Bylaws
ARTICLE 1 - Name and Objectives
Section 1.1 Name: The name of this Corporation shall be: Virginia Sports Turf Managers Association, d.b.a. Virginia Sports Field Management Association (hereinafter referred to as VSFMA).
Section 1.2 Mission Statement: To be environmental stewards within the Commonwealth of Virginia promoting best practices and professionalism within the sports field industry.
Section 1.3 Objectives: The Objectives shall be:
1.3.1: To provide educational content and best practices to those engaged in sports field management with a goal of maximizing safety and superior playing conditions.
1.3.2: To provide support to those pursuing an education in the sports turf industry.
1.3.3: To partner with turf associations to support the development of sports field management research.
1.3.4: To provide a collective network of sports turf professionals to enhance career development and professionalism.
1.3.5.: To act as environmental stewards by advocating best management practices within the sports field industry.
ARTICLE II - Records
Section 2.1 Membership Register: VSFMA shall keep as the Board of Directors may determine, a membership register with the names and contact information of the Members.
ARTICLE III - Members
Section 3.1 Appointment: The members of VSFMA shall be approved and accepted by the VSFMA Board of Directors or its duly appointed representative.
Section 3.2 Membership Classification: There shall be two (2) classifications of members: voting and non-voting. All other rights, interests and privileges shall be equal.
Section 3.3 Categories of Voting Members: There shall be six (6) categories of voting membership.
3.3.1 Category 1 - College and University: Persons engaged in the management and/or maintenance of sports fields at Colleges or Universities, upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office.
3.3.2 Category 2 - Commercial: Persons engaged in a commercial enterprise providing services or products to the sports field industry, upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office only as a Director, Secretary or Treasurer.
3.3.3 Category 3 - Education/Extension: Persons engaged in the research and/or teaching pertaining to the management or maintenance of sports fields upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office only as a Director, Secretary or Treasurer.
3.3.4 Category 4 - Parks and Recreation: Persons engaged in the management and/or maintenance of sports fields at parks and recreation facilities and employed by a government agency, upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office.
3.3.5 Category 5 - Private and Public K-12 School: Persons engaged in the management and/or maintenance of sports fields at public or private grade/prep schools, upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office.
3.3.6 Category 6 - Professional Sports Facility: Persons engaged in the management and/or maintenance of sports fields at a professional sports facility, upon payment of dues and being accepted for membership, may become an active voting member in VSFMA and are eligible to hold elective office.
Section 3.4 Categories of Non-Voting Members: There shall be three (3) non-voting categories of membership.
3.4.1 Category 7 - Associate: Persons not directly involved in sports turf management who support the objectives of VSFMA.
3.4.2 Category 8 - Honorary: By a majority vote of the Board of Directors, Honorary non-voting memberships shall be conferred upon a nominee who has made significant contributions to the sports turf industry.
3.4.3 Category 9 - Student: Persons who are full-time students studying within the sports turf industry.
ARTICLE IV - Meetings and Voting Rights
Section 4.1 Place of Meetings: All meetings shall be announced and be held at such a place as may be designated by the VSFMA Board of Directors or its duly appointed representative.
Section 4.2 Annual Meetings: The Annual Meeting of the members shall be held on the day, date, time and setting as determined by the Board of Directors for the transaction of such business as may come before the membership. Announcement of Annual Meetings shall be communicated at least 30 days prior to the meeting.
Section 4.3 Special Meetings: Special meetings of the Members for any purpose may be called only by the VSFMA Board of Directors, pursuant to a resolution approved by a majority of the entire Board of Directors. Business transacted at a special meeting shall be confined to the purpose stated in the call and notice thereof.
Section 4.4 Notice of Meetings: Notice of each regular and special meetings of Members stating the date, time and setting thereof and the general nature of the business to be considered shall be given before the date of the meeting by whatever media the Board of Directors or its duly appointed representative deems appropriate to each Member entitled to vote.
Section 4.5 Voting Rights: Each Member who is entitled to vote, pursuant to the terms of these bylaws, shall be entitled to vote in person or electronically. Members may proxy their vote to another voting Member. The proxy must be in writing and presented to the Secretary by the start of the meeting. No Member may hold more than two proxies.
ARTICLE V - Board of Directors
Section 5.1 Purpose, Number, Election and Term of Office: The business and affairs of VSFMA shall be managed under the direction of the Board of Directors. The Board of Directors shall consist of the President, Vice President, Secretary, Treasurer, Immediate Past President, and eight (8) Directors. The Directors shall include one (1) member from each of the six (6) voting categories and two (2) at-large members. The Board of Directors shall be elected by the Members and shall serve two (2) year terms. The Immediate Past President serves on the board without election as long as the current President is in office.
Section 5.2 Quorums:
5.2.1 Simple majority: A simple majority of the Board of Directors shall constitute a quorum for the transaction of business. If a quorum is not present, no business shall be conducted.
5.2.2 Proxy’s: Board Members may proxy their vote only to another Board Member. The proxy must be in writing and presented to the Secretary by the start of the meeting. No one Board Member may hold more than two proxies. The President shall hold no proxy.
Section 5.3 Removal of Directors:
5.3.1 By Board of Directors Action: Any member of the Board of Directors missing two (2) consecutive meetings without valid reason may be dismissed from the position of Director and the vacancy filled in accordance with Article V, Section 5.6.
5.3.2 By Members Action: The voting members, by majority vote with cause, may remove a Director, Officer, or the entire Board of Directors from office. Neither a Director, Officer nor the entire Board of Directors shall be removed from office unless the notice of the annual or special meetings at which the removal is to be considered states such purpose. When the Board of Directors or a member of the Board of Directors has been removed, new Directors and/or Officers may be elected at the same meeting.
