Bylaws For Pulaski Baseball Inc. Revised 11/17/15

Transcription

1 ARTICLE 1 NAME 1.01 The name of the Corporation is Pulaski Baseball, Inc. ARTICLE 2 STATUS 2.01 Non-stock and Non-profit. The Pulaski Baseball, Inc. is a non-stock, Non-profit Corporation organized under chapter 181 of the Wisconsin Statues Compliance for Tax Exempt Status. The Pulaski Baseball, Inc. shall comply with Sec. 501(c)(3) and all other provisions of the Internal Revenue Code of the United States and with all the Regulations adopted under this Code, as well as with all the provisions of the Wisconsin Statues and with all the rules adopted under these statues so as to become and remain a tax exempt organization Non-Distribution. No part of the income of assets of Pulaski Baseball, Inc. shall be distributable to its members, directors, officers or to any other person or organization, except to reimburse these persons or organizations for reasonable and necessary expenses incurred by these persons or organizations, or upon transfer for adequate consideration or to dispose of assets of nominal value which are no longer needed by the Corporation, all of which distributions shall have been authorized by the 2.04 Action upon Dissolution. Should the Pulaski Baseball, Inc. dissolve or in any way be dissolved, all income and assets of the Corporation shall be disposed of in the manner prescribed for tax exempt organizations under the above Code, Regulations, Statues, and Rules. ARTICLE 3 PURPOSE AND POWERS 3.01 General Purpose. The purpose of Pulaski Baseball, Inc. is to provide opportunities for all youth in the Pulaski School District to compete athletically at a higher skill level and to work on team concept and excel in the game of baseball General Powers. To accomplish this purpose, the affairs of the corporation shall be managed by the ARTICLE 4 MEMBERSHIP 4.01 Members Members shall be active participants, individuals, or family units in the program sponsored by Pulaski Baseball, Inc. 1) Members shall be individuals or family units who live in or is enrolled in the Pulaski School District and have paid the registration fee for that year and is in good standings. Participation by coaching or by election onto the Board of Directors shall be considered as members without a paid registration. 2) Only legal residents of the United States shall be eligible to become members of the corporation.

2 3) Members shall have the power to elect the Board of Directors, to vote on those issues set out in these Bylaws and to exercise such other powers as set out in these Bylaws. 4) Memberships may be held in the name of an individual or family unit. While each family unit is a member of the Pulaski Baseball, Inc., a family unit shall have up to two (2) votes total. Those votes are to be cast by biological parent(s) and/or by court appointed legal guardian(s), being present when such voting occurs. No absent ballot or ballot given to someone other than biological parent(s) or legal guardian(s) shall be recognized. 5) Memberships shall commence on January 1st. ARTICLE 5 REGISTRATION FEES 5.01 Registration Fees 1) Registrations Fees are set annually by the 2) In order to participate in the program of Pulaski Baseball, Inc. payment of Registration for each participant is required before participating. 3) Registration Fees are for a one (1) year period from December 1st thru November 30th. Registration fees are not prorated. ARTICLE 6 BOARD OF DIRECTORS 6.01 Composition 1) The Board of Directors of Pulaski Baseball, Inc. shall consist of nine (11) adult Members who are approved by the member and one (1) advisor which is a representative of Pulaski High School Baseball Election: Term of Office 1) Each member of the Board of Directors shall be elected at the Annual Member Meeting each year except for the Advisor. *see 7.02 (3) 2) The term of office of a member of the board of Directors shall commence September 30 th of the year of election Powers of the Board of Directors 1) The Board of Directors has the right and authority to transact any business, to formulate policy, to manage property and funds and to supervise all activities of Pulaski Baseball, Inc. subject to the Articles of Incorporation 2) The Board of Directors shall have the authority to amend or repeal Bylaws adopted by the Membership of the Corporation, but only by a three-fourths (3/4ths) votes of the total members of the

3 3) The Board of Directors shall elect all Officers of the corporation, unless otherwise specified in these bylaws. 4) The Board of Directors shall establish all committees, all Ad Hoc committees and such Offices as are not otherwise established in these Bylaws in order to accomplish the business of the Corporation Removal of Members of the Board of Directors 1) Members of the Board of Directors including Officers and Committee Chairs may be removed by concurrence of two-thirds (2/3) of the total members of the 2) An Officer may resign at any time by filing his or her written resignation with the An Officer may resign from an office but remain on the Board of Directors if the resignation notice so specifies Filling of Vacancies 1) The Board of Directors shall elect a current member of the Board of Directors to fill the remaining term in the case of any Officer vacancy on the ARTICLE 7 OFFICERS 7.01 Officers 1) The Officers of Pulaski Baseball, Inc. are as follows: a. President b. Vice President c. Secretary d. Treasurer The Board of Directors may establish such other Officers as deemed necessary Election: Terms of Office 1) Officers of the Corporation shall be elected by the Board of Directors at the first meeting of the Board of Directors after the Annual Member Meeting with the position taking effect September 30th. 2) Officers of the Corporation shall hold office for a term of one (1) year or until a successor is elected at the above meeting Duties and Powers of Officers 1) The President shall have the power and duty to: Preside over meetings of the Members and the Board of Directors

