MIDWAY BOOSTER CLUB, INC. BYLAWS ARTICLE I: NAME. The name of this organization is Midway Booster Club, Inc. ARTICLE II: DEFINITIONS

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1 MIDWAY BOOSTER CLUB, INC. BYLAWS ARTICLE I: NAME The name of this organization is Midway Booster Club, Inc. Definitions: ARTICLE II: DEFINITIONS Midway Booster Club, Inc. hereinafter at times referred to as ( MBC ). Midway Independent School District hereinafter at times referred to as ( MISD ). University Interscholastic League hereinafter at times referred to as ( UIL ). Athletic Program(s) are those UIL sponsored and/or recognized sports or sports as sponsored and/or recognized by MISD. ARTICLE III: PURPOSE The purposes of MBC are: a. to aid, assist and support, including by fundraising, the Athletic Programs of MISD, consistent with the policies of its administration, and in compliance with UIL rules and regulations. b to help maintain balanced Athletic Programs and to promote fellowship and sportsmanship among its students and their parents, its faculty and fans. c. to promote, support and provide avenues of recognition for scholarship of the MISD student athlete. ARTICLE IV: MEMBERSHIP The membership of MBC shall be composed of natural persons (excluding students enrolled in the Midway schools) and business entities who are interested in promoting and furthering, the purpose of this organization and Athletic Programs of MISD, whose dues for the year involved have been paid. There shall be two membership classifications which shall include an individual/family and a business membership. Dues shall be established in an amount determined annually by the Executive Committee at the Spring Meeting for the following MISD school year. Section 2. Each Athletic Program will have their own separate name and membership which, collectively with all memberships of Athletic Programs, shall constitute the entire membership of MBC.

2 Section 3. Each membership of classification shall be limited to one vote on each matter on which the membership is entitled to vote at the meeting. Section 4. New members may be accepted at any time during a membership year subject to the requirements of the Athletic Program with their dues payable in full at the time of becoming a member. ARTICLE V: FISCAL YEAR The organizational, fiscal and membership year of MBC shall be from June 1 of each year through May 31 of the following year. ARTICLE VI: MEETINGS MBC shall hold two bi-annual meetings one in the Fall semester and the second in the Spring semester of MISD each year. Additional meetings shall be held as needed during the school year and as called by or at the direction of the President or the Executive Board. Meeting of Chairpersons of Athletic Programs shall be called by the President or the Executive Board to take place in the first and last month of the Fall or Spring semester of MISD with attendance of the Athletic Chairperson expected in the semester of the Program s competition. Section 2. Written notice in a form or manner reasonably designed to reach the membership of MBC shall be given ten (10) business prior to the bi-annual meetings of MBC. Notice of additional meetings and meetings of Athletic Chairpersons will be given at a time and in a form or manner so as to provide reasonable notice under the circumstances. The Executive Board shall determine the specific form and manner in which notice shall be given. ARTICLE VII: QUORUM A quorum of a meeting of the membership shall consist of a majority of those present and voting. ARTICLE VIII: EXECUTIVE BOARD The affairs of MBC shall be managed by the Executive Board. The Executive Board will consist of the following: President Immediate Past President 1 st Vice President 2 nd Vice President Secretary Treasurer Superintendent of Schools (or designee), and

3 Athletic Director (or designee). Counsel may be chosen by the President to serve to assist the Executive Board at the sole option and discretion of the President. ARTICLE IX: ELECTION The officers of MBC shall be elected by the membership at its bi-annual Spring meeting each year. Their terms shall be for a period of one (1) year or until their successors are elected and shall commence with the upcoming organizational, fiscal and membership year of June 1 through May 31. When vacancies occur on the Executive Board during the year, the Executive Board may appoint an individual to serve the unexpired term. Section 2. Chairpersons shall be elected and/or appointed by each Athletic Program subject to the oversight of MBC. When vacancies occur in the position of Chairperson, the Executive Board may appoint an individual to serve the unexpired term for the Athletic Program. Section 3. Officers and Chairpersons for Athletic Programs shall be members of MBC in good standing. ARTICLE X: DUTIES Duties of Executive Officers of MBC: The President shall: (1) preside at all MBC meetings, declaring the existence of a quorum for the conducting of business, (2) provide oversight for the general activities of MBC; being the principal individual charged with the overall administration and executive functions of MBC, (3) appoint committees as deemed necessary to carry out the purposes of MBC, (4) be a signatory on banking accounts of MBC, (5) represent MBC (or appoint a designee) before the Administration and/or School Board of MISD, and (6) assume the office of Immediate Past President the following year. The Immediate Past President shall: Serve as advisor to the President and assist the President as requested. The 1 st Vice President shall:

