COTTAGE GROVE ATHLETIC ASSOCIATION
Bylaws
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Dated August 26, 2006

Article 1 – Name

1.1 This organization shall be known as the Cottage Grove Athletic Association, Incorporated.  (CGAA)

Article 2 – Purpose and Objective

2.1 The Corporation is organized exclusively for charitable, religious or scientific purposes with the meaning of section 501 (c) (3) of the Internal Revenue Code.

2.1.1 The objective of the CGAA shall be to implant firmly in the children of the community the spirit of competition and ideals of good sportsmanship, honesty, loyalty, courage and reverence, so they may be finer, stronger and happier children and will grow to be clean, proud, confident adults.

2.1.2 The objective the CGAA shall be to organize and maintain an integrated program of organized sporting activities available to all children and adults of the community and to provide competent adult supervision for each program.

2.1.3 The objective of the CGAA shall be to insure the availability of properly maintained facilities and equipment necessary to conduct organized sporting events and to carry on the activities deemed necessary to the effectual outcome of the said purposes.

2.1.4 The Cottage Grove Athletic Association, Inc (CGAA) is involved in charitable gambling and all gambling issues are voted on by the general membership. (8/23/2003)

Article 3 – Membership (Updated 8/26/2006)

3.1 Any adult resident of the City of Cottage Grove active in a CGAA program(s) shall be a voting member.  Any adult nonresident active in a CGAA program(s) shall be an associate member and shall have voting privileges in the Division(s) in which they actively participate. Any gambling employee shall be a voting member.

3.1.1 Any adult resident of the City of Cottage Grove active in a CGAA program(s) for not less than 6 months shall be a voting member on gambling issues.

3.2 The Board, by a 2/3 vote at any duly constituted meeting, shall have the authority to suspend the voting rights of any member or associate member whose conduct is considered as detrimental to the best interest of the CGAA, Incorporated.

3.2.1 The Board, by a 2/3 vote at any duly constituted meeting, shall have the authority to suspend a family’s right to participate in any CGAA divisional sport if that family is determined to be “not in good standing”.

3.2.2 “Not in good standing” shall be defined as A) failure to pay financial balances, or B) failure to return association equipment.
 

Article 4 – Government

4.1  Supervision and Voting Rights

4.1.1 The government of the CGAA shall be under the supervision of the CGAA Corporate Board of Directors.  All members of the CGAA Board shall have voting rights.  An elected Board of Directors will govern each sport.

4.2 CGAA Corporate Board Members and Officers

4.2.1 The CGAA Board Officers shall consist of: President, Vice President, Secretary, and Treasurer and the CGAA corporate Board of Directors shall consist of the CGAA Board Officers and the Gambling Manager and Division Presidents/Director.  All CGAA Corporate Board members shall be residents of Cottage Grove, St. Paul Park, Newport, Grey Cloud Island or Afton.

4.2.2 The CGAA Corporate Officers shall be the President, Vice President, Secretary and Treasurer.  The presiding officer shall be the President.  The President and Vice President, elected officers of the CGAA, shall have voting powers at all Divisional membership meetings.

4.3 Terms of Office

4.3.1 The CGAA General Membership shall elect the President for a two-year term.  Said election shall take place at the August Annual Meeting in even numbered years.

4.3.2 The CGAA General Membership shall elect the Vice President for a two-year term.  Said election shall take place at the August Annual Meeting in odd numbered years.

4.3.3 The Secretary shall be appointed by the President with the approval of the CGAA Board for a two-year term concurrent with the term of the President.

4.3.4 The Treasurer shall be appointed by the President with the approval of the CGAA Board for a two-year term concurrent with the term of the Vice President.

4.3.5 Their respective divisions per their respective by-laws and operating procedures shall elect the Division’s President/Director.

4.3.6 The Gambling Manager shall be appointed by the President and approved annually by the CGAA Corporate Board for a two-year term concurrent with the term of the President.

4.3.7 Reserved.

4.4 Duties of CGAA Corporate Board Members

4.4.1 The President shall:

a. Preside over all meetings of the General Membership and the CGAA Board.
b. Enforce all laws, rules and regulations of the CGAA.
c. With the Secretary of the CGAA, sign all written contracts and obligations of the CGAA.
d. Be a member ex-officio of all committees; and
e. Perform such other duties as are specifically provided in the Articles and By-laws, or as shall be imposed upon him/her by resolution of the General Membership.

