Legal Documents

Articles of Incorporation and By Laws Documents

ARTICLES OF INCORPORATION

OF

CELTIC SOCCER LEAGUE

ONE:      The name of this corporation is CELTIC SOCCER LEAGUE

TWO: This Corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. The public purposes for which the corporation is organized include providing support and direction for the sport of soccer, encouragement and training of youth respecting the sport of soccer, providing an opportunity to engage in healthy outdoor recreation, and encouraging youth sportsmanship and good manners.

THREE: The name and address in this state of the incorporation's initial agents for service of process is Kenneth H. Shinedling, and Matthew F. McDonagh, PO Box 31, Upland, California, 91786.

FOUR: (a) The property of this corporation is irrevocably dedicated to charitable purposes, and no part of the net income or assets of this organization shall ever inure to the benefit of any director, officer, or member of this corporation, or to the benefit of any individual.

(b) Upon the winding up and dissolution of this corporation, and after paying or adequately providing for the debts and obligations of the corporation, the remaining assets shall be distributed to a nonprofit fund, foundation, or corporation that is organized and operated exclusively for charitable purposes and that has established and maintained its tax-exempt status under para 501(c) of the Internal Revenue Code.

FIVE: (a) This corporation is organized exclusively for charitable purposes within the meaning of para 501(c) (3) of the Internal Revenue Code. Not-with-standing any other provisions of these articles, the corporation shall not carry on any other activities not permitted to be carried on (i) by a corporation exempt from Federal Income Tax under para 501(c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (ii) by a corporation, contributions to which are deductible under para 170(c) (2) of the Internal Revenue Code of 1954.

(b) No substantial part of the activities of this corporation shall consist of the carrying on of propaganda or otherwise attempting to influence legislation, nor shall this corporation participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of any candidate for political office.

Dated: August 1st, 1990

By-Laws: Updated/Amended at AGM May 14th 2017

I declare that I am the person who executed the above Articles of Incorporation, and that this instrument is my act and deed.

KENNETH H. SHINEDLING

------------------------------------------

Matthew F. McDonagh

 

CELTIC SOCCER LEAGUE

BY-LAWS

ARTICLE I, NAME AND OBJECT

  1. The name of the organization shall be the CELTIC SOCCER LEAGUE, here-in-after, known as CELTIC. Founded on St. Patrick’s Day in Nineteen Hundred and Seventy Nine (1979) CELTIC is hereby symbolized by the 3-leaf Shamrock and the Hoops uniform.

  1. The purpose of  CELTIC is to achieve excellence in youth soccer through:

  1. Providing players an opportunity to participate at the highest level of youth soccer competition.

  1. Providing the challenge for each player to develop his or her skills to the best of their abilities.

  1. Fostering the development of pride, self esteem and sportsmanship both on and off the field.

  1. Providing recognition for players who consistently perform to the best of their ability while displaying qualities which are consistent with the values held by CELTIC.

  1. Encouraging an environment of understanding and mutual respect among players, coaches and parents, while having fun.

  1. CELTIC shall be a non-profit, education, recreation organization and shall have no salaries paid to its officers, committee members or Board of Directors for the performance of their duties.

  1. The assets of CELTIC in the case of dissolution shall be turned over to the member teams at the time of dissolution.

ARTICLE II, ADMINISTRATION

  1. The affairs of CELTIC shall be administered by the Board of Directors, here-in-after, called the BOD.

  1. All league matters shall be resolved by the members of the BOD.

  1. The BOD shall be responsible to the members for its actions.

 

ARTICLE III, MEMBERSHIP, DRESS CODE, BEHAVIOR

  1. General Membership

Membership: Membership consists of BOD, all active players, team administrators and the parents or legal guardians of all active players.

  1. Dress Code: Coaches and managers shall be held responsible for uniform dress code.

Two field kits: (1) Green and white hoop jerseys (black numbers) with white approved shorts and plain white socks.

