University of Southern Indiana Athletics

ARTICLE I    
 
 
ARTICLE II    
 
ARTICLE III    
ARTICLE IV  

Section 4.02.   Qualification.  Any Active Member shall be eligible to serve on the Board of Directors.
 
Section 4.03.   Composition of the Board of Directors. 

(a) The Director of Athletics and Assistant Director of Athletics shall be deemed elected by virtue of his/her office.

 

(b) The remaining Directors shall be elected for terms of two (2) years, or until their successors are elected. Board of Director terms shall run alternately with equal amounts of Board members rolling on/off each year.

 
Section 4.04.   Nomination.  The Executive Committee along with the Director of Athletics and the Assistant Director of Athletics shall prepare a slate of candidates each year prior to the annual membership meeting. The slate of candidates shall be mailed to the membership along with the annual meeting reminder.

Section 4.05.   Election and Term.  The Directors shall be elected at the Annual Meeting of the members. Terms of office of all Directors shall begin on July 1, following the election. 
 
Section 4.06.   Eligibility.  Each Director is eligible to be elected to serve a second consecutive two (2)-year term. If he/she is elected to a second term, at least one year shall pass before the person is eligible to run for another term. Exceptions shall be the outgoing President, who may serve one additional year for advisory purposes if he/she so chooses.   
 
Section 4.07.   Removal.  Any Varsity Club Director may be removed for actions unbecoming of a Board member, at the discretion of the Director of Athletics and the Executive Committee.
 
Section 4.08.   Vacancy.  If a vacancy occurs among the Board of Directors, the position may be filled at any meeting of the Board of Directors from a single slate submitted by the Executive Committee. Any person so elected shall serve for the remainder of the unexpired term. Upon completion of the vacated term, that director is eligible to run for up to two (2) consecutive terms of his/her own.  
 
Section 4.09.   Honorary Board Member.  An Honorary Board Member is any person deemed worthy, by the Board of Directors, of such designation by reason of their distinguished service to the Varsity Club or the Department of Athletics, and shall be designated and elected Honorary Board Member by the Board of Directors. An Honorary Board Member shall be entitled to attend all meetings of the Varsity Club membership and shall have the full and equal power and right to vote on all matters of business at such meetings.
 
Section 4.10.   General Powers.  The Board shall act in an advisory capacity with the Department of Athletics and the USI Foundation regarding the Varsity Club’s major functions and financial matters exceeding $500. As an organization of the USI Foundation, the Varsity Club shall adhere to the policies and procedures of the USI Foundation. 
 
Section 4.11.   Quarterly Meetings.  The Board of Directors shall hold quarterly (4) meetings and shall meet no less than two (2) times each year. Notice of regular meetings shall be given at least ten (10) days in advance.
 

Section 4.12.   Special Meetings.  Special meetings may be called by the Varsity Club President with the approval of the Director of Athletics. Notice of special meetings shall state the purpose of the meeting and shall be given at least two (2) days in advance.
 
Section 4.13.   Quorum and Voting.  At any meeting of the Directors or by electronic e-mail correspondence, eleven (11) or 50% of Board members shall be present/participating to constitute a quorum or vote. Voting by proxy shall not be allowed.

 
 
ARTICLE V    

Section 6.01.   Fiscal Year.  The fiscal year of the Varsity Club shall run July 1 to June 30.
 
Section 6.02.   Varsity Club Funds.  All funds of the Varsity Club shall be deposited to the credit of the Varsity Club in separate, restricted funds within the University of Southern Indiana Foundation, an Indiana not-for-profit corporation exempt from federal income taxation under Section 501 (c)(3) of the Internal Revenue Code.
 
Section 6.03.   Fiscal Authority.  Two signatures shall be required to expend Varsity Club funds over $500, specifically the signatures of the Treasurer or the President of the Varsity Club and a Department of Athletics fiscal agent. The Department of Athletics has sole authority to make purchases on behalf of the Varsity Club that are less than $500.
 
Section 6.04.   Contracts.  Contracts to be executed on behalf of the Varsity Club shall be signed, unless otherwise required by law, by a fiscal agent of the Department of Athletics.
 
Section 6.05.   Reimbursements.  The Varsity Club may pay for or reimburse expenses incurred by a Director or Officer only if said costs have been pre-approved by the Executive Committee.
 
Section 6.05.   Dissolution.  In the event of the dissolution of the Varsity Club, the Board shall, after paying or making provision for the payment of all of the liabilities of the Varsity Club, transfer all assets of the Varsity Club to the Department of Athletics fund held within the University of Southern Indiana Foundation.

Section 7.01.   Indemnification.  Each Director and Officer, whether or not then in office, shall be indemnified by the organization against all costs and expenses reasonably incurred by or imposed upon him or her in connection with or arising out of any action, suit, or proceeding in which he or she may be involved by reason of his or her being or having been a Director or Officer of the organization. Such expenses shall include the cost of reasonable settlement, other than amounts paid to the organization itself, made with a view to curtailment of the cost of litigation. The organization shall not, however, indemnify a Director or Officer in respect of any matter as to which he or she shall be or shall have been finally adjudged in any such action, suit, or proceeding to be or to have been derelict in the performance of his or her duty as such Director or Officer, or in respect of any matter in which settlement or compromise is or has been affected, if the total expense, including the cost of settlement, shall substantially exceed the expenses which might reasonably have been incurred by the Director of Officer in conducting that litigation to a final conclusion. The foregoing right of indemnification shall not be exclusive of other rights to which any Director or Officer may be entitled as a matter of law.

Section 8.01.   Parliamentary Authority.  The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the organization in all cases in which they are applicable and in which they are not inconsistent with these Bylaws or any special Rule of Order which the organization or the Board of Directors may adopt.