Bylaws of Official Liverpool Supporters Club Philadelphia
Article I: Name
The name of the organization shall be: “Official Liverpool Supporters Club: Philadelphia,” henceforth referred to herein as “OLSC Philly”.
OLSC Philly shall be a non-profit organization, incorporated under the laws of the Commonwealth of Pennsylvania, and no part of any money collected by or proceeds given to OLSC Philly shall be paid or distributed to any member as compensation in any form.
Article II: Purpose
Section A) Mission Statement
OLSC Philly exists to represent Liverpool Football Club (hereinafter referred to as “LFC” or “Club”) in the Greater Philadelphia area. The Greater Philadelphia area shall include southeastern Pennsylvania and southern New Jersey. OLSC Philly will aim to bring supporters together through their love of LFC, while promoting the value and history of LFC, as well as protecting and enhancing the brand of LFC in the Greater Philadelphia Area. OLSC Philly will communicate the views of members to LFC, as well as the views and values of LFC to members of OLSC Philly. OLSC will support LFC related charitable causes as well as local charitable causes.
Section B) Purpose
OLSC Philly is organized and shall operate as a non-profit supporters group for LFC. OLSC Philly will be an organization that allows members to gather and implement ideas to enhance the supporter experience during LFC matches, to grow awareness and enthusiasm for the game of soccer and LFC, to socialize with other members who share a passion for LFC, and contribute meaningfully to the community of OLSC Philly and the Greater Philadelphia area.
Article III: Membership
Section A) General Membership Guidelines
1) OLSC Philly shall not be run for personal profit or gain.
2) All members of OLSC Philly shall follow the OLSC Philly Honor Code as set forth in Appendix A.
3) OLSC Philly shall maintain a membership of at least 50 members; with a minimum of 15 OLSC Philly members also holding an Official LFC Membership.
4) OLSC Philly members will reside within the Greater Philadelphia area
5) Membership Fees:
OLSC Philly shall:
a. Notify LFC and provide all details on membership fees, if any, including documentation of membership fees and explanation of the purpose and use of the membership fees.
b. Provide a receipt, electronic or written, to each OLSC Philly member paying a membership fee
c. Revise these By-Laws as needed as to membership fees.
6) Financial Reporting:
OLSC Philly shall:
a. Notify LFC and provide all details on the club bank account, including documentation of club bank account and explanation on the purpose and use of the bank account.
b. Provide all members with a written monthly report on the state of finances, expenditures and incoming monies.
c. Revise By Laws as needed as to financial reporting.
Section B) Membership Eligibility
Membership is open to any and all persons. Membership is granted after the completion and receipt of an official club membership application, payment of dues (if applicable), and an affirmation of OLSC Philly’s Honor Code.
Membership is open to persons under the age of 21, with the understanding that all members must comply with venue requirements as per the Pennsylvania Liquor Control Board laws.
Section C) Responsibilities of Members
All members are expected to operate in accordance with the stated OLSC Philly By-Laws and Honor Code. Any members wishing to obtain a higher tiered membership must have an account in good standing to obtain all benefits.
Section D) Annual Dues Payment
Dues must be paid in full on an annual basis for any members wishing to obtain a higher tiered membership with OLSC Philly. The membership year will run from August 1 to July 31.
Section E) Privileges of Members
Members in good standing shall be entitled to the following privileges:
1) Access to all officially sanctioned OLSC Philly events;
2) Speaking privileges at OLSC Philly meetings;
3) Ability to propose motions;
4) Right during all proposed motions, referenda, amendments, and other questions to the Membership at any Membership Congress or Town Hall;
5) Right to vote during all Board Member Elections; and
6) Right to hold office as a Board Member, pursuant to duties set forth in Article V;.
OLSC Philly will respect the privacy of its members and OLSC Philly will not share any personal information, including e-mail address, mailing address, phone number, or its members financial information with any outside third parties, absent expression permission from the member. This requirement shall apply equally to each individual member.
Section F) Resignation and Termination of Membership
Any member may request termination of his or her membership by written request to the Secretary. A member may also have his or her membership terminated in accordance with the Honor Code.
