BYLAWS OF THE
ARIZONA FOOTBALL
OFFICIALS ASSOCIATION
ARTICLE 1 Name
Section 1 Name.
The name of
this non-profit corporation shall be known as the Arizona Football Officials
Association, hereinafter referred to as the AzFOA.
Section
2 Office.
The corporation
has no physical offices and shall meet in such places as the Board of Directors
may from time to time determine.
Section
3 Non-Incorporated Body.
References to
“corporation” shall mean the Arizona Football Officials Association, which was
incorporated as a non-profit corporation on August 6, 2007 in the State of
Arizona.
ARTICLE
2 Purpose
The purposes for which this corporation is organized include, but are
not limited to the following:
A.
Betterment of amateur football officiating throughout
the state of Arizona;
B.
Promote the spirit of fair play and sportsmanship;
C.
Maintain the highest standards of football
officiating;
D.
Provide educational programs to advance the skills of
amateur football officials;
E.
Work with sports administrators to provide qualified
sports officials to officiate amateur sports;
F.
Cooperate with the Arizona Interscholastic Association
(AIA) and provide evaluations and move up recommendations at the behest of the
Commissioner of Officials.
G.
Conduct programs to improve the relationship between
coaches and officials, the public image of officials and the general welfare of
members;
H.
Cooperate with other organizations and/or persons for
the purposes of the foregoing.
ARTICLE 3 Membership
Section 1
Eligibility.
Any person
eighteen (18) years of age or older, of honorable reputation and good moral
character associated with an interest in amateur football, who is registered
with the AIA as a football official, is eligible for membership in this
association.
Section 2 Membership Classifications
A.
Probationary
Member – A probationary member is a new member who has paid an annual
membership fee. A new member with no
prior experience shall remain on probation until the AzFOA Board of Directors
evaluates the new member to have successfully completed the first and second
year training classes. A new member who
transfers from another state with experience shall remain on probation for at
least one football season. During the
probationary period, a member shall participate in academic and practical
training as established by the Training Committee and his/her performance as an
official shall be observed and evaluated within the Mentor Program.
B.
Member
– A member is a person who is not a new member and who has paid an annual
membership fee and is eligible to officiate amateur
football in Arizona.
C.
Honorary
Member – Based on service and/or contributions to the AZFOA, an individual may
be nominated for a lifetime honorary membership. An Honorary Member shall receive all benefits
of regular members and the annual membership fee shall be waived. A majority vote of the Board of Directors
present when nominated is required to designate an individual as an Honorary
Member. An Honorary Member shall not
serve on the Board of Directors, but may fulfill other duties as appointed by
the President.
Section 3 Standard of Conduct
Each
member of the corporation is expected to at all times adhere to the cardinal
principles of officiating, maintain a professional demeanor, act in the best
interests of the AzFOA and avoid any and all conflicts that may adversely
affect the AzFOA.
A.
The
Board of Directors shall determine if a member violates the standard of conduct
by a majority vote with a two-thirds quorum of board members.
B.
The
Board of Directors shall determine the appropriate penalty for any member that
violates the standard of conduct up to and including the revocation of membership of the member by a majority vote with a two-thirds quorum of board members.
C.
The
member shall have the right to appeal a revocation of membership within 20 days
of the date of the notice of revocation. In the event of an appeal a hearing before
the Board will be held within 30 days of the receipt of the appeal. Following the hearing a vote of the Board
will be taken to uphold or reverse the revocation of membership.
ARTICLE 4 Governance
Section 1
Board
of Directors.
The business,
affairs, and property of the Association shall be managed, conducted, and
controlled by the Board of Directors, hereinafter referred to as the Board. The
Board shall have the right and power to negotiate, mediate, and contract for
and on behalf of the members of the AzFOA with any organization approved by the
board.
Section 2
Amateur
Football Leagues
The Board shall
appoint a board member to act on behalf of the association to conduct business
with amateur football associations. The
Board shall ask current Board Members if they desire to be assignors for
amateur football games in the various areas served by the AzFOA. It is recommended that board members who
assigned games in the previous year be given first consideration for assigning
games in the following year. If no board member desires to participate as an
assignor, then the Board may appoint a non-board member of the association on
an annual basis to assign amateur football games. All assignors shall ensure that all officials
working these league games are AzFOA members and meet the contractual
obligations with said amateur league(s).
Section 3
Election
and Appointment of Board Members.