  1. Black and bright gold bumble bee hoop jerseys (white numbers) with black approved shorts and plain black socks.

Two goalkeeper kits:

(1) Black and grey  hoop jersey (white #1) black or white approved shorts and plain black or white socks .

Yellow and gold jersey with black/white/black hoops (black #1) white or black approved shorts with plain white or black socks.

Numbers limited to #1 through #18 for all teams under age fifteen.  Teams sixteen and older may use numbers up to #22 

Substitutes shall wear approved pennies.

.

  1. Uniforms are the legal property of CELTIC albeit purchased by each individual player. Uniforms shall be returned to the coach in a timely manner upon player departure; uniform return refusal may result in immediate bad standing. Uniform numbers shall be #1 GK and #2 through #18 only for all field players. Divisions (11) and (1) shall have additional numbers exactly to the number of players on each team. (Coach plus registrar or president shall sign drop-form immediately upon receipt of uniforms).

  1. Team names: Harps, Hoops, St Patrick, 1888, Shamrock, Hibernia, Druids & Europa. (Players, please Google your team name for historical reference.).

  1. Behavior: Team registered coaches and managers are responsible for sideline etiquette and shall be expressly held accountable by the referees. Teaching sideline supporters the art and science of good soccer and good manners is a CELTIC requirement; coach’s respect shall be determined by sideline decorum. Referee reports causing grief, ‘forwarded immediately’ to the appropriate organization- disciplinary committee (BOD) et al with the facts clearly stated.

  1. Accommodating and protecting players and coaches’ rights annually is a CELTIC priority; consequently, every player is technically recognized by CELTIC, as a free agent at the end of any Cal-South State Cup or NTL Cup tournament every spring in respective age groups (participation not required). Coaches may select and legally recruit players of their choosing for the new season immediately thereafter.

  1. Coaches and managers may not speak ill of others or other soccer clubs or organizations when recruiting players. CELTIC policy inviting new players requires a positive perspective and honest assessment; reputation is more important than officer, coach, player or team.

  1. CELTIC teams shall always be accommodated equally in importance and pride. They will also be held to the same accountability, principles and standards, whether highest Premier division or lowest Bronze.

  1. Executive Membership (NOTE: Language/Titles amended and approved at AGM 5/13/17)

The officers of CELTIC shall consist of: President, Vice President, Chief Financial Officer and Secretary/Registrar,  

Board of Directors. In the event of a tie vote resolution decided by the coaches.

  1. The members of the BOD shall consist of the Executive Membership and the coach, or the designated representative, from each member team of CELTIC.

  1. No member of the BOD shall hold more than one office concurrently and no more than two officers shall be associated with the same member team. An exception to this rule shall be the position of team representative. In the case a team shall have two members currently serving in other positions, there shall be a team representative appointed to the BOD, however, the affected team shall have no more than two votes on any issue presented to the BOD.

  1. The immediate past President, if not reelected, shall function as an ex-officio member of the board, to provide administrative continuity, and will hold full rights and privileges accorded any other board member.

ARTICLE IV, DUTIES OF THE OFFICERS

  1. The President shall:

  1. Preside at all meetings of the board and general meetings of the organization, and at any special meetings.

  1. Appoint committee heads as necessary, with the approval of the BOD.

  1. Serve as an ex-facto member of all committees except that of the nominating committee.

  1. Call a special meeting when necessary.

  1. The president shall be expressly responslible for recruitment, assignment and/or termination of coaches and/or managers. 

  1. The President shall act as chairperson of all BOD, membership, special, and annual general meetings.

  1. The President shall be responsible for coordinating activities for CELTIC, promoting youth soccer as a whole and performing general administration duties concerning CELTIC.

  1. The President shall cast the deciding vote at BOD, membership; however, he may also vote as a member of  Executive Board.

  1. The President shall recommend programs, etc. for the BOD and membership initiation and shall effect their successful completion.

