BYLAWS
Effective: July 2, 2025
Email: duwayne_swift@gmail.com
ARTICLE I – NAME AND PURPOSE
Section 1. Name
The name of the organization is Team Dungeon Work (hereinafter referred to as “the Organization”).
Section 2. Purpose
Team Dungeon Work is a nonprofit organization created to empower underrepresented youth through basketball, mentorship, and academic support. Its purpose includes:
- Teaching life skills through sports
- Providing academic support and tutoring
- Hosting youth leadership clinics
- Creating safe, supportive spaces for youth development
This organization is organized exclusively for charitable purposes under Section 501(c)(3) of the Internal Revenue Code (or equivalent Canadian nonprofit designation if incorporated in Canada).
ARTICLE II – NONPROFIT STATUS
Section 1. Nonprofit Nature
Team Dungeon Work is a nonprofit public benefit organization. No part of its income shall benefit any private individual. It will not engage in political campaigns or lobbying.
ARTICLE III – MEMBERSHIP
Section 1. Non-Membership Structure
The organization shall not have formal voting members. Participation in programs or events does not grant any governance or voting rights. All decisions are made by the Board of Directors.
Plain Explanation:
You can join our activities and programs, but that doesn’t mean you’re a legal decision-maker. Only the board can make official decisions.
ARTICLE IV – BOARD OF DIRECTORS
Section 1. Role
The Board of Directors governs the organization. It sets policies, oversees finances, approves budgets, and ensures the organization meets its mission.
Section 2. Composition
The Board shall consist of no fewer than 3 and no more than 11 directors.
Section 3. Terms
Board members serve 2-year terms, renewable upon vote.
Section 4. Meetings
The Board shall meet at least quarterly. Special meetings may be called by the Chair or any two Board members.
Section 5. Quorum and Voting
A majority of directors constitutes a quorum. A majority vote decides matters, unless stated otherwise.
Section 6. Compensation
Directors receive no compensation for serving but may be reimbursed for expenses incurred on behalf of the organization.
ARTICLE V – OFFICERS
Section 1. Officers
The officers are:
- Chairperson – Leads meetings, represents the organization
- Vice-Chairperson – Assists and steps in if Chair is unavailable
- Secretary – Keeps minutes and organizational records
- Treasurer – Oversees finances and budgets
Section 2. Election and Terms
Officers are elected by the Board and serve 2-year renewable terms.
ARTICLE VI – COMMITTEES
Section 1. Formation
The Board may establish committees to manage events, fundraising, or special projects.
Section 2. Committee Leadership
Each committee must have a chairperson, appointed by the Board.
ARTICLE VII – FINANCIALS
Section 1. Fiscal Year
The fiscal year begins January 1 and ends December 31.
Section 2. Budget Approval
The Board must approve an annual budget. All expenditures must align with the budget or be authorized by the Board.
Section 3. Banking
The organization shall maintain its funds in a reputable bank. Two authorized signatures are required for any expenditure over $500.
Section 4. Financial Review
An independent review shall occur annually, and records must be kept for 7 years.
ARTICLE VIII – CONFLICT OF INTEREST
Section 1. Policy
Board members and officers must avoid conflicts of interest. Any potential conflict must be disclosed and recorded.
Section 2. Abstention
Any person with a conflict must abstain from voting on related matters.
ARTICLE IX – INDEMNIFICATION
To the fullest extent permitted by law, Team Dungeon Work shall indemnify and hold harmless its board members, officers, and volunteers against claims arising from good-faith performance of their duties.
ARTICLE X – DISSOLUTION
Section 1. Dissolution Process
If the organization dissolves, it must be approved by a two-thirds vote of the Board.
Section 2. Asset Distribution
Upon dissolution, all remaining assets shall be distributed to another registered nonprofit organization that aligns with the mission of youth development and community empowerment. Under no circumstance shall assets be distributed to individuals or private interests.
ARTICLE XI – AMENDMENTS
These bylaws may be amended by a two-thirds vote of the Board of Directors at any regular or special meeting, provided the amendment has been submitted in writing at least one week prior.
CERTIFICATION
These bylaws were approved by the Board of Directors of Team Dungeon Work on July 2, 2025.
