OVFOA CONSTITUION

REVISED JUNE 1, 2011

PREAMBLE

In 1927, a group of dedicated men joined together for the purpose of forming an association of officials to serve the interest of competitive athletics – amateur, interscholastic, and professional. This association of officials has grown to the respected status it enjoys today, based upon the wisdom, strength, and integrity of those original members. The spirit of their dedication has been embodied in this Constitution.

The Articles herein are the promulgation of order and procedure agreed upon as controlling this association.

CONSTITUTION

ARTICLE I: NAME

This organization shall be known as the Ohio Valley Football Officials Association, herein after referred to in this Constitution and Bylaws as “The Association”.

ARTICLE II: PURPOSE

  1. The purpose of the Association is to promote good football officiating by its members. The purpose will be accomplished by providing a close co-operation and understanding among interscholastic athletic directors, coaches, and assigning authority by providing a means for the correct interpretations of the rules and officiating mechanics, by encouraging and assisting in the development of officials, by adopting and encouraging high standards of ethics for its members, and by promoting good fellowship among its members.
  2. The association is organized exclusively for educational and scientific purposes under section 501 (c) (3) of the Internal Revenue Code.
  3. No part of the net earnings of the Association shall be used for the benefit of, or be distributed to members, trustees, officers, or other private persons, except those whom the Association shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth herein. No substantial part of the activities of the Association shall be the dissemination of propaganda, or attempting to influence legislation, and the Association shall not participate in, or intervene in, any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of the articles, the Association shall not carry on any other activities not permitted to be carried on (a) by an association exempt from federal income tax under section 501 (C)(3) of the Internal Revenue Code, or (9b) by an association, contributions to which are deductible under section 170 (c)(2) of the Internal Revenue Code.

ARTICLE III: GOVERNING BODY

  1. The affairs of this Association shall be administered by a body known as the Board of Trustees, here in after referred to in this Constitution and Bylaws as “The Board”.
  2. The Board shall consist of nine (9) Class I voting members elected for a term of three (3) years in staggered elections of three (3) members each year and to be bonded with the premium to be paid by the association. Board members may be elected to only two (2) consecutive three (3) year terms – then must sit out one (1) mandatory year before becoming eligible for Board re-election.
  3. The ex-Officio members of the Board shall include the Immediate Past President (for one term), The Rules Advisor, the Mechanics Advisor, the Secretary, the Treasurer, and all Life Members. The offices of the Secretary and Treasurer may be held by the same person.
  4. The Board terms of office begin on January 1 and terminate on December 31.
  5. A member of the Board who is elected to an Ex-officio position in the Association shall retain his voting privileges on the Board.
  6. All members of the Board must meet the qualifications in Article V-D prior to their election/selection to the Board.
    1. All board members must faithfully serve and complete at least one (1) full year as a board member before becoming eligible to hold the office of President or Vice-President in the O.V.F.O.A.
  7. Excluding those officers whose election/selection is specified in Article V, the Remaining Board Members shall be elected/selected/appointed in the following manner:
    1. The Immediate Past President shall serve on the Board for one year after their term as the President.
    2. The Rules Advisor and Mechanics Advisor shall be appointed by the Board for a term of three (3) consecutive years and be bonded with the premium paid by the association.
    3. The Life Member(s), after their election as provided in Section 1 of the Bylaws, shall be installed on January 1 following their election.
    4. Three Members-at-large shall be elected from the membership of the Association. Members-at-large must be eligible voters of the General Membership of the Association. Three Members-at-large shall be elected every year at the Annual election to serve a three (3) year term. Should any member who has been duly elected vacate their office for any reason or become physically unable or unwilling to perform the duties of the office, the Board shall fill the vacancy for the remaining term by appointing the next candidate with the highest number of votes from the most recent election. If all decline, a willing candidate will be selected by the Board to fulfill the remaining term. The member selected to fill the vacated position shall be elected by a majority vote of the Board.
    5. If any Board member or officer of the Board fails to attend a majority of the scheduled Board Meetings, that Board member or officer may be removed from their office and would become ineligible to hold office in the Association for a period of three (3) years.
  8. The Board shall have the power to adopt all regulations to govern its deliberations. The Board shall serve as the Interpretations Committee at all meetings of the Association. The Board’s action shall be final
  9. Five (5) voting members of the Board shall constitute a quorum. A simple majority of the Board members present shall be necessary for adoption of action, unless otherwise specified in this Constitution and Bylaws.
    1. A required quorum of (5) five voting board members may be set aside for any previously scheduled board meeting, if the lack of attendance inhibits the critical work necissary to conduct/continue the business of the O.V.F.O.A.