  1. The President may initiate motions before the BOD or membership.

  1. The President shall represent the league in all Cal-So and extra-league activities pertaining to CELTIC and relate such activities to the BOD and membership.

  1. The President’s responsibilities include over-sight, purchases, sales and signs all contracts.

  1. The President may appoint delegates to represent his office.

B. ​The Vice President shall:

1 The Vice President shall assist the President in league matters and assume the duties of the President in the absence of the President. In case of resignation of the President or his inability to conduct the duties of the office, the Vice President shall assume the presidency, subject to the approval of the general membership at the earliest possible general meeting or special membership meeting.

2 Perform such duties as assignedd by the President.

3 CELTIC Administrator

C  The Chief Financial Officer shall:

1 Record and prepare minutes of all meetings, BOD, general, special and annual, for review by the membership and deliver them for distribution to each subsequent meeting.

2  The Chief Financial Officer shall attend to all BOD and league correspondence and shall keep the records of the league.

3  The Chief Financial Officer shall maintain a current mailing list of the general membership.

4  At the President's request shall prepare and distribute meeting agendas.

5  Collect all team fees and have charge of all moneys of CELTIC and shall compile an annual budget for BOD approval and shall keep a detailed account of receipts and submit a monthly report of finances and shall pay all bills properly passed and approved by the BOD.

6  Sign all checks issued from the Celtic Soccer League club account and/or tournament account.

7  Submit to the membership a financial statement to include all income and disbursements.

 

C    The Registrar/Secretary shall:

  1. Have charge of all team and player registrations within CELTIC.

  1. Present current status and finances of team members at monthly meetings and be responsible for said finances.

  1. Abide by league rules and regulations in registering league teams and players.

  1. Be the league representative in all insurance matters, including, but not limited to, Field Insurance Certificates and Medical liability insurance

  1. Sign all checks issued from the Celtic Soccer League Registrar Account.

  1. The Tournament Directors:

1  Shall be an appointed position by the President, with a majority concurrence of the Board of Directors

2  Be responsible for the operation of  tournaments

3  Encourage the assistance of of member teams in the operation of  tournaments

4   Report to  CELTIC and Cal South conduct of the tournaments at their conclusions

5   Adhere to all rules for the tournamsnts as established by Cal South

6   Be incharge of the registration of all teams wishing to to compete in Celtic tournaments

7   Keep accurte and complete records of all teams participating in Celtic tournamwnts

8    Be in charge of the registration of all teams wishing to play in CELIC tournaments

.69   Keep accurate and complete records of all teams participating CELTIC tournaments.

10   Adhere to all Rules for Tournaments as established by Cal-South.

​11 Celtic Cup in January and March, Celtic "Pot O Gold" on 3rd weekend of June.

  1. Web Manager:

​1  Shall be an appointed position by the President, with a majority concurrence from the Board of Directors.

  1. Shall perform such functions as directed by the President and/or the Board of Directors.

  1. Shall maintain the organization’s website.

  1. The Uniform Coordinator:

  1. Shall be an appointed position by the President, with a majority concurrence from the Board of Directors.

  1. Shall perform such functions as directed by the President and/or the Board of Directors.

  1. Shall maintain the organization’s uniform purchases.

ARTICLE V, AFFILIATION

CELTIC shall be affiliated with and comply with the authority of the United States Soccer Federation (USSF), United States Youth Soccer Association (USYSA), Cal-South, Coast Soccer League and US Club Soccer as needed for regional/national competitions.

ARTICLE VI, ELECTION OF OFFICERS

  1. The officers of the BOD shall be elected by ballot at the annual general meeting and hold office for two calendar years.

  1. Members of the BOD shall not hold the same office for more than two (2) consecutive terms, unless there is no viable replacement for the concerned office at the completion of the second term.

  1. The president, and CFO shall be elected every odd numbered year. The Vice President and Registrar  shall be elected every even-numbered year.

