BYLAWS Of Marquette Booster Club, Inc.

(An Illinois Not-for-Profit Corporation)

ARTICLE I: Name

Section 1: Name

The name of this corporation is Marquette Booster Club, Inc., dba Marquette Explorers Club, hereinafter referred to in this document as Explorers Club.

ARTICLE II: Purpose

Section 1: Purpose

The purpose of the corporation is to perpetuate and support education, athletic and non-athletic programs and activities as the Board deems appropriate for the students of Marquette Catholic High School, Alton, Illinois, in cooperation with the administration of said high school.

ARTICLE III: Membership

Section 1: Membership

A. All parents and guardians of each enrolled student shall belong to the general membership.

B. Dues for community members and alumni shall be established by the Board of Directors.

C. Collection of dues shall be the responsibility of the Board of Directors.

ARTICLE IV: Dues

Section 1: Annual Dues

A. Dues for all parents and guardians are included in the registration fees for each student.

B. Dues for community members and alumni shall be established by the Board of Directors.

C. Collection of dues shall be the responsibility of the Board of Directors.

ARTICLE V: Fiscal Policy

Section 1: Fiscal Year

The fiscal year of the corporation shall commence June first of each year.

Section 2: Annual Audit

An annual audit of all accounts may be performed by a Certified Public Accountant within 45 days of the end of the fiscal year if deemed necessary by the audit committee or the Board.

Section 3: Contracts

The Board of Directors may authorize any person to enter into any contract or execute and deliver any instrument in the name of the Explorers Club.

Section 4: Disbursements

A. All checks, drafts or money orders shall be signed with two signatures by either the President, Treasurer or Vice Presidents, as determined by resolution of the Board of Directors.

B. The Board of Directors shall approve all expenditures over $500.00 prior to disbursement.

Section 5: Deposits

All funds shall be deposited into the Explorer Club account at Liberty Bank, Godfrey, IL or other location as determined by Resolution of the Board of Directors.

Section 6: Gifts

The Board of Directors may accept on behalf of the Explorers Club, any contribution or gift for general purposes or special purposes.

ARTICLE VI: Board of Directors

Section 1: Management

The governing and management power of this corporation shall be vested in the Board of Directors.

Section 2: Number of Directors

The number of directors shall not be fewer than 15 or more than 31.

Section 3: Term

A. Election to a position of the Board of Directors shall be for a two-year term.

B. Approximately ½ of the Board of Directors shall be elected in even numbered years and ½ will be elected in odd numbered years.

C. A Director may serve two consecutive terms of two years each.

Section 4: Meetings and Quorum

A. The Board of Directors shall meet at least once each month or as decided by the Board.

B. Special meetings of the Board may be called at the discretion of the President or upon the written request of three members of the Board. Notice stating place, date, hour, and purpose of meeting shall be delivered to each Director at least 48 hours in advance of meeting. Notice may be by regular mail, email or FAX.

C. A simple majority of the Board of Directors will constitute a quorum.

D. An annual meeting of the Board of Directors shall be held to elect officers and conduct other business as may be needed.

E. Email may be used to solicit comments from the Directors for the upcoming meeting agenda.

F. Board meetings will be open to Membership, however members have no voting privileges.

Section 5: Vacancy

A. A vacancy existing among the officers or on the Board of Directors for any cause other than the expiration of term of office shall be filled by the Board of Directors for the unexpired term.

B. Any Board member who misses three or more consecutive meetings without an excused absence may be removed from the Board.

Section 6: Ex-officio Board Members

The Athletic Director and the Academic Dean of Students of Marquette Catholic High School shall be ex-officio members of the Board of Directors.

Section 7: Proxy Vote

A. At any meeting of the Board of Directors, a Director who is entitled to vote may vote by proxy with notice.

B. The notice shall be written, signed and dated by the absent Director and delivered to the Secretary prior to the start of the meeting.

ARTICLE VII: Officers

Section 1: Officers

The officers of the corporation shall be a President, a First Vice-President, a Second Vice-President, a Treasurer, and a Secretary.

Section 2: Election of Officers and Term of Office

A. At least four weeks prior to the annual Board of Directors meeting, the President shall appoint a nominating committee of three, which committee must be approved by the Board of Directors and shall report nominees for the officers at the annual meeting. Additional nominations may be made from the floor at the annual meeting.

B. The officers shall be elected annually by the Board of Directors at the annual Board of Directors meeting.

C. Officers shall serve for a term of one year and may be elected to two consecutive terms except for the Treasurer who may serve for a two-year term if approved by the Board.

D. Any officer who fails to comply with the bylaws in performance of assigned duties or misses three consecutive board meetings with unexcused absences may be removed from office.

E. A vacancy in any office may be filled by appointment by the Board of Directors for the unexpired term.

Section 3: Duties of the President

A. The duties of the President shall be to preside at all the meetings of the corporation and of the Board of Directors, and to discharge the usual duties pertaining to this office.

