ARTICLES OF ASSOCIATION AND

BY-LAWS OF

CUMBERLAND YOUTH SOCCER ASSOCIATION

Revised: December 14, 2015


STATEMENT OF PHILOSOPHY

The Cumberland Youth Soccer Association (CYSA) is founded with the belief upon the following principles which represent the ideals within which the league shall function:

1) The league shall be open with equal opportunity to all boys and girls regardless of the skill levels or ability they may possess (beginner to advanced) in the sport of soccer while ensuring participation for all.

2) The league shall view sports as a pleasurable activity, which is as important a concept as understanding the competitive aspects of winning and losing.

3) The league shall emphasize good sportsmanship. The highest standards of personal conduct are expected at all times from players, coaches, and spectators.

4) The league shall foster and accentuate the idea of teamwork, which is to include players, coaches, sponsors, parents, volunteers, and board members. All members shall work together as a unit, and take pride in the accomplishments of the league. A sense of community pride shall be promoted throughout the league.

ARTICLES OF ASSOCIATION AND BY-LAWS

Revised, Approved and Adopted: December 14, 2015

ARTICLE I - NAME:

This league shall be run as a non-profit organization, and shall be known as the Cumberland Youth Soccer Association, herein known as CYSA.

ARTICLE II - PURPOSE:

CYSA will be affiliated with the United States Youth Soccer Association (USYSA) through Soccer Rhode Island (SRI). As such, the Cumberland Youth Soccer Association shall dedicate itself to the best interests of youth soccer, with particular emphasis on the organization, promotion, regulation, and development of youth soccer in the town of Cumberland, Rhode Island.


CYSA is organized exclusively for charitable, educational and scientific purposes, including, for such purposes, the making of such distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Notwithstanding any other provision of these articles, this association shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this association.

ARTICLE Ill - MEMBERSHIP AND PRIVILEGES:

The membership of CYSA shall consist of Playing Members, Regular Members, and Members-At-Large.

1) PLAYING MEMBERS:

Any playing age youngster interested in soccer may become a playing member upon timely application and payment of the registration fee. Only active playing members in good standing with the league are eligible to participate in CYSA sponsored programs and events. Playing Members are not eligible to vote in the election of the Board of Directors, Executive Officers, or on policy matters pertaining to CYSA.

2) GENERAL MEMBERS:

Shall be known as the Body of the league and will consist of the Board of Directors, elected Officials, and the Recreational Coach or an Assistant Recreational Coach of each team, and the Competitive Coach or an Assistant Coach (there is one vote per team total, with a different person voting for each team). Each team will be allowed only one vote by the Coach, or an Assistant Coach, as noted on the finalized team roster. The Body shall be the highest authority for : election of Officers and Directors, and; approval of additions, deletions, and changes to its By-Laws.

3) MEMBERS-AT-LARGE:

Any interested person, who has made a meaningful contribution to CYSA, may be nominated by any member of the Board of Directors as a Member-At-Large. Having been confirmed by a majority vote of the Board of Directors, that person shall be considered a Member-At-Large for a period of one (1) year from the time of his/her election to membership. Members-At-Large have no voting privileges, but may attend any CYSA meeting to voice their personal beliefs as to how CYSA may improve.


ARTICLE I V - GOVERNMENT:

1) The Board of Directors shall be the governing body of CYSA. It shall have full power to transact all business for CYSA that falls within the scope of CYSA. The Board of Directors shall consist of the members on the Executive Board, and ten

(10) other members who will assume direction of the standing committees; beginning in 2013, the Executive Board members will consist of six (6), and the rest of the Board nine (9).

2) At the Annual Meeting of CYSA, the voting members shall elect an Executive Board comprised of a President, Vice President-Competitive, Vice President­ Recreational, Treasurer, and Secretary and Registrar, as well as the Board of Directors. All members of the Executive Board must reside in the town of Cumberland, Rhode Island.