      A new quorum of at least (3) three voting members of the board must be present, with the vote to set aside being unanimous. If the vote is not unanimous, association business will not be conducted and the meeting automatically adjourned.

ARTICLE IV: OFFICERS

The officers of the Association shall be the President, the Vice President, and the Sergeant-at-arms.

  1. The President, the Vice President, and Sergeant-at-Arms shall be elected each year at the first Board Meeting by a simple majority of the votes cast
    1. The President of the O.V.F.O.A. adivisory board is an elected position, and as such shall be elected bi-annually by the board of directors to servea term of two (2) consecutive years.

      "It is not implied nor should it be assumed that the current Vice-President is entitled to or automatically accedes to the presidency upon the expiration of the current President's two (2) year term.
  2. The terms of all officers and ex-officio appointees elected to office commence on January 1 and terminate on December, or until their successors assume office. All are to be bonded with the premium paid for by the association unless otherwise specified in this consititution.
  3. The Secretary and the Treasurer, shall be appointed for a term of one (1) year by a majority vote of the Board
    1. The offices of the Secretary, Treasurer and Technical Advisor shall be elected by a majority of the Board of Directors for a term of three (3) years for any person previously holding that same office.

      For all newly elected office holders, the first year shall be probationary, with the board (by majority vote) having sole discretion whether the remaining two years shall be offered to those individuals.
  4. The President
    1. shall be the chief executive officer for the Association.
    2. shall preside at all meetings of the Association and the Board.
    3. shall have the authority to represent the Association on any and all business requiring immediate attention.
    4. shall serve as an ex-officio member of all committees.
  5. The Vice President
    1. shall perform the duties of the President in absence of the President.
    2. shall assist the President when requested to do so.
    3. shall serve as an ex-officio member of all committees.
    4. shall serve as Chairman of the Program Committee.
  6. The Secretary
    1. shall be the chief business officer of the Association.
    2. shall be responsible for the administration of the Association.
    3. shall be responsible for submitting all reports, forms, etc., as required of the Association by the O.H.S.A.A.
    4. shall represent the Association at all O.H.S.A.A. meetings and clinics as required.
    5. shall act as the first contact for new members.
    6. shall collect dues, fines, and other income to the Association.
    7. shall be responsible for all publications and reports as required by the Board and the O.H.S.A.A.
    8. shall be bonded in an amount determined by the Board. The premium for the bond shall be paid by the Association.
    9. shall have the responsibility of keeping the minutes of all meetings of the Board and of all business meetings of the Association.
    10. shall publish a list of all committees and their chairmen.
  7. The Treasurer
    1. shall be the chief financial officer of the Association.
    2. shall establish a fiscal year for the Association.
    3. shall open and maintain a checking account at a financial institution as approved by the Board in the name of the Ohio Valley Football Officials Association.
    4. shall request and initiate signature cards from said financial institution. Signatures on file at the institution shall include that of the President, the Secretary, and the Treasurer. All Checks shall require dual signatures.
    5. shall classify all income and all disbursements.
    6. shall prepare, with Board approval, an annual budget for the Association.
    7. shall maintain, for internal control purposes, an easy form documenting all disbursements of funds from the Association’s checking account.
    8. shall invest, as “cash flow” permits, excess monies not currently needed for operations in some type of temporary investment subject to Board approval.
    9. shall be bonded in an amount determined by the Board. The premium for the bond shall be paid by the Association.
    10. shall present an up-to-date financial report at all business meetings and/or Board meetings.
  8. The Sergeant-at-Arms
    1. shall have the responsibility of keeping an accurate record of attendance at all regular meetings of the Association and at any business meeting of the Association.
    2. shall keep order during the meetings and is authorized to remove anyone directed by the presiding officer.
  9. The Rules Advisor
    1. shall have the responsibility of attending the annual State (O.H.S.A.A.) rules interpretations meeting and maintain close contact throughout the year with the O.H.S.A.A. representative and other authorities for rules updates and/or interpretations.
    2. shall instruct the local Association members in all rules changes.
    3. shall obtain interpretations from the O.H.S.A.A. on game situations/rulings/questions to insure uniformity in application.
  10. The Mechanics Advisor
    1. shall have the responsibility of attending the annual state (O.H.S.A.A.) rules interpretations meeting and maintain close contact throughout the year with the O.H.S.A.A. representatives and other authorities for mechanics updates and/or interpretations.
    2. shall instruct the local Association members in all officiating mechanics changes.
    3. shall obtain interpretations from the O.H.S.A.A. on game situations/rulings/questions to insure uniformity of officiating mechanics.
  11. Technology Officer
    1. shall serve as the associations's web master.
    2. shall yearly maintain and update tha associations' website for members personal information, all association business, O.H.S.A.A. AND N.F.H.S. newsletters.
    3. a yearly compensation as determined by the Board of Directors shall be paid for services rendered.
  12. First Year Class Instructors
    1. a maximum of two first year class "Primary Rules Instructors" shall be selected by the board each year.
    2. class results are answerable to the board
    3. Primary Rules Instructors shall be compensated entirely from first year student fees received, less any book fees, licenses and/or organizational dues.
    4. Assistant Instructors may be hired/fired by Primary Instructors
    5. All Assistant Instructor compensation shall be the sole responsibility of the Primary Instructors.

