About

Bella Vista Bronco Booster Club, Inc.,
A California Nonprofit Public Benefit Corporation

BYLAWS

ARTICLE I – NAME AND PURPOSE

Section 1.01. Name. The name of this corporation shall be Bella Vista Bronco Booster Club, Inc. (the "Corporation").

Section 1.02. Corporate Status. The Corporation is organized as a California nonprofit public benefit corporation and shall operate in accordance with the California Nonprofit Public Benefit Corporation Law and Section 501(c)(3) of the Internal Revenue Code.

Section 1.03. Purpose. The Corporation is organized exclusively for charitable and educational purposes. Specifically, the Corporation shall support and promote the Athletic and Performing Arts Departments of Bella Vista High School by encouraging participation in athletic and performing arts activities; provide financial support for programs, equipment, facilities, and activities not available through school funds; assist other organizations associated with Bella Vista High School in fundraising and support activities; and engage in any lawful activity permitted under the California Nonprofit Public Benefit Corporation Law consistent with its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.

Section 1.04. Use of Funds. Funds raised by the Corporation shall be used for the sole purpose of improving the Bella Vista High School Athletic and Performing Arts Programs, including but not limited to: equipment, safety, training, coaching, financial support for students, facility repairs, improvements, and maintenance.

Section 1.05. Non-Discrimination. The corporation shall not discriminate on the basis of race, color, national origin sex, disability, religion, sexual orientation, gender identity, or any basis prohibited by law.

ARTICLE II – INDIVIDUAL ATHLETIC AND ARTS CLUBS

Section 2.01. Definition and Role of Clubs. Individual athletic and performing arts clubs (“Clubs”) are recognized subdivisions of the Corporation corresponding to specific athletic or performing arts programs at Bella Vista High School (BVHS). Clubs operate under the Corporation and are subject to these Bylaws and all applicable laws.

Each Club manages its own fundraising, budgeting, and expenditures subject to this Article. The Corporation maintains a separate accounting ledger for each Club.

Section 2.02. Recognition of Clubs. A Club will be formally recognized by majority vote of the Board. A recognition request shall include:

(a) the name of the program and its relationship to BVHS;

(b) the name and contact information of the proposed Club Representative;

(c) a statement affirming that the Club will operate in accordance with these Bylaws.

The Board shall maintain and publish a current list of all recognized Clubs.

Section 2.03. Removal of Club Recognition. The Board may revoke recognition of a Club by majority vote if:

(a) the corresponding BVHS program is discontinued;

(b) the Club has no active Club Representative for more than ninety (90) days;

(c) the Club has materially violated these Bylaws or applicable law; or

(d) continued recognition would be contrary to the Corporation’s purposes.

Prior to removal, the Board shall provide the Club with at least thirty (30) days’ written notice and an opportunity to respond.
Upon revocation, remaining Club funds will transfer to the Corporation’s General Fund.

Section 2.04. Club Representatives. Each Club shall designate one Club Representative who:

(a) serves as liaison between the Club and the Board;

(b) has knowledge of the Club’s fundraising, expenditures, and activities;

(c) participates in Corporation matters in a voting capacity by virtue of this role.

Changes in Club Representative shall be reported to the Secretary within thirty (30) days.

Section 2.05. Club Funds. The Corporation shall maintain a separate Program Fund ledger for every Club. All monies raised by or for a Club must be credited to that Club’s Program Fund.

Program Funds are assets of the Corporation.

Section 2.06. Club Expenditures. A Club may authorize expenditures from its Program Fund without Board vote if:

(a) the expenditure benefits only the students participating in that Club;

(b) the expenditure is approved in writing by the Club Representative or Club Treasurer, if that is a different individual;

(c) the expenditure does not exceed the Program Fund balance.

All other expenditures require Board approval. The Board shall not withhold approval unless the expenditure does not directly benefit the Club’s students or violates law or these Bylaws.