Dues will not be refunded to any member following resignation or termination for any reason.
Article IV: Meetings
Section A) Regular Meetings
Regular meetings of OLSC Philly shall be held three (3) times annually, twice prior to LFC sanctioned ticket request dates, and once in December/January. Announcements for meetings must be made at least seven (7) days in advance of the meetings. Regular meetings will be open to all members of OLSC Philly and guests.
Section B) Order of Meetings
All OLSC Philly meetings will be run in accordance with Roberts Rule of Order. A copy of Roberts Rule of Order shall be made available at all OLSC Meetings. All regular meetings shall be conducted according to a standard format, unless extraordinary circumstances call for different procedure. The procedure shall, generally, include:
- Call to order by the Chairperson or other member of the Board.
- Approval of the Minutes from the previous meeting by the Secretary.
- Updates from the Treasurer or Assistant Treasurer on the financial status of OLSC Philly.
- Report of any Board activities by the Vice Chairperson.
- Updates from any other members of the Board on matters important to OLSC Philly.
- During the third Regular Meeting, nominations shall be given for Board positions for the following season. Elections shall be held during the Member Congress.
- Open floor for comments from any members in attendance, conducted by the Chairperson.
Section C) Annual Member Congress/State of the Club
In addition to Regular Meetings, OLSC Philly will also conduct an annual Member Congress and State of the Club meeting. This meeting shall be held following the conclusion of the league season, but prior to the start of the new Membership Season. A formalized date shall be given with at least thirty (30) days’ notice.
All members of OLSC Philly in good standing are encouraged to attend. Members who are not able to attend may notify the Secretary in writing no less than 48 hours in advance of the Congress with any business they wish to have discussed.
The agenda for the Membership Congress shall be distributed to the Membership, prior to the Membership Congress, via regular methods of communication and be published on the OLSC Philly Official Website.
3) Order of Proceedings
A Membership Congress shall proceed as follows unless otherwise directed by a vote of the Board:
- Call to order by the Chairperson or other members of the Board.
- Approval of the Minutes from the previous meeting by the secretary.
- Updates from the Treasurer or Assistant Treasurer on the financial status of OLSC Philly.
- Report of any Board activities by the Vice Chairperson.
- Report from the Membership Chair on the state of Membership, upcoming Membership activities, new members since the previous Membership Congress, and any issues impacting the Membership.
- Report from the Matchday Coordinator on the status of OLSC Philly matchday activities and plans, updates for the Membership on new plans for matchday, as well as any other matters impacting the OLSC Philly matchday experience.
- Report from the Creative Director on any Club outreach activities, Club branding, Club merchandise, Club social media activity, or other matters impacting the public perception of, or partnerships involving, OLSC Philly.
- A reading of any proposed motions or amendments to the By-Laws by the Secretary and vote on any motions or amendments that are properly seconded.
- Elections for the Board for the following season. Nominations for elections shall be held during the third Regular Meeting of the season.
- Open floor for comments from any members in attendance, conducted by the Chairperson
Section D) Special Meetings
Special Meetings may be called by the Board as required. These meetings may be for any purpose as the Board deems fit, and shall be open to all members of OLSC Philly.
Section E) Quorum
Any regular meeting, for which proper notice has been given in accordance with these By-Laws, and which is attended by a majority of the Board shall constitute and quorum. For a Member Congress, a quorum will only exist if the Chairperson or Vice Chairperson, along with a majority of other members of the Board are present.
Section F) Voting
Unless otherwise specified in these By-Laws, voting for motions at meetings shall be by voice affirmation or show of hands and a simple majority shall carry a motion that has been seconded. Voting for Board members shall take place using paper ballots.
