Article I - Name
The organization shall be known as the Denison Little League, hereinafter referred to as “Local League.”
Article II - Objective
Section 1
The objective of the Denison Little League shall be to implant firmly the ideals of good sportsmanship, honesty, loyalty, courage, and respect for authority, so that they may be well adjusted, stronger and happier children and will grow to be good, decent, healthy and trustworthy citizens.
Section 2
To achieve this objective the Denison Little League will provide a supervised program under the Rules and Regulations of Little League Baseball, Incorporated. All Directors, Officers, and Members shall bear in mind that the attainment of exceptional athletic skills is secondary, and the molding of future citizens is of prime importance. In accordance with Section 5.01 © (3) of The Federal Internal Revenue Code, the Denison Little League shall operate exclusively as non-profit educational organization providing a supervised program of competitive baseball and softball games. No part of the net earnings shall injure the benefit of any private shareholder or individual, no substantial part of the activities of which is carrying on propaganda, or otherwise attempting to influence legislation, and which does not participate in any political campaign on behalf of any candidate for public office.
Article III - Membership
Section 1: Membership Eligibility
Eligibility- Any person sincerely interested in active participation to effect the objective of this Local League may apply to become a member.
Section 2: Classes of Membership
Classes- There shall be the following classes of members.
(a) Player Members- Any player candidate meeting the requirements of Little League Regulation IV and who resides within the authorized boundaries of the Local League shall be eligible to compete for participation but shall have no rights, duties or objections in the management or in the property of the Local League.
(b) Regular Members- Any adult person actively interested in furthering the objectives of the Local League may become a regular member upon election as hereinafter provided. Regular members shall be issued a card numbered in sequential order annually. The secretary shall maintain the roll of membership to qualify voting members. Only regular members in good standing are eligible to vote at the annual meeting. All officers, board members, committee members, managers, volunteer umpires and other elected or appointed officials must be active regular members in good standing.
(c) Honorary Members- Any person my be elected as an honorary member by the unanimous vote of directors present at any duly held meeting of the Board of Directors, but shall have no rights, duties or obligations in the management or property of the Local League.
(d) Sustaining Members- Any person not a regular member who makes a financial or other contributions to the Local League may by majority vote of the Board of Directors become a sustaining member, but such persons shall have no rights, duties or obligations in the management or in the property of the Local League.
(e) As used hereinafter, the word member shall mean a regular adult member unless otherwise stated.
Section 3: Other Affiliations Not Required
(a) Members, whether regular or player shall not be required to be affiliated with another organization or group to qualify as members of the Local League.
(b) Regular members should not be actively engaged in the promotion of any other baseball/softball program.
Section 4: Membership Suspension
Membership may be terminated by registration or action of the Board of Directors.
(a) The Board of Directors, by a two-thirds vote of those present at any duly constituted meeting shall have the authority to discipline, suspend or terminate the membership of any member of any class when the conduct of such person is considered detrimental to the best interests of the Local League and/or Little League Baseball. The member involved shall be notified of such meeting, informed of the general nature of the charges and given an opportunity to appear at the meeting to answer such charges.
(b) The Board of Directors shall, in case of player member, give notice to the manager of the team of which the player is a member. Said manager shall appear, in the capacity of an advisor, with the player before a duly appointed committee of the Board of Directors, which shall have the full power to suspend or revoke such player’s rights to future participation.
Article IV - Dues
Section 1: Amount
Dues for regular members may be fixed at such amounts, as the Board of Directors shall determine prior to the beginning of any membership period.
Section 2: Deadlines
Members who fail to pay their fixed dues, within thirty days (30) from the time the same becomes due, may by vote of the Board be dropped from the rolls and shall forfeit all rights and privileges of membership.
Section 3: Player Participation Fee
A reasonable Little League participation fee may be assessed as a parents’ obligation to assure the operational continuity of the local Little League. It is recommended that no fees be collected. AT NO TIME SHOULD PAYMENT OF ANY FEE BE A PREREQUISITE FOR PARTICIPATION IN THE LITTLE LEAGUE BASEBALL PROGRAM.
Article V - General Membership Meetings
Section 1: Annual Meeting
The annual meeting of the Members of the Local League shall be held the 3rd Sunday in August at 3:00 p.m. each year for the purpose of electing a Board of Directors and Members receiving reports and for the transaction of such business as may properly come before the meeting. After the Board of Directors is elected, the board shall meet to elect the officers.
