Section I – Participation and Membership
Participation in Swarthmore Recreation Association (hereafter referred to as “SRA” or “Association”) program activities is open to all. For programs with limited enrollment, preference may be given to residents of the Boroughs of Swarthmore and Rutledge at the discretion of the SRA Executive Director. Membership, for the purpose of voting in SRA elections and participation in SRA meetings, is open to all individuals of legal voting age who have registered for and participated in (or who have registered their minor children in) SRA activities at any time during the past three (3) calendar years.
Section II – Directors, Elections
The SRA Board of Directors shall consist of twelve (12) members, divided into classes of four members each. Each class of Directors shall be elected for a term of three years and shall serve until their successors are elected. Vacancies in any office occurring between elections shall be filled by a nominee identified by the Executive Director and the Directors and approved by majority vote of the remaining Directors. The new Director shall serve the balance of the unexpired term. Directors may serve no more than three consecutive years; however, a previous Director is eligible to return to the Board after a one-year hiatus.
Nominations for candidates for Director shall be solicited from the general Membership of SRA via a request for such announcements on the Association’s website, email and publication in The Swarthmorean during the months of March and/or April. SRA seeks to encourage the nomination of Members who have participated in and have familiarity with a diverse range of SRA activities and the SRA Board has the discretion to identify other qualified nominees for inclusion. All nominations shall be made in writing to the President of the Association by April 5 and the list of nominees shall be posted on the Association’s website.
The Board will approve a final slate of two (2) men and two (2) women as candidates at its regularly scheduled meeting in May.
Section III – Meetings of Directors
Regular meetings of the Board of Directors shall be held at the registered office of the Association, or at such place or places in Swarthmore as the President shall direct, a minimum of ten (10) times a year. Special meetings may be called at any time by the President, or by the Secretary upon written or email request of any three (3) Directors, for the transaction of such business as shall be stated.
All Board members must attend at least seven (7) of the ten (10) regularly scheduled monthly Board meetings, starting with the new President’s first meeting in July. The Executive Director will advise, in writing, any Board Member who has three unexcused absences. A member absent from four (4) meetings may be removed from the Board at the discretion of the Executive Committee. Board members may have excused absences, but no more than two (2) in any fiscal year. For an absence to be deemed excused, the President and Executive Director must be notified prior to a Board meeting except in the case of emergencies. Board members are allowed the option to attend meetings from a remote location if agreed to by the majority of Board members present.
An absence for any of the following reasons shall be considered an excused absence: Illness of the member or members of his/her immediate family, death in the member’s family, or an unavoidable commitment related to the member’s employment (so long as such a commitment is not of the type that prevents the member from attending on a regular basis), or participation on an SRA-approved activity. Absences for reasons other than those identified above will be considered by the Board on an individual basis.
A quorum for the conduct of business by the Board of Directors at any regular or duly called special meeting of the said Board shall consist of seven (7) Directors or Officers. All meetings shall be conducted in accordance with Robert’s Rules of Order. If matters arise between scheduled meetings that require immediate attention, the Board of Directors may conduct business via email or conference call following the same protocol as used at regularly-scheduled meetings.
The date, time and location of SRA Board of Directors meetings will be posted on the Association’s website. Members interested in presenting business to the Board may arrange to do so by contacting the Executive Director no less than three (3) business days prior to the meeting, who will reserve a set amount of time for the requested presentation at the start of the Board of Directors meeting.
Section IV – Officers
The Board of Directors shall organize at its Annual meeting in May. Prior to the Board of Directors meeting in May, the incoming third-year Directors will meet to select a President, Vice President, Secretary and Treasurer who will constitute the Executive Committee. The final selection will be ratified by a majority vote of the Board.
The President shall be the chief executive officer of the Association. He/she shall appoint such committees as the Board may direct and shall be an ex-officio member of all standing committees and shall have the general powers and duties usually vested in the office of the President.
In the absence of, or during the disability of the President, the Vice-President shall perform the duties and powers of the President and such other duties as shall, from time to time, be referred to him/her by the Board of Directors.
The Secretary shall attend all sessions of the Board and act as clerk thereof. He/she shall perform such other duties as may be directed by the President or the Board of Directors.
The Treasurer shall oversee the corporate funds and securities and assist the Executive Director in the full and accurate accounts of receipts and disbursements in books belonging to the Association. He/she shall have full access to the Association’s bank statements and shall oversee all financial reports at the regular monthly meeting of the Board. He/she shall read and report on the auditor’s annual report.
The Executive Committee will meet in Executive Session prior to a scheduled Board of Directors meeting to discuss Association finances and any other matter as needed.
Section V – Employees
The Executive Director shall be responsible for retaining all such employees as may be required to assist him/her in the efficient and economical conduct of the work of the Association. It shall be the obligation of the Board to ascertain that such employees are provided worker’s compensation and similar insurance coverage, if required.
The Board of Directors is responsible for selecting and retaining the Executive Director of the Association. The President of the Association will appoint an Executive Director Search Committee that includes all current Board of Directors as well as a discretionary number of prior SRA Board of Directors, all of whom are eligible to serve.
Section VI – Administration of Donations and Other Financial Matters
SRA may raise revenues through fundraising activities and donations at the discretion of the Board of Directors. All donations of any nature, unless designated for a specific purpose, shall be used for such purposes as the Board of Directors may direct; and in the absence of any direction from the board, may be used for the general purposes of SRA as directed by the Executive Director.
The Executive Director will determine all distributions to be made from net income and principal pursuant to these Bylaws or to a donor’s directions. The Executive Director will determine and disburse all payments to be made for administrative expenses incurred by SRA, and will prepare detailed financial reports outlining the disbursements for the Board of Directors to review at every meeting of the Board of Directors. The Executive Director shall be authorized to approve expenditures, execute contracts and disburse payments for amounts up to $3,000. For expenditures, contracts and payments greater than $3,000, approval of the Board of Directors, and the co-signature of the Treasurer, will be required.
SRA may establish one or more checking, savings, or other accounts, for which funds will be managed and disbursed by the Executive Director, under the discretion of the Board of Directors.
An independent auditor approved by the Board of Directors shall prepare consolidated financial statements as may be necessary for returns or reports required to be filed by State or Federal Government. The auditor’s charges and expenses will be proper expenses of administration.
SRA will not incur debt beyond the accounts payable incurred by its normal operating expenses, and no evidence of indebtedness shall be issued in the name of SRA unless approved by the Board of Directors. No member of SRA shall be personally liable to its creditors for any indebtedness or liability and all creditors should only look to SRA assets for payments.
SRA’s fiscal year shall be from each September 1st to August 31st. The budget shall be presented and approved by a majority vote of the Board of Directors prior to the beginning of the fiscal year.
Section VII – Rules
The Board shall adopt such rules and regulations, establish such membership and other fees and charges in connection with the work of the Association by an affirmative vote of a majority of the Directors
Section VIII – Amendments
These Bylaws may be amended at any meeting of the Board of Directors provided that the proposed change, alteration or repeal has been proposed at a previous meeting of the Board, or has been set forth in the call for the meeting and is approved by an affirmative vote of at least 9 Directors.
This is a general revision of the Bylaws adopted by the SRA Board of Directors at their Meeting of July 16, 2015.