Outkast Wrestling, Inc.




Section 1: NameThe name of the organization shall be Outkast Wrestling, Inc.  Outkast Wrestling, Inc., is located at 908 John Marshall Highway, Front Royal, Virginia 22630.


Section 2: DescriptionOutkast Wrestling, Inc. is a non-profit organization that exists for charitable, educational, and athletic purposes, including the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code.


Section 3: PurposeThe purpose of Outkast Wrestling, Inc. is to acquaint area youth with the rules and fundamentals of wrestling and to support the sport of wrestling at all levels.  Outkast Wrestling, Inc. also promotes excellence in wrestling and positively influence the lives of kids in and around our surrounding communities, by developing a commitment to wrestling through a fun and affordable team-oriented experience at practices and competitions, emphasizing sportsmanship, teamwork, skill building, physical conditioning, goal setting, a competitive spirit, hard work and a winning attitude.  Our goal is to help guide our athletes to become the best and prepare them to face all of life’s challenges.




Members shall be all those who desire to be affiliated with Outkast Wrestling, Inc. through paying dues, volunteering, fund raising activities, and/or instructional activities provided to youth, middle school, and high school area wrestling programs, paying members. Members are entitled to the following:


  1. Attendance at open sessions of business meetings

  2. Seeking appointment to the Outkast Wrestling, Inc. Board of Directors

  3. Responsible to the policies and procedures of the organization




Section 1: Membership – Yearly membership dues will be revisited during every November Board meeting after review of the Treasury reports.  In addition, the Board has the authority to table a motion to reduce the monthly/yearly membership dues for cause upon a 2/3 majority vote from the Board.


Section 1: Membership Fees – Are initially set according to section ii. table of Start-Funding contained within the Outkast Wrestling, Inc. Business Plan.



Section 1: Monthly Meetings - The date and location of the regular monthly and special meetings (as applicable) are set by the President of the Board. However, they are normally conducted the first Monday of the month at 7:30 pm and held at Outkast Wrestling, Inc.  The President can reschedule the Board meetings with cause (ex. Holidays and sporting events).  No Board meeting will be deemed to have been validly held unless the President provided notice of same to each of the Directors in good Standing at least thirty (30) calendar days prior to such meeting, which notice will identify all potential actions to be undertaken by the Board at the Board meeting. No Director will be intentionally excluded from Board meetings and all Directors shall receive notice of the meeting as specified above; however, Board meetings need not be delayed or rescheduled merely because one or more of the Directors cannot attend or participate so long as at least a quorum of the Board (as defined in Article V: Section 5 below) is represented at the Board meeting. Electronic voting shall be permitted in conjunction with any and all meetings of the Board (including Special Meetings as set forth in Section 3.8 below)


Section 2: Special Meetings - Special meetings may be called at any time by request of any Board member with the backing of at least a second Board member. Reasonable time shall be allowed before the special meeting date. Notice of each meeting should be given to each Board of Director member, by e-mail, not less than 5 days before the meeting.


Section 3: Electronic Voting – Voting by electronic mail (e-mail) is permitted under these Bylaws. Such calls of vote are to be reserved for issues of importance. This may arise, for example, in the event a quorum is not present at a formal meeting, or if Board action is considered desirable at a time between regularly scheduled meetings. In such cases, all Board members have the right to submit a vote within a specified time period (no less than 48 hours, no more than 7 calendar days). Vote by e-mail will be conducted in the following manner:


  1. The President or any three (3) Executive Officers may request a vote via e-mail. Executives Officers shall have 3 options regarding their vote:


  1. Vote to pass the motion

  2. Vote to reject the motion

  3. Express the opinion that the motion is not amenable to an electronic vote.


  1. If any member objects to the electronic vote, the motion would remain subject to the "in person" quorum voting rules. If no objections are received, a simple majority of the Board of Directors is required to pass the vote.


  1. All Board members must have access to electronic mail, and it is the responsibility of each member to inform the President of the correct e-mail address for purposes of correspondence and e-mail voting.




Section 1: Government - The Government of Outkast Wrestling, Inc. shall be vested in a board of nine (9) positions. The Board shall consist of four (4) Executive Officers and five (5) Members at Large in good standing.


