BYLAWS OF THE
WORTHINGTON SWIM CLUB BOOSTERS, INC.

ARTICLE 1 NAME AND PURPOSE

Section 1. Name and Location. The name of this organization shall be the Worthington Swim Club Boosters, Inc. (hereinafter referred to as the “Club”) with its principal location maintained in Worthington, Ohio.

Section 2. Purpose. The purpose of the Club shall be to support, through programs and other activities, competitive swimming and diving for all persons in Central Ohio, particularly residents of the Worthington City School District. In furtherance of said Purpose, the Club may purchase, lease, rent, accept as gifts, or otherwise acquire real and personal property to be used by or for the benefit of swimmers and divers participating in programs or other activities sponsored by the Club, Swiminc, Inc. the Worthington Board of Education, or similar organizations. In addition, the Club shall cooperate with Swiminc, Inc., the Ohio Swimming Association of United States Swimming, and United States Swimming, Inc., in furtherance of competitive swimming and diving locally, regionally and nationally.

ARTICLE 22 MEMBERSHIP AND DUES

Section 1. Membership. The parent(s) or guardian(s) of a swimmer or diver participating in Club programs shall become and remain a Club member. Any person interested in supporting the Purpose of the Club may, upon approval of the Board of Directors, be a member of the Club.

Section 2. Dues. The annual dues of the Club shall be fixed by the Board of Directors, if deemed appropriate or necessary.

Section 3. Suspension and Expulsion. Any member whose conduct is, in the opinion of a majority of the members of the Board of Directors, detrimental to the best interests of the Club may be suspended or expelled from membership after being given due notice of and afforded an opportunity for a hearing by the Board of Directors.

ARTICLE III MEETINGS

Section 1. Annual Meeting. The Annual Meeting of the Club shall be held in April at a time and placed fixed by the Board of Directors.

Section 2. Special Meetings. Special Meetings of the Club may be held at any time upon the call of the President, a majority of the members of the Board of Directors, or by any twenty-five members.

Section 3. Notice of Meetings. Written notice of any Annual or Special Meeting of the Club shall be given to the members at least ten (10) days prior to such meeting and shall set forth the reasons therefore.

Section 4. Quorum. At any Annual or Special Meeting of the Club, the members present shall constitute a quorum.

Section 5. Voting. All matters submitted to a vote of the members shall be determined by majority vote except as otherwise provided in the By-Laws.

Section 6. Board of Directors Meetings. The Board of Directors shall meet at least six (6) times each year at a time and place designated by the President. Additional meetings may be called by the President or a majority of the members of the Board of Directors. A quorum shall be two more than one-half the number of members of the Board of Directors. The Board of Directors shall be all officers, all directors (except Concessions), and the immediate past president.

Section 7. Attendance. A member of the Board of Directors shall not be absent more than three (3) consecutive meetings. A member who does not conform to the foregoing attendance requirement shall cease being a member of the Board. The remainder of the Board of Directors may review any such situation and vote on reinstatement.

Section 8. Rules of Order. All meetings shall be conducted in accordance with Robert’s Rules of Order, unless otherwise provided in this By-Laws.

ARTICLE IV BOARD OF DIRECTORS

Section 1. Management. The Board of Directors shall be the governing body and shall manage all of the affairs of the Club in furtherance of its Purpose.

ARTICLE V OFFICERS AND DUTIES

Section 1. President. The President shall preside at all meetings of the Club and the Board of Directors, appoint members to committees, be an ex-officio member of all committees, and perform such other duties as may from time to time be assigned by the Board of Directors or are incident to the office.

Section 2. Vice-President. The Vice-President shall preside at all meetings of the Club and the Board of Directors in the absence of the President, shall represent the Club at meetings of Swiminc, and shall perform such other duties as may from time to time be assigned by the President or the Board of Directors.

Section 3. Secretary. The Secretary shall keep a written record of all meetings of the Club and of the Board of Directors and shall perform such other duties as may from time to time be assigned by the President or the Board of Directors. The Secretary shall be the official Historian of the Club.

Section 4. Treasurer. The Treasurer shall keep the financial accounts of the Club and deposit Club funds in a depository approved by the Board of Directors. With the approval of the Board of Directors, he/she may engage the services of a bookkeeper or accountant to assist in his/her duties. The Treasurer shall give a complete report of the financial condition of the Club at the Annual Meeting, every Board of Directors meeting, and, if requested by the President, at any Special Meeting. If authorized by the Board of Directors, the accounts of the Club shall be audited each year.

ARTICLE VI ELECTIONS

Section 1. Officers. The officers of the Club shall be elected at the Annual Meeting for a term of two (2) years and shall take office on May 1 following the Annual Meeting.

Section 2. Directors. The Directors of the Club, except for the immediate past-president, shall be elected as follows: up to six (6) for a term of two years at the Annual Meeting held during odd-numbered years and up to six (6) for a term of two years at the Annual Meeting held during even-numbered years.

Section 3. Nominations. In addition to nominations recommended by the Nominating Committee, nominations for an office or a director may be made from the floor at the Annual Meeting.

Section 4. Term Limitation. No officer or director shall serve for more than two successive terms in the same position.

ARTICLE VII COMMITTEES

Section 1. Special Committees. The Club may have special committees to perform such function as the Board of Directors may authorize. The chairpersons of such committees shall be appointed by the President.

Section 2. Committee Members. Members of Special Committees shall be members of the Club appointed by the committee chairpersons.

Section 3. Nominating Committee. There shall be a nominating committee consisting of five (5) persons (one representing each swimming age group) appointed by the President. The committee shall present a slate of officers and directors for consideration to the Board of Directors. Upon approval of the Board, the nominating committee shall give, or cause to be given, written notice to the members of the Club of such slate at least ten (10) days prior to the Annual Meeting.

ARTICLE VIII MISCELLANEOUS

Section 1. Organizational and Fiscal Years. The organizational year of the Club shall be June 1 through May 31; the fiscal year of the Club shall be May 1 through April 30.

Section 2. Member Participation. Members of the Club are expected and shall be required to participate in programs and activities of the Club. Members who fail to participate in programs and activities of the Club may be suspended or expelled from membership in the Club in accordance with the procedure set forth in Article II, Section 3, of these By-Laws.

Section 3. By-Laws Amendment. These By-Laws may be amended at an Annual or Special Meeting by two-thirds of the members present, provided that the text of such amendments is included in the notice of such meeting.

Adopted: April 17, 1978

Amended: April 17, 1985

Amended: October 8, 1990

Amended: March, 1995