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BYLAWS

METROLINA AREA SOCCER REFEREES ASSOCIATION

MASRA

Article I: NAME, PURPOSE, AND OFFICE

Section 1. Name: The name of the Association shall be the Metrolina Area Soccer Referees Association, Inc. (which hereafter may be referred to as the "Association ")

Section 2. Purpose: The Association is a non-profit corporation organized pursuant to the provisions of Chapter 55A of the North Carolina General Statues. The purpose of this Association shall be to train, improve, supervise and furnish competent soccer officials; to foster a high standard of officiating; to encourage fair play and sportsmanship; and to develop a closer cooperation and better understanding between officials, athletic directors, coaches and players.

Section 3. Office: The office of the Association shall be located at the residence or offices of the NCHSAA Booking Agent or NCHSAA Regional Supervisor of Officials (which hereafter may be referred to as "Booking Agent"), or a location designated by the Board of Directors (which hereafter may be referred to as the "Board").

Article II: MEMBERSHIP

Section 1. Classification: There shall be only one type of membership in the Association, and all Members shall possess the same privileges and responsibilities.

Section 2. Qualification: Any person who is a Member in good standing with the North Carolina Athletic Officials Association and who is honest, worthy of confidence, of good moral character, in good health, and who agrees to abide by the By-laws and other rules and regulations of the Association, shall be eligible for membership.

Section 3. Suspension and Expulsion: Any Member may be disciplined, suspended or expelled with notice for delinquency in dues, unethical or immoral conduct, conviction of any crime involving moral turpitude, refusal to work any game assigned or for any other willful violation of these By-laws or any rule, regulation adopted by the Association. Discipline, suspension and/or expulsion will be by the President of the Association on the recommendation of the Board of Directors. Any disciplined, suspended or expelled Member may appeal to the Grievance/Review Committee.

ARTICLE III: MEETINGS

Section 1. Time and Place of Meetings: The Association will meet at a time and place selected by the Board.

Section 2. Annual Meetings: The Association will meet annually. The Association will hold elections every two years to elect officers and directors. The Board shall select the meeting time.

Section 3. Special Meetings: Special meetings of the membership may be called by the President or a majority of the Members of the Board.
 

Section 4. Notice of Meetings: Notice of the meeting, and, in case of a special meeting, the purpose for which the meeting is called, shall be given by mail or email, to each Member at each Member's address as shown on the Records of the Association, at least ten days before the date of the meeting.

Section 5. Quorum: A majority of the Members entitled to vote shall constitute a quorum at a meeting of the membership. The Members present at a duly authorized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum.

Section 6. Voting: Each Member shall be entitled to cast one vote for each director and officer and one vote for any other matter coming before the membership. A Member must be present at the meeting to cast a vote.

ARTICLE IV: BOARD OF DIRECTORS

Section 1. General Powers: The Business and affairs of the Association shall be managed by its Board.

Section 2. Number and Qualifications: The number of Directors shall be eight. The officers of the Association, President, Vice-President, and Secretary- Treasurer, shall automatically be members of the Board until their deaths, resignations, removal, disqualification, or until their successors are elected and qualify. The immediate past-president of the Association shall be a member of the Board. The remaining members of the Board shall be the two At Large members, and Chairpersons of the Grievance/Review and Training/Clinic committees. The Members at the Annual Meeting shall elect members of the Board.

Each member of the Board of Directors shall have a minimum of three years of varsity high school soccer refereeing experience. There may be additional requirements as stated in these bylaws.

Section 3. Nominations: Nominations for Members of the Board shall be submitted by the Nominating Committee. Any Member also may make nominations from the floor at the Annual Meeting.

Section 4. Terms of Office: Members of the Board of Directors will serve a two year term.

Section 5. Ex-officio Member: The NCHSAA Booking Agent shall be an ex-officio member of the Board, but shall not have a vote.

Section 6. Vacancies: A vacancy occurring on the Board shall be filled by a majority vote of the remaining Directors. A Director selected by the Members of the Board to fill a vacancy shall hold office until the next meeting of the membership, at which time the membership shall elect a Director to fill the vacancy.

Section 7. Compensation: The members of the Board shall not receive compensation for services as Directors. The Association may compensate a Director for services rendered to the Association beyond the scope of his responsibilities as Director. A Director may be compensated for actual expenses incurred in attending to Association business.

Section 8. Duties: It shall be the duty and responsibility of the Board to adopt such rules and regulations as it deems to be in the best interest of the Association to carry out its purposes and objectives, as set forth in the By-laws.

Section 9. Meetings: The Board shall meet at least annually and more frequently as the Board may decide from time to time. Meetings of the Board may be called by any member of the Board.

Section 10. Quorum: Four (4) members of the Board shall constitute a quorum for transaction of business at any meeting of the Board.
 

Section 11. Informal Action; Any action which may be taken at a meeting of the Board may be taken without a meeting, if written consent to the action is signed by the requisite number of Directors and filed with the minutes of the proceedings of the Board.

