Gainesville-Haymarket Baseball League, Inc. Articles of Incorporation and By-Laws

Transcription

1 Gainesville-Haymarket Baseball League, Inc. Articles of Incorporation and By-Laws January 16, 2017

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5 Gainesville-Haymarket Baseball League, Inc. Bylaws Article I Name and Location Section 1: Name The name of the Corporation is Gainesville-Haymarket Baseball League, Inc. (hereinafter the GHBL or League ). Section 2: Registered State The GHBL is registered with the State Corporation Commission of the Commonwealth of Virginia. Section 3: Principal Office(s) The principal office of GHBL shall be located at the mailing address of the President of GHBL in the Commonwealth of Virginia. The League may have such other offices within the Commonwealth of Virginia as the Board of Directors of GHBL may determine from time to time. Article II Purpose and Objectives Section 1: Purpose The purpose of the GHBL shall be to operate exclusively as a non-profit educational organization providing adult-supervised, educational programs of organized regulation competitive baseball for the boys and girls of the Gainesville and Haymarket area communities within our franchise boundaries, with the purpose of teaching such boys and girls the concept of good sportsmanship, stressing the importance of character, courage, loyalty, fair play, teamwork, and the development of skills. Section 2: Non-Profit Without limitation by virtue of the preceding paragraph, the purpose of the GHBL will also include the conduct of any or all lawful affairs, not required to be specifically stated herein, for which corporations may be incorporated. However, notwithstanding anything herein to the contrary, the GHBL will not carry on any activity not permitted to be carried on by a corporation exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code of 1954 or any corresponding future provision of the Revenue Code, and the GHBL will not attempt to influence legislation by propaganda or otherwise, nor will it intervene in, or participate in, any political campaign on behalf of any candidate for public office, and provided further that no part of the net earnings of the GHBL will inure to the benefit of any member or private individual and no member, director, or officer of the GHBL will receive any pecuniary benefit from the GHBL, except such reasonable compensation as may be allowed for services actually rendered to the GHBL. Section 3: Objectives The objectives of GHBL are to provide any youth meeting the requirements as to age and residence, as established by Babe Ruth League, Inc. ( Babe Ruth League ) and Cal Ripken Baseball Inc. ( Cal Ripken Baseball ) to participate in organized, adult-supervised, educational opportunities regarding the game of baseball, and the concept of good sportsmanship, stressing the importance of character, courage, loyalty, fair play, teamwork, and the development of skills, while providing a safe and enjoyable outlet of healthful activity in an atmosphere of wholesome community participation.

