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BYLAWS
OF THE
SIERRA MADRE GIRLS SOFTBALL ASSOCIATION, INC.
ARTICLE I - NAME
The name of this organization
shall be Sierra Madre Girls Softball Association, Inc. (herein
after referred to as "league" or "SMGSA").
ARTICLE II - OFFICES
The corporation's principal
executive office shall be fixed and located at such place
as the Board of Directors shall determine. The Board of Directors
is granted full power and authority to change said principle
executive office from one location to another.
ARTICLE III - PURPOSE
The purpose of this organization
shall be to provide an athletic program for Sierra Madre area
girls.
ARTICLE IV - MEMBERS
Members of this organization
shall consist of players' parents or guardians, managers,
coaches, team sponsors, and board members.
ARTICLE V - OFFICERS
Section 1
Board of Directors: The SMGSA Board of Directors shall
consist of a minimum of seven (7) up to a maximum of nineteen
(19) members. The elected officers of the league shall consist
of a President, First Vice-President/Player Agent, Second
Vice- President/Purchasing Agent -Equipment, Secretary, Treasurer,
Scheduler, Umpire in Chief, Purchasing Agent -Uniforms, Director
of Coaching, Publicity Officer, Special Activities Officer,
Fundraising Officer, Snack Activities Officer, Field Maintenance
Officer, and Webmaster.
Section 2
President: The President shall be the Chief Executive
Officer of the organization and shall have general supervision,
direction and control of the business and programs of the
league. The President shall preside at all meetings of the
league.
Section 3
First Vice-President/Player Agent: The Player Agent
shall plan and manage player registration, evaluations, and
drafting. In the absence of the President, the Player Agent
shall perform all the duties of the President. In the event
of a vacancy in the office of the President, the Player Agent
shall complete the unexpired term. The Player Agent shall
keep the official record of league team standings and provide
them to the Publicity Officer weekly.
Section 4
Second Vice-President/Purchasing Agent-Equipment:
The Purchasing Agent- Equipment shall manage and control
all equipment and supplies for the league including purchase,
repair, and inventory control.
Section 5
Secretary:
a. Book of Minutes:
The Secretary shall keep or cause to be kept, the minutes
of all meetings of the Sierra Madre Girls Softball Association,
Inc., and actions of the Board of Directors. The Secretary
shall also maintain a roster of the Board of Directors and
league managers. The Secretary shall conduct correspondence
as directed by the President.
b. Notices, seal and other duties: The Secretary
shall give notice of all meetings to the members, Board of
Directors, and Executive Committee. The seal of the league
shall be kept in safe custody of the Secretary. The Secretary
shall have other powers and perform such other duties as may
be prescribed by the Board of Directors or the Bylaws.
Section 6
Treasurer:
a. Books of Account:
The Treasurer shall keep and maintain adequate and correct
books and records of accounts of the properties and business
transactions of the league, including its assets, liabilities,
receipts, disbursements, gains, losses, capital, fund balance,
and other matters customarily included in financial statements.
The books of account shall be open to inspection by any Board
Member at all reasonable times.
b. Deposits and disbursement of money and valuables:
The Treasurer shall deposit, or verify deposit, of all money
and other valuables in the name and to the credit of the league
with such depositories as may be designated by the Board of
Directors. The Treasurer shall be the Chief Financial Officer
of the league and provide an account of transactions and financial
condition of the league whenever requested by the Board of
Directors and shall have other powers and perform other duties
as may be prescribed by the Board of Directors.
Section 7
Scheduler: The Scheduler shall prepare, coordinate,
maintain and distribute the various practice, game, and other
league activity schedules, for all age divisions and seasons
of play of SMGSA. The Scheduler is also the primary liaison
between the league and the points of contact for the various
field venues that SMGSA uses. The Scheduler shall also work
closely with the Player Agent and Umpire In Chief in the performance
of job responsibilities and shall assist with delegated responsibilities.
Section 8
Umpire In Chief: The Umpire In Chief shall recruit paid
umpires for all official games and serve as the communication
liaison between managers, teams, and umpires. The Umpire In
Chief shall work closely with the SMGSA Scheduler to ensure
umpire coverage as required. The Umpire In Chief shall chair
the Protest Committee. The Umpire In Chief shall coordinate
and chair a pre-season rules review meeting and participate
in post-season rule revision meetings.
Section 9
Purchasing Agent - Uniforms: The Purchasing Agent -Uniforms
shall be responsible for designing, coordinating purchase
of, and distributing league uniforms for all divisions and
seasons of league play. The Purchasing Agent -Uniforms shall
also work closely with the Purchasing Agent -Equipment in
the performance of the job responsibilities and shall assume
the responsibility for those duties delegated.
Section 10
Director of Coaching: The Director of Coaching
shall be responsible for soliciting the coaching services
for SMGSA teams and presenting coaching candidates to the
Board of Directors for final approval. The Director of Coaching
shall coordinate, plan, and conduct player and coaching clinics
for league participants or cause to have such clinics conducted.
The Director of Coaching shall serve as a first line liaison
for coaching complaints and recommend whether or not to retain
the services of league coaches.
