CONSTITUTION AND BY-LAWS YOUTH HOCKEY CLUB OF EAU CLAIRE, INC.

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CONSTITUTION AND BY-LAWS YOUTH HOCKEY CLUB OF EAU CLAIRE, INC. ARTICLE I. PURPOSE The purposes of the organization shall include: 1. To encourage, promote, improve, and aid in the development of amateur ice hockey and its related facilities in the City of Eau Claire. 2. To provide an opportunity for all Eau Claire youth to participate in an amateur hockey program at an appropriate skill level for the participant. 3. To promote social development and peer interaction through team play. 4. To teach leadership, responsibility, good sportsmanship, and the principles of fair play to all participants. 5. To provide for the physical and mental development of each participant through proper coaching and training. 6. To promote safe play using proper facilities and equipment. 7. To promote parental involvement and understanding of the principles of the game, good sportsmanship and fair play. 8. To encourage parental support of the philosophies of the Youth Hockey Club program. 9. To advise the Eau Claire Parks and Recreation Department on rules, programs, and policies relating to their administration of the youth hockey program. 10. To provide an opportunity for selected players to participate in a supplemental all-star and/or traveling team program designed to compete at a skill level not otherwise available in the program offered by the Parks and Recreation Department.

ARTICLE II. MEMBERSHIP There shall be one class of members, which shall consist of the parents of any player properly registered with an Eau Claire mini-mite hockey program, an Eau Claire Parks and Recreation Department youth hockey program, or a program of the Youth Hockey Club of Eau Claire. Each parent shall receive one vote for each child enrolled. No child shall have more than two voting parents. Registration eligibility for programs of the Youth Hockey Club of Eau Claire shall be limited to players residing within the boundaries of the Eau Claire area School District and formally enrolled in school in Eau Claire. A waiver from the eligibility requirement may be granted by the Board of Directors to a non-resident player if (1) the player resides in an area which is not served by another youth hockey association and to which the Youth Hockey Club is the nearest active hockey association and (2) the Board of Directors find such waiver would be in the best interests of the purposes of this organization. ARTICLE Ill. GOVERNING BODY The business and affairs of the organization shall be governed by a Board of Directors consisting of twelve voting individuals. Six individuals shall be elected each year for two-year terms. The President may appoint no more than two non-voting Board members to serve one-year terms on the Board. ARTICLE IV. ELECTION OF THE BOARD OF DIRECTORS The President shall annually appoint a nominating committee of at least three members of the organization who shall solicit, screen and recommend candidates to serve on the Board of Directors. The solicitation shall include the posting of a notice for candidates to be prominently located in the Hobbs Ice Center. Such notice shall be posted for not less than thirty days. The committee shall forward a list of all individuals who express interest in serving on the Board to the Board on or before February 1 of each year. The Parks and Recreation Department shall conduct an election during the month of February. The votes shall be tallied under the direction of the Parks and Recreation Department and the results announced at the regular March Board meeting. New members shall assume office at the regularly scheduled Board meeting in April or on April 15, whichever occurs first. Board members shall serve without monetary compensation.