Section 2: Executive Officers - The Executive Officers of the Outkast Wrestling, Inc. shall consist of:


  1. President

  2. Vice President

  3. Treasurer

  4. Secretary


Section 2a: Members at Large - The Members at Large shall consist of (in no order of importance):


  1. Fundraising Coordinator

  2. Communications Coordinator

  3. Coaching Representative

  4. Recruiting Coordinator

  5. Tournament Coordinator


NOTE: The offices of Coaching Representative and Tournament Coordinator can be combined into one office as needed.


Section 2b:  Candidates - Candidates for presidency must be a member of Outkast Wrestling Inc, for a minimum of 6 months with prior managerial experience. Two members residing in the same household may not simultaneously serve on the Board of Directors unless expressly approved by a majority vote of the Executive Board.  If there are members who share the same household and/or related, their vote shall be recorded as a single vote.


Section 3: Board Elections - The Officers and Members at Large shall be nominated by members of Outkast Wrestling, Inc. and elected/voted in by the current Board of Directors.


A nomination committee shall be appointed by the President, not less than 4 weeks prior to the regularly scheduled January meeting for, the selection of members to the Board of Directors. If a current member of the Board of Directors is nominated for a Board position, they may still participate in the vote, voting for themselves or a new nominee. Qualifications for Executive Officer positions shall consist of the following: residency or employment within Warren County and must be in good standing within the club and conducts themselves in a manner that will bring honor to the Outkast Wrestling, Inc.  Qualifications for a Member at Large position shall consist of the following:  Must be a resident or hold employment within the Northern Shenandoah Valley and must be in good standing and conduct themselves in a manner that will bring honor to the Outkast Wrestling, Inc.


Section 4: Terms - All Board members shall serve a term of two (2) calendar years but are eligible for re-election. All Board member terms will be offset to avoid the board being voted out at one time.  The offices of President, Treasurer, Fundraising Coordinator, Coaching Representative, and Tournament Coordinator will be voted on in odd number years.  The offices of Vice President, Secretary, Communications Coordinator, and Recruiting Coordinator will be voted on in even number years. There are no term limit restrictions.  Board member term limits shall commence on January 1, 2020.  Until, January 1, 2020, current Board members shall assume all responsibilities of their respective positions.


Section 5: Quorum - A quorum must be attended by at least 50 percent of the Board members before business can be transacted or motions made or passed.  Two members of the Executive board must be present for the passed transactions and/or motions to be valid.


Section 6A: Officers and Duties - There shall be four officers of the Board consisting of a President, Vice President, Treasurer, Secretary. Their duties are as follows:


President shall convene regularly scheduled Board meetings, shall preside or arrange for other members of the executive committee to preside at each meeting. The President shall serve as representative of Outkast Wrestling, Inc. and retain all official records of Outkast Wrestling, Inc.  The President can assign committees and should be a chairperson.  Will sign and date all correspondences.  Will cast tie-breaking vote if and only in the event of a tie-breaker being needed.  The President shall also assign a committee to chair all affairs pertaining to our participation in the Mason Dixon (Wrestling) League.


Vice President will chair committees on special subjects as designated by the Board and will assist the President.  In the absence of the President, the Vice President shall chair meetings.  Shall handle all presidential duties of the President until replacement in the event of the President stepping down before term has expired.  Will be the Chair of the fundraising committee.


Treasurer shall make a report at each Board meeting. Treasurer shall chair the finance committee, assist in the preparation of the budget, collect revenue, pay authorized expenses, prepare year-end financial reports, facilitate an annual audit, help develop fundraising plans, and make financial information available to the President for dissemination for the monthly meeting.


Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member, and assuring that corporate records are maintained.


Section 6B:  Members at Large and Duties


Fundraising Coordinator

Develop compelling fundraising strategies and campaigns with specific plans and clear goals for Outkast Wrestling, Inc.  The campaigns and activities could involve face-to-face or online fundraising and could include soliciting donations from businesses or the public, applying for grants from government agencies or charitable foundations, or other fundraising activities.  Works closely with the treasurer to support club financing needs which are subject to the approval of the President and or 2/3 majority vote of the Executive Board.  Will be Vice-Chair of the fundraising committee.


