BYLAWS

OF

THE UPPER MIDWEST LACROSSE OFFICIALS ASSOCIATION

ADOPTED:  January 11, 2003

AMENDED: January 17, 2004

ARTICLE I:  Name and Definitions

The organization is the Upper Midwest Lacrosse Officials Association (“UMLOA”). The principal office for the organization shall be in the city of Minneapolis , Minnesota .

The UMLOA is an affiliate member of US Lacrosse (USL) and its Minnesota chapter, the Minnesota Lacrosse Association (MLA).

For the purpose of these bylaws lacrosse shall mean men's, boys' and youth lacrosse only.

ARTICLE II:  Purpose of the Organization

The purposes for which this organization has been formed are as follows:

  a.   to provide qualified lacrosse officials for all lacrosse competitions in the UMLOA service area; and

  b.   to recruit and maintain a sufficient number of lacrosse officials for the UMLOA service area; and

  c.   to identify, select, and approve a person or system for assigning officials to lacrosse games in the UMLOA service area; and

  d.   to promote high standards of lacrosse officiating by facilitating the study of lacrosse rules and interpretation; and

  e.   to work with the entire lacrosse community in promoting a high level of sportsmanship and fair-play in the game of lacrosse; and

  f.   to act as a “clearing house” of info rmation for the benefit of its members; and

  g.   to recognize and promote excellence in lacrosse officiating.

ARTICLE III:  Membership Requirements

In order to be a member in good standing members shall:

  a.   Be a member in good standing of US Lacrosse as an official; and

  b.   Pay all dues by the established deadlines; and

  c.   Pass an annual rules test approved by the UMLOA; and

  d.   Complete the annual education requirements set forth by the UMLOA; and

  e.   Comply with such other criteria as may be established from time to time.

The annual meeting of the membership of the UMLOA shall be held between January 1 and February 28 of each year. No less than thirty (30) days prior to the annual meeting of the membership, a notice shall be sent to each member of the time and place of the meeting, but failure of one or more members to get notice shall not void the meeting, provided that reasonable steps were taken to give such notice in a timely manner. Electronic means shall be considered an acceptable method for sending any and all notices of the association.

In order to conduct business at any meeting of the membership, a quorum consisting of at least 20% of all members in good standing of the UMLOA must be present. The annual meeting of the membership shall be open to all interested parties however the President shall reserve the right to close the meeting to non-members if needed.

At all meetings of the membership, each member in good standing of the UMLOA shall be entitled to one (1) vote. Votes of the membership shall be decided by a majority of the votes cast.

ARTICLE IV:  Meetings of the Members

Special meetings of the members of the UMLOA may be called by the President. In addition, at the request of at least two members of the Executive Committee, the President or the Secretary shall call a special meeting. At least fourteen (14) days prior to any special meeting of the membership, a notice shall be sent to each member of the time and place of the meeting and the general purpose of the meeting, but failure of one or more members to get notice shall not void any meeting, provided that reasonable steps were taken to give such notice in a timely manner.

In lieu of having a special meeting of the membership, the Executive Committee may present items to the membership for a vote in writing with instructions on how to cast a vote. Such a notice and ballot may be sent to members via electronic means. Notice and ballot shall be sent to each member at least fourteen (14) days prior to the time ballots must be returned, but failure of one or more members to receive such notice shall not void any such vote, if reasonable steps were taken to give such notice in a timely manner. The Executive Committee may recommend to the membership a specific course of action on the ballot, but only if it fairly states, in writing, the arguments on the other side. In such a case, the question shall be decided by a majority of votes cast by the deadline no matter how many ballots are received.

ARTICLE V:  Executive Committee and Election of Officers

The Executive Committee shall direct the management, operations and affairs of the organization. The Executive Committee may adopt such rules and regulations governing policy, organization, procedure and other matters as deemed appropriate. The officers of the UMLOA shall consist of the President, the Past-President, the Secretary, the Treasurer, and the Evaluation Coordinator. The officers shall make up the Executive Committee.

The Officers of the UMLOA, except the Past-President, shall be elected by a majority vote at the annual meeting of the membership. If no candidate receives a majority of votes cast, a runoff election shall be held between the two candidates with the highest vote totals. Each officer shall take office on July 1 and preside for a term of one year. The President shall assume position of Past-President upon a new President taking office.