6 Article III Membership/Voting Section 1: Membership The GHBL will have two classes of members: voting and non-voting. All members of GHBL will be considered non-voting members until such time as they satisfy the requirements for voting membership as described in Article III, Section 2: Voting Rights. Any non-voting member is entitled to become a voting member. In order to qualify for active membership in GHBL, the applicant must be: A. Parent(s) or legal guardian(s) of registered GHBL players in the current calendar year who are: 1) current in the payment of registration fees; 2) reside within the approved franchise boundaries of GHBL; and 3) are included in the players registration and, therefore, are in the GHBL registration system. GHBL will not recognize as members anyone who does not appear in the GHBL registration system. B. A Manager or coach of a GHBL team established by the GHBL in the current calendar year (January 1 December 31). C. A Member of the GHBL s Board of Directors in the current calendar year (January 1 December 31). D. At least 21 years of age and of good character. While GHBL reserves the right to refuse membership to anyone GHBL does not discriminate against anyone based upon race, gender, gender expression, age, disability, sexual orientation, creed, color, national origin, ancestry, marital status, religion or veteran (military) status. Section 2: Voting Rights A. League Members: All members of GHBL will have equal voting rights. Such voting rights are attained only through the attendance of at least three (3) regular meetings of the Board of Directors during the current calendar year (January 1 December 31). B. Board Members: Upon election to the Board of Directors, Board Members are entitled to vote on all issues that come before the Board, including but not limited to issues pertaining to the normal affairs, structure and operations of the League. C. Attendance: A Board Member who misses three consecutive regularly scheduled Board meetings will lose his/her voting rights.. Such rights shall be restored upon attendance at two consecutive regularly scheduled meetings of the Board (enabling the member to vote at the third meeting). Exception: In the event a Board member is unable to attend a meeting and provides the President with a notice of absence prior to the meeting, the President accepts the notice of absence prior to the meeting and the Board approves the notice of absence via simple majority vote prior to the meeting such absence will not negatively impact the Board members voting rights D. Methods of Voting: In accordance with Robert s Rules of Order, voting may be accomplished either by acclamation, a show of hands or by secret ballot. No member may be called to justify his or her vote in any instance. Electronic votes ( ) are permitted and will follow the same method as a show of hands and may not be used as a secret ballot. (This means press the reply all button). Electronic voting will not take the place of regular Board meetings, but will be used to as a means for the Board to conduct business during the time period between Board meetings. There will be no proxy votes for any of the voting methods. All motions will be approved by the President. All electronic votes will originate from the Secretary and will be receipted. E. During the course, and as a condition of their membership in GHBL, GHBL members shall not be actively engaged in the formation, promotion and/or operation of any other recreational baseball program which conflicts with GHBL. GHBL members who are actively engaged in the formation, promotion and/or operation of any other recreational baseball program will not obtain voting rights and remain non-voting members of GHBL. A member merely having their child(ren) (player(s)) participate on another travel

7 baseball team while also participating in GHBL will not exclude them from obtaining voting rights. Section 3: Registration Dues/Fees Annual dues and registration fees, as established by the Board of Directors, must be paid in full to attain or maintain active membership. Section 4: Residency Residency within the GHBL approved franchise boundaries is required for membership. The GHBL approved franchise boundaries are: (Broad Run), (Catharpin), (Haymarket), (Gainesville), (Bristow), / (Marshall), (Delaplane), and / (Warrenton). Section 5: Removal A member may be removed from the Corporation (expulsion of member) following the same procedures as are provided in these Bylaws in Article V, Section 9. Section 6: General Grievance Procedure A. Any complaint must be received in writing by the President of GHBL at ghbl.president@gmail.com within thirty days (30) of the incident resulting in the complaint; B. Any member filing a grievance must provide a reasonable amount of time for a response from the President. Such reasonable amount of time will be defined minimally as receipt of an initial response from the President within seventy-two (72) hours while the league is in season and seven (7) business days when the league is not in season. The initial response may include the need for additional information or additional time to gather information/investigate the grievance further either of which will be stated in the initial response. C. The President will call the Executive Board and all parties together in an effort to resolve the issue. If it cannot be resolved, the complainant may request that the President bring the grievance before the Board in a closed special meeting; D. After presentations from all parties involved, the Board will resolve the grievance by a majority vote. The decision of the Board is final. Section 7: Arbitration All disputes, differences, controversies, or claims will be finally and solely determined and settled by arbitration in Prince William County, Virginia, in accordance with the International Arbitration Rules of the American Arbitration Association. The arbitration will be conducted by a sole arbitrator chosen by GHBL and approved by the other party, provided that such approval will not be unreasonably withheld. The arbitrator will make the final determination as to any discovery of materials and information before the hearing of the cause. The arbitrator will be chosen from a pool of the American Arbitration Association, and the arbitrator s award will state the reasons upon which the award is based. If it is determined that the method described for choosing an arbitrator runs contrary to public policy, the arbitrator will be chosen by the American Arbitration Association. The arbitrator is instructed, directed, and commanded to assume case management initiative and to initiate early scheduling of all events and proceedings so as to resolve any dispute as expeditiously as possible. The prevailing party will be allowed to recover its reasonable costs and fees, including, but not limited to attorneys fees, from the losing party. The parties consent to the personal jurisdiction of the courts of the Commonwealth of Virginia with respect to (i) any dispute arising out of or relating to this agreement to arbitrate and (ii) the enforcement of the arbitrator s award. Judgment upon any arbitration award may be entered and enforced in any court of competent jurisdiction. ALL MEMBERS KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT EACH MAY HAVE TO A JURY TRIAL FOR ANY AND ALL CONTROVERSIES ARISING AGAINST GHBL. Article IV Dissolution of League In the event of the dissolution of the GHBL, the balance of all money or other property received by the GHBL from any source, after the payment of all debts and obligations of the GHBL, will be used or distributed exclusively for