Section 2: Notice of Meeting
Notice of each meeting of the members shall be mailed to or otherwise delivered to each member at the last recorded address at least ten days in advance thereof setting forth the place, time and purpose of the meeting; or in lieu thereof, notice may be given in such form as may be authorized by the members, from time to time, at a regularly convened meeting.
Section 3: Special Meetings
Special meetings of the members may be called by the Board of Directors or by the Secretary or President at their discretion. Upon the written request of ten members, the President shall call a special meeting to consider a specific subject. No business other than that specified in the notice of the meeting shall be transacted at any special meeting of the members.
Section 4: Quorum
The presence or representation by absentee ballot of one-third of the members or a number or percentage acceptable to the local league regular membership in advance of the annual meeting, shall be necessary to constitute a quorum.
Section 5: Voting
Only regular members shall be entitled to vote at any meeting of the Local League.
Section 6: Absentee Ballot
For the express purpose of accommodating a regular member in good standing who cannot be in attendance at the annual meeting, an absentee ballot may be requested and obtained from the Secretary of the Local League. In the absence of the Secretary an absentee ballot may be requested from the President. The absentee ballot shall be properly completed, signed and returned in a sealed envelope to the Secretary prior to the date of the annual meeting and the election of members to the Board of Directors. The secretary shall present all absentee ballots to the Election Chairman on the date of the annual meeting to the conduct of the election process.
Section 7: Rules of Order
Robert’s Rules of Order shall govern the proceedings of all meetings, except where it conflicts with the Constitution or By-Laws of the Local League.
Article VI - Board of Directors
Section 1: Number of Directors
The management of the property and affairs of the Local League shall be vested in the Board of Directors. The number of directors shall be not less than 5 or more than twenty. The directors shall upon election immediately enter upon the performance of their duties and shall continue in office until their successors shall been duly elected and qualified.
Section 2: Required Members
The Board membership shall include the Officers, including the Player Agent, and a minimum of one manager and one volunteer umpire. (Only volunteer umpires may be elected to the Board.) The number of managers/coaches including minor league representation elected to the Board shall not exceed a minority of the total Board members unless there are no other nominees or qualified members willing to serve.
Section 3: Annual Election
At each annual meeting, the members shall determine the number of directors to be elected for the ensuing year and shall elect such number of directors. The number so fixed may within the limit prescribed by the foregoing section 1, be increased at any regular or special meeting of the members, and if the number is increased, the additional directors may be elected at the meeting an increase is voted, or at any subsequent meeting. All elections of directors shall be by majority vote of all members present or represented by a properly executed and signed absentee ballot filled with the secretary prior to the election meeting.
Section 4: Vacancies
If any vacancy occurs in the Board of Directors, by death, resignation or otherwise, it may be filled by a majority vote of the remaining directors at any regular meeting or special meeting for that purpose.
Section 5: Meetings, Notice, and Quorum
Regular meetings of the Board of Directors shall be held immediately following the annual election and on such days thereafter as shall be determined by the Board. The President or the Secretary may, whenever they deem it advisable or the Secretary shall at the request in writing of five (5) Directors issue a call for a special meeting of the Board. Notice of each meeting shall be given by the Secretary to each Director either by mail at least three (3) days before the time appointed for the meeting to the last recorded address of each director, or by telephone, email, personal notice, or any combination of these a minimum of twenty-four (24) hours preceding the meeting.
In case of special meetings, such notice shall include the purpose of the meeting and no other matters so stated may be acted upon at the meeting.
Five (5) members of the Board of Directors shall constitute a quorum for the transaction of business.
Section 6: Duties and Powers
The Board of Directors shall have the power to appoint such standing committees as it shall determine appropriate and to delegate such powers to them as the Board of Directors shall deem advisable and which it may properly delegate. The Board shall have the power by a two-thirds vote of those present at any regular or special meeting to discipline, suspend or remove any Director or Officer or Committee Member of the Local League in accordance with the procedure set forth in Article III, Section 4(a).
The membership shall receive at the annual meeting of the Members of the League a report verified by the President and Treasurer, or by a majority of the Directors, showing the whole amount of real and personal property owned by the Local League, where located, and where and how invested, the amount and nature of the property acquired during the year immediately preceding, the date of the report and the manner of the acquisition; the amount applied, appropriated or expended during the year immediately preceding such date, and the purposes objects or person to or for which such applications, appropriations or expenditures have been made; and the names and places of residence of the persons who have been admitted to membership in the Local League during such year; which report shall be filed with the records of the Local League and an abstract thereof entered in the minutes of the proceedings of the annual meeting.