Section 5.4 Meetings: Meetings of the Board of Directors shall be held at least twice per year at such time and place, as the President shall determine.
Section 5.5 Committees: From time to time, the Board of Directors may create such standing and special committees as they may see fit and may designate the duties and powers of such committees, provided however, that no such committee shall be given authority to amend the Bylaws of this Association. Committee chairpersons and members shall be appointed by the President from the membership of VSFMA.
Section 5.6 Vacancies: Vacancies occurring in any Board Position or committee shall be filled by appointment by the President. Appointments made under this section shall be for the duration of the un-expired term of directorship vacated. The Board of Directors, by majority vote, may appoint an Acting President during a period of extended vacancy in the office of President.
ARTICLE VI - Officers and Directors
Section 6.1 Designation, Election and Term of Office: The Officers of VSFMA shall be President, Vice President, Secretary, Treasurer, and Immediate Past President. The Directors of VSFMA shall represent the six (6) voting categories. Together, the Officers and Directors comprise the Board of Directors.
6.1.1 Election: Bi-annually, a Nominations Committee shall be formed and solicit all voting members for candidates. Only voting members may be nominated. The Nominations Committee shall validate nominations and establish a slate of candidates for balloting by the voting members. Voting may be any means determined by the Nominations Committee. The Nominations Committee shall tabulate votes and present election results to the Board of Directors for certification. The duly elected Board of Directors shall assume office on January 1, or immediately if held after January 1. If the slate of nominees or an individual office is unopposed, the Board of Directors, by majority vote, may accept the slate or office by Acclamation.
6.1.2 Eligibility Criteria: The person nominating a candidate(s) must be a VSFMA Member in good standing and the candidate(s) nominated must be a VSTMA Voting Member in good standing. A Member may nominate him/herself. Not more than one member of an organization may be nominated or elected to the Board of Directors
6.1.3 Term of Office: All elected Officers shall serve a term of two (2) years within the specific role with the progression of the Executive Committee (except for the Secretary and Treasurer) going from Vice President to President to Immediate Past President. All elected Directors shall serve two (2) year terms with no term limits.
Section 6.2 Duties of the President: The President shall be the chief executive officer. The President shall preside at all meetings of the members and at meetings of the Board of Directors. The President shall have the authority to fill all vacancies on the Board of Directors pursuant to Sections 5.6 and 6.2. The President shall have general charge, supervision, and control of the business affairs of VSFMA under the direction of the Board of Directors.
Section 6.3 Duties of the Vice President: The Vice President shall represent the interests of the VSFMA Members and affiliates to the Board of Directors, preside over meetings of the VSFMA in the absence of the President and assume the duties of President until an Acting President is determined by the Board of Directors (see 5.6 Vacancies).
Section 6.4 Duties of the Secretary: The Secretary shall keep records of all votes and minutes of VSFMA meetings and report to the Board of Directors.
Section 6.5 Duties of the Treasurer: The Treasurer shall monitor the financial affairs of VSFMA and provide a report of the financial condition to the Board of Directors at regular meetings.
Section 6.6 Duties of the Past-President: The Immediate Past President shall attend all Board Meetings assisting the President and serve as the Chairman of the Nominations Committee.
Section 6.7 Duties of the Directors: The Directors shall represent the interests of their respective Category 1 - 6 VSTMA Members to the Board of Directors.
ARTICLE VII - Dues
Section 7.1 Dues: Membership dues shall be established by majority vote of the Board of Directors by September 30th annually.
ARTICLE VIII - Fiscal Procedure
Section 8.1 Fiscal Year: The fiscal year of VSFMA shall begin on January 1st and shall coincide with the calendar year.
Section 8.2 Contracts: The Board of Directors may authorize a duly designated representative or representatives to enter into contract or execute and deliver instruments in the name of and on behalf of VSFMA. Such authority may be general or be confined to specific instances.
Section 8.3 Loans: No loans shall be contracted on behalf of VSFMA, and no evidence of indebtedness shall be issued in its name unless authorized by the Board of Directors. Such authority may be general or be confined to specific instances.
Section 8.4 Checks, Drafts, etc.: All checks, drafts, or other orders for payment of money, notes or other evidence of indebtedness issued in the name of VSFMA shall be signed by such officer or officers, duly appointed representative or representatives of VSFMA and in such manner as determined by the Board of Directors.
Section 8.5 Deposits: All funds of VSFMA not otherwise employed shall be deposited in a timely manner to the credit of VSFMA in such bank, trust companies or other depositories as the Board of Directors or duly appointed representative may select.
Section 8.6 Audit and Financial Statement: The Board of Directors shall triennially cause the books and accounts of VSFMA to be audited by an independent certified public accountant and VSFMA shall submit a financial statement to the members annually.
ARTICLE IX - National Certification
Section 9.1 Affiliated Chapter Certification: It is the intent of VSFMA to continue to meet the requirements set forth by the national Sports Turf Managers Association for the purpose of maintaining affiliation and certification.
ARTICLE X - Amendment to the Bylaws
Section 10.1 Amendment Proposal: Amendments to the Bylaws shall be proposed to the Board of Directors and shall be submitted to the Membership at the discretion of the President.
Section 10.2 Amendment to the Bylaws: The Bylaws may be amended by a majority of the members casting votes by means determined by the President.
ARTICLE XI - Ethics and Conduct
Section 11.1 Ethics and Conduct: As an affiliated chapter of the National SFMA the VSFMA membership accept and will follow the National SFMA Code of Ethics and Code of Conduct.
Revised and accepted on April 11, 2023.