ARTICLE V: ELECTIONS

  1. The President shall appoint a Nominating Committee of at least three Class I members who will present their nominations for up to three (3) at-large Board members at a regular meeting of the Association no later than 14 days prior to the elections. After the nominating Committee has presented its Board member candidates, any eligible voter may nominate a candidate(s) at the above mentioned meeting or at any regularly scheduled meeting of the Association prior to the Annual Meeting (also known as the last Annual Business Meeting).
  2. The Annual Election shall take place at the last fiscal Business Meeting of the Association.
  3. Twenty five (25) percent of the eligible voting members of the Association shall constitute a quorum at the annual election meeting and/or any business meeting.
  4. Any member in good standing with the Association shall be eligible to vote at any business meeting or on any business which shall come before the Association at any instructional meeting providing they are current in their dues.
  5. The annual election of Board members shall be held by secret ballot and the polls shall open thirty (30) minutes after the scheduled meeting start time and shall remain open for one (1) hour. The election shall be conducted by at least three “election inspectors” (none of whom shall be a candidate for office) and previously appointed by the President. A plurality of the votes cast shall be sufficient to elect; and in case of a tie between candidates, it shall be decided by a coin toss administered by the election inspectors.

ARTICLE VI: MEMBERSHIP

Membership in the Association shall be open to all persons 18 years of age or older and no longer enrolled in high school, interested in the purpose for which it is organized, and limited to those persons dedicated to the fulfillment of its purpose. The General Membership shall consist of the Class I (eligible to officiate all levels. Required for O.H.S.A.A. postseason tournaments), Class II (eligible to officiate all levels of contests except varsity high school), Class III (Restricted to 7-8-9th grade and non-school officiating), Class IV (Retired, not permitted to officiate contests involving students in grades 10-12), and Class V (Life Members), the qualifications for which shall be defined in the Bylaws (Section I).

Membership will be subject to all rules and regulations of O.H.S.A.A.

