ST.JOHN FC
BY-LAWS
ARTICLE I:
The name of the organization is ST.JOHN FC (the "Club").
ARTICLE II: CONSTITUTION INCORPORATION
The ST.JOHN FC, adopted November 3, 2025, and any amendments, is incorporated in full into these By-Laws. If any By-Law conflicts with the Constitution, the Constitution shall prevail.
ARTICLE III: IDENTIFICATION
Section 3.1: Mailing Address
The Club’s mailing address is Wicker Ave, Cedar Lake, IN . The Board of Directors may designate additional or alternative business addresses.
Section 3.2: Fiscal Year
The Club’s fiscal year runs from January 1 through December 31.
ARTICLE IV: MEETINGS OF ADMINISTRATIVE MEMBERS
Section 4.1: Annual General Meeting (AGM)
The AGM shall be held each year at a date and place designated by the Board of Directors for electing Officers and conducting additional Club business. A quorum consists of the Board of Directors.
Section 4.2: Notice of AGM
Written notice of the AGM shall be provided to each Director at least 90 days in advance. This notice may be included in General Meeting minutes.
Section 4.3: Voting
Voting rights are defined in Constitution Article VII, Sections 7–12 . The President votes only to break a tie.
Section 4.4: Failure to Hold AGM
Failure to hold the AGM at the designated time does not affect the Club’s standing. All Directors remain in their positions.
Section 4.5: Special Meetings
Special Meetings may be called by the Executive Board or by a written petition signed by one-half of the Board of Directors , stating the meeting’s purpose. No business outside the stated purpose may be conducted.
Special Meetings requiring a membership vote shall follow Constitution Article VII procedures. Proceedings must be recorded in the minutes of the next General Meeting. Special Meetings are open to all members.
Section 4.6: General Meetings
The Board of Directors shall hold at least four (4) General Meetings per year, open to all members. Voting rights follow Constitution Article VII .
Section 4.7: Rules of Order
The most recent Robert’s Rules of Order govern all meetings.
Section 4.8: Remote Participation
Directors may participate in meetings via conference call or similar communication tools. Remote participation counts as attendance.
ARTICLE V: NOMINATIONS
Section 5.1: Executive Board Nominations
Any member may nominate themselves or another member for an Executive Board position by submitting a written petition to the Secretary 30 days prior to the next General Meeting. The nominee list shall be provided to all Directors 30 days before the AGM.
Section 5.2: Non-Executive Board Nominations
Any member may nominate themselves or another for a non-executive Director position at the General Meeting held at the end of each playing season, either in person or through written petition submitted before the meeting opens. The nominee list shall be provided to presiding Directors, with elections held at the following General Meeting.
ARTICLE VI: ELECTIONS
Section 6.1: Executive Board Elections
A quorum of Directors at the AGM shall conduct elections. Ballots are issued to all eligible voters and counted by the Secretary and President. Candidates receiving a majority vote assume office at the close of the meeting.
Section 6.2: Non-Executive Board Elections
A quorum of members at a General Meeting elects non-executive Directors. Majority vote determines the winner, who assumes office at the close of that meeting.
ARTICLE VII: TERM OF OFFICE
Terms for Board positions are staggered to maintain leadership continuity and support the Club’s long-term goals.
ARTICLE VIII: VACANCIES AND APPOINTMENTS
Section 8.1: Vacancies (Except President) A. At the next General Meeting after a vacancy occurs, the Board may appoint a replacement. A majority vote determines the appointment, effective at the close of that meeting. B. Additional nominations may be submitted to the Secretary at least 15 days before the meeting at which voting will occur. C. If a vacancy cannot be filled, the President assumes the duties of that role until a nominee is presented under Sections 8.1(A) and (B).
Section 8.2: Vacancy of the President
If the President position becomes vacant, the Vice-President assumes the role. Filling the Vice-President vacancy follows the procedures of Section 8.1.
ARTICLE IX: COMMITTEES
The Board of Directors may establish select committees for specific tasks. Committees dissolve upon completion of their work. The President appoints committee Chairs with majority Board approval. Each committee must have at least three (3) members. The Chair selects additional members, subject to majority Board approval.
ARTICLE X: OFFICERS
Section 10.1: Executive Officers
Executive Officers—President, Vice-President, Secretary, and Treasurer—are nominated by Club members and elected by the Board of Directors at the AGM.
Section 10.2: Non-Executive Officers
Non-executive positions include: Registrar, Division Coordinators, Referee Coordinator, Field
Manager, Equipment Coordinator, NWISL Representative, Director of Player and Coach Development, Booster, and Field Striping Coordinator. These positions are elected as stated in Section 6.2.
Section 10.3: Voting Rights
Voting rights are defined in Constitution Article VII, Sections 7–12 .
Section 10.4: Removal or Vacancy
Any Executive Board member may be removed by majority vote of the Board at any General or Special Meeting. Vacancies are filled by the Board until an election or appointment occurs.
ARTICLE XI: DUTIES OF OFFICERS
Section 11.1: President The President:
* Presides over all meetings, including the AGM.
* Oversees Club operations.
* Ensures Board directives are carried out.
* Executes contracts on behalf of the Club.
* Prepares meeting agendas.
* Appoints committees and commissions with approval.
* Serves as interim replacement or appoints one as needed.
* Serves as ex-officio member of all committees.
* Upholds and enforces the Constitution and By-Laws.
* Co-signs all Club checks.
* Performs all general duties of a nonprofit president.
Section 11.2: Vice-President
Assists the President, assumes presidential duties when required, and oversees committees.
Section 11.3: Secretary
Maintains Club records, minutes, membership information, notices, correspondence, and related documentation.
Section 11.4: Treasurer
Manages financial records, oversees Club funds, provides financial reports, prepares budgets, manages audits, and ensures responsible financial practices.
ARTICLE XII: DUTIES OF NON-EXECUTIVE BOARD MEMBERS
Includes responsibilities for: Registrar, Division Coordinators, Referee Coordinator, Field Manager, Equipment Coordinator, NWISL Representative, Director of Player and Coach Development, Booster, Field Striping Coordinator.
ARTICLE XIII: CODE OF CONDUCT
Members, coaches, players, and officials must adhere to:
* Club and league rules
* Standards of sportsmanship
* Respectful conflict resolution
* Knowledge and enforcement of game rules ● Respect for officials and participants
ARTICLE XIV: AMENDMENTS
These By-Laws may be amended by majority vote at any General Meeting, with written proposals submitted at least 7 days in advance.
ARTICLE XV: DISSOLUTION
Upon dissolution, assets shall be distributed to eligible 501(c)(3) organizations as determined by the Board of Directors.
ARTICLE XVI: REPEALER
These By-Laws supersede all previous versions and take effect upon majority approval by the Board of Directors.
Adopted by the Board of Directors of ST.JOHN FC on November 3, 2025.