  1. The office of the President shall be exempt from article VI (B) above.

 

ARTICLE VII, POWERS OF THE BOARD OF DIRECTORS OF CELTIC

  1. The BOD shall transact all business of CELTIC and shall have the power to enforce the Bylaws and Rules and Regulations subject to the approval of the membership.

  1. Specific powers of the BOD shall be as follows:

  1. To propose rules and regulations governing competitions consistent with CELTIC Bylaws and Rules and Regulations.

  1. To appoint, suspend or remove any officer of the league by prescribed methods.

  1. To designate the time and location of BOD meetings which shall be made known to the BOD.

  1. To appoint committees and define the scope of their activities within league bylaws.

  1. To act on instances which may occur and which are not covered by specific Bylaws or Rules and Regulations.

  1. To provide training facilities and home fields, require teams’ to protect and prepare said grounds.

  1. Official business of the BOD shall be concluded when a quorum (a simple majority) of the board members are present.

  1. BOD members absenting themselves from three (3) consecutive meetings without cause shall have their office declared vacant at the discretion of the board. If the vacant office is not that of a team representative, it shall be filled by appointment subject to approval by a majority of the board members until the next regular membership meeting when an election for the vacant office shall be held. If the vacant office is that of a team representative, the BOD shall direct the affected team to select another representative to the board.

  1. Guests shall be granted the privilege of being present at meetings at the discretion of the BOD.

  1. An officer who does not comply with assigned responsibilities may be relieved of his/her office by a majority vote of the board. Appointment of a replacement shall be made by the President, with the approval of the board. The replacement shall serve only until the next regular membership meeting when an election for the affected office shall be held.

ARTICLE VIII, BOARD OF DIRECTORS MEETINGS

  1. The board shall handle the regular business of the league.

  1. The board shall hold monthly meetings on a regular basis.

  1. The order of business at BOD meetings shall be as follows:

Open the meeting Roll Call

Robert Rules of Order Recognition of guests or visitors

Approval of the minutes of the previous meeting Reading of correspondences

Committee reports Treasurer's report Registrar's report

Approval of submitted expenses Old business

New business

Miscellaneous announcements Adjournment

ARTICLE IX, MEMBERSHIP MEETINGS

  1. The membership of CELTIC shall be defined as the total of representative of teams in "good standing".

  1. Members must be present at the time of voting to represent their team. Neither absentee nor proxy voting shall be allowed.

  1. Each team shall have one vote to be cast by its designated representative. No one person, however, may represent more than one team for purposes of casting votes.

  1. The total number of eligible votes shall be determined at the time of voting by the Secretary.

  1. "Official membership meetings" shall be held when a quorum (a simple majority) of team representatives in good standing is present.

  1. A majority of votes passed by representatives attending at the time of voting shall decide motions, except for amendments to the Bylaws, Rules and Regulations and the removal of officers which shall require a two-thirds (2/3) majority vote.

  1. All CELTIC meetings shall be open for members only and courtesy of participation by outside quests shall be granted at the discretion of the BOD.

  1. Each member team shall be responsible for the conduct of its representatives at any CELTIC meeting.

  1. In case of doubt or conflict as to procedure at any CELTIC meeting, the "Robert's Rules of Order" shall govern.

  1. Members of the BOD shall have one vote in matters of the league in general, but shall not represent a team or vote on matters of the BOD in which they are involved.

  1. The membership meetings shall be held on the following approximate dates and shall be designated as follows:

 

  1. An annual general membership meeting will be held on the first Saturday in May at 1 PM (Mother’s day weekend). Upon written notice of at least thirty (30) members, the President shall call a special meeting. Notice of a special meeting shall be given to the members at least seven (7) days in advance.

  1. Monthly meeting second Wednesday of every month at 8 PM. A quorum for conducting business of a regular or special meeting of the membership shall be at least one member from at least three fourths (3/4) of the member teams in the league.