A copy of such report shall be forwarded to the Little League Headquarters.
Article VII – Executive Committee
Section 1: Number of Members
The Board of Directors may appoint an Executive Committee which shall consist of not less than three (3) nor more than five (5) Directors, one of whom shall be the president of the Local League.
Section 2: Purpose & Powers
The Executive Committee shall advise with and assist the Officers of the Local League in all matters concerning its interests and the management of its affairs, and shall have such other powers as may be delegated by the Board.
Section 3: Quorum
At any meeting of the Executive Committee, a majority of the total number of members then in office shall constitute a quorum for the transaction of business, and the act of a majority present at any meeting at which there is a quorum shall be the act of the Committee.
Article VIII – Committees
Section 1: Nominating Committee
The Board may appoint a Nominating Committee consisting of three (3) Directors and other appointed Regular Members.
The Committee shall investigate and consider eligible candidates and submit at the annual meeting a slate of candidates for the board.
The Committee shall also submit for consideration by the board a slate of Officers and committee Members.
Section 2: Membership Committee
The board may appoint a Membership Committee consisting of three (3) Directors and other appointed Regular Members.
The Committee shall receive the names of prospective Honorary, Sustaining and Regular Members, investigate for eligibility and recommend those qualified for election at the annual, regular or any special meeting of the Members of the board as the case may be.
Section 3: Finance Committee:
The board may appoint a Finance Committee consisting of not less than three (3) nor more than five (5) Directors.
The Treasurer shall be an ex-officio member of the Committee.
The Committee shall investigate ways and means of financing the Local League including team sponsorships and submit recommendations.
It shall be responsible for taking up collections at games; if such collections are authorized by the Local League, and shall turn over said collections to the Treasurer immediately after each game.
Section 4: Building & Property Committee
The Board of Directors may appoint a building and property committee consisting of three directors and other appointed regular members.
The committee shall investigate and recommend available, suitable sites and plans for development, including ways and means, the latter in cooperation with the finance committee.
It shall be responsible for repair and improvement recommendations, other than normal maintenance, and supervise the performance of approved projects.
Section 5: Grounds Committee
The Board of Directors may appoint a grounds committee which shall be responsible for the care and maintenance of the playing fields, buildings and grounds. It shall operate within the amount appropriated in the approved budget for that purpose.
Section 6: Playing Equipment Committee
The Board of Directors may appoint a playing equipment committee which shall secure bids on needed supplies and equipment and make recommendations for their purchase to the Board.
The committee shall be responsible for the proper issuance of such supplies and equipment and for repair, cleaning and storage thereof at the close of the season.
Section 7: Managers Committee
The Board of Directors may appoint a managers committee consisting of three directors.
The committee shall interview and investigate prospective managers and coaches, including those for the minor league teams and recommend acceptable candidates to the President, or appointment and subsequent approval by the Board of Directors.
It shall, during the playing season, observe the conduct of managers and coaches and report its findings to the President of the Local League.
It shall at the request of the President or The Board of Directors, investigate complaints concerning managers and coaches and make a report thereof to the President of Board of Directors as the case may be.
Section 8: Umpire Committee
The Board of Directors may appoint an Umpire Committee consisting of three directors and other appointed regular members.
The Local League President shall be chairman of any such committee.
The committee shall recruit, interview and recommend to the President for appointment a staff of umpires, including a chief umpire and replacements.
When appointed, the staff of umpires shall be under the personal direction and responsibilities of the Local League President, assisted by the Chief Umpire who shall train, observe and schedule the staff.
Section 9: District Committee
The Board of Directors may appoint a District Committee consisting of the Local League President as a chairman and two other directors.
The committee shall assist the District Administrator in interleague district functions including the selection of members of the District Administrators advisory committee and the selection of tournament sites and area tournament directors.
Section 10: Auxiliary Committee
The Board of Directors may appoint an auxiliary committee consisting of the Local League Treasurer and two other Directors and other appointed regular members.
The committee shall coordinate the activities of the auxiliary.
It shall review and evaluate auxiliary projects for raising money and disposition of profits, and make recommendations to the board.
The Board of Directors shall approve in advance all projects and actions of the auxiliary.
Section 11: Auditing Committee
The Board of Directors shall appoint an Auditing Committee consisting of three directors. The President, Treasurer or signatories of checks are not eligible.
