PNG Athletic Booster Club, Inc.

Bylaws

Effective January 2026

Table of Contents

Article I. Name, Purpose, and Principal Office

Article II. Membership

Article III. Board of Directors and Officers

Article IV. Committees

Article V. Financial Management & Controls

Article VI. Conflict of Interest

Article VII. Non-Discrimination & Safeguarding Student Eligibility

Article VIII. Communication & Relationship with School Administration

Article IX. Records and Public Disclosure

Article X. Indemnification

Article XI. Amendments

Article XII. Scholarship Program

Article I. Name, Purpose, and Principal Office

Section 1. Name

The name of this corporation is PNG Athletic Booster Club, Inc. (the 'Corporation').

Section 2. Principal Office

The principal office shall be located within the boundaries of Port Neches – Groves ISD.

Section 3. Purpose

The Corporation is organized and operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code. Its specific purpose is to support and enrich the interscholastic athletic programs of Port Neches – Groves ISD by providing volunteer support and financial assistance consistent with district policy and UIL rules.

Section 4. Limitations

No part of the net earnings shall inure to the benefit of any private individual; the Corporation shall not carry on propaganda or attempt to influence legislation as a substantial part of its activities; and shall not participate or intervene in any political campaign on behalf of or in opposition to any candidate.

Section 5. Dissolution

Upon dissolution, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3), or to a governmental unit for a public purpose, as determined by the Board, in accordance with IRS requirements.

Article II. Membership

Section 1. Eligibility

Membership is open to parents/guardians of student athletes, alumni, school staff (non-voting if required by district policy), and community supporters who subscribe to the Corporation’s mission and these bylaws.

Section 2. Dues

Annual dues, if there are any, shall be set by the Board each year. The Board may establish membership categories (e.g., individual, family, corporate).

Section 3. Rights and Responsibilities

Members may vote on matters reserved to members by these bylaws or the certificate of formation, including election of directors if provided herein.

Section 4. Meetings of Members

An annual meeting shall be held each year and a minimum of (3) quarterly meetings at a time determined by the Board, with proper notice, quorum, and voting procedures per Texas law and these bylaws.

Article III. Board of Directors and Officers

Section 1. Composition

The Board shall consist of four (4) Executive Officers: President, Vice President, Secretary, and Treasurer; and up to five (5) Directors elected by the membership.

Section 2. Authority

The Board governs the Corporation, reviews and acts on funding requests, sets policy, approves budgets, and ensures compliance with IRS, Texas law, UIL guidelines, and district policy.

Section 3. Roles and Responsibilities

Officers: President presides at meetings, represents the Corporation, liaises with school administration, and has authority to approve expenditures up to $750.00 within the approved budget without prior Board approval. Vice President assists the President and oversees committees. Secretary maintains minutes and records. Treasurer oversees finances, reporting, and compliance. Directors: Provide strategic input, represent membership interests, chair or serve on committees, assist in planning and executing programs and events, and ensure transparency and adherence to bylaws.

Section 4. Terms and Rotation

Officers and Directors serve two-year terms. Terms are staggered: President and Secretary elected in odd-numbered years; Vice President and Treasurer elected in even-numbered years; half of the Directors elected each year. No individual may serve more than three consecutive terms in the same position.

Section 5. Election Procedure

A Nominating Committee created by the Board at the beginning of each year shall present a slate of candidates at least 30 days before the annual meeting. Additional nominations may be made from the floor. Elections occur at the annual meeting by majority vote of members present. Vacancies may be filled by Board appointment until the next annual election.

Section 6. Removal

Any Officer or Director may be removed for cause by a two-third vote of the Board.

Article IV. Committees

Section 1. Standing Committees

The Board may establish standing committees (e.g., Finance/Audit, Fundraising, Scholarship/Awards, Communications). Members of said committee must be club members in good standing or otherwise described in such by laws.

Section 2. Ad Hoc Committees

The Board may create ad hoc committees for specific tasks. Members of said committee must be club members in good standing or otherwise described in such by laws.

Article V. Financial Management & Controls

Section 1. Fiscal Year

The fiscal year ends December 31st as set by the Board.