Section 2.07. Discontinuation and Transfer of Funds. If a Club’s recognition is revoked or the Club ceases operations, remaining funds in its Program Fund may be transferred to the Club if the Club satisfies its ability to satisfy legal requirements to use those funds in accordance with state and federal law regarding 501(c)(3) entities. Any funds not allocated to Club upon departure will be transferred to the Corporation’s General Fund on the date of discontinuation.

ARTICLE III – MEMBERSHIP

Section 3.01. Qualification. Membership in the Corporation shall be open to any parent or legal guardian of a current or past student enrolled at Bella Vista High School, alumni, school administrator/staff, or Bella Vista High School coach, who pays the membership dues and supports the purposes of the Corporation. (Membership dues can be waived for school administrators, staff, and coaches.)

Section 3.02. Clubs. Each participating Club is expected to send a Club Representative to each membership meeting, exceptions to be made due to conflict with Club’s games/performances.

Section 3.03. Dues. Membership dues shall be established by the Executive Board and approved by the membership.

Section 3.04. Rights and Responsibilities. Members shall have the right to attend meetings, serve on committees, be elected to office, vote for officers, review and approve the annual budget, and approve amendments to these Bylaws.

Section 3.05. Meetings. There shall be at least one general annual meeting of the membership in May at which officers are elected. Additional meetings may be held as determined by the Executive Board or at the written request of five (5) or more members.

Section 3.06. Notice of Meetings. Notice of all membership meetings shall be provided at least ten (10) days in advance by email or posting on the Corporation's communication platform.

Section 3.07. Quorum. Five (5) members present in person or via electronic conference constitute a quorum. In the absence of a quorum, matters are decided by the Executive Board.

Section 3.08. Voting.

(a) Each member in good standing has one vote.
(b) Proxy voting is not permitted.
(c) Electronic voting for scheduled matters may be used if announced in advance, ensures one vote per member, and closes at or before the meeting begins.

ARTICLE IV – EXECUTIVE BOARD

Section 4.01. Composition. The Executive Board shall consist of the elected officers of the Corporation and shall have between three (3) and nine (9) members. All Board members must be parents or legal guardians of current or past Bella Vista High School students, or alumni.

Section 4.02. Authority. The Executive Board shall manage the affairs, activities, and operations of the Corporation. The Board shall transact necessary business between membership meetings, create committees, approve committee work, prepare and submit budgets to the membership, and conduct the general business of the Corporation.

Section 4.03. Meetings. The Executive Board shall meet at least monthly. Meetings may be held in person or by video/audio conference call. All Executive Board members are expected to attend all regular and special meetings for the entire duration of their term. Attendance of Executive Board members shall be recorded in the meeting minutes.

Section 4.04. Notice of Meetings. Notice of Board meetings shall be provided at least five (5) days in advance by email or other reasonable means.

Section 4.05. Quorum. Three (3) officers in attendance shall constitute a quorum.

Section 4.06. Action Without a Meeting. Any Board action may be taken without a Board meeting if all members of the Executive Board consent in writing to the specific action.

Section .07. Compensation. Board members shall serve without compensation. Reasonable expenses incurred in furtherance of the Corporation's business may be reimbursed with documentation and prior approval in accordance with the Corporation's financial policies.

ARTICLE IV – OFFICERS AND ELECTIONS

Section 5.01. Officers. The Executive Board shall include a President, Vice President(s), Secretary, Treasurer, and such additional officers as may be elected, which may include but is not limited to: Financial Secretary, Club President/Representative Coordinator, Coach Coordinator, Fundraising Coordinator, Communications Manager, and Merchandise Manager.

Section 5.02. Election Process. A nominating committee composed of the current President and at least one additional officer shall seek nominees beginning in March and develop a slate of candidates. Candidates shall be announced to the membership as soon as possible. Additional nominees may be solicited from the floor on the day of election. Officers shall be elected at the May meeting by the members present.