8 purposes within the intent of section 501 (c) (3) of the Internal Revenue Code as the same now exists or it may be amended from time to time. Article V Governance Section 1: Board of Directors The Board of Directors of the GHBL (hereinafter the Board of Directors or Board ) will consist of a maximum of 15 members (hereinafter Directors or Board Members ) elected to serve a term of one-year commencing January 1 st of each particular year. The Board of Directors shall minimally consist of the following: President, Vice President, Treasurer, Secretary, Director of Registration, Director of Communications/Customer Service, Director of Fields, Director of Equipment, Director of Scheduling, Director of Sponsorship, Director of Umpires, Director of Safety and Director of League Operations. The Board and Executive Officers of the Board (Executive Officers) will be elected as soon as practicable after the conclusion of the Fall season of each particular year at the Board Election Meeting and is subject to the quorum requirements defined in Article V, Section 11. In order to be eligible to run for the Board of Directors, the candidate must be a member of the League as established by these Bylaws and in accordance with the Articles of Incorporation. Members of the League as established by these Bylaws and in accordance with the Articles of Incorporation who are present and have attained voting rights as described in Article III, Section 2(A) at the Board Election Meeting will be eligible to vote. Section 2: Board of Director Positions President The President will: serve as the Chairperson of the GHBL Board of Directors as well the Executive Board and will preside at all meetings of the Board to include Executive Board meetings and meetings of the members of GHBL; have general supervision of the affairs of the GHBL; represent the GHBL to the Prince William County Government and elements thereof; sign contracts for the GHBL as approved by the Board; conduct the day to day affairs of the GHBL; make reports to the Directors; break tie votes; represent and/or his designate(s) the GHBL at all meetings of associated baseball organizations and vote on all matters required; establish committees as deemed appropriate and appoint a chairperson for any committee established by the GHBL; receive and preside over the General Grievance Procedure; be responsible for conducting and overseeing the Annual Meeting of Members; and be responsible for preparing and submitting the leagues annual Charter. Vice President The Vice President will: exercise and assume all of the functions of the President during his or her absence; assist the President with the affairs of the GHBL and the day-to-day operations of the GHBL; oversee the normal day-to-day operations of the GHBL; and oversee compliance with the league Bylaws. Treasurer The Treasurer will: have custody of all of the funds and securities of the League, depositing funds in the name of the League in