3) If for any reason a vacancy on the Board of Directors becomes available, the Board of Directors shall, by nomination and election, fill each vacancy for the unexpired term.

4) The Board of Directors shall adopt playing and general rules which shall be binding on all members of CYSA.

5) The Board of Directors shall not have the power to incur any obligation on behalf of CYSA which is:

a) In excess of the total cash assets then held by the Treasurer and not otherwise pledged or required to meet other fixed or current financial obligations which is:.

b) In excess of the annual budget as approved by the Board of Directors.

6) Any member of the Board who misses a total of four (4) regular business meetings of the Board of Directors in a calendar year shall thereby forfeit his/her right to hold his/her respective office for the unexpired term.

7) Each Director in good standing will have one vote on CYSA matters.

8) The Board of Directors may conduct a vote via conference call or email.

9) A Coach/Board Member shall be disciplined, up to and including removal for cause, for any of the following reasons:

a) A felony conviction during the Coach's/Board Member's term of service with the Organization;

b) Being convicted of a crime involving a Minor;

c) Intentional failure to declare a conflict of interest;

d) Failure to adhere to these by-laws;

e) Recruiting a family, player or coach to leave CYSA to go to another organization during the Coach's/Board Member's term of service with the Organization;

f) Making threatening and/or intimidating statement, either verbally or in writing, to any family, player or coach during the Coach's/Board Member's term of service with the Organization;

g) Engaging in a consistent pattern of behavior unbecoming a Coach/Board Member; and/or

h) Engaging in a consistent pattern of any behavior that the Board deems counter to the mission of CYSA.

10) Procedures for Discipline of a Coach/Board Member for Cause.

a) Upon learning of a potential infraction, the President shall call a special meeting of the Executive Board within five (5) days from the date upon which he/she learns of it.

b) If an Executive Board Member is the individual believed to have engaged in misconduct, the Player Advocate shall be included in the special meeting and vote in that individual's place.

c) If the President is the individual believed to have engaged in misconduct, the Vice President of Recreational Soccer shall call the meeting.

d) If the Executive Board determines that an investigation is necessary, it may instruct the Player Advocate to do so.

e) Once the Executive Board is satisfied it has enough information to impose discipline, it may do so by taking a vote. The vote shall include all Executive Board members, including the President.


f) The proposed discipline may be imposed if it is deemed appropriate by

two-thirds vote of the Executive Board. Appropriate discipline may include any form of discipline, up to and including removal from the Organization.

g) Any Coach/Board Member who will be subjected to removal shall be notified in writing, by email, and shall be given an opportunity to appeal the removal. Any notice of appeal must be filed in writing, by email, with the President and/or Vice President within five days of the written notice being sent.

h) Any Coach/Board Member that the Executive Board has elected to

remove from the Organization may be reinstated only upon the approval of two-thirds of the Board of Directors. Said vote will be held at the next regularly scheduled Board Meeting, and the appealing party will be afforded an opportunity to present his/her position to the Board of

Directors before such vote is taken.

i) A Coach/Board Member subjected to discipline up to and including a suspension shall be notified in writing, by email, and shall be given an opportunity to appeal the removal. Any notice of appeal must be filed in writing, by email, with the President and/or Vice President within five days of the written notice being sent.

j) Any Coach/Board Member that the Executive Board has elected discipline up to and including a suspension shall have that action reversed only

upon the approval of two-thirds of the Executive Board. Said vote will be held at a special meeting of the Executive Board, and the appealing party will be afforded an opportunity to present his/her position to the Executive Board before such vote is taken.

k) Individuals appealing from a disciplinary action shall meet with the Executive Board/Board of Directors at time that is convenient to the Executive Board/Board of Directors, not at the time designated by the appealing individual.