Members of the
Board shall be elected for two year terms. No more than half of the number of representatives in each area shall be
elected in a single year. Elections
shall be held annually at an area meeting held prior to the start of the
football season with at least 2 meetings advance notice. The elected
representatives shall take their places on the board at the January meeting
following their election. Newly elected board members are encouraged to begin
attending board meetings held following their election.
The board may
appoint additional at-large board members from the general membership of the
AzFOA to one year terms which may include any of the following; instructors for
non-certified officials’ classes, the state rules interpreter(s); the
association’s webmaster; administrator of official assigning software and the
chair of the Mentor committee.
Section 4
Change
in Membership.
The number and
qualifications of members of the Board may be altered by a majority vote with a
two-thirds quorum of board members.
Section 5
Meetings.
The Board shall
meet in person not less than six (6) times per year. Meetings of the Board shall be announced
during the first meeting of the calendar year, but may be subject to change
with advance notice through the association’s web page, or other means of
media. All Board meetings are open to
all AzFOA members. The Secretary shallprovide notice< of
meetings to all board members by mail, telephone, e-mail or
posting on the association’s web pageat
least ten (10) days prior to any meeting. The first meeting of each calendar year shall be held prior to the last
day of February and each meeting thereafter shall be held at intervals
approximately one month apart.
Section 6
Special
Meetings.
The
President may call special Meetings of the Board with at least ten
(10) days notice to each board member either by mail, telephone, e-mail or
posting on the association’s web page by the Secretary. Special meetings may be held in person as
well as by teleconference, electronically or by email.
Section 7
Quorum.
A majority of
members of the Board shall constitute a quorum for the transaction of any
business unless otherwise stated in these bylaws. If a quorum is not present, a lesser number
may adjourn to a later date, not more than thirty (30) days later.
Whenever a
vacancy occurs on the Board by death, resignation or otherwise, a member
meeting the participation requirements in the area meeting group in which the
vacancy occurs may be appointed for the remaining term without undue delay by a
majority vote of the members of the Board present at a regular or special meeting. Election results from the most recent
elections shall be recorded in the minutes of the board meeting following
elections so that non elected candidates can be considered for vacancies.
Section 9
Removal.
Any member of
the Board may be removed for cause, at any time at a regular or special meeting
called for that purpose by a majority vote with a two-thirds quorum of board
members. Any member not registered with
the AIA as a football official by September 1st of each year, or who
is suspended or removed as an official by the AIA, shall be automatically
suspended as a member of the Board. If
said suspended member is not registered or reinstated by the AIA within thirty
(30) days, he/she shall automatically be removed from the Board and a
replacement member shall be appointed by the board according to section 8
above.
A.
The
term, Cause, for the purpose of the Bylaws shall include, but not be
limited to, failure to fulfill the requirements of the office by
non-participation in meetings and functions of the AzFOA, which includes, but
is not limited to, four (4) or more successive absences at board meetings, or
four (4) unexcused absences during any year, and/or any act or omission which,
by its nature, constitutes a breach of requirements of membership in the
association, or is judged to bring to disrepute on the association, its
members, or officiating.
B.
Written
notice, specifying all charges and allegations justifying removal, shall be
provided to the member being suspended and that member shall have twenty (20)
days from the date of such notice, to respond to the executive committee and
request a hearing before the board. Such hearing shall take place within thirty
(30) days of receipt of the request for hearing, at which time the member being
suspended may present his/her case before the Board. Upon completion of such hearing, or if there
is non-reply to the written notice, the vote of the Board shall be taken. The board’s decision shall be final.
ARTICLE 5 Area Meeting Groups
Section 1
Area
Meeting Groups
The
AzFOA shall divide itself into Area Meeting Groups for purposes of electing board members and/or
training as follows:
A. Area meeting groups for certified officials
each electing two (2) or four (4) representatives and
B. Area meeting groups for non-certified
officials shall have four (4) at-large members appointed by the Board for a one
(1) year term serving as instructors of non certified officials.
Section 2
Area Meeting Group Leadership
Each Area Group
shall be conducted by at least two certified officials who are approved for the
task by the Board. The Board will make
all decisions on the locations of the area meeting groups. The Board may change
the number of area meeting groups as well as the number of board members from
each area by a majority vote with a two-thirds quorum of board members. Nominees receiving the greatest number of
popular votes at the area meetings shall be elected to staggered two (2) year
terms on the Board.
Section 3 Composition of Area Meeting Groups
A minimum of
seven (7) AzFOA members shall be required to elect board members and to retain
the status of an area meeting group, except as may otherwise be provided by a
majority vote of the Board.