B. The President shall determine that the annual renewal requirements for the 501(c) (3) are met.

Section 4: Duties of the First Vice-President

A. The First Vice-President will act as an aide to the President and shall perform the duties of the President in the absence of that officer.

B. The First Vice-President shall perform such other duties as assigned by the Board of Directors or the President.

Section 5: Duties of the Second Vice-President

A. The Second Vice-President will act as an aide to the President and shall perform the duties of the President in the absence of the President and First Vice-President.

B. The Second Vice-President shall perform such other duties as assigned by the Board of Directors or the President.

Section 6: Duties of the Treasurer

A. The Treasurer shall collect, receive, and have the care and custody of all monies of the corporation, deposition the same in such depository as shall be selected by the Board of Directors.

B. The Treasurer shall make disbursements only on the authority of the Board of Directors.

C. The Treasurer shall keep a true account of all transactions, and shall submit a financial report to the Board of Directors each month.

D. The Treasurer shall prepare the budget and annual statement at the end of the year.

E. The Treasurer shall file all financial reports or tax returns required by federal and state law.

F. An annual audit of all accounts may be performed by a Certified Public Accountant within 45 days of the end of the fiscal year if deemed necessary by the Board or Audit committee.

G. The Board of Directors may elect to set up special, temporary accounts for special functions, such as, but not limited to the Annual Auction under the care of a person other than the Treasurer.

H. The Treasurer shall be bonded, said bond paid for by the Explorer Club.

Section 7: Duties of the Secretary.

A. The Secretary shall record the minutes at all of the meetings of the corporation and the Board of Directors and distribute copies of the minutes to the Board.

B. The Secretary will handle organizational correspondence.

C. The Secretary will perform such duties as assigned by the Board of Directors or the President.

D. The Secretary shall keep complete membership records of the organization, and shall perform other usual duties pertaining to this office.

ARTICLE VIII: Membership Meetings

Section 1: Annual Membership Meeting:

A. The annual meeting of the members of the corporation shall be held each year at a time and place selected by the Board of Directors, and one week’s notice thereof shall be sent to each member.

B. The purpose of the Annual Meeting is the election of the Board of Directors and the transaction of such other business as may come before the meeting.

C. At least four weeks prior to the annual Membership meeting, the President shall appoint a nominating committee of three, which committee must be approved by the Board of Directors and shall report nominees for the Directors at the annual meting. Additional nominations may be made from the floor at the annual meeting.

D. Voting shall be conducted by voice or written ballot.

Section 2: Special Meetings

Special meetings of the membership may be called at the discretion of the President and must be called upon at the written request of ten percent of the members in good standing. Calls for meeting must state the purpose, and the same notice shall be given as provided in the case of the annual meeting.

Section 3: Quorum

A quorum at meetings of the membership of the corporation shall consist of 25 members.

ARTICLE IX: Miscellaneous

Section 1: Parliamentary Procedure

A. Meetings of this corporation shall be conducted according to “Robert’s Rules of Order” where they do not conflict with these by-laws.

B. These rules may be suspended by resolution duly adopted by 2/3 of the Directors or members present.

Section 2: Committees.

A. The President may appoint committees as the need arises.

B. The President shall be ex-officio member of all standing committees.

Section 3: Previous Rules, Bylaws

Any and all previous rules, bylaws or provisions thereof in conflict with these provisions shall be automatically null and void.

Section 4: State and Federal Statutes

Any provision of these bylaws, which are in conflict with the State of Illinois statutes or Federal law, shall be deemed null and void. Any provision hereunder that may or might be contrary to any State of Illinois Statute or Federal law shall be deemed null and void on the effective date of that statue or law. However, the remaining provisions of these bylaws shall remain in full force and effect.

Section 5: Earnings

No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for the services rendered and to make payments and distributions in furtherance of the purposed set forth in Section I hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidates for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal Income Tax under section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).

Section 6: Distribution upon Dissolution

Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, education, religious, or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Circuit Court for Madison County, Illinois, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.

Section 7: Tax Exemption

It is the intent of the Incorporators, Board of Directors, Officers and Members that this corporation shall qualify s a tax-exempt, under Section 501(c)(3) of the Internal Revenue Code or corresponding section of any future Federal tax code.

Section 8: Indemnification

The Explorers Club shall have the power to indemnify the officers and directors who are parties to or are threatened to be made parties to any threatened, pending or completed action, whether civil, criminal, administrative, or investigative. Said indemnification shall be made by the corporation only as authorized in the specific case upon a determination that indemnification is proper in the circumstances.

ARTICLE X: Changes to the Bylaws

Section 1: Changes to the Bylaws

A. Proposed bylaw changes shall be referred to the bylaw committee who shall make recommendations to the Board of Directors. Recommendations must be presented in writing.

B. The bylaws may be amended and adopted by the Board of Directors at any monthly meeting or special meeting. Directors shall receive a copy of the proposed bylaw changes at least 48 hours prior to the meeting.

C. Such proposed amendments will become effective upon the affirmative vote of two-thirds of the Directors at such meeting.