Communications Coordinator

Will work alongside the Secretary and Vice President to raise public awareness of our organization as well as being a liaison for communication between parents, coaching staff, and executives.


Coaching Representative

Will represent the coaching staff and address concerns that they may have.  Will also address wrestlers and parents’ concerns brought forth by the communications coordinator.  Shall be responsible for overseeing coaching responsibilities and schedules for practices and tournament availability.  Must maintain a calendar for primary and secondary coaches for the day.  Will be the primary coach responsible for replacements and will forward any and all changes to the Vice President.


Recruiting Coordinator

Will be responsible for all aspects of recruiting and retention for all programs. Responsibilities to include but not limited to:   establishing and maintaining working relationships with all functional areas; establishing programs and procedures for recruiting.


Tournament Coordinator

Coordinate all activities with the Communications Coordinator surrounding tournaments to include but not limited to:  finding and scheduling opportunities for club participation; assigning table workers to keep score and time; maintain results /scoring from events.  Can also delegate results and scoring of events on an as needed basis.


Section 7: Removal of Officers – An officer can be removed from office for failure to fulfill his/her duties, only after reasonable notice and by majority vote of Board members.


Section 8: Vacancies - When a vacancy on the Board exists, nominations for new members may be received from present Outkast Wrestling, Inc. Board members. Nominations will be collected by the Recording Secretary two weeks in advance of a Board meeting. These nominations shall be sent out to Board members with the regular board meeting announcement, to be voted upon at the next Board meeting. These vacancies will be filled only to the end of the Board member’s term.  If the Office of the President is vacant, it is solely incumbent of the Vice President to fulfil all responsibilities of the President until the vacancy has been filled.


Section 9: Resignation, Termination and Absences - Resignation from the Board must be in writing and received by the Secretary. A board member shall be removed from office for excess absences from the Board if s/he has three unexcused absences from board meetings in a year. A Board member may be removed for other reasons by a three-fourths vote of the remaining Directors.




Section 1: Coaching Eligibility – The following are prerequisites for coaching in the Outkast Wrestling, Inc. practices, meets and tournaments.


  1. Coaches must be at least eighteen years of age and must have prior wrestling experience at the HS or College level.

  2. Coaches shall be selected by the President and/or Vice President.

  3. Coaches must be willing to fulfill all duties assigned by President and/or Vice President.

  4. Coaches must submit to and pass USAW background check.

  5. Coaches shall have a valid USAW or equivalent coaches’ card.

  6. Coaches must be willing to abide by the Outkast Wrestling, Inc. Code of Conduct and have a signed copy on file with Outkast Wrestling, Inc. or representative.


Section 2: Volunteer Eligibility – The following are prerequisites for volunteering in Outkast Wrestling, Inc. practices, meets and tournaments.


  1. Volunteers must be willing to fulfill all duties assigned by the members of the coaching staff.

  2. Volunteers must be willing to abide by the Outkast Wrestling, Inc. Code of Conduct and have a signed copy on file with the Outkast Wrestling, Inc. or representative.

  3. All volunteers must be approved by the Board.


Section 3: Coach/ Volunteer Principles of Leadership.


  1. They will refrain from use of alcohol or tobacco during contact with wrestlers.

  2. They will not “belittle” wrestlers but may use constructive criticism in private.

  3. They will not criticize the opposing team, coaches or fans in any shape or form, i.e. good sportsmanship.

  4. They will refrain from using abusive/profane language.

  5. They will not discriminate based on gender, race, religion or win/loss record.

  6. They will emphasize that good athletes are physically and mentally alert.

  7. They will strive to make every wrestling activity serve as a training ground for life and as a basis for good mental and physical health.

  8. They will emphasize proper nutrition/diet for proper weight control/loss.

  9. They will set a good example by following all the rules and regulations of the wrestlers as it pertains to them.


No coach or training volunteer shall act alone in any capacity without a certified coach and/or trainer present and/or approval from the Board.


Section 4: Acts of Disbarment – A coach or other adult acting in an official capacity may be barred from further participation in Outkast Wrestling, Inc. events and practices by violation of the Outkast Wrestling, Inc. Code of Conduct or any act, situation or event that is deemed sufficiently egregious by a majority vote of the Board.