ARTICLE 6 Officers
Section 1
Number.
The officers of
this association shall be President, Vice-President, Secretary, and Treasurer.
Section 2
Election.
The Board shall
elect all officers from the current board members elected by the Area Group
meetings for certified officials for a term of one (1) year. A majority vote with a two-thirds quorum of
board members shall be necessary to elect officers. The election shall take place at the first
meeting of each calendar year, and all officers shall take their places at the
second meeting of the calendar year.
Section 3
Presidential
Term Limit.
The term limit
for the office of president of the Board shall be four (4) consecutive
years. After holding the office of
president for this time, the member shall not hold that office for at least two
(2) years.
Section 4
Duties.
A.
President. The president shall preside at all meetings
of the association and be the chairman of the Board. He/she shall be the chief executive officer
of the association and see that all orders and resolutions of the board are
carried into effect. He shall have the
general power and duties of supervision and management usually vested in the
office of president of a non-profit corporation. He shall appoint the
members of the advisory committee.
B.
Vice
President. The vice president shall, in
the event of the absence or inability of the president to exercise his office
become acting president of the association with all the rights, privileges and
powers of the president.
C.
Secretary. The secretary shall keep the minutes and
records of the Association and see that they are published on the association’s
web site. He shall be the official
custodian of the records of the association and shall give all notices to
members of the association. He shall
exercise all duties incident to the office of secretary. In the event of the absence of the secretary
at a meeting of the Board another member of the board shall be appointed to
keep the minutes and records of the association for said meeting and submit to
the Secretary for publication.
D.
Treasurer. The treasurer shall have the care and custody
of all monies of the association. He
must be one of the officers who shall sign checks of the association. He shall render reports of the financial
affairs of the association to the Board at each meeting thereof. He shall
exercise all duties incident to the office of treasurer.
All officers
shall by virtue of their office be members of the Board. No officer shall for
reason of his office be entitled to receive any salary or compensation.
ARTICLE 7 Resignations and
Suspensions
Section 1
Resignation.
Resignation of
members shall be made in writing to the president who shall turn the same over
to the Board with a statement of such member’s account. No member who has resigned shall be
reinstated until he/she has paid all indebtedness owed to the Association.
Section 2
Suspension.
Any member
shall be automatically suspended for non-payment of dues.
Section
3 Revocation of Membership.
In the event a
decision is made to revoke an official’s membership the most recent annual
membership fee will be returned with the notice of revocation.
ARTICLE
8 Committees
Section 1
Standing
Committees.
The AzFOA shall
have the following standing committees:Officers,
Mentor Program, Training, Tracking, Awards,
Pre-Season Scrimmage, and Youth Football. The
Chairman of each standing committee shall report on the proceedings and
activities of such committee to the Board. Such committees will be made up of
eligible AzFOA Board Members and/or eligible AzFOA members in good standing (see
Article 3)
The duties and
powers of the committees shall be as follows:
B.
Mentor Program Committee. The Mentor
Program committee shall be responsible FOR the maintenance and monitoring of the
Mentor Program. This program is designed for the education of non certified
officials, and recommending classifications to the Board for all
officials. This committee shall incorporate
changes to the program each year and appoint an individual(s) to oversee the
implementation of the program during each football season.
C.
Training Committee. The Training committee shall be charged with developing and implementing a training
program for officials in cooperation with the AIA. It shall be responsible for teaching rules
and mechanics to all officials and coordinating preseason scrimmages for new
officials. It is also charged with maintaining uniformity for mechanics, rules
interpretation, and enforcements.
D.
Awards Committee. The Awards committee shall maintain records and be responsible for
awarding "Years of Service" awards. The committee shall also present the annual Matt O. Hanhilla Sportsmanship award to the high school team that exhibits the best
sportsmanship during the regular season.
E.
Pre-Season
Scrimmage Committee. The Pre-Season
Scrimmage committee, with the AIA, shall be responsible for the coordination of
all Pre-Season Inter-School Scrimmage assignments
F.
Youth Football Committee – The Youth Football Committee
shall be responsible for negotiating officiating contracts, including the
schedule of game fees, with legitimate Arizona Youth Football leagues on behalf
of the Board. These Committee members
shall also act as liaisons between the Board and all properly appointed AzFOA
assignors. The Youth Football Committee
and AzFOA assignors shall coordinate and resolve all Youth Football league
issues in the best interest of the AzFOA’s “Code of
Conduct” – Section 3.