9 community bank(s); prepare, on behalf of the President, the annual budget for examination and approval by the Board provide a financial report at each regular Board meeting; maintain League financial records and will assure that League expenses will not exceed the budgeted dollars within a specific category without approval of the Executive Board or Board of Directors in accordance with Article VII - Finance below; issue all checks, drafts or money orders in payment of proper League expenses. All checks, drafts, notes, and other orders for the payment of funds will be signed by one (1) of the four (4) authorized Executive Officers. The authorized Executive Officers include the President, Vice President, Secretary and Treasurer; and be responsible for coordinating the submission of the League s annual tax return. Secretary The Secretary will: be responsible for issuing notices and agendas of all Board meetings; keep the minutes of Board meetings; maintain the League s Official records and files; sign, with the President, such instruments which require such signatures; make reports, and perform other duties as appropriate that are properly assigned by the Board; be responsible for maintaining the official attendance of individuals present at each Board meeting: ensure that the meeting attendance is recorded in the minutes following each Board meeting; ensure meeting minutes are distributed to the Board members; and be responsible for conducting all electronic votes of the Board in accordance with Article III, Section 2, Item D above. Director of Registration The Director of Registration will: oversee the registration of players in the GHBL; work with the Board on registration strategies for the GHBL; provide public notice of when, where and how to register in GHBL; receive and record all GHBL registration monies for subsequent transfer to the Treasurer; provide assistance to any members requiring assistance in the player registration process; prepare and distribute eligible player lists to the appropriate Commissioners for the purposes of the player evaluations and the Division drafts; supervise and coordinate the checking of birth records and player eligibility; and work with the Board to ensure the GHBL rosters and schedules are timely and correctly uploaded to the Babe Ruth League, Inc. s website. Director of Communications/Customer Service The Director of Communications/Customer Service will: As the Director of Communications will: be responsible for setting up and managing the League s official website; set up online registration and ensure the League rosters and schedules are timely and correctly uploaded to the Babe Ruth League, Inc. s website; assign online administrative rights to other local volunteers; encourage the creation of team websites to managers, coaches and parents; ensure that League news is updated online on a regular basis; collecting posts, and distributing important information on League activities including direct dissemination of fund raising and sponsor activities to the district, the public, League members, and the media; and

10 serve as the primary contact person for the Cal Ripken League, the Babe Ruth League and the GHBL website vendor regarding optimizing use of the Internet for League administration and for distributing information to League members and to the Cal Ripken League and the Babe Ruth League. As the Director of Customer Service will: collect and respond to inquiries/questions by our members to the customer service address; and direct specific inquiries/questions to the appropriate Board member most knowledgeable to address the inquiry/question. Director of Fields The Director of Fields will: be responsible for working with the Prince William County Park Government authorities or department representatives responsible for county fields, to improve, inspections, repair, and winterize all playing fields, spectator facilities, and other fixed physical assets of the League located at any playing fields owned by the Prince William County Parks and Recreations Department or the Prince William County School District. Director of Equipment The Director of Equipment will: be responsible for the procurement, repair, storage, accountability, and distribution of all playing, field, and other equipment for the GHBL; at the close of the spring and fall playing seasons, prepare an inventory of all GHBL equipment on hand and present a report to the Directors; and solicit competitive bids in writing for non-budgeted major expenditures and present his or her recommendations for accepting such bids to the Executive Committee. The term Major expenditures is defined as any expense item with a cost in excess of five hundred dollars ($500). Director of Scheduling The Director of Scheduling will: be responsible for preparing the schedule of practices and games for the spring and fall seasons in each particular year; coordinate with the Director of Communications to ensure that all original practice and game schedules and rescheduled practice and game schedules are timely loaded to the GHBL website, and coordinate re-scheduling of practices (to the extent possible) and games canceled due to weather or other conditions during the spring and fall seasons of each particular year. Director of Sponsorship The Director of Sponsorship will: be responsible for identifying and securing sponsors for the League and for ordering sponsor banner and plaques; ensure that all sponsor banners are appropriately placed/hung (temporarily) on the field perimeter fences at James Long Park and Catharpin Park during the spring and fall season; ensure the Information Officer is given the sponsor logos for posting on the GHBL website; and provide reports to the Board on all sponsorship activities. Director of Umpires The Director of Umpires will: recruit and register GHBL umpires; recommend umpires for assignment to district and state tournaments; conduct clinics for GHBL umpires, observe, train and develop GHBL umpires; assist at district and state tournaments;