ARTICLE VI:  Executive Committee Quorum and Vacancy

A quorum of the Executive Committee shall consist of a majority of the number of Executive Committee then in office or one-half of the Executive Committee if the number is an even number. If a quorum is present at a meeting, the affirmative votes of the majority of the Executive Committee present and voting shall govern.

If a vacancy occurs in an office, the Executive Committee, in its discretion, may elect someone to fill the vacancy for the duration of the term of office or until such time as an election by the membership may take place.

ARTICLE VII:  Executive Committee Meetings and Responsibilities

Regular meetings of the Executive Committee shall be held at such time and place as may be fixed by the Executive Committee or by the President. The Secretary shall make available the time and place of all regular meetings of the Executive Committee to the general membership in a timely manner.

Special meetings of the Executive Committee may be called by the President or the Secretary and must be called by the President or the Secretary upon the request of two members of the Executive Committee or in the event of a written complaint against a member of the UMLOA. Notice of the date and time of special meetings shall be given to each member of the Executive Committee by mail, e-mail, courier, facsimile, telephone, or any other mean customary for expedited business communication at least two (2) days prior to any meeting, but failure of one or more members to receive such notice shall not void any such meeting, if reasonable steps were taken to give such notice and ballot in a timely manner. Any member of the Executive Committee may execute a waiver of notice either before or after any meeting. Attendance and participation by a member of the Executive Committee shall constitute a waiver of any required notice of the meeting unless the member at the beginning of the meeting objects to holding the meeting or transacting business at the meeting and does not thereafter vote for or consent to any action at the meeting. Members of the Executive Committee may participate in meetings of the Executive Committee by means of telephone conference or by any other means of communication where all persons participating in the meeting can communicate with each other. Participation in such a meeting pursuant to this provision constitutes presence in person at such meeting. The general membership of the UMLOA need not be given notice of special meetings of the Executive Committee due to the short notice involved.

UMLOA members and guests may attend regular and special meetings of the Executive Committee only at the will of the President.

The Executive Committee shall vote on recipients of awards, if any, and notify the membership at the annual meeting or such other times as the Executive Committee shall determine.

The Executive Committee shall, by majority vote, approve any assignor or assigning system for the members of the UMLOA. The Executive Committee shall report to the general membership on all such agreements at a meeting of the membership or by another means as the Executive Committee determines appropriate.

The Executive Committee shall annually review the Bylaws of the UMLOA and prepare any changes or amendments for consideration at the annual meeting of the membership.

The Executive Committee shall review and have the power to overturn any and all decisions made by both standing and ad hoc committees unless explicitly stated otherwise in these bylaws.

The Executive Committee shall have the authority to appoint Honorary Members. Honorary Members shall be appointed for a term of no more than one year which the Executive Committee may renew indefinitely. Honorary Members shall not be subject to any of the requirements for general membership however the Executive Committee may set requirements for each Honorary Member individually. The President may appoint Honorary Members to both standing and ad hoc committees and, in consultation with the Executive Committee, decide whether an Honorary Member may take part in committee votes. Honorary Members may not vote on questions put before the general membership. Honorary Members must always make up less than fifty percent (50%) of the membership of any committee unless explicitly stated otherwise in these bylaws.

ARTICLE VIII:  Responsibilities of Officers

The President shall preside at all meetings of the membership and all meetings of the Executive Committee. The President shall conduct all negotiations on behalf of the UMLOA not specifically delegated by the bylaws or by the Executive Committee or, in his or her discretion, the President may delegate these duties. The President shall negotiate or appoint a person or committee to negotiate with each group seeking lacrosse officials in the UMLOA service area to fix the method of assigning and a fee schedule. The President, or a designee, shall represent the UMLOA on the Board of Directors of the Minnesota Lacrosse Association (MLA) and attend meetings of other organizations and for other events as appropriate. The President shall be an ex–officio member of all standing and ad hoc committees.

The Past-President shall perform such duties as may be delegated to him or her by the President or the Executive Committee and shall preside at all meetings of the membership and all meetings of the Executive Committee in the absence of the President and perform the duties of the President in the President's absence or inability to act. The Past-President shall chair the Recognition Committee and be an ex–officio member of the Membership Committee, the Mentoring and Evaluation Committee, and the Nomination Committee.