ARTICLE VII: MEETINGS

  1. The Association shall hold regularly scheduled meetings for the purpose of reviewing the rules, their interpretations, situations and officiating mechanics as prescribed by the O.H.S.A.A.
  2. The Association shall hold two (2) Annual Business Meetings at a time and place determined by the Board at its previous year’s Spring Board Meeting.
  3. A meeting of the Board may immediately follow a regularly scheduled meeting of the Association.
  4. The President may designate that a Special Business Meeting will convene following a regularly scheduled meeting of the General Membership providing that the Board has approved of the Special Business Meeting and the General Membership has been notified at the regularly scheduled meeting preceding the Special Meeting. The General Membership shall be notified of the purpose of the Special Business Meeting prior to the meeting being held.
  5. Special Meetings of the Board may be called by the President. Such a request shall be conveyed to all Board members and contain a summary of the proposals of business to be presented at the meeting. Any special Board meeting may be held at such convenient place and/or time as the President may determine. Notice of any special Board meeting shall be given at least three (3) days prior to the meeting.

ARTICLE VII: RENUMERATION

  1. The Secretary and the Treasurer shall receive a salary to be determined annually by the Board. The amount specified shall be paid prior to the end of the fiscal year (December 31).
  2. The Rules Advisor shall receive a salary to be determined annually by the Board. The amount specified shall be paid prior to the end of the fiscal year (December 31).
  3. The Mechanics Advisor shall receive a salary to be determined annually by the Board. The amount specified shall be paid prior to the end of the fiscal year (December 31).
  4. Any member of the Association who incurs expenses while conducting Association business shall be reimbursed for said expenses by the Treasurer upon approval by the Board.
  5. The Board Members, Ex-officio Members, and the Life Members shall be exempt from paying annual dues.

ARTICLE IX: DISCIPLINE (Ethics and Grievances)

  1. Any member of the Association may be given a written reprimand for violating the objectives and purposes of the Association or the O.H.S.A.A. A written reprimand may be sent by the Board without a formal hearing being held. For a written reprimand to be issued, two-thirds of the Board present when the charges are reviewed must vote for issuance of the reprimand.
  2. If a member is to be expelled or suspended for violating the objectives ethics and/or purposes of the Association or the O.H.S.A.A., a formal hearing before the Board must be held. The Secretary shall provide written charges to the accused and to the Board members ten (10) days prior to the hearing. Any action taken by the Board shall require a two-thirds vote of the Board present at the hearing.
  3. Any member whose dues are not paid by the date required by the Board shall be suspended from membership in the Association. To be reinstated in the Association, the member who has not paid dues on time shall pay the required dues plus a penalty fee to be determined by the Board.
  4. The Board may remove any officer of the Board (elected, selected, or appointed) by an affirmative two-thirds vote of the Board whenever, in its judgment, the best interests of the Association shall be served by said removal.

ARTICLE X: RULES OF ORDER

Robert’s Rules of Order (newest revised edition) shall be the parliamentary authority for all matters of procedures not specifically covered by this Constitution and Bylaws.

ARTICLE XI: AMENDMENTS

This Constitution may be amended by a two-thirds majority vote of the membership present and voting at the Annual Business Meeting or at any Special Business Meeting called, provided the General Membership has been given 144 hours (6 days) notice of the intention to amend the Constitution.

ARTICLE XII: DISSOLUTION

Section 1. To dissolve this organization, a resolution, in writing, asking for such dissolution shall be adopted by the officers. The Board shall then call a special meeting of the members for the purpose of considering and acting upon such resolutions. If, at such meeting, members (representing a majority of the membership entitled to vote under the provisions of the Constitution) vote for the dissolution, the Board shall take the necessary steps to terminate the affairs of the organization.

Section 2. Disbursements of Funds and Properties. All funds remaining in the treasury upon the announcement of dissolution shall be dispersed in the following manner:

  1. All outstanding debts shall be settled and accounts closed.
  2. All open accounts with this organization shall be notified of dissolution and their accounts closed.
  3. A public notice shall be placed with the local papers announcing the dissolution of this organization and call for all claims of debts to be presented within thirty (30) days, this organization shall not be held responsible for any new or past due debts.
  4. Finally, all remaining funds and properties shall be donated to another charitable, non-profit organization as designated by selection of the Board under Section 501 (c) (3) of the Internal Revenue Code.