I) A refusal to meet with the Executive Board/Board of Directors shall, in and of itself, be deemed insubordination, and shall be considered by the Executive Board/Board of Directors when reviewing the individual's

appeal.

m) It is within the discretion of the Executive Board to prohibit an appealing individual from engaging in any and all CYSA activities pending an appeal.


ARTI CLE V - EXECUTIVE BOARD RESPONSI BILITIES:

1) The President shall preside at all meetings of the membership and the Board of Directors. He/She shall also ensure that all business transactions of CYSA will be in full compliance with the By-Laws and with the purposes of CYSA. The Executive Board shall assign all Bboard members to chair a committee.

2) The Vice President of Recreation shall, in the absence of the President, assume all the duties of the President. In the absence of the President and Vice President of Recreation, the Vice President of Competitive shall assume all the duties of the President. He/She shall also ensure that all business transactions of CYSA will be in full compliance with the By-Laws and with the purposes of CYSA. The VP of Recreation has the full responsibility of overseeing the recreational program in its entirety including the season-ending awards and recognition, and includes:

a) Set league schedule - pre-season coaches' meetings, picture day, appreciation day

b) Finalize and approve all rosters

c) Finalize and approve game schedules

d) Organize playoff schedules (set match-ups and times, ensure referees and board members are familiar with playoff rules, assign board members to fields for supervisory roles, etc.)

e) Be the goodwill ambassador for the league - respond to parent concerns and questions, starting with pre-season issues

3) It shall be the Secretary's duty to:

a) Record and keep the minutes of all meetings of CYSA and the Board of Directors.

b) Inform the members and/or the Board of Directors of all regularly scheduled and special meetings.

c) Maintain a calendar for the purpose of scheduling all CYSA events.

d) Handle and record all correspondence with and from CYSA.

e) All communications sent to CYSA shall be presented in writing to the


ARTICLE X - AMENDMENTS:

1) Proposed amendments to these By-Laws, when petitioned by a voting member, must be submitted in writing to the Secretary and bear the signatures of at least nine (9) additional voting members of CYSA.

2) A proposed amendment to the By-Laws is then voted on by the Board of Directors at their next meeting.

3) A proposed amendment approved by the Board of Directors shall be presented at the next Annual Meeting of the CYSA or at a special meeting of the General Membership. A simple majority vote of the General Members is needed to pass/defeat any proposed amendment to the By-Laws.

ARTICLE XI - DISSOLUTION OF THE ASSOCIATION

Upon the dissolution of the Association, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the association is located, exclusively for such purposes or to such organization or organizations, as said Court shall determine which are organized and operated exclusively for such purposes.

ARTICLE XII - MISCELLANEOUS:

1) The mailing address of CYSA shall be designated by the Executive Board after each election.

2) Review and approval of the by-laws must be done every two years at the Secretary's responsibility.

3) The CYSA Board cannot remove/withdraw/transfer from its capital account an amount over $10,000 without approval by the General Membership.


Adopted as revised at the December Board Meeting of CYSA held in Cumberland, RI on December 14, 2015.


William R. Bagley Jr., President (signature on file)

John Geoghegan, Secretary (signature on file)



AMENDMENT HISTORY

Adopted as revised at the Annual Meeting of CYSA held in Cumberland, RI on:

December 14, 2015

Signed by William R. Bagley Jr., President, and John Geoghegan, Secretary

December 5, 2011

Signed by Chris Moran, President, and John Geoghegan, Secretary

Apri l 6, 2009

Signed by Joseph Carreiro, President and Lisa Leite, Secretary

December 10, 2007

Signed by Joseph Carreiro, President and Jodi Fownes, Secretary

November 14, 2001

Signed by Chuck Sears, President and Marcia Scott, Secretary

November 25, 1996

Signed by Michael F. Varone, President and Louise M. Wilcox, Secretary

December 12, 1995

Signed by Dave Williams, President and Marcel G. Dube, Secretary

December 13, 1993

Signed by Robert M. Drew, President and Kevin Powers, Treasurer