Section 1 Jurisdiction. The Eastside Youth Soccer Association ("EYSA" herein) has jurisdiction over youth soccer within the territory consisting of Mercer Island and a portion of King County lying east of Washington as granted by the Washington State Youth Soccer Association ("WSYSA" herein). EYSA shall grant, determine, suspend and/or withdraw the authority of youth soccer clubs to operate within such territory and shall determine adjust and readjust the territorial boundaries of such clubs.

Section 2 Members. Within the jurisdiction of EYSA those youth soccer clubs who agree to abide by the rules, regulations and decision of EYSA together with their teams, coaches, assistant coaches, players, parents or guardians of players, administrators and referees shall be members of EYSA. The following are currently members of EYSA:

Bellevue Junior Soccer Club

Issaquah Youth Soccer Club

Lake Hills Youth Soccer Club

Mercer Island Youth Soccer Club

Newport Youth Soccer Club

Eastside F.C.

As a guideline for making territorial adjustments the Board of Directors should act when the total number of players registered in a Club exceed thirty percent (30%) of the total number of registered players in EYSA or if the total number of registered players in a Club falls below ten percent (10%) of the total number of registered players in EYSA.

          Section 3 Registration. The registrar shall annually register each team, coach, assistant coach, team manager, referee and player member of EYSA in accordance with the requirements of WSYSA.

          Section 4 Dues. Player fees in a sum to be determined by the Board of Directors shall be paid annually to EYSA. Each Club shall be responsible for the timely collection of player fees and payment to EYSA.

          Section 5 Representation. Individual members of EYSA shall be represented on the Board of Directors by a member of each Club, who shall be elected annually, and may be the Club President. Such person shall be referral to herein as the "Representative". The Club President and Club Secretary shall annually certify in writing to EYSA the name of such Representative on or before February 1st.

          Section 1 Powers. The affairs of EYSA shall be managed by its Board of Directors. EYSA may create paid positions in support of its management.

          Section 2 Composition. The Board of Directors shall consist of the Club Representatives as well as the President, the First Vice President and such additional Vice Presidents as the Board of Directors shall determine, and the Secretary and the Treasurer.

          Section 3 Meetings. The Board of Directors shall meet monthly at a regular time and place to be determined by the Board of Directors. Special meetings may be called as required, by the President, or by three members of the Board upon at least five days written notice to all Board members.

          Section 4 Quorum. The conduct of meetings of the Board of Directors shall be governed by the most current edition of Robert’s Rules of Order. No business may be conducted at the meeting of the Board of Directors unless at least one-half of the member clubs and one-half of the elected officers are in attendance. All actions of the Board shall be taken by a sixty percent (60%) majority vote of those in attendance.

          Section 5 Voting. EYSA officers shall have one vote each. Club Representatives shall have votes based upon the number of registered players of the Club as of October 1 of that calendar year per the following schedule:

          No Club Representative shall have more than four (4) votes. The President shall vote only in the event of a tie. There will be no proxy voting. An alternative Club Representative may be appointed by the Club President in writing prior to the beginning of each meeting, who may ote the Club’s votes.

          Section 1 Election. At the regular meeting of Association in November of each year, a President, a First and other Vice-Presidents if so directed by the Board of Directors, and a Secretary - Treasurer shall be elected. The office of Secretary and Treasurer may be combined as determined by the Board of Directors. The number and duties of Vice-Presidents in addition to the First Vice-President shall be as determined by the Board of Directors. They shall serve for two years commencing January 1 and until the election and qualification of their successors. The elections shall be staggered with the President and Secretary and Treasurer being elected in even numbered years and all others in odd number years. An election may be held at any regular meeting to complete the term of any officer who has resigned or been removed, provided that thirty (30) days written notice of such meeting shall be given

          Section 2 President. The President shall preside at all Board meetings; act as General Manager of the Association and represent the Association in all public matters and shall be the Association’s Representative at WSYA meetings. The President shall see that all policies, rules and regulations of the Association are executed. He/she shall appoint administrators and establish committees as required.

          Section 3 First Vice-President. The Vice-President shall preside at Board meetings in the absence of the President. He/she shall serve as chair of the Judiciary Committee and represent EYSA at District II. Otherwise he/she shall assist the President as is necessary.

          Section 4 The Secretary. The Secretary shall: (a) keep the minutes of meetings of the members and the Board, and minutes which may be maintained by committees of the Board; (b) see that all notices are duly given in accordance with the provisions of these Bylaws or as required by laws; (c) be custodian of the corporate records of the corporation; (d) keep records of the post office address and class, if applicable, of each member and Directors and of the name and post office address of each Officer; (e) sign with the President, or other officer authorized by the President or the Board, deeds mortgages, bonds, contracts, or other instruments; and (f) in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the President or the Board. In the absence of the Secretary, an Assistant Secretary may perform the duties of the Secretary.

          Section 5 The Treasurer. If requested by he Board, the Treasurer shall give a bond for the faithful discharge of his or her duties in such amount and with such surety or sureties as the Board may determine. The Treasurer shall have charge and custody of and be responsible for all funds and securities of the corporation; receive and give receipts for moneys due and payable to the corporation from any source whatsoever, and deposit all such moneys in the name of the corporation in banks, trust companies or other depositories selected in accordance with the provisions of these Bylaws; and in general perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the President or the Board In the absence of the Treasurer, an Assistant Treasurer may perform the duties of the Treasurer.