4.4.2 The Vice President shall:
a. Perform all duties of the President in the absence of the President.
b. Assist the President in any manner so designated by the President.
c. Be the Director for all non-divisional sports (i.e. volleyball, archery, etc.)
d. Shall serve as, or supervise the activities of the Publicity Manager;

4.4.2.1 The Publicity Manager shall:

a. Be appointed by the Vice President and approved by the CGAA Corporate Board of Directors at any regular CGAA Corporate Board meeting.
b. Shall serve for a term concurrent with the term of the Vice President.
c. Be responsible for the overall administration and coordination of the CGAA membership records of all divisions.
d. Coordinate in January, the preparation of a CGAA annual report.
e. Be responsible for conducting annual review of CGAA by-laws and General Sports rules;
f. Be responsible for coordinating monthly CGAA All Sports newsletter.
g. Serve as ex-officio member of all Division's Publicity and By-laws committee.
h. Shall be responsible to resolve any disputes for equipment storage and facilities use;
i. Perform such other duties as are specifically provided in the Articles and By-laws, or as shall be imposed upon him/her by resolution of the General Membership.

4.4.3 The Secretary shall:

a. Keep the minutes of the General Membership and the CGAA Corporate Board.
b. Conduct the official correspondence of the CGAA.
c. With the President of the CGAA, sign all contracts and obligations of the CGAA.
d. Keep all records, books, documents and obligations of the CGAA.
e. Perform such other duties as are specifically provided in the Articles and By-laws, or as shall be imposed upon him/her by the General Membership.

4.4.4 The Treasurer shall:

a. Keep account of all monies received and deposit same in the name of the CGAA in such depository as shall
b. Keep account of monies disbursed upon checks and vouchers approved by the CGAA Corporate Board of Directors.
c. Submit detailed audit of annual financial statement of the CGAA for preceding fiscal year at the January Board meeting.
d. File IRS Income Tax statement.
e. Serve as an ex-officio member of each Division's Budget and/or Finance Committee.
f. Serve as Chairman of the Finance Committee; and
g. Assure that all Division Treasurers are bonded as required;
h. Perform such other duties as are specifically provided in the in the Articles and By-laws, or as shall be imposed upon him/her by the General Membership.
 

4.4.5 Division Directors shall:

a. Be responsible for the administration of all programs under their respective Divisional jurisdictions;
b. Be responsible for coordinating and/or establishing committees from their respective Divisions for meeting all divisional CGAA activities; and
c. Perform such other duties as are specifically provided in the Articles and By-laws, or as shall be imposed upon him/her by resolution of the General Membership.

4.4.6 Reserved

4.4.7 The Gambling Manager shall:

a. Be responsible for the overall administration and coordination of the Minnesota Gambling license as pertains
To the CGAA, Incorporated.
b. The Gambling Manager shall be appointed at the August annual meeting;
c. Submit an annual report to the CGAA Treasurer for preparation of the IRS 990T.

4.5 Committees

4.5.1 The President may, from time to time, establish ad hoc committees to execute specific needs or programs of the CGAA.  Examples of such committees are: publicity, fundraising, by-law changes, charitable gambling, grievances, audits, etc.

4.5.2 The Finance Committee shall:

a. Consist of the financial representative of each Division;
b. Perform an audit of the CGAA's financial records and each Division's financial records and make its report of same at the annual August General Membership meeting; and
c. Have authority to hire such help, as they may deem necessary to perform said audit.

Article 5 – General Membership Meeting

5.1 There shall be no fewer than on General Membership meeting per year.  The meeting shall be scheduled by the General Membership at the previous yearly meeting.  The President may call additional meetings at any time with three days notice to be given to the General Membership.

5.2 All matters concerning the policy of the CGAA shall be decided by a vote of the General Membership and no motion shall be carried without a favorable vote from the majority of those present at a duly constituted meeting.

5.3 Six members of the CGAA shall constitute a quorum at any General Membership meeting.  No fewer that four CGAA Corporate Board Members shall be present and a majority of those present shall govern.

