ARTICLE I – NAME
Section 1. Name. The name of this association shall be The Bay Area Soccer Referee Association, herein after referred to as BASRA.
Section 2. Office. BASRA may have offices at such places as the Board may from time to time determine.
ARTICLE II – AFFILIATIONS
Section 1. Affiliations. BASRA shall be associated and shall work with Texas State Soccer Association South (TSSAS), South Texas Soccer Referees Inc. (STSR), South Texas Youth Soccer Association (STYSA), Bay Area Youth Soccer Association (BAYSA), The United States Soccer Federation (USSF), and Federation Internationale de Football Association (FIFA).
ARTICLE III – PURPOSE
Section 1. Purposes. The purposes for which BASRA is organized include, but not limited to, the following:
a. further the interests of soccer officials;
b. maintain the highest standard of soccer officiating;
c. promote the welfare of amateur soccer, its players, administrators, fans, the press and soccer officials;
d. encourage the spirit of fair play and sportsmanship;
e. work with the organizations and associations connected with soccer to further amateur soccer and all persons involved with amateur soccer;
f. provide educational programs to advance the skills of soccer officials;
g. work with soccer administrators to provide qualified soccer officials to officiate amateur soccer;
h. conduct programs to encourage public appreciation for the skill and professional competence of soccer official.
ARTICLE IV – MEMBERSHIP
Section 1. Membership. BASRA shall be comprised of the following persons within the following classes of membership.
a. Active: Comprised of individuals who are registered with USSF as soccer officials (referee, assessor, instructor, and/or assignor), who have complied with all the membership requirements of BASRA, who are in good standing and who are active in the referee program in their registered role(s) and shall be referred to as Active Members throughout the Constitution and By-Laws;
b. Non-Voting Members: Non-voting members shall fall under one of the three following classifications:
Inactive: Comprised of individuals who were formerly duly qualified soccer officials who are in good standing when they cease to be Active members and who now no longer participate in an active capacity but are otherwise duly qualified;
Emeritus: Comprised of individuals who were formerly Active members, have retired from their role(s), and who BASRA wishes to honor for their quality of service to the referee program;
Honorary: Comprised of individuals who have never been Active members, but upon whom BASRA desires to confer Honorary status according to criteria to be established by BASRA.
Section 2. Qualified Membership. BASRA may accept individuals for membership pursuant to criteria to be established by BASRA.
Section 3. Reinstatements. BASRA may reinstate individuals for membership pursuant to criteria to be established by BASRA.
ARTICLE V – MEMBERSHIP MEETINGS
Section 1. Meetings of Members. BASRA shall hold no less than 10 regular meetings during each fiscal year. There shall be one annual business meeting. Special meetings of the members may be called from time to time by the Secretary at the request in writing of a majority of the Board. Such a request for a special meeting shall state the purpose or purposes of the proposed meeting.
Section 2. Regular Meetings. The affairs of BASRA shall be handled at regular meetings of the members. These meetings shall be held at a time and place to be determined by the President. Written or verbal notice stating place, date, and hour of meeting shall be given not less than 24 hours prior to such meeting.
Section 3. Notice of Annual Business Meetings. Verbal or written notice of an annual business meeting of members, stating the time, place and object, shall be given no less than fourteen (14) days before such meeting.
Section 4. Voting. The presence of two (2) percent of the active membership constitutes a quorum. A majority vote of such members where a quorum is present is necessary to make a decision, except where some other number is required by law or by this written constitution. Neither proxy voting nor mail voting is permitted.
ARTICLE VI – OFFICERS
Section 1. Elected Officers. The elected officers of BASRA shall be a President, a Vice President, a Secretary, and a Treasurer, herein to be known as the Board. The officers shall serve two (2) year terms and be elected on a staggered basis to assure continuity in the operations of BASRA. They shall be elected on an odd/even year system as listed below:
a. to be elected for term beginning in even number years
b. to be elected for term beginning in odd number years
1. Vice President
The officers shall be elected at the annual business meeting and assume office at the next meeting of the members.
Section 2. Qualification for Elected Officers. Only active members of BASRA are eligible to be elected as officers.
Section 3. President. The President shall be the chief executive officer of BASRA, and shall be responsible for all management functions. He shall have executive authority to see that all orders and resolutions of the membership are carried into effect, and subject to the control vested in the Board by statue or by the Constitution and By Laws, shall administer and be responsible for the overall management of the business affairs of BASRA.
Section 4. Subordinate Officers. The Board may appoint such Assistant Secretary, Assistant Treasurer, Controller, and other officers and such agents as the Board may determine, to hold office for such a period and with such authority and to perform such duties as the Board may from time to time determine.
Section 5. Vice President. There shall be one Vice President who shall be responsible for such duties as are individually assigned to him by the President of BASRA.
Section 6. Secretary. The Secretary shall:
a. Keep the minutes of the meetings and of meetings of the Board;
b. See that all notices are duly given in accordance with the provisions of the Constitution and By Laws or as required by law;
c. Be custodian of the records;
d. Have charge of membership records of BASRA and,
e. In general perform all duties incident to the office of the Secretary, and such other duties as provided by the Constitution and By Laws and as from time to time are assigned to him by the Board or the President of BASRA.
Section 7. Treasurer. The Treasurer shall:
a. Receive and be responsible for all funds of and securities owned or held by BASRA and, in connection therewith, among other things; keep or cause to be kept full and accurate records and accounts for BASRA; deposit or cause to be deposited to the credit of BASRA all money, funds and securities so received in such bank or other depository as the Board or an officer designated by the Board may from time to time establish; and disburse and supervise the disbursement of the funds of BASRA as may be properly authorized;
b. Render to the Board at any meeting when asked, financial and other appropriate records on the condition of BASRA; and,
c. In general, perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned by the Board or by the President of BASRA.