ARTICLE V: OFFICERS

Section 1. Number: The Officers of the Association shall consist of a President, Vice-President, and Secretary- Treasurer. These Officers shall serve in the same capacities on the Board and in the management of the Association’s business.

Section 2. Election and Term: The Officers shall be elected every two years by the membership at the Annual Meeting of the Association. The Officers shall be elected for a two year term. Each Officer shall hold office until their death, resignation, retirement, removal, disqualification, or his successor is elected and qualifies.

Section 3. Nominations: The Nomination Committee shall submit a list of nominees for each office. Any Member also may make nomination from the Floor at the Annual Meeting of the Association.

Section 4. President: The President shall be the principal executive Officer of the Association and subject to the control of the Board. The President shall supervise and control the management of the Association in accordance with these By-laws. The President shall, when present, preside at all membership meetings and Board meetings.

Qualifications: The President must have a minimum of five (5) years of varsity high school soccer refereeing experience; have served a minimum of one term on the MASRA Board of Directors and shall be a current member in good standing with MASRA.

Section 5. Vice-President: The Vice-President shall perform the duties of the President in the absence or disability of the President. The Vice-President shall perform other duties as may be assigned to the Vice- President by the President or the Board.

Section 6. Secretary-Treasurer: The Secretary- Treasurer shall perform as the Association's financial Officer and keep records Board meetings and all acts and business transactions of the Board. The Secretary-Treasurer shall control expenditures of the Association's funds and perform other duties as may be assigned by the President or Board. The Secretary will provide minutes of the Board of Director meetings and send out necessary notices. In addition, the Secretary-Treasurer shall provide an annual audit of the Association financial status at Association Annual Meeting and give all notices required by law and those required per the By-laws.

Section 7. Vacancies: Whenever any vacancies shall occur in any office by death, resignation or otherwise, the unexpired term shall be filled by the Board, and the Officer so elected shall hold office until a successor is chosen and qualifies.

ARTICLE VI: COMMITTEES

Section 1. Election and Appointment of Committee Members: The committee chairmen shall be elected every two years by the Members at the Annual Meeting of the Association. The Nomination Committee shall submit a list of Nominees for the chairmen and each Committee. Any Member also may make nominations from the floor at the Annual Meeting of the Association.

Additional committee members may be appointed by the committee chairman with approval of the board of directors.

 

Section 2. Grievance/Review Committee: Purpose: The Grievance/Review Committee of the Association is established to provide a forum for the reviewing of misconduct and/or disciplinary actions involving any member of the Association by Members of the Association.

The committee also provides a forum for the members to file written complaints as it may relate to issues involving scheduling, administrative matters and other actions which may not be in the best interest of the Association and its membership.

The Grievance/Review Committee shall consider complaints, which it has received from Association Members, and resolve these problems where appropriate action by the Committee is indicated.

The Grievance/Review Committee shall submit to the Board at any regular or special meeting, complaints which it has received and which it deems to be of sufficient merit to be considered by the Board.

The Association Board of Directors shall be the final authority on all unresolved grievances and complaints.

The Grievance/Review Committee of the Association is established to provide a forum to review and evaluate the performance and abilities of any Member of the Association.

Qualifications for the Grievance/Review Committee – Members of this committee must be Members of the Association, in good standing, having a minimum of three (3) years of Varsity officiating experience.

The Grievance/Review Committee may meet with the Board of Directors at the conclusion of each season to consider the performance and/or conduct of any of the Members during the season and their membership status. Any Member not meeting Association standards during the previous season may be presented to the Review Committee by the Booking Agent or any Member of the Association for consideration by the Committee.

Section 3. Training/Clinic Committee: Purpose: The Training/Clinic Committee of the Association is established to provide training to all officials.

Qualifications for the Training/Clinic Committee: The Chairman must have a minimum of five (5) years Varsity experience. The function of the Training Committee is to provide training to all officials. The Training Committee will provide training on rule changes, referee mechanics, and game management techniques. This committee will work with the Mentoring committee to evaluate and train officials. This committee is also charged with developing the appropriate clinic agendas and instruction.

The Training/Clinic Committee has three (3) responsibilities.

(1) Regular Rules Clinics - This committee in concert with the Board, and the Booking Agent, will develop the agendas for the regular rules clinics. This is to include dates, times, locations, and clinic leaders. This committee will provide training and direction for the clinicians to assure effective training for both new and experienced officials.

(2) Instructional Meetings - This committee is charged with developing the Association's instructional meetings to include but not limited to the location, time, agenda, participants and guest list.

(3) Should the Board decide that a social function is appropriate for the Association Members, this committee is charged with its development and execution of such function.

 

Section 4. Mentoring Committee: Purpose: The Mentoring Committee is established to evaluate on field performance of officials, to provide officials with constructive feedback for improvement, and identify training needs for association members.

The President shall appoint the mentoring Committee Chairman, who must have at least five (5) years Varsity experience. The Board Members will approve the Mentors that will be tasked with attending designated matches and providing written and oral feedback to officials. The Mentors must have at least five (5) years Varsity experience.