Section 11
Publicity Officer: The Publicity Officer shall
develop and place league press releases and public relations
information with area media outlets. It shall be the responsibility
of this officer to prepare and distribute communications information
to league members. The Publicity Officer shall distribute,
or cause to have distributed, registration information for
all seasons of SMGSA play.
Section 12
Special Activities Officer: The Special Activities
Officer shall coordinate all aspects of Opening and Closing
Day ceremonies, coordinate and promote special events for
SMGSA, and work closely with the Director of Coaching to arrange
skill clinics for league players and coaches. The Special
Activities Officer shall coordinate, or cause to be coordinated,
the ordering, purchasing, and distribution of trophies for
all divisions of SMGSA play.
Section 13
Fundraising Officer: The Fundraising Officer shall
coordinate, or cause to be coordinated, fundraising activities
for all league divisions and seasons of play. The Fundraising
Officer shall work closely with the Special Activities Officer
to maximize fundraising opportunities. The Fundraising Officer
shall oversee team parents and conduct meetings as appropriate
to ensure maximum participation in league fundraising and
other related activities.
Section 14
Snack Activities Officer: The Snack Activities Officer
shall be responsible for snack/diner venues at SMGSA field
locations. The Snack Activities Officer shall coordinate,
or cause to be coordinated, the conducting of inventory, purchasing,
stocking, preparation of food, coordinating work schedules,
and other related duties for those fields that offer snack/diner
service. The Snack Activities Officer shall work closely with
the Fundraising Officer to coordinate work schedules and ensure
adequate staffing through team parent contacts and designated
"for hire" personnel.
Section 15
Field Maintenance Officer: The Field Maintenance
Officer shall coordinate, or cause to be coordinated, the
necessary work crews for special field projects, maintenance,
and preparation of SMGSA fields of play. The Field Maintenance
Officer shall work closely with the league Scheduler to ensure
proper field setup is accomplished as required and brief league
managers and coaches on their responsibilities in regard to
field maintenance and preparation. As SMGSA continues to grow,
the Field Maintenance Officer should continually attempt to
secure additional game quality fields for league play with
the assistance of the SMGSA Board of Directors.
Section 16
Webmaster: The Webmaster shall be responsible
for the maintenance of the SMGSA website, to include the posting
of pertinent and current league information. The Webmaster
shall work closely with the Fundraising Officer to solicit
sponsors for the league site. The Webmaster shall maintain
official league documents with appropriate links on the site.
The Webmaster shall also work closely with the Player Agent
to maintain official league standings.
Section 17
All-Star Coordinator:
The All-Star Coordinator shall be responsible for coordinating
administrative duties for the all-star season, including tournament
selection and registration, player evaluations and notification,
uniform and accessory distribution, equipment, fee collection and VTD
insurance. The All Star Coordinator shall disseminate and enforce ASA
recreational league All Star eligibility rules and ensure that the
members of the All Star teams represent SMGSA in a positive manner
both on and off the field.
Section 18
General: SMGSA Board members are required
to submit an annual operating budget to the league Treasurer
at the December meeting. The budget shall be adopted/voted
on at the January meeting. SMGSA Board members are expressly
forbidden to commit the league to any debt in excess of $500.00
U.S. Dollars without prior approval of the SMGSA Board of
Directors. Unusual or extraordinary circumstances will be
addressed on a case-by-case basis with the President, Secretary,
and Treasurer collectively reserving the right to approve
expenditures beyond the set amount if appropriate.
ARTICLE VI - ELECTION AND
TERM OF OFFICES
Section 1
Elections: Elections shall be by a majority
of the votes cast by the general membership in attendance
at the annual election to be held at the end of league play.
Section 2
Terms of office: Terms of office shall be for
one year for all officers. Terms shall begin on July 1st
and end on June 30th of the corresponding calendar
year.
Section 3
Vacancy: A vacancy in any office, with the
exception of the President, shall be filled through appointment
by the President for completion of the unexpired term. In
the event of a vacancy in the office of the President, the
First Vice-President/Player Agent shall fill the office and
complete the unexpired term.
ARTICLE VII - GOVERNING
BODIES
Section 1
Governing Bodies: The governing bodies of the
league shall consist of a Board of Directors, an Executive
Committee and other committees as necessary to effectuate
the league's purposes.
Section 2
Board of Directors: The Board of Directors shall he
made up of the elected officers of the league. The Board of
Directors shall administer league programs, review the budget
as submitted by the President and Treasurer, respond to the
recommendations of the Executive Committee, determine and
review policy for the league, and take action on other business
as may appropriately come before it. The Board of Directors
shall appoint committees required to implement the programs
of the Board members.
Section 3
Executive Committee: The Executive Committee shall
consist of a manager or a coach listed with the league from
each team of a current calendar year spring season. The Executive
Committee shall recommend policy to the Board of Directors.