Article V: Board
Section A) Composition of the Board
The Board of OLSC Philly shall be composed of the following positions:
2) Vice Chair
5) Membership Director
6) Matchday Coordinator
7) Creative Director
8) Events Coordinator
9) Social Media Director
Section B) Duties of the Board
The Board officers shall fulfill the following responsibilities:
1) Chairperson – The Chairperson of OLSC Philly shall be the leader of the club. He or she shall preside over all meetings and be responsible for setting meeting agenda and seeing that the agenda is followed. The Chairperson shall ensure that all members have the ability to speak at meetings and see that the debate is orderly. The Chairperson shall serve as the public face of OLSC Philly and the official representative to LFC. The Chairperson may delegate duties, as necessary to other members of the Board.
2) Vice Chair – The Vice Chair shall assist the Chairperson in all of his or her duties and perform the duties of the Chairperson when the Chairperson is unavailable to perform said duties. The Vice Chair shall be responsible for conducting meetings with the Board.
3) Secretary – The Secretary shall be responsible for keeping the minutes and records of all meetings of OLSC Philly. The Secretary shall be responsible for keeping and maintaining the By-Laws and ensuring that the By-laws are followed at all meetings. The Secretary shall also keep the records of OLSC Philly, be responsible for conducting all elections and votes at meetings, and function as the parliamentarian at all meetings of OLSC Philly to ensure that proper order is followed.
4) Treasurer – The Treasurer shall be responsible for conducting all budgeting and financial matters for OLSC Philly and taking all reasonable actions required to keep OLSC Philly in good financial standing. The Treasurer shall chair meetings with the Finance Board and report on the activities of the Finance Board to the Board. The Treasurer shall keep accurate records of all finance and be responsible for depositing all revenue collected by OLSC Philly and dispersing club funds as required and directed by vote via the Board. The Treasurer shall provide updates regarding finances at all regular meetings and shall be responsible for keeping the Chairperson updated with any financial issues that shall arise. The Treasurer shall present a full accounting for presentation to the Membership prior to each Member Congress. The Treasurer shall be responsible for filing all necessary tax returns on behalf of OLSC Philly with the Internal Revenue Service and Commonwealth of Pennsylvania as applicable.
5) Membership Director – The Membership Director shall be responsible for maintaining all membership information. The Membership Director shall provide regular updates about membership to the Board and be responsible for new member outreach. The Membership Director shall also be responsible for upholding the Honor Code and shall conduct all meetings of the Honor Board.
6) Matchday Coordinator – The Matchday Coordinator shall be responsible for conducting and coordinating all activities of the Membership of OLSC Philly on matchdays. The Matchday Coordinator shall inform the Board and the Membership of all planned activities and planned expenditures for matchday. Additionally, the Matchday Coordinator shall be the primary representative of OLSC Philly in all dealings with other OLSC groups and shall work to coordinate efforts to promote a matchday experience consistent with the Mission Statement and Purpose of OLSC Philly.
7) Creative Director – The Creative Director shall be responsible for all issues regarding the logo and branding of OLSC Philly. The Creative Director shall maintain the OLSC Philly website. The Creative Director shall ensure that the use of the OLSC Philly logo is consistent with the mission and purpose of OLSC Philly and ensure that the integrity of OLSC Philly and LFC are maintained. The Creative Director shall be responsible, along with the Membership Chair and Matchday Coordinator, for all items sold by OLSC Philly and any items that display the OLSC Philly logo and/or the OLSC Philly Wordmark.
8) Events Coordinator – The Events Coordinator shall be responsible for coordinating all Membership activities and events for OLSC Philly. The Events Coordinator will be responsible for coordinating all OLSC Philly events and providing information to members of OLSC Philly regarding events and activities. The Events Coordinator will also work in conjunction with the Matchday Coordinator regarding any crossover activity with other OLSCs.
9) Social Media Director -The Social Media Director shall be responsible for all official external club communication, as well as all OLSC Philly social media accounts and outreach, contingent upon the approval of the Membership Chair and Vice Chair. The Social Media Chair shall also confer with the Membership Chair and Events Coordinator regarding Membership Drives and Events.
All Members of the Board may fulfill or assist in the performance of each position of the Board as necessary.
All Members of the Board are to confer prior to each Regular Meeting and each Membership Congress as necessary.