The Secretary shall keep a record of the proceedings of all meetings of the membership and of all Executive Committee meetings. The Secretary shall perform other duties required by the Bylaws or delegated to the Secretary by the President or the Executive Committee. If the Secretary is unable to attend a meeting, records shall be kept by a designee or as directed by the President. The Secretary shall serve as the chair of the Membership Committee and provide an up-to-date roster of members in good standing of the UMLOA to all approved assignors and assigning systems. The Secretary shall annually prepare and make available to the membership a roster of members, showing the name, contact info rmation, e-mail address and other info rmation as the Secretary or the Membership Committee shall determine. The Secretary shall notify the membership of the annual meeting and all special meetings of the membership, as well as making available a schedule of all regular meetings of the Executive Committee. In the event of a vote by the membership outside of meeting of the membership, the Secretary shall distribute, collect, and count the ballots. In addition, the Secretary shall have such other duties and authority as pertain to the Secretary of such an organization.

The Treasurer shall be the Chief Financial Officer of the UMLOA. The Treasurer shall have such duties and authority as normally pertain to the Treasurer in such an organization. The Treasurer shall report to the Executive Committee a summary financial report (including balance on hand at previous meeting, receipts and disbursements since the last meeting and current balance) at each regular Executive Committee meeting and, at the annual meeting of the membership, a detailed report as of December 31 of each year with similar info rmation for the year. The Treasurer shall keep a record of all fees paid by any member and shall report to the Executive Committee all member(s) who are delinquent in their dues. The Treasurer, as Chief Financial Officer, shall have charge and be responsible for the financial records of the UMLOA. Disbursements of all funds shall require the signature of the Treasurer and either the President or Secretary of the UMLOA. If the Treasurer's position is vacant or the Treasurer is unable to act, funds may be disbursed with the signature of both the President and Secretary. Any commitment or disbursement exceeding $1500 must be voted on and approved by the general membership.

The Evaluation Coordinator shall oversee the mentoring, training and evaluation of members at all levels and shall chair the Evaluation and Mentoring Committee.

ARTICLE IX:  Committee Formation

The President, or a designee, may appoint standing and temporary committees to work in certain areas as designated by the Executive Committee. The President, or a designee, may appoint members of such committees or working groups and may appoint Chairmen, Co-Chairmen and Vice-Chairmen as deemed appropriate and authorize them to participate with other committees of other organizations.

Members of any committee of the UMLOA may participate in meetings of the that committee by means of telephone conference or by any other means of communication where all persons participating in the meeting can communicate with each other. Participation in that meeting pursuant to this provision constitutes presence in person at such meeting.

ARTICLE X:  Standing Committee Responsibilities

Committees.

A. Finance and Auditing Committee . This committee shall consist of the Treasurer and two (2) or more additional members. The committee shall prepare or supervise the preparation of an approximate yearly budget and shall audit the Treasurer's records and report to the Executive Committee.

B.  Membership Committee . This committee shall consist of the Secretary, as the chair, and one (1) or more additional members. It shall be responsible for locating and encouraging qualified persons to apply for membership. It shall process, review and accept all qualified applicants for membership. The committee shall review the membership status of each member and update the list of members on an ongoing basis.

C.  Nominating Committee . This committee shall consist of two (2) or more members. It shall annually, and at other times as necessary, develop a list of individuals for consideration for positions as officers and committee members and for other positions including assignors.

D.  Evaluation and Mentoring Committee . This committee shall consist of the Evaluation Coordinator, as the chair, and two (2) or more additional members. It shall annually, and at other times as necessary, review the qualifications of all members. It shall produce a list of officials qualified to officiate at various levels and provide this list to the Executive Committee and recognized assigning authorities. In addition, this committee shall be responsible for arranging training opportunities for officials and identifying mentors for new officials.

E.   Recognition Committee . This committee shall consist of the Past-President as chair and one (1) or more additional members. It shall accept and consider names submitted by the membership for recognition and shall submit each year, if appropriate, one or more names to the Executive Committee for awards to be given. This committee may be 50% or more Honorary Members.

F.   Website Committee . This committee shall consist of at least one (1) member. It shall design and maintain a website for the UMLOA. It shall coordinate with all other committees to publish materials electronically. This committee may be 50% or more Honorary Members.

G.  Discipline Committee . This committee shall consist of at least ten (10) members. A subcommittee of three (3) to seven (7) members of the Discipline Committee chosen by the Executive Committee shall review complaints referred by the Executive Committee. The Discipline Committee and its subcommittees shall act on complaints as described in Article XI. Decisions by the Discipline Committee and its subcommittees may be reviewed and overturned only as described in Article XI.