ARTICLE V. OFFICERS The newly elected Board of Directors shall elect its officers at the regularly scheduled April meeting. The officers, and their general duties, are: President: Vice President. Secretary. Treasurer: Presides at all meetings of the Board; assumes primary responsibility for administering the business of the organization; and appoints such committees as set forth herein and as may be necessary for the successful operation of the organization; serves as chair of the Conduct Committee, as a member of the Travel Team Committee, and assists with travel team tryouts. Acts as President in the absence of the President. Assumes primary responsibility for administering the all-star and/or travel team program. Maintains accurate records of the meetings of the organization; prepares routine correspondence for the organization; responsible for WAHA/USA team and individual member registrations; and assists with tournament registration and Conduct Committee. Acts as custodian of the funds of the organization and regularly reports financial status of the organization to the Board of Directors. Maintains accurate financial records and completes any necessary reports required by tax or other governmental authorities, and serves on Conduct Committee. ARTICLE VI. VACANCIES The Board of Directors will determine by majority vote whether a vacancy shall be filled. If necessary, any vacancy on the Board of Directors shall be filled by a majority vote of the remaining Board members. ARTICLE VII. REMOVAL OF A DIRECTOR The President may request removal of a Board member if the member acts in an inappropriate manner. The request shall be approved or disapproved by a majority vote of the Board. A Director may be removed from the Board by a majority vote of the remaining Directors if absent from three consecutive regularly scheduled meetings. ARTICLE VIII. QUORUM A quorum of the Board of Directors shall consist of a majority of the regular members of the Board. ARTICLE IX. FISCAL YEAR The fiscal year of the corporation shall be the calendar year. ARTICLE X. CONTRACTS, LOANS, CHECKS, DEPOSITS The Board of Directors may authorize the President and another officer to enter into any contract or

execute or deliver any interest in the name of the organization. No officer or other member of the Board shall enter into any such agreement without the specific approval of the Board of Directors. No indebtedness shall be contracted on behalf of the organization unless authorized by resolution of the Board of Directors. All checks issued in the name of the organization shall be signed by such officer or officers, agent or agents of the organization and in such a manner as shall from time to time be determined by resolution of the Board of Directors. All funds of the corporation shall be promptly deposited in such accounts as may be selected by the Board of Directors. ARTICLE XI. COMMITTEES The following STANDING COMMITTEES shall consist of at least three members of the association including one representative from the Board of Directors, 'who shall serve as chair or co chair(s) of the committee. 1. FUNDRAISING COMMITTEES: This committee shall be co-chaired by two Board members, one with one year remaining in his or her term, and one with two years remaining. The committee shall be responsible for recommending fund raising activities to the Board, operating such activities that are approved by the Board, and providing a full report and accounting for such activities to the Board upon completion. 2. CONCESSION COMMITTEE: This committee shall be co-chaired by two Board members, one with one year remaining in his or her term, and one with two years remaining. The committee shall be responsible for the operation and management of the concession stand at Hobbs Ice Center. The Treasurer of the Board shall not serve as chair or co-chair of the Concession Committee. 3. SCHEDULING COMMITTEE: The chair of the committee serves as Scheduler and is responsible for scheduling ice time for all travel team games. A referee-in-chief shall be approved by the Board and will serve as a part of the scheduling committee. The referee-inchief will work with the chair for scheduling USA/WHOA registered officials for all association home games and sponsored tournaments. The committee is responsible for recruitment, training, and supervision of officials assigned to Youth Hockey Club games and tournaments. 4. HOUSE PROGRAM COMMITTEE: This committee is responsible for conducting in-house tournaments sponsored by the Board, assisting in the distribution of in-house jerseys, assisting with the mini-mite program, and working with the Parks and Recreation Department to develop a program to continue to improve the overall level of coaching, and to encourage a uniform schedule of skills and techniques to be taught in Eau Claire youth hockey programs. 5. FACILITIES COMMITTEE: This committee is responsible for maintaining and distributing travel team jerseys, maintaining and distributing goalie equipment, monitoring the status and condition of all youth hockey playing facilities, and recommending needed improvements for facilities and making recommendations regarding the use of Youth Hockey Club funds for capital improvement projects.