Section C) Eligibility of the Board
To qualify for election to the Board, a member but be at least twenty-one (21) years of age, must have been a member in good standing with OLSC Philly for the twelve (12) months prior to the election, must have no outstanding sanctions from the Honor Board, and must be willing to follow the Bylaws and serve for a full term of office.
Members seeking office of the Board must affirm that they have never been convicted of a felony offense, an offense that would be a felony in the Commonwealth of Pennsylvania, or a crime of dishonesty.
All OLSC Philly Board Nominees must meet the following requirements:
1) Must have an Official LFC membership (as required by LFC)
2) Must be a member of OLSC Philly;
3) Must be willing and able to fulfill the duties and responsibilities of the role;
4) Must uphold the mission and values of LFC and OLSC Philly and abide by these bylaws;
5) Must live in the Greater Philadelphia area and attend at least 70% of the LFC matches at The Victoria Freehouse Pub.
Section D) Responsibilities
The Board shall supervise and direct all activities of OLSC Philly and manage club finances. The Board shall exercise authority consistent with the wishes of the Membership and serve to facilitate the stated Purpose and Mission Statement of OLSC Philly contained in these By-Laws. The Board shall be responsible for protecting any and all branding of OLSC Philly and shall have exclusive authority regarding sanctioning of OLSC Philly events and activities. The Board shall also be responsible for hearing any and all reports from the Honor Board.
Section E) Election and Terms
Elections to the Board shall take place at the Membership Congress. Each individual elected to the Board shall serve a term of one (1) years. Board officials may be nominated to stand for re-election when their terms have expired. All members of OLSC Philly who are members in good standing for at least sixty (60) days prior to the election shall be eligible to vote in officer elections. Elections shall be conducted by the Secretary, under the supervision of the Board and shall utilize a secret ballot format. Should the Secretary be standing for re-election, the election shall be conducted by the Chairperson or Vice Chairperson. A candidate must receive a majority of votes cast in order to be certified as winner of an election. Should no candidate receive a majority of votes cast, the candidate with the lowest vote total shall be removed from consideration and a second ballot shall be taken with the remaining candidates. This process shall repeat until a candidate has received a majority of the votes cast for a given position or only one person remains nominated for office. A vote cast for an ineligible candidate shall be considered as if the vote had never been cast.
Section F) Resignation of the Board
Any member of the Board may resign at any time by serving notice, in writing, to the Chairperson and Secretary. If the resigning member of the Board is the Secretary, notice must be served on the Chairperson and Vice Chairperson. In the event that the Chairperson of the Board seeks to resign, he or she must serve notice, in writing, to all members of the Board. Resignations are effective following the designation of a replacement candidate.
Section G) Replacement of the Board
The Chairperson shall have the power to nominate a replacement to the Board to fill any vacancy that arises due to resignation or removal from office. The nomination must be seconded and approved by majority vote of the remaining members of the Board. Following approval of the Board, the replacement Board member shall have all powers and privileges of the office for which he or she has been appointed, but shall only serve until the next Membership Congress. Should more than fifty percent (50%) of the Board resign or be unable to perform their duties, the remaining members of the Board shall immediately call a special meeting for the purpose of holding special election to the Board.
Section H) Replacement of the Chairperson
In the event that the Chairperson resigns, the Vice Chairperson will be responsible for taking over the responsibilities of Chairperson. When the Vice Chairperson assumes the position of Chairperson, the Board will vote to elect a new Vice Chairperson.
Section I) Grounds for Removal of Board Members
Board members are required to maintain their membership in good standing at all times during their term of office. Failure to maintain membership in good standing shall be grounds for removal. Additional grounds for removal of an Board member include, but are not limited to, excessive absenteeism (in excess of 30% of matches), abuse of discretion or authority, or any prolonged incapacity to perform officeholder duties. Should grounds for removal of an Board member exist, a motion for removal shall be made at a regular meeting, with grounds for removal stated in the motion. A Super Majority (2/3) of the Board is required to remove an Board member.