Section 5.04. Vacancies. A vacancy in any office shall be filled for the unexpired term by a person elected by majority vote of the remaining Executive Board members.

Section 5.05. Removal. Any officer may be removed for cause by the following process:

(a) An Executive Board member must file a signed written grievance naming the officer(s) and describing the reasons for removal. This grievance shall be submitted to the President and person(s) subject to removal.

(b) Within ten (10) business days of receipt of the grievance, the President shall call a special meeting of the Executive Board to review and discuss the grievance.

(c) The Executive Board shall vote on removal by secret ballot. If a quorum votes in favor of removal, the decision is final and the officer shall be removed effective immediately.

(d) No officer shall be reviewed for removal twice for the same incident or subject matter.

ARTICLE VI – DUTIES OF OFFICERS

Section 6.01. President. The President shall be the principal executive officer of the Corporation and shall supervise and control all activities subject to the control of the Executive Board. The President shall preside at all meetings, appoint committee chairpersons, serve as an ex-officio member of all committees, and vote only in case of a tie.

Section 6.02. Vice President(s). The Vice President shall perform the duties of the President in the President's absence and perform duties as assigned by the President or Executive Board.

Section 6.03. Secretary. The Secretary shall keep and publish meetings minutes, ensure proper meeting notice, maintain accurate records, manage volunteer records, and perform all duties incident to the office of Secretary. At the end of the term of office, all papers, books, documents, and other records or property of the Corporation which may have come into his or her possession or have been compiled or created during the term of office must be turned over to the successor.

Section 6.04. Treasurer. The Treasurer shall be the authorized custodian with oversight of all funds in accordance with the Corporation's financial policies. The Treasurer shall prepare an annual budget for membership approval; ensure numbered receipts are provided for all cash received; ensure funds are timely deposited, ensure payments are authorized by approved budget; present written financial reports at each membership meeting; be responsible for filing annual tax returns. The financial records belong to the Corporation and must be available to officers and members upon request. At the end of the term of office, all books, records, funds, papers, documents and all other property of the Corporation having to do with the financial or other transactions of the Corporation which may have come into the Treasurer's possession or have been compiled or created during the term of office must be turned over to the successor.

Section 6.05. Additional Officers. Any additional officers appointed by the Executive Board shall perform such duties as may be prescribed by the Executive Board or the President, consistent with these Bylaws and applicable law.

ARTICLE VII – FINANCES

Section 7.01. Budget. The Executive Board shall present an annual budget to the membership at the first meeting after officers are elected. The budget shall guide the Corporation's activities and serve as approval for anticipated expenditures. Any substantial deviation from the budget must be approved in advance by the membership.

Section 7.02. Contracts. The Executive Board may authorize officers to enter into contracts or agreements for the purchase of materials or services on behalf of the Corporation.

Section 7.03. Loans. The Corporation shall not make any loan to an officer, nor to any person or entity where such loan would violate California Corporations Code section 5236.

Section 7.04. Checks. All payments shall be approved by the Treasurer or other authorized person. Payments of $500 or more must be approved in writing by at least two officers.

Section 7.05. Banking. The Treasurer shall ensure all funds are timely deposited in banks or depositories determined by the Executive Board. All deposits and disbursements shall be documented by receipt, invoice, or other written documentation. Sequentially numbered receipts shall be provided whenever cash is collected.

Section 7.06. Financial Controls. The Corporation shall maintain the following financial controls:

(a) All expenses must be approved through the annual budget or by Executive Board resolution;

(b) Checks over $500 require two officer signatures;

(c) Bank statements shall be reviewed monthly by an officer without check-signing authority; and

(d) An annual financial review shall be conducted by at least two persons without check-signing authority.

Section 7.07. Financial Review/Audit. The Corporation should conduct annual financial reviews appropriate to its revenue level: internal review (under $100K), external professional review ($100K-$249K), or external CPA audit ($250K+). The Executive Board may adjust these requirements based on the Corporation's needs, ability to pay for professional review/audit, or external requirements.