4 Conduct the business affairs of the Corporation and carry out the policy as established by the Board of Directors Enter into contracts on behalf of the Corporation, including loans, as authorized by the Board of Directors Liaison to members Team Equipment and supplies 2) The Vice President shall have the power and duty to: Perform all the duties and powers of the President when he or she is absent or unable to perform the duties of President Pulaski Baseball representative for Parks Committee Coordinate Field time with High School, PSO & Reds Field Maintenance Field game preparation Park Upgrade projects 3) The Secretary shall have the power and duty to: Establish the agendas for meetings Maintain all records of the Corporation, including minutes of member meetings and Board of Directors meetings, communications, correspondence, attendance at Board of Directors meetings, updated listings of all members of the corporation as well as of all officers, committee chairpersons and members, and other records necessary for the Corporation. Communicate to members and the public 4) The Treasurer shall have the Power and duty to: Have custody of and be responsible for all funds and securities of the Corporation and in general perform all duties incidental to the office of the treasurer and other duties as may be assigned by the President or the Maintain player registration forms Write up a yearly budget ARTICLE 8 MEETINGS

5 8.01 Annual Member Meeting Bylaws For Pulaski Baseball Inc. Revised 11/17/15 1) The Annual Member Meeting of Pulaski Baseball, Inc. shall take place each year at a time, date and place determined by the 2) The general purpose of this meeting shall be: a. The election of the Board of Directors b. Receiving reports on the financial situation and the activities of the past year. c. Consider items placed on the agenda by members which have been communicated to the Board of Directors in time to be placed on the agenda. d. Such other business of the corporation as is necessary or required by law. 3) Notice of this Meeting and the Agenda shall be provided to all members of the corporation in a timely manner Special Member Meetings 1) Special member meetings may be called by the President, a majority of the members of the Board of Directors or by twenty-five percent (25%) of the members. 2) Special member meetings shall be limited to the matters on the agenda for the meeting. 3) Notice of the meetings and the agenda shall be provided to all members of the Corporation in a timely manner Board of Directors Meetings 1) The Board of Directors shall meet at least four (4) times per year at dates, times and places set by the 2) Meetings shall be as set by the Board, but may also be called by the President or by a majority of the 3) The Board of Directors may meet and decide business other than in person. This power shall be used only when necessary and shall be for the handling of a narrow range of issues or matters requiring immediate action. Minutes shall be made of these meetings. ARTICLE 9 COMMITTEES 9.01 Standing Committees. The following are the committees and their principal duties: 1) Advisor Website Updates

6 Program Direction 2) Scheduler Register for Away tournaments Schedule Home tournaments Maintain Home Tournaments Rules Schedule Tournament umpires Schedule League Games Schedule League Umps Schedule practices 3) Concessions Arrange for and schedule workers for Concessions and Field Maintenance Order Food 4) League Commissioner Gather Coaching Applications Divide Teams/set up drafts Communicate with coaches Maintain League Rules All Star selection Process 5) Player/Coach Development Set up player clinics Set up coaching clinics 6) Uniform/Equipment Develop and order Hats & Jersey s Order Trophy s 7) Website Administrator

7 Maintain website registration, schedules, calendar, meeting notes & agendas, etc. Send out blasts 8) Sponsorship/Fundraising Manager Solicits and secures local sponsorships to support league operations Collects and reviews sponsorship and fundraising opportunities Organizes and implements approved league fundraising activities Coordinates participation in fundraising activities Maintains records of monies secured through sponsorship and fundraising initiatives ARTICLE 10 ADOPTION: AMENDENTS Adoption These Bylaws shall be adopted when approved by a two-thirds (2/3) vote of the members present at the Annual Member meeting or at a special Member meeting Amendments 1) By the Membership. These Bylaws may be amended by a two-thirds (2/3) vote of the Members present at the Annual Member Meeting or at a special Member Meeting. 2) By the These Bylaws may be amended by the Board of Directors by a two-thirds (2/3) vote of the entire board, provided the amendment or amendments have been considered at least one (1) recent previous meeting of the board and have been provided for Member review prior to the Board of Directors vote. 3) Special Power of the Board of Directors with respect to the Bylaws Adopted by the Membership. a. The board of directors has the authority to amend or repeal bylaws adopted by the membership. b. This power shall be exercised sparingly and shall be used only when necessary to further the interest of the Corporation of Pulaski Baseball. c. Use of this power by the board of directors requires: Consideration of at least one (1) recent previous meeting of the Board and a unanimous vote of the members of the Board present at the meeting.