Section J) Authorization of Revenue Generation and Expenditure
The Board shall have the right, by majority vote, to authorize reasonable expenditures from OLSC Philly funds to pay for expenses related to OLSC Philly purposes. In the event that a meeting of the Board cannot be called, or in the event of requiring emergency disbursement of OLSC Philly funds for OLSC Philly related expenses, the Chairperson and Treasurer shall have the right to disburse. These disbursements shall not exceeded $100 or 10% or the club’s funds, whichever is lesser. In the event of such a disbursement, the Chairperson and Treasurer shall make every effort to contact other members of the Board to make them aware of the need for disbursement and seek consensus before taking action. The Board shall also have, consistent with non-profit status and the Mission Statement and Purpose, the power to raise reasonable revenue to fund operation of OLSC Philly.
As it pertains to incoming and outgoing monies, The Board shall operate with a Dual Authorization Policy. Any monies deposited or withdrawn shall receive approval, in writing, from the Treasurer and at least one other member of The Board for the purpose of transparency. In the event that the Treasurer is unavailable, the responsibility of authorization from the Treasurer will fall to the Secretary, followed by the Vice Chair.
Section K) Non-Liability of Board
The members of the Board shall not be personally liable for any debts, liabilities or other obligations of OLSC Philly.
Article VI: Secondary Boards
Section A) Finance Board
The Finance Board's purpose shall be to manage the finances of OLSC Philly, ensure that Club money is properly managed, collect dues and revenue from Club activities and authorize disbursement of funds consistent with the mission and purpose of OLSC Philly and at the direction of the Board. The Finance Board shall be led by the Treasurer. The Treasurer shall nominate an Assistant Treasurer to assist with the Finance Board. The Treasurer and Assistant Treasurer shall comprise the Finance Board, along with any other members of OLSC Philly who wish to participate. The Assistant Treasurer shall work with the Treasurer in all matters relating to the finances of OLSC Philly. The Assistant Treasurer must be a member in good standing and must meet the same qualifications, including requirement to swear or affirm lack of past criminality or dishonesty, as the Treasurer under Article V, Section C. The Assistant Treasurer must be confirmed by a vote of the Board, following nomination by the Treasurer. Once confirmed, the Assistant Treasurer shall serve for the same length of term as the Treasurer, have access to finances of OLSC Philly, and shall be allowed to sit for the Treasurer at all Board meetings if the Treasurer is unavailable.
Section B) Honor Board
1) The Honor Board's purpose shall be to enforce OLSC Philly Honor Code, uphold the mission statement of OLSC Philly, and ensure that OLSC Philly remains an organization that is open, welcoming, and accepting to all persons regardless of age, gender, race, religion, ethnicity, sexual orientation, physical appearance, political affiliation or any other characterization.
2) The Honor Board shall be led by the Vice Chairperson. The Vice Chairperson shall nominate up to four (4) additional members in good standing of OLSC Philly to serve on the Honor Board. The additional members shall be presented to the Board for ratification by a simple majority vote, and shall serve, upon ratification, for a term of (6) months.
3) The Secretary shall also be present at any official meeting of the Honor Board, but shall not have a vote in any decisions of the Honor Board.
4) The Honor Board shall impartially and diligently investigate any and all reported violations of OLSC Philly Honor Code. Upon receipt of a report of a potential violation of OLSC Philly Honor Code, the Honor Board shall open an investigation and collect evidence to prepare a report to the Board and recommendation of disciplinary action. The Honor Board shall be authorized to issue requests to members of OLSC Philly to give statements regarding any allegation involving a violation of OLSC Philly Honor Code.
5) The Honor Board, at its discretion, can request members of OLSC Philly to appear in person at a meeting of the Honor Board for the purpose of giving testimony regarding allegations of Honor Code violations.
6) Once an investigation has been completed, the Honor Board shall report all findings to the Board, including a determination of whether an Honor Code violation exists and a recommended course of action for the Board to take. When issuing a finding that a violation of OLSC Philly Honor Code has occurred, the Honor Board shall also recommend a course of action to the Board.