The Mentoring Chairman will work with the Booking Agent and the Board to identify officials that would benefit from on-site mentoring. All officials will have the right to request mentoring feedback.

Annually, the mentoring Chairman will report to the association on the number of mentoring sessions conducted, and areas of proficiency and areas that need improvement.

Section 5. Nominating Committee: Purpose: The Nominating Committee of the Association is established to provide a slate of officers and committee members for consideration of the Association membership at its Annual Meeting. The Nominating Committee shall consist of the current board members. The committee shall include the incumbent President and the immediate past President, who are Members and are in good standing of the Association. The Chairman is designated as the immediate past President who is a Member and is in good standing of the Association.

Section 6. Other Committees: The Board may designate other committees and select their members for any reason that it deems appropriate.

ARTICLE VII: MEMBERSHIP FEES AND DUES

Section 1. Fees and Dues: MASRA fees and/or dues may be collected from members if approved by the membership vote.

Section 2. Purpose: The Association Members shall agree to dues as a condition of membership to generate funds for use by the Association. The amount shall be recommended by the Board and approved by the Members. Any change to this amount requires approval by vote of the members at a meeting of the association. Members in arrears of payment of fees or dues may not be allowed to officiate any games or participate in the business of the Association until such time as payment is made.

ARTICLE VIII: CODE OF ETHICS

Each member of the Association shall conduct themselves at all times in an honest and intelligent manner, and shall abide by the following specific Code of Ethics:

1. They shall use their best efforts in learning all of the rules of the game and shall administer said rules firmly, conscientiously, courteously, and impartially.

2. They shall be properly attired in a neat, clean, and correct uniform at all games they officiate. 

3. They shall learn and practice correct officiating mechanics.

4. They shall cooperate with, and assist fellow officials working in the same game.

5. They shall keep themselves in the best physical condition and strive for a good mental attitude.

6. They shall make no contact with the coaches, players, or fans other than is necessary or proper to carry out their officiating duties.

7. They shall refrain at all times from using profanity in the presence of any fellow officials, players, coaches, or fans.

8. They shall never criticize a fellow official for any act of omission or commission, unless such criticism or judgment is requested by the Booking Agent, Board, or the Grievance Committee. In the event of such request, the criticism shall be directed to such person, Board or Committee making the request.

9. They shall refer all press, radio, and television inquiries to the Booking Agent and only quote the rules involved to the person making the inquiry.

10. They shall be loyal to the Association in carrying out the purposes and objectives of the Association in a manner consistent with the By-laws of the Association.

11. They shall maintain good judgment if choosing to participate in forums, chat rooms or any other form of social media.

ARTICLE IX: AMENDMENTS

Section 1. Notice: The By-laws may be amended if membership is noticed at least ten (10) days prior to the membership meeting, at which such amendment(s) is to be considered. The proposed amendment(s) may be requested by any member prior to the membership meeting. A presentation at the meeting shall contain a summary of the amendment(s) to be proposed.

Section 2. Vote: The vote of two-thirds of the Members voting, where a quorum is present, may alter, amend, repeal or add to any of the By-laws of the association, subject to the requirement of notice as set forth in Section 1, above.

ARTICLE X: GENERAL PROVISIONS

Section 1. Wavier of Notice: Whenever any notice is required to be given to any Member or director by law, the Articles of Incorporation or by these By-laws, a wavier thereof in writing signed by the person or persons entitled to such notice, whether before or after the time therein, shall be equivalent to the giving of such notice.

Section 2. Indemnification: Any person who at any time serves or has served as a director, officer, Member, employee or agent of the Association, or in such capacity at the request of the Association, shall have a right to be indemnified by the Association to the fullest extent permitted by law against (a) reasonable expenses, including attorneys' fees, actually and necessarily incurred by them in connection with any threatened, pending or complete action. suit or proceedings, whether civil, criminal, administrative or investigative, and whether or not brought by or on behalf of the Corporation, seeking to hold he/she liable by reason for the tact that he/she is acting in such capacity, and (b) reasonable

 

payments made by them in satisfaction of any judgment, money decree, fine, penalty or settlement for which he/she may have become liable in any such action, suit or proceeding.

The Board shall take all such action as may be necessary and appropriate to authorize the Association to pay the indemnification required by these By-laws including without limitation, to obtain liability insurance to protect and indemnify the Members.

Any person who at any time after the adoption of these By-laws serves or has served in any of the aforesaid capacities for or on behalf of the Association shall be deemed to be doing or to have done so in reliance upon, and as considered for, the right of indemnification provided herein. Such right shall inure to the benefit of the legal representatives of any such person and shall not be exclusive of any other rights to which such person may be entitled apart from the provision of these By-laws.

Section 3. Fiscal Year: The fiscal year of the Association shall be fixed by the Board of Directors.

Section 4. Gender and Number: As required by the reasonable interpretation of these By-laws, the singular shall include the plural, and the masculine shall include the feminine and the neuter and visa versa.

Section 5. Section Headings: The section headings on these By-laws are for reference only and shall not be used to construe, limit or interpret these By-laws.

Metrolina Area Soccer Referees Association
Charlotte, NC

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