The committee will review the Local League’s books and records annually prior to the Annual Meeting, and attach a statement to their findings to the annual financial statement of the President and Treasurer, or may, of directed by the Board of Directors or membership, secure the services of a certified public accountant to accomplish such review.
Section 12: Minor League Committee
The Board of Directors may appoint a minor league committee consisting of three directors.
The Chairman of the committee shall be the Minor League Vice- President and be responsible to the Local League President for the proper conduct of the Minor League operation.
Article IX - Officers, Duties, and Powers
Section 1: Election
Immediately following the annual meeting, The Directors present, provided there be quorum, shall meet for the purpose of electing officers and appointing committees for the ensuing year. The committee shall also submit for consideration by the Board of Directors a slate of Officers and committee members.
Section 2: Officers
The officers of the Local League shall consist of a President, one or more Vice- Presidents, a secretary, a treasurer and a player agent or agents, all of whom shall hold office for the ensuing year. The committee shall also submit for consideration by the Board of Directors a slate of Officers committee members.
The Board of Directors may appoint such other officers or agents as it may be deemed necessary or desirable, and may prescribe the powers and duties of each and may fill any vacancy which may fill any vacancy which may occur in any office. Appointed Officers or agents shall have no vote on actions taken by the Board of Directors unless such individuals have been elected to the Board by the membership or have been elected to fill a vacancy on the Board.
Section 3: President
The President shall:
(a) Conduct the affairs of the Local League and execute the policies established by the Board of Directors.
(b) Present a report of the condition of the Local League at the annual meeting.
(c) Communicate to the Board of Directors, such matters as seem appropriate, and make such suggestions as may tend to promote the welfare of the Local League.
(d) Be responsible for the conduct of the Local League in strict conformity to the policies, principles, rules, and regulations of Little League Baseball, Inc... as agreed to under the conditions of charter issued to the Local League by that organization
(e) Designate in writing, other officers if necessary, to have power to make and execute for/and in the name of the Local League such contracts and leases they may receive and which have had prior approval of the Board.
(f) Investigate complaints, irregularities and conditions detrimental to the Local League and report thereon to the Board or Executive Committee as circumstances warrant.
(g) Prepare and submit an annual budget to the Board of Directors and be responsible for the proper execution thereof.
(h) With the assistance of the player agent, examine the application and supporting proof- of – age documents of every player candidate and certify to residence and age eligibility before the player may be accepted for tryouts and selection.
Section 4: Vice- President
In case of the absence or disability of a President, and provided he is authorized by the President, or Board so to act, the Vice- President shall perform the duties of the President, and when so acting shall have all the powers of that office, and shall have such other duties from time to time may be assigned by the Board of Directors or by the President.
Section 5: Secretary
The secretary shall.
(a) Be responsible for recording the activities of the Local League and maintain appropriate files, mailing lists and necessary records.
(b) Perform such duties as are herein specifically set forth, in addition to such other duties as are customarily incident to the office of secretary or as may be assigned by the Board of Directors.
(c) Maintain a list of all regular, sustaining, and honorary members, Directors and committee members and give notice of all meetings of the Local League, the Board of Directors and committees.
(d) Shall issue membership cards to regular members.
(e) Keep the minutes of the meetings of the members, the Board of Directors and the Executive Committee, and cause them to be recorded in a book kept for that purpose.
(f) Shall conduct all corresponding not otherwise specifically delegated in connection with said meeting and shall be responsible for carrying out all orders, votes and resolutions not otherwise committed.
(g) Notify members, directors, officers, and committee members of their election or appointment.
Section 6: Treasurer
The Treasurer shall.
(a) Perform each such duties as are herein set forth and such other duties as are customarily incident to the office of treasurer or may be assigned by the Board of Directors.
(b) Receive all money and security, and deposit same in a depository box approved by the Board of Directors.
(c) Keep records for the receipt and disbursement of all money and security of the Local League, including the auxiliary, approve all payments from allotted funds and draw checks therefore in agreement with policies established in advance of such actions by the Board of Directors. All disbursements by check must have duel signatures.
(d) Prepare an annual budget, under the direction of the President, for submission to the Board of Directors at the annual meeting.
(e) Prepare an annual financial report, under the direction of the President, for submission to the membership and Board of Directors at the annual meeting.
Section 7: Player Agent
The Player agent shall:
(a) Record all player transactions and maintain an accurate and up- to- date record thereof.