Section 5: Disciplinary - Written documentation of any disciplinary action will be handled by the Secretary and placed in permanent file.




Section 1:  Wrestler Eligibility - To become an eligible member and participant of Outkast Wrestling, Inc. the following requirements must be met:

  1. A written registration form filled out by the parent/guardian for each wrestler must be on file with the club.

  2. A photocopy of the birth certificate must be on file with Outkast Wrestling, Inc. for age verification in the event a wrestler’s age is challenged in competition.

  3. A signed medical release and insurance information must be on file with Outkast Wrestling, Inc. before a wrestler can participate in practice.

  4. A signed registration form must be on file and registration fees for each wrestler must be paid prior to participating in practice.

  5. Must be willing to follow the rules and Code of Conduct of Outkast Wrestling, Inc. and have a signed copy on file.

Section 2:  Revocation of Membership Rights – The following is a list of activities that may cause a participating wrestler to lose membership privileges and rights. This list is not comprehensive, nor inclusive and additional actions may result in termination of membership and loss of privileges as deemed by the President or Board.

  1. Biting, fighting, bullying, name calling, abusive language;

  2. Possession, use, or distribution of any illegal substance except for a legally obtained drug prescription for personal use.

  3. Use or possession of tobacco or alcohol.

  4. Vandalism of any and all property, including practice and tournament facilities as well as hotels/motels used for tournament participation.

  5. Continued disruption of practices or/and poor sportsmanship.

  6. Disrespect to any wrestler, coach, assigned chaperone, or club official;

  7. Having a communicable disease (at the discretion of the Board)

Section 3:  Participation Reinstatement - Any wrestler dropped from the club for any reason cannot participate with the club in any way. A wrestler may seek reinstatement by a vote of the board.

Section 4:  Refunds -  There will be no refunds of registration or tournament fees upon removal from the team.

Section 5:  Disciplinary - Written documentation of any disciplinary action will be handled by the Secretary and placed in permanent file.



Section 1: Sponsorships and Contributions - Outkast Wrestling, Inc. will solicit sponsorships and contributions as needed. Sponsorship funds are used to support the Outkast Wrestling, Inc. program. Funds help pay for tournament costs, tournament travel accommodations, clinics/camps, equipment, and coaching.


Section 2: Fiscal Year -   The fiscal year of Outkast Wrestling, Inc. begins January 1, and ends December 31, of the same year.


Section 3: Banking -  All funds shall be kept in a checking account in the name of Outkast Wrestling, Inc., requiring two signatures of the Executive Board.  The bank of choice is First Bank, located in Front Royal, VA.


Section 4: Expenditures -  Executive Board members shall have the authority to approve expenditures up to a maximum of $2,000 dollars with a simple 2/3 vote.  All others must be approved by the whole Board in a vote.


Section 5: Reporting - All Financial Activity shall be recorded in a manual or computer-based accounting system.  The Treasurer shall reconcile the account(s) monthly and report all financial activity monthly.  Outkast Wrestling, Inc. shall arrange an independent review of its financial records each year by an outside registered CPA if funds allow.


Section 6: Ending Balance – The organization shall leave a minimum of $1,000.00 in the treasury at the end of each fiscal year.


Section 7: Contracts – Contract signing authority is limited to the President or the President’s designee.



Section 1: Parliamentary procedures will be followed at all Outkast Wrestling, Inc. meetings and the Board of Directors shall act in accordance with Robert’s Rules of Order Newly Revised.


Section 2: Amendments to the bylaws may be proposed by any Outkast Wrestling, Inc. member.  Amendments presented at an Outkast Wrestling, Inc. meeting shall be considered for voting after 2 subsequent meetings.  A 2/3 approval of all members present, and voting is required to adopt an amendment to the Bylaws.


Section 3: Dissolution Clause - In the event Outkast Wrestling, Inc. ceases to exist, all assets; or funds obtained from the sale of assets at the time of the dissolution of the Outkast Wrestling, Inc., shall be donated to a non-profit organization engaged in promoting sports in Warren County and/or surrounding areas.  Any club tangible assets shall be sold at an agreed upon price by the board and the funds given to the same non-profit organization.


Dissolution of this club is only obtainable by 100 percent vote of all members.




These Bylaws were adopted on _____02/22/2019______________.