

The purpose of North Marion United & Elite shall be to teach, govern, promote, encourage, and educate all aspects of the game of Youth Sports while providing recreational and competitive opportunities, and promoting member participation in all phases of the program. A primary aim of this organization shall be to develop fundamental skills, self-confidence, self-worth, and team cooperation in an atmosphere that is safe, competitive and fun and stresses full participation.

ARTICLE III
Participation Section 1. Participation of the players in this program will be for those grades Pre -K through 8th. 


Section 2. North Marion United & Elite shall provide insurance for each player participating in each Youth sport program.

Section 3. North Marion United & Elite  will ensure each coach is provided equipment and resources necessary to assist him or her in coaching. Coaches will be required to register and participate in a background check. 


ARTICLE IV
Voting Membership

Section 1. Voting membership of North Marion United & Elite shall be restricted to the Board of Directors, coaches, assistant coaches and one adult family member per child whose child(ren) participated in the program the previous year, or who are participating in the current year’s program, all of whom are herein after known as “members”.
Exceptions will be addressed when a conflict of interest in the vote is noted by the Board of Directors. Section

2. Voting rights of the members will be limited to the annual election of new officers. The Board of Directors shall make all other decisions. Section

3. Any member of North Marion United & Elite  or adult who resides within the North Marion school District Boundaries is entitled to run for an elected office on the Board of Directors. 

ARTICLE V
Membership, Voting, Dues and Participation

A. Membership. Members of North Marion United & Elite shall consist of one adult family member representing each registered participant in the North Marion United & Elite programs, including coaches and assistant coaches of each team in the preceding season, and such other persons as may be designated annually as members of the Board of Directors (with a maximum of 2 per family). Membership shall be determined as of the registration deadline for participants in grades 1 through 8 and shall not be updated until the next succeeding registration deadline for those grades.

B. Dues. The Board of Directors of North Marion United & Elite shall review the financial status of North Marion Unite & Elite  annually and shall determine whether participants are to be assessed dues and if so, the amount and payment thereof. The Board of Directors may, in its sole and absolute discretion, waive and/or modify the payment of dues for any participant, or terminate the participation of any participant for nonpayment of dues.

C. Participation . Any child within the geographic areas served by North Marion United & Elite meeting the grade requirements as established by the Board of Directors shall be eligible to participate. Each member of North Marion United & Elite is invited to attend the membership meetings of North Marion United & Elite and meetings of the Board of Directors to make suggestions regarding the administration and execution of North Marion United & Elite  program(s). The Board of Directors of North Marion United & Elite may, in their sole and absolute discretion, terminate the participation of any participant or member.
D. Competitive  Sports . The Competitive League shall be organized under the North Marion United & Elite  umbrella and shall be financially assisted by the increased fees for the participants in the Competitive League(s). 

 ARTICLE VI
Meetings of North Marion United & Elite Members
A. Place. Board meetings (to which all Members of North Marion United & Elite are invited) shall be held at such locations as designated in the meeting notices.

B. Annual Meeting. North Marion United & Elite shall conduct an annual meeting of the members during the month of May, at which meeting the members shall elect a Board of Directors. The members of North Marion United & Elite  shall conduct other business as deemed necessary at the annual meeting. Written notices stating the place and hour of the annual meeting shall be distributed no less than ten (10) days nor more than fifty (50) days before the date of the meeting.

C. Other Meetings of Members. In addition to the annual meeting, North Marion United & Elite members shall hold such meetings at such place and at such date and time as shall be determined by the Board of Directors. Notices stating the details the meeting shall be delivered within (30) days of the meeting. 

ARTICLE VII

Directors
A. Number and Election. At the Annual Meeting, members of North Marion United & Elite shall elect a Board of Directors consisting of no fewer than nine (9) nor more than fifteen (15 ) Directors. Candidates shall run for one or more specific position(s) on the board (as listed below), and members shall vote to fill each position on the Board. The candidate with the largest number of votes for their specific position shall be declared the winner. Each member shall be entitled to one (1) vote for each position on the Board. The election will be administered by the President and one outgoing Board Member.

B. Non-voting Members of the Board The Board may, in its discretion, preclude Board Members from votes that present a conflict of interest, which may or may not include the North Marion HS Head Coaching Staff.

C. Duties and Terms. The business and affairs of North Marion United & Elite shall be managed by the Board of Directors. All Directors elected shall hold office from the date of their election at the annual meeting each May. Directors shall serve a term of office of three (3) years commencing at the close of the meeting in which they were elected, and ending at the Annual Meeting of the second year of their term.  

D. Indemnity. North Marion United & Elite  shall indemnify and hold harmless the officers and board members of North Marion United & Elite for liability and related expenses under ORS 60.387 - 60.414., except in relation to matters as to which he/she shall be adjudged in such action, suit or proceeding to be liable for intentional torts, gross negligence or gross misconduct in the performance of their duty. The foregoing right to indemnification shall not be deemed to exclude any other rights to which any officer or Director or employee may be entitled apart from the provisions of the section.

E. Nomination of Candidates for the Board. At least 7 days prior to the annual meeting of the members, the Board of Directors shall propose a slate of candidates by position to be considered for the election to the Board at the annual meeting. Nominations may also be made by the members leading up to and/or at the annual meeting and shall not be limited to the slate of candidates proposed by the Board.

F. Vacancies. Any vacancy occurring on the Board of Directors may be filled by the affirmative vote of the remaining Directors provided that the number of affirmative votes is no less than a quorum of the Board of Directors. A Director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office. A Director elected by a Directorship to be filled by a reason of an increase in the number of Directors shall be filled only at an annual meeting of members or at a special meeting of members specifically called for that purpose.

G. Meetings of the Board. A regular meeting of the Board shall be held each year promptly after the annual meeting of the members of North Marion United & Elite. Other regular meetings of the Board shall be held at such times and places as determined by the Board. Special meetings of the Board may be called from time to time by the President or any Director on no less than forty-eight (48) hours notice to each Director. Any business may be transacted at a special meeting of the Board.

H. Quorum and Voting. A minimum of five shall constitute a quorum for a transaction of business. The act of majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.

I. Notices. Notice of place, date and time of special meetings of the Board of Directors may be by telephone or in writing, which may include electronic mail, delivered to each Director personally or left at his residence address or usual place of business. Neither the business to be transacted nor the purpose of any special meeting need be stated in the notice. No notice need be given of any regular meeting of the Board of Directors. The Directors may adjourn from any meeting from day to day. Attendance of a Director at any meeting shall constitute a waiver of notice of such meeting except when a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting was not lawfully called or convened.

J. Removal.  All or any number of the Board of Directors may be removed from office by a vote of a majority of the members of North Marion United & Elite  present at a meeting duly called for that purpose whenever, in the judgment of such members, the best interests of North Marion United & Elite would be served.