Section 1 - Name

The name of this organization shall be the Pennsylvania State Racquetball Association Inc. (hereinafter "PSRA").

Section 2 - Definition

This corporation is a non-profit membership corporation and shall have no capital stock.  This corporation is one which does not contemplate pecuniary gain or profit to any member, officer, director, or individual.  No part of the earnings or the assets of this corporation shall inure to the benefit of any member, officer, or director thereof.  The property of this corporation is irrevocably dedicated to athletic, charitable, health-related, educational, informational, peaceful, and other beneficial purposes.

In the event of the dissolution or liquidation of this corporation, or in the event it shall cease to carry out the objects and purposes herein set forth, all surplus capital, property, business, or assets of the corporation shall be distributed to one or more non-profit funds, foundations, or corporations, as may be selected by the Board of Directors of the PSRA, and such being conducted solely and exclusively for and devoted to religious, athletic, educational, health-related, peaceful, charitable, and scientific purposes.  No part of the net earnings of which inures to the benefit of any person, member, officer or director and no substantial part of the activities of which is carrying on propaganda or otherwise attempting to influence legislation.

Section 3 – Fiscal Year

The fiscal year of the association shall begin annually on July 1^st and end on June 30^th.

ARTICLE TWO

PURPOSES AND OBJECTIVES

The purposes and objectives of the PSRA shall be:

·                      To promote, encourage, perpetuate, and improve the sport of racquetball in Pennsylvania.

·                      To promote and encourage physical fitness and public participation in the sport of racquetball.

·                      To assist, coordinate, and unify the efforts of all agencies, organizations, and persons interested in the promotion of racquetball and to permit all interested parties to have a voice in the development of the sport in Pennsylvania.

·                      To establish and coordinate an effective system of communication for the transmission of useful ideas, so as to inform players and clubs of the latest developments and techniques in the sport of racquetball.

·                      To establish, coordinate, and supervise a series of racquetball clinics, so as to encourage and provide assistance to individual participation in the sport.

·                      To establish, coordinate, and supervise a program designed to train and certify competent racquetball referees and officials.

·                      To sanction, monitor, and insure that all racquetball tournaments are conducted under the auspices of and in accordance with the rules and regulations of the United States Racquetball Association (hereinafter "USA Racquetball").

·                      To encourage, support, and provide assistance to amateur athletic programs and competition for physically challenged individuals, including, where feasible, the expansion of opportunities for meaningful participation by physically challenged individuals in programs of athletic competition for able-bodied individuals.

·                      To give prompt attention to valid suggestions on how to improve the conduct of administration of racquetball in Pennsylvania.

ARTICLE THREE

MEMBERS

Section 1 - Classes

The members of the PSRA shall be divided into the following classifications:

                A. Individual or competitive class:  This membership shall be open to any individual who as a sponsor, participant, competitor, or interested booster wishes to participate, support, and contribute to the growth of racquetball.

            B.  Club class: This membership shall be open to any club or facility which sponsors, supports, or participates in activities which contribute to the growth of racquetball, or any club or facility which maintains racquetball facilities.

            C.  Institutional class:  This membership shall be open to each individual institution or organization that sponsors and supports a racquetball team or teams.

Section 2 - Eligibility

The members of this corporation shall be those persons, clubs, and institutions who shall pay a membership fee prescribed by USA Racquetball.

Section 3 - Suspension

When any member of any class of membership is in default in the payment of dues to USA Racquetball, their membership in the PSRA is considered suspended.

Section 4 - Voting Rights

Each member shall be entitled to one vote on each matter submitted to a vote of the members.

Section 5 - Annual Meeting

The annual meeting of the members of PSRA shall be held at a location designated by the Board, at either the State Singles and/or the State Doubles Championship Tournament on any day and at any time during the Tournament.

Section 6 - Special Meetings

Special meetings of the members may be called by the President or the Board of Directors, at a place designated by the President or the Board of Directors, or upon the written request of at least ten percent (10%) of the members in good standing.

Section 7 - Notice of Meetings

Written or printed notice stating the place, day, and hour of any meeting of members shall be delivered either personally, by mail, by internet, or by posting, to each member entitled to vote at such meeting, not less than 5 days before the date of such meeting.  The President, or the secretary, or the officers or persons calling the meeting will give notice. The purpose of the meeting shall be stated in the notice. If mailed, the notice of meeting shall be deemed to be delivered when deposited in the United State's mail, addressed to the member at the mailing address on file with USA Racquetball, with postage thereon prepaid.