4 (1) assume all duties of the President in his absence, (2) assist in the performance of responsibilities of the President, and (3) be a signatory on banking accounts of MBC. The 2 nd Vice President shall: (1) be responsible for the oversight of the operations of the concession stands for all school functions that the MBC has been designated as in charge of concessions for those functions, and (2) be a signatory on banking accounts of MBC. The Secretary shall: (1) maintain a roster of all members of MBC, (2) keep minutes of all MBC meetings, (3) be a signatory on banking accounts of MBC and (4) conduct all correspondence by direction of the President and Executive Board. The Treasurer shall: (1) be responsible and accountable for all organizational funds,(2) keep such records as directed by the Executive Board and in compliance with UIL rules and regulations, and (3) present at the bi-annual meetings of MBC financial statements in accordance with cash basis accounting methods. Section 2. Duties of Audit Committee of MBC: The President shall appoint an Audit Committee of MBC comprising of no less than two (2) Executive Board Members other than the Treasurer and of no less than (2) Chairpersons of Athletic Programs and of no less than one (1) member of MBC to review and audit the financial statements and condition of MBC, with the report of the Audit Committee to be made to the Executive Board prior to the biannual Fall meeting. Section 3. Duties of Chairpersons of Athletic Programs: The Chairperson shall be responsible for promoting membership and for formulating committees, under the direction of the Chairperson, to conduct Athletic Program activities, fundraising activities, concessions for the Athletic Program, collection and computation of relevant statistics

5 and records, player recognition, general communication and publicity for the Athletic Program, and have a member acting as treasurer for the Athletic Program who will be responsible for the accounting and collecting of all Athletic Program funds, to be turned over to the Treasure for MBC. The Athletic Program shall operate in compliance with MBC By Laws and accordingly, is subject to its policies and procedures. Chairpersons shall provide upon election or appointment of a successor all materials maintained for the Athletic Program so as to promote and maintain continuity of the Athletic Program and adherence with MBC By Laws. Athletic Programs shall use all reasonable effort to elect Chairpersons for following MISD school year prior to the Spring Meeting. The Athletic Program Chairpersons shall serve as an Advisory Board to the Executive Board and may submit recommendations as deemed necessary consistent with these By Laws, and may serve on any committees as established by the President. ARTICLE XI: DISPERSAL OF FUNDS Dispersal of funds shall be a function of the Executive Board. Section 2. The levels of dispersal (excluding operating expenses) with commensurate responsibilities are as follows: President and 1 st 2 nd Vice Presidents Up to $1, Executive Board All requests over $1, Section 3. All purchases for the Athletic Programs shall be requested by the Head Coach of the sport requesting the purchase and approved by the Athletic Director and shall be in compliance with UIL rules and regulations. ARTICLE XII: NOMINATING COMMITTEE A Nomination Committee of a least three (3) members, to be appointed by the President of MBC 30 days prior to the Spring bi-annual meeting, shall make a recommendation for the nomination of officers at the Spring bi-annual meeting. Nominations may also be made from the floor at the Spring bi-annual meeting.

6 ARTICLE XIII: AMENDMENTS The Bylaws, or any section hereof, may be amended or changed by a twothirds (2/3) vote of the Executive Board, providing that written notice of such proposed change or changes, with the signature of the Secretary, shall be mailed to each member of the Executive Board at least seven (7) days prior to the meeting at which the proposed change or changes shall be submitted to a vote, or may be changed by a majority vote of the Executive Board at least fourteen (14) days prior to the meeting of the general membership at which such proposed change is to be submitted to a vote. ARTICLE XIV: REMOVAL FROM OFFICE After written notice in a form or manner reasonably designed to reach the membership of MBC shall be given (10) business prior the meetings at which such proposed action is to be submitted to a vote, a member of MBC may be expelled or an Officer or Athletic Chairperson may be removed for good cause by a majority vote of the membership present and voting. ARTICLE XV: DISSOLUTION OF ORGANIZATION In the event MBC should be dissolved, the organization upon dissolution, after paying or making provisions for payment of all its just and legal liabilities, shall dispose of all assets of the MBC by transferring such remaining assets in cash and/or kind to MISD used in accordance with the purpose for which said organization was formed. Any such assets not so disposed of shall be disposed of by a District Court of McLennan County, Texas, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized or operated exclusively for such purposes as are consistent with the purpose of MBC. The foregoing Bylaws were duly adopted by two-thirds (2/3) vote of the directors at the meeting of said organization held on 18th day of July, PRESIDENT SECRETARY Amendments: May 23, 2005; revised July 18, 2006.