For a first infraction or minor infraction of OLSC Philly Honor Code, the Honor Board shall recommend one or more of the following courses of action:
▪ A written warning
▪ Public reprimand
▪ Requirement of an apology
▪ Temporary ban from all OLSC Philly activities
For a repeat infraction or major infraction of OLSC Philly Honor Code, the Honor Board shall have the following courses of action available for recommendation in addition to the previously listed courses of action:
▪ Season long ban from all OLSC Philly activities
▪ Revocation of membership (with option to re-apply)
▪ Revocation of membership and lifetime ban from all OLSC Philly activities
7) Responsibilities of Members Appearing Before the Honor Board and Confidentiality Reports
a. Members who appear before the Honor Board, or who are asked to submit written statements to the Honor Board, shall abide by OLSC Philly Honor Code, which requires a duty of candor and honesty in all dealings with the Honor Board and a duty to report all knowledge of Honor Code violations. The Honor Board shall exercise all reasonable efforts to respect a request for confidentiality from any individual coming forward to request an investigation or report a violation of OLSC Philly Honor Code.
Article VII: Discipline
Section A) Disciplinary Powers
The Board shall have full authority over all disciplinary matters within OLSC Philly, including all violations of OLSC Philly Honor Code. Disciplinary options available to the Board include, but are not limited to: warnings, reprimands, suspensions, requirements to take corrective action, bans, and lifetime bans.
Section B) Disciplinary Action
Disciplinary action may only be brought by a motion of a member of the Board, after hearing a factual report and recommendation from the Honor Board. Any member of OLSC Philly requesting disciplinary action be taken against another member must first submit his or her request to the Honor Board. Once a motion to enact disciplinary sanctions against a member has been made and seconded, a 2/3 supermajority vote of the Board is required to pass the motion. For a lifetime ban to imposed, a unanimous vote of the Board is required. If a disciplinary action motion is passed, the Secretary shall note the vote and the sanction authorized in the official minutes of OLSC Philly and draft a letter or e-mail to the sanctioned party informing them of the decision of the Board and the type of sanction imposed.
Section C) Disciplinary Enforcement
The Board, and specifically the Vice Chairperson, shall be responsible for seeing the discipline is enforced. The Vice Chairperson shall make reasonable efforts to enforce activity bans and suspensions, understanding that certain events for OLSC Philly, such as matchday gatherings in the supporters section of the home pitch, do not lend themselves to excluding individuals easily. No member of OLSC Philly shall engage in conduct that violates the laws of the Commonwealth of Pennsylvania, the college or municipal entity where the home pitch is located, or the rules of LFC.
Section D) Appeals
The decision of the Board on matters of discipline other than bans lasting longer than one year is final. For bans lasting longer than one year, the Honor Board may move for reconsideration of a ban by the Membership at a Membership Congress. If the Honor Board so moves, the Honor Board must present the case for lifting the ban, as well as the reasons for the ban initially, to the Membership Congress for a vote. A ban lasting longer than one year may only be overturned by a supermajority 2/3 vote of all members present at the Membership Congress as well as a 2/3 supermajority vote of the Board. Should a ban be overturned, the Secretary shall note the vote in the minutes and draft a letter to the banned party, notifying them their ban has been overturned.
Section E) Reinstatement
Any member who has served a term of suspension longer than six (6) months, or who has a lifetime ban or suspension lifted by means of a successful appeal, must re-apply for membership upon the conclusion of the suspension or lifting of the suspension or lifetime ban. Granting of the re-application shall be conditional upon payment of dues and a re-affirmation of OLSC Philly Honor Code.
Article VIII: Amendment Process
Section A) Process
Amendments to the By-Laws may be proposed by any member of OLSC Philly prior to a Membership Congress. The amendment shall then be distributed via normal communications channels to the Membership at least seven (7) days prior to the meeting.
Section B) Voting
Amendments to the Bylaws require a second and a 2/3 supermajority vote of both the Board and the Membership. All members of OLSC Philly who have been members in good standing for at least sixty (60) days shall be eligible to vote on proposed amendments to the bylaws.