Section 4
Protest Committee: The Protest Committee shall be
made up of three (3) members. The Umpire In Chief shall chair
the meeting. The additional members shall be the President
and the First Vice-President/Player Agent. The Protest Committee
shall hear and rule on protests submitted in accord with league
policy. Any officer who has a conflict of interest involving
a specific protest shall be declared ineligible to act in
that instance by the remaining committee members. The remaining
committee members shall appoint a replacement for that specific
protest hearing from members of the Board of Directors.
Section 5
Finance Committee: The Finance Committee shall be
made up of the Board of Directors. The President and Treasurer
shall draft and recommend to the Board of Directors the annual
budget.
Section 6
Nominating Committee: The Nominating Committee
shall be selected by the Board of Directors. The Nominating
Committee shall prepare a ticket consisting of the name or
names of members who are willing to fill each of the offices
of the Board of Directors.
Section 7
Other Committees: The Board of Directors shall
appoint other committees deemed necessary to carryout the
functions of the league.
ARTICLE VIII - MEMBERSHIP
MEETINGS
Section 1
Annual Meeting and Elections: The membership
shall meet annually, generally in June at the meeting of the
Board of Directors to elect officers of the league.
Section 2
Meetings: Any member may attend any meeting of the
governing bodies and may speak to any point being considered
but may not cast a vote.
Section 3
Quorum:
a. Annual Meeting: Quorum for the annual
meeting consists of those who attend the annual meeting.
b. Executive Committee: Quorum shall consist of those
who attend the Committee Meeting.
c. Board of Directors: Quorum shall consist of a minimum
of five (5) members of the Board of Directors.
ARTICLE IX - POWERS
Section 1
General Corporate Powers: Subject to the provisions
of the California Nonprofit Corporation Law and limitations
in the Articles of Incorporation and these bylaws relating
to action required to be approved by the members, the business
affairs of the league shall be managed and all corporate powers
shall be exercised, by or under the direction of the Board
of Directors.
Section 2
Special Powers: Without prejudice to those
general powers, and subject to the same limitations, the Board
of Directors shall have the power to:
a. Select and remove any/all officers,
members, and employees of the league; prescribe any powers
and duties for them that are consistent with law, with the
Articles of Incorporation, and with these bylaws, and fix
their compensation.
b. Change the principle executive office or the principle
business office in the State of California from one location
to another.
c. Adopt, make and use a corporate seal; prescribe
the forms of membership certificates; and alter the form of
the seal and certificate.
d. Borrow money and incur indebtedness on behalf of
the league and cause to be executed and delivered for the
corporation' s purposes, in the corporate name, promissory
notes, bonds, debentures, deeds of trust, mortgaged, pledges,
hypothecation, and other evidence of debt and securities.
ARTICLE X - FUNDS
Section 1
Fund Basis Accounting: The league shall maintain
a General Fund and other funds as needed to conduct its business
using Fund Basis Accounting.
Section 2
Disbursement of Funds: Disbursement of funds by check
shall require two (2) signatures, one of which must be a member
of the league Board of Directors. Additional signatures may
come from an authorized signer as designated by the Board
of Directors for ease of conducting league business.
ARTICLE XI - LEAGUE POLICY
AND RULES OF PLAY
Section 1
Policy: The policy of the league shall be those
rules that govern the administration of the league. Included
within the policy shall be rules governing eligibility of
players, managers, and coaches, dues, fees, rules governing
player draft, protests, conduct of players, managers and coaches,
and any other rules deemed necessary by the Board of Directors
for the administration of the league.
Section 2
Policy Review and Amendments: The policy shall
be reviewed annually at a meeting of the Board of Directors
(generally after the conclusion of the spring season) and
may be amended at a meeting designated for policy change (generally
in September) by a 2/3 vote of the Board of Directors.
Section 3
Rules of Play: SMGSA is a member of and plays
by the rules of the Amateur Softball Association (ASA), but
in the instance of conflict with SMGSA local playing and ground
rules, the SMGSA rules shall prevail.
Section 4
Rules of Play Review and Amendment: The Rules
of Play shall be reviewed annually as directed by the Board
of Directors. Generally, they will be reviewed in July and
August and voted on in September, with amendment/change approval
requiring a 2/3 vote of the Board of Directors.
ARTICLE XII - AMENDMENTS
These bylaws may be amended by a 2/3 vote of
the entire Board of Directors (not the stated quorum). Proposed
amendment(s) must be submitted in writing and signed by ten
(10) members of the membership. Amendment(s) proposals will
be reviewed at the next two subsequent regular monthly meetings
and voted on by the Board of Directors at the third subsequent
regular monthly meeting.
ARTICLE XIII - PARLIAMENTARY
AUTHORITY
Except as otherwise provided for in its Articles
of Incorporation, bylaws, league policy, and standing rules,
the league shall be governed in its proceedings by the current
edition of Robert's Rules of Order, Revised.
ARTICLE XIV - DISSOLUTION
In the event of dissolution of this league (corporation),
voluntary, involuntary, or otherwise, then all of the property
and assets of this corporation shall go to one or more nonprofit
fund, foundation or corporation whose purpose is similar to
that of this league and which has published its tax exempt
status under Section 50l(c)(3) of the Internal Revenue Code.
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