5.4 Robert's Rules of Order shall govern the proceedings of all meetings except where same conflicts with these
By-laws.

5.5 The yearly General Membership Meeting shall be held in August.

5.6 Monthly membership meetings shall be held on the second (2nd) Sunday of each month at 7:00 pm, at 7282 E. Point Douglas Rd., Suite 100, Cottage Grove, Minnesota, where gambling issues will be discussed during the first half hour of business. If the meeting date or time is changed for any given month, advance notice will be published in the South Washington County Bulletin. (8/26/2004)

Article 6 – CGAA Corporate Board of Directors

6.1 CGAA Corporate Board meetings may be called by the President at any time or upon request of at least two members of the CGAA Corporate Board.
 
6.2 The CGAA Corporate Board shall handle matters designated to them by the Articles and By-laws, and matters, which arise between General Membership meetings.  CGAA Corporate Board approval is required for the expenditure of nonbudgeted funds in excess of $100.00 during any one-month period.

6.3 Any vacancy arising due to resignation of any officer of the CGAA shall be filled through the recommendation of the President with CGAA Board approval.

Article 7 – Division Budgets

7.1 Each Division shall prepare a proposed budget for presentation and approval at the respective Division meeting of each sport and then present said budget to the CGAA Board for approval.

7.2 Divisional budgets shall be submitted as follows: winter sports – August; summer sports – November, fall sports – February.

7.3 Any changes exceeding 10% of the Division approved budget must be communicated to the CGAA Corporate Board at a regular monthly meeting.

Article 8 – General Rules

8.1 Division sports activities shall be consistent with current CGAA all-sports rules.

8.2 At no time will the CGAA endorse any candidate for a political office, nor should any such endorsement be implied.

8.3 The CGAA shall not afford pecuniary gain, incidentally or otherwise, to its members.  In event of the dissolution of the CGAA, or the liquidation of its business, or the winding up of its affairs, for any reason, all of its remaining property of any kind, nature and description and wherever situated, shall be disposed of by disposition dedication to one or more of the aims and purposes for which the CGAA was formed and organized and none of such property shall in any respect whatsoever insure to the benefit of any director, officer, or member of the CGAA, provided, however any such disposition shall be made to the City of Cottage Grove as shall at that time qualify as an organization exempt from Federal Income Tax under Section 501 (c) (3) of the Internal Code of 1954, or corresponding provisions of any subsequent Federal Tax Laws.

8.4 Unwelcome verbal or physical conduct which has the purpose or effect of unreasonable interfering with an individual’s participation in the association, or which creates an intimidating, offensive, or hostile environment, is not tolerated by the Cottage Grove Athletic Association.   Harassment, which is based on race, color, creed, religion, national origin, sex, disability, age, marital status, sexual orientation, or status with regard to public assistance, is expressly prohibited.  Any individual engaging is such conduct will be subject to appropriate action, including dismissal from participation in the association.  (8/26/00)

8.5 Verbal or physical conduct, which unfairly treats or denies normal privileges to any member of the association
based on race, color, creed, religion, national origin, sex, disability, age, marital status, sexual orientation, or status with regard to public assistance, is expressly prohibited.  Any individual engaging in such conduct will be subject to appropriate actions, including dismissal from participation in the association.  (8/26/00)

Article 9 – Amendments

9.1 For these By-laws, or any section thereof, to be amended or repealed, the following stipulations must be met:

a. Changes must be recommended to the General Membership by a committee appointed by the President;
b. Changes must have one reading at a regularly scheduled CGAA Corporate Board meeting prior to the regularly scheduled CGAA Corporate Board meeting at which the vote will be held.
c. Notice of such proposed changes will be published in the recognized legal journal in Cottage – currently the South Washington County Bulletin, at least ten days prior to the General Membership meeting at which such proposed changes shall be submitted to a vote; and
d. The vote must be held at a regularly scheduled General Membership meeting and a 2/3 majority will be
Necessary to carry any change.

                                                                                  CERTIFICATION
 

______________________________                        _______________________________

Albert D. Boche, Jr.                                                     Richard J. Tanner
President, CGAA Incorporated                                    Secretary, CGAA, Incorporated
 
Dated August 26, 2006