(b) Receive and review applications for player candidates and assist the President in checking resident and age eligibility.
(c) Conduct the tryouts, the player draft and all other player transactions or selection meetings.
(d) Prepare the player agent list.
(e) Prepare for the President’s signature and submission to Little League Headquarters, team rosters, including players’ claimed, and the tournament team
eligibility affidavit.
(f) Notify Little League Headquarters of any subsequent player replacements or trades.
Section 8: Safety Officer
The safety officer shall:
(a) Be responsible to create awareness, through education and information, of the opportunities to provide a safer environment for kids and all participants of Little League Baseball.
(b) Develop and implement a plan for increasing safety of activities, equipment and facilities through education, compliance and reporting.
NOTE: In order to implement a safety plan using education, compliance and reporting, the following suggestions may be utilized by the safety officer.
(1) Education:
-facilitate meetings.
-Distribute information among participants including players, league officials, parents, guardians and other volunteers.
(2) Compliance:
-Promote safety compliance leadership by assisting the league participants in their awareness of the safety opportunities that arise from these responsibilities.
(3) Reporting
Define a process to assure that:
- Incidents are recorded.
- Information is sent to the league/district and national offices.
- Follow- up information on medical and other data is forwarded as available.
Article X - Managers, Coaches, and Umpires
Section 1: Managers
Team managers and coaches shall be appointed annually by the President, and be approved by the Board of Directors. Managers shall be responsible for the selection of their teams and for their actions on the field.
Section 2: Umpires
Umpires shall be appointed annually by the President, with the approval of the Board of Directors, who shall be responsible for their assignment and for their actions on the field. Regulation 1(b)
Article XI - Affiliation
Section 1: Charter
The Local League shall annually apply for a charter form Little League Baseball, and shall do all things necessary to obtain and maintain such charter. The Local League devote its entire energies to the activities authorized by such charter and it shall not be affiliated with any other program or organization or operate any other program.
Section 2: Rules and Regulations
The official playing rules and regulations as published by the Little League Baseball, Incorporated, Williamsport, Pennsylvania, shall be binding on this Local League.
Section 3: Local League Rules
The local rules of this Local League shall be adopted by the Board of Directors at a meeting to be held not less than one month previous to the first scheduled game of the season, but shall in no way conflict with the Rules and Regulations of Little League Baseball.
Article XII - Financial and Accounting
Section 1: Board Responsibility
The Board of Directors shall decide all matters pertaining to the finances of the Little League and it shall place all income including auxiliary funds, in a common league treasury, directing the expenditure of same in such manner as will give no individual or team advantage over those in competition which such individual team.
Section 2: Contributions to Individual Teams Prohibited
The Board shall not permit the contribution of funds or property to individual teams but shall solicit same for the common treasurer of the Local League, thereby to discourage favoritism among teams, and to endeavor to equalize the benefits of the Little League.
Section 3: Solicitation
The Board shall not permit the solicitation of funds in the name of Little League Baseball unless all the funds so raised be placed in the Local League treasury.
Section 4: Disbursement
The Board shall not permit the disbursement of Local League funds for other than the conduct of Little League activities in accordance with the rules and policies of Little League Baseball.
Section 5: Payments to Board Prohibited
No director, officer, or member of the Local League shall receive, directly or indirectly any salary, compensation or emolument from the Local League for services rendered as director, officer, or member.
Section 6: Deposits & Signatories
All money received, including the auxiliary funds, shall be deposited to the credit of the Local League in the Bank voted on by the Board of Directors and all disbursements shall be made by check. All checks shall be signed by the Local League Treasurer and such other officer or officers or person or persons as the Board of directors shall determine.
Section 7: Fiscal Year
The fiscal year of the Local League shall begin on the first day of October and shall end on the last day of September.
Section 8: Distribution of Property upon Dissolution
Upon dissolution of the Local League and after all outstanding debts and claims have been satisfied, the members shall direct the remaining property of the Local League to another federally incorporated entity which maintains which maintains the same objectives as set forth herein, which are or may be entitled to exemption under section 5.01(c)(3) of the Internal Revenue Code or any future corresponding provision.
Article XIII - Amendments
This Constitution and By- Laws may be amended, repealed, or altered in whole or part by majority vote at any duly meeting of the members provided notice of the proposed change is included in the notice of such meeting.
Drafts of all proposed amendments shall be submitted to the Little League Baseball for approval.
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