Section 8 - Quorum

A quorum for conducting business at any meeting shall consist of at least ten percent (10%) of the members in good standing.  If a quorum is not present at any meeting of the members, a majority of the members present may adjourn the meeting without further notice.

Section 9 - Voting by Mail

Where voting by the members is to be held, such election may be conducted by mail in such a manner as the Board of Directors shall determine.

Section 10 - Rejection, Termination, and Suspension

The Board of Directors shall have the right and power to reject the application of any prospective member whose public actions have been judged detrimental to the welfare, image, and well-being of the sport of racquetball and the PSRA, and further, the Board of Directors shall have the right to suspend or terminate the membership of any person whose actions have been judged detrimental to the welfare, image and well-being of the sport of racquetball and the PSRA.

ARTICLE FOUR

INSIGNIA

The PSRA shall have such official insignia as the Board of Directors may select.

ARTICLE FIVE

OFFICERS

Section 1 - Enumeration of Officers

The Officers of the PSRA shall be President, Vice President, Secretary, and Treasurer, each to serve on the Board of Directors.

Section 2 - Election

The officers of the PSRA shall be elected by a majority of the votes cast by the Board of Directors, during the third quarter Board of Director's meeting.

Section 3 - Term

Each officer of the PSRA shall serve a term of three (3) years, commencing upon the adjournment of the Board meeting at which said officer's duties begin.  Each officer shall continue to serve until a successor is elected and qualified.  No person may serve more than two (2) consecutive terms in any one office.

Section 4 - Removal

Any officer may be removed from office at any time, with or without cause, on the affirmative vote of the majority of the Board of Directors.

Section 5 - Vacancies

The Board of Directors may fill vacancies in office, however caused, for the remaining term of the officer.

Section 6 – President;  Powers and Duties

The President of the PSRA shall exercise general supervision and control over all business and affairs of the PSRA.  The President shall have the following specific powers and duties:

·                      To preside at all meetings of the PSRA membership, the Board of Directors, and Executive Committee at which he is present.

·                      To supervise and direct the affairs of the PSRA, subject to the control of the Board of Directors.

·                      To execute and administer the policies established by the Board of Directors.

·                      To serve as State Director of USA Racquetball for the PSRA.

·                      To make reports to the Board of Directors and to the members.

·                      To serve as an ex-officio member of any and all operating committees.

·                      To generally perform all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors.

Section 7 - Vice President; Powers and Duties

The Vice President of the PSRA shall, in the absence of the President, or in the event of death or inability or refusal to act, perform the duties of the President and, when so acting, shall act with all the powers of and be subject to all the restrictions on the President.  The Vice President shall also perform such other duties as may be assigned by the President or the Board of Directors.

Section 8 - Secretary; Powers and Duties

The Secretary of the PSRA shall have the following powers and duties:

·                      To keep the minutes of the meetings of the membership, the Board of Directors, and Executive Committee.

·                      To see that notices are duly given, in accordance with these bylaws or as required by law.

·                      To be custodian of the PSRA records.

·                      To make a report to USA Racquetball of the activities of the PSRA, if not performed by the President.

·                      To periodically review the systems and procedures of the PSRA and to submit recommendations regarding such to the President.

·                      To perform all duties incident to the office of Secretary and such other duties as may be assigned to the Secretary by the President or the Board of Directors.

Section 9 - Treasurer; Powers and Duties

The Treasurer of the PSRA shall have the following powers and duties:

·                      To be custodian and take charge of, and be responsible for all funds of the PSRA.

·                      To keep a complete records of the finances of the PSRA.

·                      To deposit all monies paid to the PSRA in such banks, or other depositories as shall be selected by the Board of Directors.

·                      To attend to all correspondence relating to the finances of the PSRA.

·                      To report to the PSRA on the financial condition of the PSRA at each meeting of the Board of Directors or the membership.

·                      To serve as Chairman of the operating committee on finance.

·                      To provide for an audit of the PSRA funds and accounts by qualified auditors, if an audit is warranted, at the end of each fiscal year. Payment for said audit shall be provided for within the PSRA budget for each year.

·                      To present to the Board of Directors, prior to the end of each fiscal year, a proposed budget for the ensuing fiscal year. The Vice President shall assist the Treasurer in this duty.