  1. CELTIC golf tournament is the first Sunday of June Annually. Rules, regulations and conditions established sixty days prior. –If someone is approved to coordinate.

ARTICLE X, AMENDMENTS TO THE BYLAWS, RULES AND REGULATIONS

  1. Amendments to the Bylaws and Rules and Regulations shall be made only at the Annual General Meeting, or at special meetings called for that purpose.

  1. Amendments made at the annual general meeting shall be by two-thirds (2/3) vote of the members present.

  1. The BOD may also amend the Bylaws, Rules and Regulations whenever a three-fourths (3/4) majority of the entire BOD approves said amendments. Amendments passed under this section shall be communicated to the member teams within seven (7) days of the passage.

Any amendments enacted by the BOD are subject to ratification by the general membership at the next general meeting. During the interim, the league shall abide by the actions of the BOD and any changes shall have the same effect as if passed the general membership.

  1. Proposed amendments by member teams must be made in written motion no less than thirty (30) days prior to the annual general meeting to the Secretary.

ARTICLE XI, DUES AND FEES

  1. Team fees shall be reviewed and set payable annually by the BOD and are payable upon direction.

  1. Dues shall be reviewed and set annually by the BOD and are payable as directed during the soccer season.

ARTICLE X11. Information

  1. General information via the club website.

  1. By Laws in Spanish on website.

  1. www.CELTIC.cc

ARTICLE XIII.  – Approved Chapters of Celtic (Revised 3/13/17)

  1. The following Chapters of  CELTIC, as listed in Section E of Article XIII, have been approved. Each Chapter will fully function under the all of the guidelines as described in the Articles of Incorporation and By Laws for Celtic Soccer League 501(c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (ii) by a corporation, contributions to which are deductible under para 170(c) (2) of the Internal Revenue Code of 1954.
  2. The following Chapters of CELTIC, as listed in Section E of Article XIII, will operate under the same Tax ID number (33-0381226)
  3. The following Chapters of CELTIC, as listed in Section E of Article XIII, will have a Chapter Liaison. The Liaison will be an appointed position, as chosen by the BOD of CELTIC. A majority vote is required, amongst the BOD, to appoint the Liaison. The duties of the Liaison will be to coordinate and maintain local control of fields and coaches. All duties under the jurisdiction of the Club President, will be regulated by the Club President but with the Chapter Director of Operations assuming those duties for the local chapters. All local issues are to be first brought to the Chapter Director of Operations. If the issue is not satisfactorily resolved, the BOD is to intervene and will have the authority to resolve issues as sees fit. This is includes, but is not limited to, all issues related to coaches, finances, uniforms, fields, parent/player conduct and any other club related concerns. These Chapters are simply set up for liaison purposes and are not intended to function, financially, as independent Chapters. Teams operating out of those areas will still maintain their own financial records. The Liaison is authorized to sign for field rentals. All CELTIC Soccer League related finances will still be processed through the Chief Financial Officer or Secretary/Registrar.

  1. If the Chapter Director of Operations, as listed in Section E of Article XIII, feels the need to add official personnel for assistance, all such people will require approval of the BOD. This includes, but is not limited to, Assistant Directors and Coaches. With regards to player registration, all player registrations will be done by the Celtic Soccer League Registrar. The individual team managers will be responsible for coordinating registration with the Celtic Soccer League Registrar.
  2. The following Chapters have been approved by the Celtic Soccer League BOD. NOTE:
  1. Lake Elsinore Chapter - REVOKED 3/13/17
  2. Pasadena  Chapter - REVOKED 3/13/17
  3. Riverside Chapter -  4278 Eileen Avenue, Riverside, CA
    1. Current Liaison - Alfonso Navarro
  4. High Desert Chapter - P.O. Box 215, Victorville, CA 92393.
    1. Current Liaison - Victor Gonzalez
  5. Mira Loma Chapter –   5800 Hamner Ave #513, Mira Loma, CA 91752
    1. Current Liaison – Jose Munoz