11 disseminate rule interpretations and umpire information; establish and maintain clear, effective communication with all umpires; create an environment where each individual umpire s success contributes to the League s success; create an environment where all umpires are respected; and expected to perform well regardless of the level of play; and schedule umpires for all GHBL scheduled games (AA thru Senior Babe Ruth); The Director of Umpires must be approved by the GHBL Board to coach or manage in the League. Director of Safety The Director of Safety will: make the necessary arrangements to provide suitable insurance for the participants in the League program and for submitting claims; be the point of contact for the GHBL for any safety related issues that may develop with GHBL permitted fields, GHBL owned facilities or GHBL owned field equipment. Director of League Operations The Director of League Operations will: oversee the League s Committees, which includes the o Rules Committee, o Background Certification Committee, o Protest Committee, o Tournament Committee and o Manager Search Committee; either chair or appoint a chairperson to operate the functions of the committee(s); ensure the committees are properly staffed with volunteers; and be the initial point of contact for any circumstances arising during the course of league play (spring or fall), which requires action by any of the above mentioned committees. Section 3: Volunteer Positions As needed, the Board of Directors may establish Volunteer positions for the GHBL to improve efficiency and the general operations of the GHBL. This is done by a simple majority vote of the Board of Directors. Volunteer positions are then announced to the members to solicit volunteers, which will be appointed by a simple majority vote of the Board of Directors. Section 4: Nominations A Nominating Committee appointed by the League President (the Nominating Committee ) will solicit candidates from the active membership for consideration as officers of the Board. Eligible members interested in being considered for a position on the Board shall communicate their interest in writing to the Nominating Committee during the period of candidate solicitation. A list of nominees for the Board of Directors will be prepared by the Nominating Committee and presented to the members of the League who attend the Board Election Meeting. Additional nominations of individuals for the Board of Directors will be accepted from active members (defined in Article III, Section 1) of the League who attend the Board Election Meeting. Each additional nomination who is confirmed to be eligible for election to the GHBL Board will then be added to the list of nominees for the Board of Directors. All nominated candidates for the Board of Directors must be active members of the GHBL as defined in Article III, Section 1 and appear before the Board of Directors at the Board Election Meeting. Candidates who cannot be present for the Board Election Meeting must have prior approval from the Nominating Committee in order to still be considered for election to a Board position during the Board Election Meeting. Section 5.: GHBL Board Elections Members of the League as established by these Bylaws and in accordance with the Articles of Incorporation who have attained voting rights as described in Article III, Section 2(A) of these Bylaws and are present at the Board