Section 2. Banking and Disbursements

All funds shall be deposited in the Corporation’s accounts. Two signatures are required for checks above a threshold set by the Board.

Section 3. Internal Controls & Audit

The Board shall adopt internal controls and an annual review/audit.

Section 4. Gifts, Grants, and Restricted Funds

Booster funds are to support school activities; cash or assets provided to the school may not be earmarked for a particular expense. Club operational funding must have board approval over $1000.00.

Section 5. Prohibited Benefits

No coach may accept money, products, or services from any source more than UIL limits.

Section 6. Tax and Reporting Compliance

The Corporation shall file required IRS returns and comply with Texas Comptroller rules.

Article VI. Conflict of Interest

Section 1. Policy

The Corporation adopts a Conflict-of-Interest Policy consistent with IRS guidelines.

Section 2. Self-Dealing / Excess Benefit Transactions

Transactions with insiders must be fair and reasonable and approved by disinterested officers and directors.

Article VII. Non-Discrimination & Safeguarding Student Eligibility

Section 1

The Corporation shall not discriminate and shall conduct activities in a manner that preserves student eligibility under UIL rules and district policy.

Article VIII. Communication & Relationship with School Administration

Section 1

The Corporation recognizes the Superintendent (or designee) as having input authority pertaining to fund raising activities that involve the district and shall keep administration informed of all activities.

Article IX. Records and Public Disclosure

Section 1

The Corporation shall keep correct and complete books and records of account, minutes of all meetings, and a record of directors and members (if any).

Article X. Indemnification

Section 1

To the extent permitted by Texas law, the Corporation may indemnify directors and officers against liabilities incurred in good-faith service to the Corporation.

Article XI. Amendments

Section 1

These bylaws may be amended by a two-thirds vote of the Board at any meeting with at least 10 days’ notice describing proposed changes.

Article XII. Scholarship Program

Section 1. Purpose

To provide financial assistance to graduating student-athletes who demonstrate academic achievement, athletic participation, and community involvement.

Section 2. Oversight and Committee Structure

The Scholarship Committee shall be external, composed of individuals who are not current, Club Members, Board Members or Officers. Two Officers shall provide oversight only and may attend meetings but shall not vote. Board members, Officers, and their immediate family members are eligible to apply for or receive scholarships.

Section 3. Funding

Scholarship funds shall come from general fundraising activities, designated donations, or specific scholarship drives approved by the Board.

Section 4. Eligibility Criteria

Applicants must be a graduating senior enrolled at Port Neches – Groves High School, have participated in at least one UIL-sanctioned athletic program, meet minimum academic standards, and submit a completed application by the published deadline.

Section 5. Detailed Selection Process

The Submission process shall be anonymous and executed via a third party group/program. 1. Application Period: Publish forms by Jan 15; Submission deadline March 31st. 2. Eligibility Screening: Verify criteria; disqualify incomplete/late applications. 3. Evaluation Criteria & Scoring: Academic 30%, Athletic 30%, Community Service 20%, Essay 20%; scored by at least three committee members. 4. Conflict of Interest: Members disclose relationships; recuse if conflict; oversight officers ensure compliance but cannot vote. 5. Ranking & Recommendation: Average scores; rank applicants; resolve ties by community service hours. 6. Final Approval & Notification: Committee submits report to Board for recordkeeping; notify recipients by the last working day of April. 7. Disbursement: Funds paid directly to accredited institutions or by reimbursement. 8. Annual Report: Committee provides summary to Board and membership.

Section 6. Award and Disbursement

There shall be a minimum of two scholarships awarded each year, one male and one female student athlete. The number of scholarships and the amount of each one shall be determined by the Board and based on the funds available. The Board shall make sure that there are equal scholarships, male and female. Scholarship funds shall be paid directly to the recipient’s accredited post-secondary institution or reimbursement directly to students upon proof of enrollment and expense has occurred.

Section 7. Reporting and Transparency

The Scholarship Committee shall provide an annual report to the Board and membership summarizing applicants, recipients, and funds awarded.