G.
Tracking Committee. The Tracking Committee shall track the attendance participation and all other activities that are determined to be required for classification move up and playoff illegibility.
H.
Other
Committees. When necessary, other committees shall be formed and members
appointed by the president based on special needs identified during regular or
special meeting business.
ARTICLE 9 Dues
Annual
dues shall be fixed by the Board and shall be due and payable on or before
September 1st, of each year.
Section 2
Delinquency.
The failure to
pay dues by a member on or before the due date shall result in a suspension of
the member from the Association.
Section 3
Reinstatement.
Any member
suspended for non-payment of dues shall be reinstated, as a
member upon payment of dues and assessments owed by the individual.
Section
4 List of Suspensions.
At the first
Board meeting after the due date set for payment, the treasurer shall publish
to the Board a list of all members suspended for non payment.
ARTICLE
10 AFFILIATES
Section 1 Organizations.
Any non-profit organization located in the state of Arizona whose
purpose is the betterment of high school football officiating under the
auspices of the AIA may, upon approval of the board, become an affiliate member
of the AzFOA. Affiliate members shall
pay dues as established by the Board from time to time and may be based on the
number of members in each affiliate. Affiliates and their members shall adhere to the principles of the
AzFOA. Affiliates shall be entitled to
have a representative attend all meetings of the board and members of each
affiliate shall be entitled to attend all camps, clinics and meetings held by
the AzFOA upon payment of any fee charged to regular members of the AzFOA for
such event. The Board may terminate an
affiliate for non-payment of dues and/or fees; upon a determination that the
affiliate’s operations are not in accord with AzFOA purposes and objectives; or
for any other reason it deems appropriate.
Section 2 Individual Affiliate Members.
Any high school football official residing outside of
Maricopa County who is registered and in good standing with the AIA may apply
to become an affiliate member of the AzFOA. Individual affiliate members shall pay dues as established by the
Board from time to time. Affiliates and their members shall
adhere to the principles of the AzFOA. Individual affiliate members shall be entitled to attend all meetings of
the Board and all camps, clinics and meetings. The Board may terminate an individual affiliate member for non-payment
of dues and/or fees; the failure to register or remain in good standing with
the AIA, or for any other reason it deems appropriate.
ARTICLE 11 Emblem and Uniforms
Members of the
AzFOA shall wear the uniforms prescribed by the board including any necessary
emblems.
ARTICLE 12 Order of Business
Unless
otherwise covered in this Constitution and Bylaws, “Roberts’ Rules of Order” shall govern all meetings.
ARTICLE 13 Annual Meeting
The Annual
Meeting of the AzFOA shall be held in conjunction with the annual Kick-Off
meeting.
ARTICLE 14 Miscellaneous
Provisions
Section
1 Fiscal Year.
The
fiscal year of the corporation shall begin on January 1st and end on
December 31st.
Section 2 Depositories.
The
Board shall appoint banks, trust companies or other depositories in which shall
be deposited from time to time the money and securities of the corporation. All such accounts shall be opened only upon
an authorizing vote of the Board.
Section 3 Checks, Drafts and Notes.
All
checks, other orders for the payment of money and all notes or other evidences
of indebtedness issued in the name of the corporation shall be signed by such
officer(s) as shall from time to time be designated by the Board.
Section 4 Distribution of Funds upon Dissolution.
In
the event the AzFOA ceases to function and serve its’ members in its’ current
capacity any funds remaining after payment of all liabilities shall be
distributed to those schools that received the Sportsmanship awards in prior
years. The Executive committee shall be
responsible for determining the amount to be distributed and to which
recipients as part of the final dissolution resolution.
In the
event the AzFOA merges with another organization or creates a new organization
to continue serving members in a like manner the funds remaining after payment
of all liabilities shall be transferred to the new organization.
ARTICLE 15 Amendments
The Bylaws may
be amended or repealed and new Bylaws adopted in whole or in part by a two
thirds (2/3) vote of those members elected to the board or by a majority vote
of the entire membership of the AzFOA, provided the proposal therefore is
stated in substance in the notice of such meetings.
The undersigned, being the President
and Secretary of the Arizona Football Officials Association, do hereby certify
the foregoing to be the Bylaws of the Association adopted at a meeting of the
Board of Directors held on the 12th day of April 2010.
_______________________________ ______________________________
Paul
Edge President Greg
Merkel Secretary

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