12 Election Meeting will be eligible to vote for individuals whose names appear on the list of nominees for the Board of Directors. Nominees receiving the greatest number of votes will be elected to fill the prescribed Board positions. Should a tie vote occur prior to the filling of the prescribed number of Board of Directors positions, the nominees receiving tie votes will be placed on a second ballot and a re-vote will be taken to determine the remaining elected Board of Directors. In all cases, candidates must receive enough votes to equal at least one-half of the eligible voters but not less the one-half the current membership of the Board of Directors whether or not all current Board members are present and/or cast a vote. Section 6: Executive Board Elections The Executive Officers of the Board (hereinafter the Executive Officers ) will be elected from and by the newly elected Board members during the Board Election Meeting in a closed session of the Board of Directors. In order to qualify for one of the Executive Officer positions of the Board, the applicant must have served on the previous year s Board s entire term. This requirement may be waived in extenuating or special circumstances if approved by the members of the Board. A qualified applicant is not restricted to run for only one Executive Officer position. If defeated, the applicant may run for the next position. All positions will be filled by separate ballot beginning with the President, Vice President, Secretary, and Treasurer. Section 7: Term of Office During its tenure in office, the Board may, as circumstances dictate, alter its membership, provided the total membership of the Board is not thereby increased to a number greater than the number prescribed in Article V, Section 1 above). The terms of all Board members, regardless of when originally elected, shall expire on December 31 st of each particular year; however, they shall continue to serve in a temporary capacity, as necessary, beyond this date until the election and acceptance of a successor. Section 8: Vacancies Should a vacancy occur in the Office of the President, the Vice President shall become President. Should a vacancy occur in any other Board position described above, it shall be filled by an appointment by the President and ratified by a simple majority of the Board of Directors. Such appointees will serve out the unexpired term of the office they have been appointed to replace. Section 9: Removal/Expulsion Any Member of the Board of Directors or member of the league may, for cause, be removed/expelled by a two-thirds majority vote of the Directors present at any scheduled or special Board meeting. The phrase for cause is defined to include, but not be limited to: 1. Misrepresenting the League; 2. Actions to the detriment of the League; 3. Failure to perform assigned duties. The resignation of any Member of the Board of Directors facing a vote for removal for cause or other sanctions will require a two-thirds super-majority vote of the Directors present at any regularly scheduled or special Board meeting to accept the resignation in lieu of the vote for removal for cause or the imposition of sanctions. To remove a member of the Board of Directors for cause or to expel a member of the Board of Directors from the League will require a two-thirds super-majority vote of the non-interested directors present at the meeting. Any Member of the Board of Directors who is removed from office for cause is not permitted to run for any position on the Board of Directors for a minimum of five (5) years. Any Board Member expelled by the Board of Directors shall never be permitted to run for any position of the Board of Directors. Any member expelled by the Board of Directors shall never be permitted to return to the league. Section 10: Meeting Schedule/Meeting Notices Board Meetings: A meeting of the Board of Directors shall be scheduled in January of each particular year and at least once a month thereafter unless deemed appropriate by the President (e.g. out of season summer breaks such as in July or due to the

13 inability to meet quorum requirements). Additional meetings may be called by the President at any time, or upon written request of at least three (3) members of the Board of Directors. The special meeting will only address the item(s) in the written request. The special meeting must be held within ten (10) days of the request or at the earliest possible date where the Board can achieve a quorum (described below). In accordance with the Virginia Code regular meetings of the Board of Directors may be held without notice of the date, time, place or purpose of the meeting. Annual Meeting of the Members An annual meeting of the members for the purposes of Board Elections will be held as soon as practicable after the conclusion of the Fall season of each particular year at a date, time and location so designated by the President and in the meeting notice and is subject to the quorum requirements defined in Article V, Section 11. GHBL members meeting the eligibility requirements for attaining voting rights as defined in Article III, Section 1 and 2 will be notified in accordance with the Virginia Code for Non-Stock Corporations , which requires no less than ten (10) days notice and no more than sixty (60) days notice of such meeting. Per Virginia Code GHBL is required to give notice only to each member entitled to vote at such meeting. Notice of Meetings: In accordance with the provisions set forth in Virginia Code , GHBL will: publish its Notice of Meetings in the local newspapers per subdivision 2 of subsection A, OR provide written notice of the date, time and place of each annual and special members meeting by a form of electronic transmission consented to by the member to whom the notice is given per subdivision 3 of subsection A, OR give notice Notice of Meetings to each member entitled to vote at such meeting per subdivision 4 of subsection A. In accordance with the provisions set forth in subdivision F of Virginia Code , the form of electronic transmission used to satisfy the requirements of subdivision A 3 of Virginia Code , may include electronic mail and text messages directed to the record address(es) of the member within the GHBL Registration System or to such other electronic mail address(es) at which the member has consented to receive notice. The Notice of Meetings may be posted to the GHBL Web site ( ). Section 11: Quorum A majority of the Board of Directors will constitute a "quorum" at any meeting. Section 12: Protocol Robert s Rules of Order (Modern Edition) will serve as the guide for the conduct of proceedings of all Board meetings, except where it conflicts with the Bylaws of the League. Section 13: Encumbered Funds Other than for capital improvements, such as installation of lights, field improvements or leases, the Board cannot encumber funds past the current year of its term. Further, the Board cannot sign long-term agreements requiring future Board of Directors to purchase services from vendors or service providers, except in the case of snack bar suppliers where an agreement can be signed for up to a three (3) year period. Capital improvements are defined as money spent for replacing and improving the League s facilities, not for operating expenses. Section 14: Information Confidentiality and Personal Identifiable Information (PII) Information Confidentiality Respecting the privacy of our members, sponsors, volunteers and of the GHBL itself is a basic value of GHBL. Personal and financial information is confidential and should not be disclosed or discussed with anyone without permission or authorization from the current GHBL President. Care shall also be taken to ensure that unauthorized individuals do not overhear any discussion of confidential information and that documents containing confidential information are not left in the open or inadvertently shared.