·                      To perform all duties incident to the office of Treasurer and such other duties as may be assigned to the Treasurer by the President or the Board of Directors.

ARTICLE SIX

BOARD OF DIRECTORS

Section 1 - General Powers

The affairs, business, funds, and property of the PSRA shall be managed by the Board of Directors.  The Board of Directors shall have full power and it shall be their duty to carry out the purposes and objectives of the PSRA.

Section 2 - Number and Appointment

The Board of Directors shall consist of eleven (11) persons plus the Board President, who shall be at the time of their appointment, and throughout the term, be a member in good standing of USA Racquetball.  Directors shall be appointed after approval by the full Board.  Potential Board members will be solicited by, and/or qualified by the Nominating Committee, which will instruct those qualified interested parties on the duties of the Board member and the nature of the letter to the President for full Board review. Potential Board members will be asked to write a letter to the President stating their reasons for wishing to serve on the Board, as well as stating their ability to participate in the Board's activities as spelled out to them by the Nominating Committee.

Section 3 - Term and Vacancies

Directors shall serve a term of three (3) years, or until their successors have been qualified and appointed.  No person may serve more then two (2) consecutive terms on the Board. Vacancies occurring on the Board of Directors for any reason shall be filled by standard appointment procedure, as soon as possible, for a new three (3) year term. Former Board Members may apply for appointment after one year off the Board.

Section 4 - Ex-Officio Members

The Executive Director of USA Racquetball shall be an ex-officio member of the Board of Directors and, in addition to the aforesaid eleven (11) directors, shall have the same power as regularly appointed directors.

Section 5 - Quorum

A majority of the duly appointed and serving Board of Directors shall constitute a quorum for the transaction of business, and the actions of the Board of Directors at such meetings shall be binding upon all of the Board of Directors, the members of the PSRA, and its employees.

Section 6 - Voting; Telephonic, Telegraphic, Electronic, U.S. Postal Service

Any action required or permitted to be taken by the Board of Directors or any committee of the Board of Directors, may be taken without a meeting if, prior or subsequent to such action, the Board of Directors or the committee consent by telephone, telegraph, electronic mail, or by regular mail to the adoption of a resolution authorizing such action.  The president shall conduct the voting and when such is completed, the secretary shall be charged with recording the votes and reporting the results of the voting to the Board of Directors.

Section 7 - Meetings; Annual, Special, Notices

·                      Annual meetings:  An annual meeting of the Board of Directors shall be held without any other notice than this bylaw before, and at the same place as, the annual meeting of the members.  The Board may provide by resolution, the time and place for holding additional regular meetings without other notice than such resolution.

·                      Special meetings: Special meetings of the Board of Directors may be called by or at the request of the president, or on the written request of a majority of the directors, at such a place as the directors may determine.

·                      Notices: Notice of any special meeting of the Board of Directors shall be given thirty (30) days prior to any special meeting.

Section 8 - USRA

USA Racquetball shall assist the Board of Directors in an advisory capacity and render such assistance as may be requested by the Board of Directors, from time to time.

Section 9 - Contracts, Checks, Deposits, and Gifts

·                      Contracts: The Board of Directors may authorize the president or any other officer of the PSRA to enter into any contracts or execute or deliver any instruments in the name of and on behalf of the PSRA, subject to the prior approval of such contract by the Board of Directors.

·                      Checks, Drafts, or Orders:  All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the PSRA, shall be signed by such officer or officers or agent or agents of the PRA, and in such manner shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board, such instruments shall be signed by the treasurer and countersigned by the president or vice president of the PSRA.

·                      Deposits: All funds of the PSRA shall be deposited from time to time to the credit of the PSRA in such banks, trust companies, or other depositories as the Board of Directors may select.

·                      Gifts:  The Board of Directors may accept on behalf of the PSRA any contribution, gift, bequest, or devise for any purpose of the PSRA.

Section 10 - Employment

The Board of Directors may employ administrative assistants, a publicity director and/or such other persons as may be required for the proper conduct of the business of the corporation and for the performance of such duties as the Board of Directors may delegate, providing same are not contrary to law, and at such compensation as the Board of Directors may deem proper.