ARTICLE XI:  Discipline Procedure

A member or an officer of the UMLOA may be disciplined if the member or officer is unable or fails to perform the person's duties or responsibilities to the UMLOA or if the member or officer acts or continues to act in a manner which is significantly detrimental to the sport of lacrosse or the UMLOA. Such discipline may include but is not limited to forfeiture of game fees, suspension from office and/or membership for a set length of time, suspension from membership until specific requirements are met, expulsion from office and/or membership, or any other action as determined by the committee reviewing the complaint.

No action shall be taken against a member unless a written complaint is filed with the Executive Committee in a timely manner after the incident. The written complaint must specifically request disciplinary action be taken and include the name and contact info rmation of the person(s) making the complaint, a detailed description of the act(s) committed including date and location and the names of the UMLOA members involved as well as any other UMLOA members known to be present.

As soon as a request for disciplinary action is received, the President or Secretary shall call a special meeting of the Executive Committee for an initial review of the complaint. The Executive Committee will vote either to handle the complaint itself or refer it to the Discipline Committee. If an Executive Committee member is named in the complaint, that member shall immediately be suspended from the Executive Committee and the complaint referred to the Discipline Committee.

If the Executive Committee hears the complaint, a special meeting shall be called promptly but provide the member(s) involved time to provide a written response. The Executive Committee shall determine who will be heard and in what manner at such a meeting. At a minimum it will consider the written complaint and a written response from the member(s) involved. The committee shall decide by majority vote whether the complaint is valid. If the complaint is found valid, the committee shall decide by majority vote how to discipline the member(s) involved. Any decision by the Executive Committee may be appealed to the Discipline Committee under the appeals provision.

If the Executive Committee refers the complaint to the Discipline Committee, the Executive Committee must choose a subcommittee of the Discipline Committee to hear the complaint. The Executive Committee may vote to suspend the member(s) involved from all lacrosse officiating activities for thirty (30) days or until the Discipline Subcommittee can meet, which ever is shorter. The Executive Committee shall name the chair of the Discipline Subcommittee and the chair shall call a meeting promptly but provide the member(s) involved time to provide a written response. The Discipline Subcommittee shall determine who will be heard and in what manner at such a meeting. At a minimum it will consider the written complaint and a written response from the member(s) involved. The Discipline Subcommittee shall decide by majority vote whether the complaint is valid. If the complaint is found valid, the Discipline Subcommittee shall decide by majority vote how to discipline the member(s) involved. Any decision by the Discipline Subcommittee may be appealed to the Minnesota Lacrosse Association Board of Directors under the appeals provision.

Either side of a complaint may appeal a disciplinary decision within sixty (60) days of the decision by first notifying the Executive Committee of their intent and paying $200 to be returned if the decision is overturned and forfeited if the decision is upheld. Disciplinary decisions by the Executive Committee shall be appealed to the Discipline Committee. Upon notification of an appeal, a Discipline Committee meeting will be scheduled in consultation with the committee members. The Discipline Committee may hear the appeal if a majority of its members are present. The Discipline Committee shall choose a chair to preside over the meeting. At a minimum the Discipline Committee will hear, either verbally or in written form, from one member of the Executive Committee and from the person bringing the appeal and decide the question by majority vote of the members present. In the event of a tie vote, the Executive Committee's decision shall stand. Complaints decided by a Discipline Subcommittee and appeals decided by the Discipline Committee may be appealed to the Minnesota Lacrosse Association Board of Directors. The Minnesota Lacrosse Association Board of Directors shall decide how to hear and decide any such appeals.

ARTICLE XII:  Bylaw Amendments

These Bylaws may be altered, amended, repealed, or added to in the following ways:

A.  Any member in good standing may propose an amendment to the Bylaws by presenting it in writing to the Secretary. The Secretary shall distribute the proposed amendment to the Executive Committee, which shall make a written recommendation for or against the amendment and may include a rationale for its position. The Secretary shall distribute all proposed amendments and the recommendations of the Executive Committee with the announcement for the annual meeting. All proposed amendments shall be considered at the annual meeting and a majority vote of the membership attending the meeting shall determine the issue.

B.  These Bylaws may be temporarily amended by the affirmative vote of two-thirds (2/3) of the Executive Committee. Notice of the proposed amendment in the Bylaws shall be given to the general membership not less than fourteen (14) days prior meeting of the Executive Committee where the amendment will be considered. The amendment will then be in effect until the next annual meeting of the membership where it will be considered as in Part A of this article.