          Section 6 Removal of an Officer. The Board, by sixty percent (60%) majority vote, may remove an officer whenever in the judgment of the Board the best interests of the EYSA will be served thereby. As a guideline for Board action considerations for removal shall include but not be limited to:

1) Failure to appear at three (3) consecutive Board Meetings.

2) Failure to complete duties as outlined in this section.

3) Behavior deemed unethical by the EYSA Board.

4) Illegal activity. In the event a Board Member is charged with a crime, he/she will automatically be suspended until the results of the action have been determined.

ARTICLE IV     COMMITTEES :

          The Board, by resolution adopted by a majority of the Directors in office, may designate and appoint one or more standing or temporary committees, consisting of one or more Directors. By way of guideline the Board may wish to appoint the committees of, Competition, Development, Fields and Equipment and Judiciary.

          Section 1 Adoption. The Association shall adopt rules governing player placement, team organization, and competition, governing all of its member Clubs. Such rules shall be consistent with the rules and bylaws of WSYSA. The Association shall ensure that before September 1 of each year a copy of the rules is made available to each team registered with the Association. Any changes to the rules must be adopted by the Board of Directors sufficiently in advance of the playing season so as to allow implementation.

          Section 1 Duties. As members of EYSA each Club shall ensure delivery of the following in a timely manner to the Association.

1) EYSA dues and fees;

2) WSYSA, District II and USYSA dues and fees;

3) Registration of teams, players, coaches, assistant coaches, referees and team managers within the time and form approved by the Board Of Directors;

4) Current list of Club officers, including name, address, city, zip, home phone. (work phone and fax if possible);

5) Copy of current Club bylaws;

6) Written designation of authority to represent their Club at EYSA Board of Directors meetings;

7) Dates, times and places for all Club Board Meetings;

8) All other information requested and/or payments for billings issued by the EYSA Board;

          Section 2 Mission Club. A Mission Club shall have all of the same responsibilities as a full Club with all of the same voting privileges. It will be governed by the rules set forth by FIFA, USSF, USYSA, and WSYSA. A mission shall be under the jurisdiction of the EYSA Board of Club Directors. A mission Club may be incorporated with the approval of all Bylaws, articles of Incorporation, and Rules of Competition by the EYSA Board of Directors. The Advanced Development Program shall be a Mission Club called “Eastside F.C.”

          Section 3 Club Standing.

          3.1 Requirements. Clubs meeting all requirements will be considered to be in good standing with all the rights and privileges allowed to them by these bylaws.

          3.2 Penalties. The voting rights of the Club Representative as a member of the Board of EYSA shall be suspended upon failure to timely fulfill the requirements of Sections 1.1, 1.2, 1.3 and 1.4 above. The failure to fulfill all other requirements may result in discipline as the Board may direct.

          Section 4 Consultation. EYSA shall be consulted on all matters materially affecting EYSA or its member clubs prior to action by the Member Club Board of Directors.

          All registration data provided by the member Clubs and/or Association on players and/or teams within that Club or Association must be considered proprietary, and any release of such data outside of EYSA must be by approval of the EYSA Board of Directors, or by written approval of the Registrar and President of the member Club.

          These bylaws may be amended at any meeting of the Association provided that the proposed amendment shall be mailed to each member of the Board of Directors at least twenty-five (25) days before the proposed amendment is to be acted on by the Association. The Secretary shall be responsible to cause such mailings to be made. Any proposed amendment must be submitted in writing to the Secretary for distribution. The notice requirements may be waived by written waiver thereof signed by all members of the Board.

          Each Director or Officer now or hereafter serving EYSA and each person who at the request of or on behalf of EYSA, is now serving or hereafter serves as a Trustee, Director or Officer of any other corporation, whether for profit or not for profit, and the respective heirs, executors and administrators of each of them shall be indemnified by EYSA to the fullest extent provided by law against all costs, expenses, judgments, and liabilities, including attorneys fees, reasonably incurred by or imposed upon him/her in connection with or resulting from any claim, action suit, or proceeding, civil or criminal, in which he or she may be made a party by reason of his or her being or having been such Director or Officer at the time of such costs, expenses , judgments, and liabilities, provided that in his or her official capacity with EYSA, he or she acted in good faith and in a manner reasonably believed not opposed to the interests of the Association, and in the case of criminal proceedings, he or she had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order settlement or conviction, or upon a plea of nolo contendere or its equivalent shall not, of itself, be a presumption, that the person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to the best interests of EYSA or had reasonable cause to believe his or her conduct was unlawful. The foregoing right of indemnification shall not be exclusive of other rights to which such director or Officer may be entitled as a matter of law.

          The Board of Directors shall obtain insurance on behalf of any person who is or was a Director, Officer, employee or agent against any liability arising out of his or her status as such, whether or not they would have power to indemnify him or her against such liability. Such indemnification shall be governed by and consistent with RCW 24.03.035 (14) and RCW 23A.08.025, as amended.

          No members or employee of EYSA shall engage themselves in a position or function in an effort to gain unfair advantage for their personal gain.

          Participation in activities which are illegal; impair or interfere with the conscientious performance of activities; involve misuse of influence, facilities or other resources; or reflects discredit upon the good name and reputation of EYSA, shall be construed as conflict of interest.

          Prior to any potential conflict of interest, a written disclosure statement shall be voluntarily submitted to the Board of Directors.

          The fiscal year of EYSA shall be the twelve months ending May 31.

These restated Bylaws were adopted and all prior bylaws inconsistent herewith were repealed by a majority of the Board at a meeting of the Board of Directors on January 4, 1996.

C. Lorie Dahl
President