As of August 31, 2015, The Grid has officially been incorporated as an Oklahoma Not For Profit Corporation. The Grid's filing status for federal and state tax purposes is a 501(c)(7) Social Club, which is classified as a tax exempt organization.
This legal structure allows for The Grid to:
- offer corporate liability protection to its officers and directors,
- ensure that no private individual benefits from the club's net earnings and
- create transparency in how it governs itself and remains compliant with government agencies.
Prior to filing as a 501(c)(7), The Grid was operated as a d.b.a. underneath One Voice One City, LLC, a single member Oklahoma Limited Liability Company. The individual who owns 100% of the prior LLC is (was) required to report all activity on his or her individual tax return and assumed all liability for the business' events. The prior legal structure made it impossible for The Grid to fulfill its ultimate mission and purpose, which is to allow all of its members to have an equal voice and be able to actively participate in growing Oklahoma City's ever-evolving soccer supporter culture.
In establishing the new entity, the existing Officers of the previously established informal club were tasked with the responsibility of passing bylaws for the new entity. Much effort was made to research organizations across the country who governed themselves underneath the same legal classification (501(c)(7). Much debate was had on how to form bylaws that could actually be administered considering the attributes and tendencies of its existing, and potential future members. The Officers' back-and-forth arguments and conversations have ultimately led to the finalization of a comprehensive, simple, and well-polished set of bylaws that can scale with the anticipated future needs of the organization and its members.
On the morning of Saturday, October 3, 2015, the officers ratified The Grid's original version of its Bylaws. Below, please find a link to view the Bylaws of The Grid.
Below, I will list the most significant items within the Bylaws:
1) Board of Directors
The Board of Directors is made up of eight (8) voting positions. Four (4) of the positions (offices) belong to 'Elected Officers' and four (4) belong to 'Standing Committee Chairs.'
The Elected Officer positions are President, Secretary, Treasurer and Membership Director and have two year terms with no term limits.
The Elected Standing Committee Chairs oversee the following respective committees: Trips, Gameday Operations, Merchandise and Community Service. The terms of the Elected Standing Committee Chairs are one year with no term limits.
The Bylaws require, at a minimum, at least 8 Board of Directors; thus, at least 4 formal standing committees. The Board, with majority approval, can create new standing committees which will also expand the number of Directors on the Board, e.g. 8 to 9, 9 to 10, etc...
In future periods, depending on the scope of The Grid, new standing committees may be created to address tailgates, content or watch parties, depending on the discretion of future Boards.
2) Staggered Terms
To help promote the health of the organization in 2016, the Elected Officer terms have been staggered. In 2016, the offices of Treasurer and Membership Director will be up for elections in Nov. 2015. The offices of President and Secretary will be serving their second year of their terms with their terms expiring Nov. 2016.
During the Nov. 2015 elections, 6 of the 8 Board positions will be up for grabs:
- Elected Officer: Treasurer,
- Elected Officer: Membership Director,
- Committee Chair: Trips,
- Committee Chair: Gameday Operations,
- Committee Chair: Merchandise, and
- Committee Chair: Community Service.
3) General Member Meetings
The organization will promote and underwrite two scheduled general membership meetings per year:
- Annual Membership Drive (March)
- Season Ticket Renewal Drive (September)
4) Annual Member Meeting
The organization will promote and underwrite an annual meeting each November where Elections will be administered. This is considered the organization's most important meeting. It is critical that a quorum be established to validate ballot results.
In order for the general membership to vote on an agenda item, a quorum of fifty (50) members in good standing must be present. If 50 is not present, a vote can not be considered valid. The organization does not allow proxy or absentee voting.
As the membership grows, the number needed to establish a quorum will need to be adjusted.
In order for a Board of Director to be impeached from office, a petition must be presented with at least 50 signatures of members in good standing. If all of the Directors, excluding the Director in question, find the questioned Director at fault, with cause, the questioned Director will be removed immediately. If the majority of the Directors not in question find the questioned director at fault, with a simple majority vote, the impeachment must be voted on by the general membership with at least 2/3 of the voting quorum affirming impeachment.
7) Amendments to the Bylaws
In order for the Bylaws to be amended, at least 2/3 of the voting members (quorum) present must vote favorably.
8) Nominations Committee
Each year the Board will invite three members in good standing who have no intentions of running for an elected office to serve on the Nominating Committee. The committee will be an ad-hoc committee, meaning the committee chair does not have a vote on the Board of Directors. This committee will be responsible for ensuring that all offices up for election will be contested and that members are aware of the procedures on how to nominate themselves and understand the scope and responsibilities of the office(s) they are running for. Nominations will be completed by the respective members who complete the 'Intent to Seek Elected Office' forms. The Nominating Committee will assemble all completed forms (submissions) and make them public record ten (10) days before the annual membership meeting.
We trust that you'll see value in the approved Bylaws and decide to participate in good faith to elect the next six directors into office. We're extremely excited for the potential value that can be generated for the membership by having dynamic, passionate committees lead by elected committee chairs who have voting powers on the Board.
If you have concerns with aspects of the Bylaws please document your thoughts and take the actions necessary to influence members to establish agenda items requiring 2/3 vote of the membership in good standing present at scheduled meetings.
In blog entries shortly to follow we will (1) introduce members who accepted invitations to join the 2015 nominating committee, (2) disclose expanded position descriptions of the offices up for election and (3) describe processes needed to be completed to establish a supporter as an official 2015 The Grid member in respect to election voting during the Nov. 2015 elections.
Feel free to leave a question in the below comments and an Officer will respond as best they can.
The Grid Officers