Section 8. Elections. Election of officers shall be held at the annual business meeting or when situations necessitate new elections in accordance with Robert Rules of Order (latest revision).
Section 9. Balloting. Balloting shall be by secret ballot by those active members in good standing present at the annual business meeting. If no candidate receives a majority of votes greater that 50% of the total votes available, the top two candidates shall be placed in a run off race. The run off candidate receiving the most votes shall be declared the winner.
Section 10. Resignations. Any officer may resign at any time by giving written notice to the Board. Such resignation shall take effect at the time specified therein; unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
Section 11. Vacancies. Any vacancy occurring in any office shall be filled by a majority vote of the general membership after a notification of thirty (30) dyas minimum to the membership. Each officer so elected shall hold office for the unexpired term of his predecessor and he shall hold such office until the next election of officers or until his successor, if any, shall be similarly appointed or until his death, resignation, or removal.
Section 12. Good Standing. An active member is in good standing if he/she has timely paid the current annual dues by December 31 of the current year, passed the requisite tests, timely paid any fines, penalties and assessments, and has observed and complied with the Constitution and By Laws of BASRA and all other requirements established by BASRA. An active member shall be required to perform a minimum of 5 BAYSA related activities, in their registered role(s), to maintain active member status.
Section 13. Removal. Any elected officer may be removed from office for cause. An active member in good standing seeking the removal of an officer shall submit a written Bill of Particulars at a general membership meeting and offer a motion for its acceptance. A quorum being present and the motion being seconded, a majority vote of active members in good standing present and voting shall be sufficient to set a Vote of Confidence. Such Vote shall take place at the next general membership meeting but at least thirty (30) days after acceptance of the Bill. A quorum being present at that meeting, a two-thirds majority vote of active members in good standing present and voting shall be sufficient to remove the officer.
ARTICLE VII – SPECIAL AND STANDING COMMITTEES
Section 1. Nominating Committee. The President shall appoint a nominating committee and a Chairman of that committee. The nominating committee shall invite suggestions from the members for those offices which are vacant or about to expire, allowing at least thirty (30) days for suggestions. The nominating committee shall then nominate candidates for the required officer of BASRA as provided in the Constitution and By Laws and report such nominations to such membership at least thirty (30) days before the annual business meeting.
Section 2. Referee Development Committee. The President shall appoint three (3) members to serve as the Referee Development Committee with one serving as chairperson. The committee shall serve for the same terms and pursuant to the same conditions as the appointing President.
Section 3. Special Committees. The President shall appoint such other committees, subcommittees or task forces as are necessary and which are not in conflict with other provisions of the Constitution and By Laws, and the duties of such committee shall be prescribed by the President.
ARTICLE VIII – BOOKS AND RECORDS
Section 1. Location. The books, accounts and records of BASRA may be kept at such place or places as the Board may from time to time determine.
Section 2. Inspection. The books, accounts and records of BASRA shall be open to inspection by any member of the Board at all times; and open to inspection by the active members at such times, and subject to such regulations as the Board may prescribe, except as otherwise provided by statue.
Section 3. Audit. The accounts of BASRA shall be audited annually so as to coincide with the tax reports due, by a certified public accountant who shall be appointed by the President with the approval of the Board and who shall provide a report to the Board and which also be provided to the members at the next annual meeting or when requested by any active member in good standing.
ARTICLE IX – DUES
Section 1. Annual Dues. The members may determine from time to time the amount of initiation fee, if any, annual dues payable by the members of BASRA, the dates upon which payment is due and penalties for nonpayment or failure to pay in a timely manner.
ARTICLE X – RULES OF PROCEDURE
Section 1. Rules of Procedure. Unless specifically called out in this Constitution and By Laws or in state or national association rules, Robert’s Rules of Order (current edition) shall apply to conduct business at regular or special meetings.
ARTICLE XI – RATIFYING THE CONSTITUTION
Section 1. Ratifying the Constitution. The Constitution may be ratified by a two-thirds majority of total members present and at least twenty (20) percent of active members.
ARTICLE XII – AMENDING THE CONSTITUTION
Section 1. Amending the Constitution. The Constitution may be amended, altered or repealed by a two-thirds vote of active members present, those present being at least twenty (20) percent of active members. Any proposals or motions to amend or change the Constitution must be presented in writing at one meeting with voting on same being deferred until the next or a future meeting with written notice of the proposed changes being duly given.
Section 2. Amending the By Laws. The By Laws may be adopted, amended, altered, or repealed by a two-thirds majority of the active members attending a regular meeting with written notice of the proposed changes being duly given and with voting on same being deferred until the next or a future meeting.
ARTICLE XIII – MISCELLANEOUS PROVISIONS
Section 1. Non-Profit and Tax Exempt Status. BASRA shall obtain and maintain a non-profit status and tax exempt status from the appropriate government agencies.
Section 2. Gifts. The Board may accept on behalf of BASRA any contribution, gift, bequest or devise for the general purpose or for any special purpose of BASRA.
Section 3. Status of Members. All members of BASRA are independent contractors in their officiating capacities and not employees of BASRA, or of any officer of BASRA, or of any other person or entity for whom the members work as officials. All members of BASRA recognize this status and understand that BASRA, nor its officers are employers, and therefore, the members may not collect worker’s compensation from BASRA or any other person or entity for injuries sustained while officiating.