ARTICLE 7

EXECUTIVE COMMITTEE

Section 1 - General Powers

The Executive Committee shall be empowered and authorized to act for and on behalf of the Board of Directors.  The Executive Committee shall have such powers and shall perform such duties as the Board of Directors may delegate to it from time to time, including the immediate oversight and management of the business of the PSRA.

Section 2 - Members

The Executive Committee shall consist of the following:  President, Vice President, Secretary, Treasurer, and one (1) member at large elected by and from the Board of Directors.

Section 3 - Quorum

A quorum of the Executive Committee shall consist of at least three (3) duly elected and serving officers of the PSRA.

Section 4 - Meetings

The Executive Committee shall meet at such times and places as it shall determine, or upon the call of the president, or upon the call of a majority of Committee members.

Section 5 - Operating Committees

The Executive Committee shall approve the membership of and review the work of all Operating Committees.

Section 6 - Ex-Officio members

The Executive Director of USA Racquetball shall be an ex-officio member of the Executive Committee and, in addition to the aforesaid five (5) members, shall have the same power as Executive Committee members.

ARTICLE 8

COMMITTEES

Section 1 - Operating Committees

The following shall constitute the Operating Committees of the PSRA: Membership and Public Relations; Finance; Intercollegiate; Rules, Records and Referees; Eligibility and Competition; Nominations; and Tournament and Sanction.

Section 2 - Appointment

The president of the PSRA shall appoint from the members annually, the above enumerated Operating Committees, subject to the approval of the Board of Directors.

Section 3

The actions and functions of all committees shall be subject to the direction and control of the Board of Directors.  All committees shall make a full report to the Board of Directors at each annual meeting.

Section 4

The various operating committees shall meet at such times and places as the committee members shall determine.

Section 5 - Membership and Public Relations Committee

The Membership and Public Relations Committee shall conduct research into ways and means of attracting new membership.  It shall publicize PSRA activities through a newsletter, sell advertising, and assist the Finance Committee in raising funds for the PSRA.

Section 6 - Finance Committee

The Finance Committee shall investigate and suggest procedures for the raising of funds for the administration of the PSRA.  The Chairman of this committee shall be the Treasurer of the PSRA.  It shall assist the Treasurer and the Vice President in the preparation of the annual budget for the PSRA.

Section 7 - Intercollegiate Committee

The Intercollegiate Committee will be involved with activities that deal with racquetball participation and competition at the college level.

Section 8 - Rules, Records, and Referees Committee

The Rules, Records, and Referees Committee shall be responsible for enforcement and adoption of any rules, for maintaining historical records, and for training and providing referees or officials for tournament competition.  The program designed to train and certify referees or officials will be organized, administered, and supervised by this committee.

Section 9 - Eligibility and Competition Committee

The Eligibility and Competition Committee shall be responsible for knowing and understanding USA Racquetball Eligibility requirements and for monitoring the point ranking system of USA Racquetball for accuracy. This committee will be responsible for the determination of the Outstanding Player for Pennsylvania, based upon the athlete's racquetball results.  This committee will also be responsible for conducting the balloting of the members at large for the Male and Female Players of the Year.  The Carol Dattisman Award recipient as well as the John H. Blumenstein Spirit Of Racquetball Award recipient will also be considered by this committee, and voted on by the Board. These awards, if merited, will be given annually, and presented at the annual meeting.

Section 10 - Nominating Committee

The Nominating Committee shall solicit the membership and compile a list of qualified candidates for the Board of Directors.  The Committee will contact the qualified members to see if there is any interest among them to join the Board.  In addition, the Committee will review the qualifications of all those expressing an interest in volunteering to the Board, explain the duties and responsibilities to those interested parties, and direct the potential Board members to write a letter to the President stating their reasons for wishing to serve on the Board, as well as stating their ability to participate in the Board's activities as spelled out to them by the Nominating Committee.  This committee shall also make recommendations to the Board as to the prospective Board Member.

Section 11 - Tournament and Sanction

The Tournament and Sanction Committee shall be responsible for identifying sites within the state for the State Championship tournaments.  This committee shall also determine the sanctioning requirements of any tournaments conducted under the auspices of the PSRA and USA Racquetball.

ARTICLE 9

AMENDMENTS

These Bylaws may be altered, amended or repealed, and new bylaws adopted by a majority of the Directors present at any meeting of the Board of Directors provided, however, that notice is given of the intention to alter, amend, repeal, or to adopt new bylaws at least fifteen (15) days prior to any such meeting.