6. TOURNAMENT COMMITTEE: This committee is responsible for organizing; promoting and conducting all tournaments sponsored by the Youth Hockey Club, or for WAHA sponsored tournaments held at Hobbs ice Arena. The committee will be responsible for establishing dates for annual invitational tournaments held by the Youth Hockey Club, and for establishing guidelines, rules and procedures for selection of participating teams, conduct of the tournament, and awards to be given. The committee shall also assist in conducting such inhouse tournaments as may be sponsored by the Board of Directors. 7. CONDUCT COMMITTEE: This committee shall be chaired by the President and shall include the Vice-President, Treasurer, and Secretary. The committee shall be responsible for recommending uniform codes of conduct for players, parents, coaches, and officials. The committee shall also be responsible for developing guidelines for enforcement of established rules, and implementing programs designed to promote good sportsmanship throughout Eau Claire youth hockey programs. 8. TRAVEL TEAM COMMITTEE: This committee shall be chaired by the Vice President, and shall include the President, and three additional Board members. The committee shall be responsible for conducting the travel team program within the guidelines of the Constitution and By-Laws of the Youth Hockey Club, and in accordance with such rules and procedures as may be adopted by the Board of Directors, provided, however, that Travel Team Committee members who are parents of players registered for travel team tryouts shall not participate in the evaluation or selection of team participants. The duties of the committee shall include the following: a) Establishing guidelines, rules, and procedures for selecting team participants. b) Recommending annual supplemental player fees. c) Establishing league affiliations; registering of teams with State and National Associations; and scheduling of games, exhibition games, and participation in tournaments. d) Selecting and evaluating coaches and team managers, and recommending the terms and conditions of coaches' tenures, including compensation and/or expense reimbursement, if any. e) Selecting and soliciting team sponsors, including determining terms, and conditions of sponsor status. f) Preparing and submitting to the Board for approval annual budget for operation of the travel team program. The budget shall provide for payment of the following obligations from revenues generated exclusively by the travel team program: (1) Ice rental for practice, home games, and invitational tournaments, with preference therefore being given to Hobbs Municipal Ice Center. (2) The purchasing of uniforms for teams sponsored by the Youth Hockey Club, and other equipment as the Board of Directors deems reasonable and necessary. For purposes of this provision 'uniforms" shall be those items of equipment which the Board of Directors shall determine from time to time.

ARTICLE XII. EXPENDITURES/PURCHASES Any capital expenditure and/or purchase must be approved by majority vote of the Board of Directors and must be in the best interest of the association. Purchases shall be made from local suppliers whenever appropriate. All major purchases (i.e. equipment, jerseys, association clothing, etc.) shall be offered for bid to a minimum of three appropriate local suppliers whenever possible. Bids will be awarded based on quality of product, availability, pricing, and service. ARTICLE XIII. POLICIES & PROCEDURES Policies and procedures may be recommended by various committees and can only be approved by a majority vote of the Board of Directors. All approved policies and procedures will be added to the Association Guidelines Manual. ARTICLE XIV The Youth Hockey Club of Eau Claire shall be an affiliate association of the Wisconsin Amateur Hockey Association and of USA Hockey and abide by their rules and regulations. ARTICLE XV. TRAVEL PROGRAM TEAM CLASSIFICATIONS The Association will assign all eligible players in the Travel program to teams following the current WAHA Division 1 Team classification format. Any age level with multiple teams shall be individually assigned to different competitive classifications. ARTICLE XVI. AMENDMENTS The Constitution and By-Law s may be amended by a two-thirds affirmative vote of all voting members of the organization present and voting at a regular or special meeting of the Board of Directors. All proposed amendments must be presented and made available to members through posting in a prominent location at Hobbs Ice Arena at least thirty days prior to the vote. Association Guidelines may be amended by a majority vote of the Board of Directors at a regularly scheduled meeting. All proposed amendments to the Association Guidelines shall be listed in the meeting agenda and made available to the association members no less than fourteen days prior to the meeting at which the vote will be taken.

THIS CONSTITUTION AND BYLAWS HAVE BEEN ADOPTED AT A REGULARLY SCHEDULED MEETING OF THE BOARD DIRECTORS BY ATTENDING ASSOCIATION MEMBERS ON THIS 10 th DAY OF MARCH, 2004. (Last change 8/13/1997) President Steve Coyle Vice-President Al Campbell Treasurer Larry Lester Secretary Mike Falch