Section 7.08. Fiscal Year. The fiscal year shall be July 1 to June 30, but may be changed by resolution of the Executive Board.

Section 7.09. Record Retention. Financial records shall be maintained as follows:

• Year-end financial reports, audit reports, IRS Form 990s: Seven (7) years minimum (consider permanent retention)

• Bank statements, canceled checks, invoices, receipts: Seven (7) years

• Monthly Treasurer's reports: Three (3) years

Section 6.10. Donations. The Corporation may accept gifts, legacies, donations, and contributions in any amount or form, upon such terms and conditions as may be decided by the Executive Board. Donations made for a specific purpose shall be accounted for and used only for the intended specific purpose.

ARTICLE VIII – COMMITTEES

Section 8.01. Committees. The Executive Board may create standing and special committees as needed to carry out the work of the Corporation. The President shall appoint Committee chairpersons.

ARTICLE IX – RELATIONSHIP WITH SCHOOL ADMINISTRATORS

Section 9.01. Official Contacts. All official contacts with school administrators (Superintendents, Trustees, Principals, Teachers, Coaches, Athletic Directors) shall be made by committees appointed by the Executive Board or by officers designated by the Board.

Section 9.02. Personnel Matters. The personnel policies of the Bella Vista High School Athletic Department and/or School Principal shall not be the concern of this Corporation. Grievances toward any school employee must be directed to the school.

ARTICLE X – CONFLICTS OF INTEREST

Section 10.01. Disclosure. Officers shall refrain from actions that impair or appear to impair their objectivity. Any conflict of interest shall be disclosed to the Executive Board.

Section 10.02. Nonparticipation. The person having a conflict shall not participate in final deliberation or decision regarding the matter and shall retire from the room during the vote, but may provide relevant information to the Board. The interested person shall not vote on matters involving the conflict.

Section 10.03. Minutes. The minutes shall reflect that the conflict was disclosed and the interested person was not engaged during final discussion or vote.

Section 10.04. Annual Review. This conflict of interest policy shall be furnished to all officers and reviewed annually.

ARTICLE XI – INDEMNIFICATION

Section 11.01. Indemnification. The Corporation shall indemnify every member of the Executive Board, officer, or volunteer against all expenses and liabilities, including counsel fees, reasonably incurred in any action, suit, or proceeding arising from their service to the Corporation, provided that the person acted in good faith; the person reasonably believed their conduct was in the Corporation's best interests; and the person was not adjudged liable for gross negligence, willful misconduct, or intentional wrongdoing.

Section 11.02. Authorization. Indemnification shall be authorized by the Executive Board upon determination that the person has met the standards set forth in Section 10.01.

Section 11.03. Advancement of Expenses. The Corporation may advance expenses incurred in defending any proceeding prior to final disposition, upon receipt of an undertaking by the person to repay such amounts if it is ultimately determined that indemnification is not appropriate.

Section 11.04. Insurance. The Corporation shall purchase and maintain insurance on behalf of any agent of the Corporation against any liability incurred in their capacity as an agent.

ARTICLE XII – BOOKS AND RECORDS

The Corporation shall keep adequate and correct books and records of accounts, minutes of meetings, and a membership register. Members shall have the right to inspect corporate records upon written request in accordance with California law.

ARTICLE XIII – DISSOLUTION

Upon dissolution of the Corporation, whether by vote of two-thirds of the membership or operation of law, all assets remaining after payment of debts shall be transferred to Bella Vista High School for the benefit of the Athletic Department and/or Performing Arts, or to organizations organized and operated exclusively for charitable purposes that have established tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.

ARTICLE XIV – AMENDMENTS

These Bylaws may be amended at any regular or special meeting of the membership by a majority vote of members present, provided at least thirty (30) days' notice of the proposed amendments has been given to the membership.

Adopted: May 11, 2026