14 Members, volunteers and Board members of GHBL may be exposed to information, which is confidential and/or privileged and proprietary in nature. It is the policy of GHBL that such information must be kept confidential both during and after volunteer service. Members and volunteers, including Board members, are expected to return materials containing privileged or confidential information at the expiration of service. Unauthorized disclosure of confidential or privileged information is a serious violation of this policy and will subject the person(s) who made the unauthorized disclosure to appropriate discipline, including removal/dismissal or any other actions deemed appropriate. All information concerning Board Members, general members, former members, our players, sponsors, volunteers, financial data, and business records of the Gainesville Haymarket Baseball League (GHBL) is confidential. Confidential means that you are free to talk about GHBL and about your program and your position, but you are not permitted to disclose members names or talk about them in ways that will make their identity known. No information may be released without appropriate authorization from the GHBL Board of Directors (and potentially the individual member(s)). This is a basic component of member care and business ethics. The Board of Directors, volunteers, and our members rely on each member to conform to this rule of confidentiality. GHBL expects all Board Members and volunteers to respect the privacy of members and to maintain their personal and financial information that may be entrusted to, or shared with, you as confidential. All records dealing with specific sponsors must be treated as confidential. General information, policy statements or statistical material that is not identified with any individual or family is not classified as confidential. All GHBL Board Members, both voting and non-voting, are responsible for: Maintaining the confidentiality of information relating to other board members and volunteers, in addition to our general members and players; Ensuring that all League documents held within their possession will be kept confidential and will remain the property of the League; and Not releasing League documents to any individual without a written request to, and the prior approval of, the GHBL Board of Directors. Failure to maintain confidentiality may result in your removal from GHBL, or other corrective action, as may be deemed appropriate for the offense. This policy is intended to protect you as well as GHBL because in extreme cases, violations of this policy also may result in personal liability. Personal Identifiable Information (PII) GHBL will not use or disclose to any third party any Personally Identifiable Information (PII) about you for any purpose without your express prior consent. Article VI Finance Section 1: Financial Policy The Board of Directors will decide all matters pertaining to the financial policy of the League. Section 2: Fiscal Year The GHBL Fiscal Year will run from January 1 through December 31 each year. Section 3: Financial Approval Any proposed expenditure that would exceed the budgeted dollar amount within a specific category requires a three-fourths (75%) majority approval of the Board of Directors.

15 Article VII League Governing Rules Section 1: League Reference Documents The Official Rule Guide of the Cal Ripken Division of Babe Ruth Baseball, the Official Rule Guide of the Babe Ruth Division of Babe Ruth Baseball, the Official Baseball Rules of the National Baseball Congress of America, and the League Bylaws will govern play. Section 2: Rule of Conflicts Where provisions in the League Bylaws conflict with provisions in other governing rules and regulations, the League Bylaws and Rules & Procedures will govern. Article VIII Bylaw Amendments The Bylaws governing the League are in effect from the first scheduled game for the League and throughout the playing season (spring and fall) for each particular year. They may only be amended after the conclusion of the fall playing season of any particular year and prior to the next season. Any emergency changes deemed necessary (defined as an imminent safety concern) outside of this process will require a three-fourths (75%) majority vote of the Board of Directors.