Updated June 11th, 2014
ARTICLE I: NAME
The name of the organization shall be Whitnall Youth Baseball, Inc. (hereinafter referred to as the “WYB”).
ARTICLE II: PURPOSE
The purpose of WYB shall be to encourage the play of competitive baseball and softball at all levels for those members of WYB. WYB shall be responsible for all fund raising, establishing rules and guidelines, organizing boys and girls divisions and assisting all coaches in providing a positive baseball program. WYB is organized solely for charitable, educational, religious or scientific purposes within the meaning of section 501(c)(3) of the Internal Revenue Code and WYB shall not conduct or carry on any activities not permitted to be conducted by an organization exempt under section 501(c)(3) of the Internal Revenue Code.
ARTICLE III: MEMBERSHIP
WYB shall be comprised of youths and parents of the youths who currently participate in WYB. No additional fees other than the various youth participation fees shall be required for membership. First priority for membership shall be given to youths who reside or go to school within the boundaries of the Whitnall School District and youths who were on a playing roster for the prior season. The board of directors of WYB shall have the sole authority and discretion to expand or restrict membership, including placing caps on each playing division, to serve the best interests of WYB and its current members.
Membership in WYB shall be purely voluntary and membership shall continue subject to the youths and parents compliance with the rules and guidelines set forth by board of directors of WYB. A person must have participated in the most recent WYB registration before he/she shall be considered a member. In addition, any person elected as a director of WYB shall be considered a member of WYB for the duration of his/her term as director unless he/she resigns from the director position. Any person who violates the rules and guidelines in force at that time shall risk revocation of his/her membership privileges at the sole discretion of the board of directors of WYB. In addition, the board of directors of WYB may remove a member or family for conduct that is detrimental to the overall welfare of WYB for any reason upon a 2/3 majority vote of the board of directors present at a meeting.
ARTICLE IV: BOARD OF DIRECTORS
WYB shall be run by no more than fifteen (15) members who comprise the board of directors. This number can be reduced as a result of board vacancies but at all times there must be an odd number of directors. In order to hold a position on the board of directors, a person must 1) be a member of WYB at the time he/she is elected to the board position; 2) be elected by the WYB membership or appointed by the board of directors as a director of WYB.
Board of director positions of WYB shall consist of a President, Vice President-Boys, Vice President-Girls, Secretary, Treasurer, Director of Concessions, Director of Marketing, Director of Fields & Maintenance, Director of Volunteer, Director of Equipment, Director of Registration, Director of Umpires, Director of Technology, Director of Scheduling, and Director of Tournaments. The officers for state reporting purposes are the President, Vice Presidents, Secretary and Treasurer.
The board of directors shall ensure that filled board positions be staggered such that approximately one-half of the director positions become open for election or appointment each year. Once elected or appointed, each director shall serve on the board of directors until his/her successor is elected or appointed in accordance with these by-laws. The majority of the board will consist of residents in the Whitnall School District.
ARTICLE V: MEETINGS
The President and Secretary shall be responsible for scheduling the annual meeting of WYB and meetings involving the board of directors. At least one annual meeting shall be scheduled, usually in October, of each year. In addition, the President shall make every attempt to schedule monthly meetings of the board of directors. The President shall notify all members of WYB of the date, time and location of the annual meeting by posting notification of the same on the WYB website and/or providing notice of the annual meeting date and time in a newsletter sent out by WYB to its current members. Meeting dates and times of the board of directors shall be posted on the WYB website. The dates and times of the board meetings shall also be identified in any newsletters sent out to WYB current members.
Meetings of the board of directors shall be open to members of WYB, as defined in Article III, but only members of the board of directors shall have the right to make motions and vote at said meetings. In addition, the President shall reserve the right to call the board of directors to special meetings, closed meetings or closed segments of a general meeting as necessary to discuss matters regarding WYB.
ARTICLE VI: GENERAL DUTIES
Set forth below are general duties expected of each board position. By no means are these duties all inclusive and duties between board positions may overlap or switch from time to time.
President. The President shall be responsible for scheduling and running the meetings involving WYB. The President, in conjunction with the Treasurer, shall address all budgetary matters for discussion with the board of directors. The President shall also make final determinations with respect to issues which arise involving coaches, youth and/or parents who do not adhere to the rules and guidelines set forth by WYB. All appointments and dismissals by the President shall be subject to the approval of the board of directors. This is an officer position for legal reporting purposes.
Vice Presidents - Boys and Girls. There shall be two Vice Presidents, one each for the boys and girls divisions. The Vice Presidents shall be responsible for assisting the President in the execution of the duties of his/her office upon request. The Vice Presidents shall oversee the operation of the boys and girls divisions including, but not limited to, coordinating duties and responsibilities with the league coordinators, assigning managers and coaches to teams, running league player drafts, handling field scheduling conflicts and make-ups, and ensuring that all managers, coaches, parents and players act in accordance with the rules and guidelines set forth by WYB. This is an officer position for legal reporting purposes.
Secretary. The Secretary shall be responsible for handling all correspondence and documentation of WYB and will maintain and distribute minutes for all meetings of the board of directors and voting membership. The Secretary shall be responsible for scheduling the annual meeting date and registration dates of WYB at the Hales Corners Village Hall. The Secretary shall also assist in the development of the newsletters produced by WYB. This is an officer position.
Treasurer. The Treasurer shall be responsible for controlling the funds of WYB. The Treasurer will pay the bills of WYB and will report regularly to the board of directors and at the annual meeting regarding the financial status of WYB. The Treasurer, in conjunction with the President, shall also be responsible for all budgetary matters for discussion with the board of directors. All unbudgeted expenditures in excess of $400.00 shall be subject to prior approval by the board of directors. The Treasurer shall also ensure that the annual tax returns are timely completed and filed by an appropriate tax professional and that any required corporate filings are timely completed and filed. This is an officer position.
Director of Facility Operations. The Director of Facility Operations shall be responsible for the daily maintenance and the efficient operation of the facilities at Schoetz Park including, but not limited to, maintaining the playing fields, buildings and overall park operations. This director shall ensure that the equipment used to perform these tasks are adequately maintained and shall also recommend any necessary repairs or purchases to aid with the completion of these responsibilities.
Director of Concessions. The Director of Concessions shall be responsible for the procurement of necessary supplies and materials for the concessions area. This director shall oversee the efficient operation of the concessions area at Schoetz Park. The Director of Concessions shall train and coordinate all of the volunteers assigned to concessions on a daily basis.
Director of Tournaments. The Director of Tournaments shall be responsible for the formation of WYB tournament teams, including the selection of coaches and the scheduling and operation of tryouts. This director shall also be responsible for WYB tournaments hosted at Schoetz Park, including but not limited to, establishing dates, coordinating volunteers, soliciting teams and scheduling umpires.
Director of Marketing. The Director of Marketing shall promote WYB throughout the community and surrounding areas. The Director of Marketing shall contact local businesses and other appropriate business entities in an attempt to obtain sponsors and/or supplies for WYB. This director shall also assist with the procurement of funds needed to run WYB on an annual basis.
Volunteer Director. The Volunteer Director shall be responsible for scheduling and coordinating all volunteer slots during the baseball season at Schoetz Park, including any weekend tournaments at Schoetz Park whether they are in-house tournaments or involve the WYB tournament teams. The Volunteer Director shall also be responsible for scheduling with members their make-up volunteer dates in the event of rain-outs.
Director of Registration/Scheduling. The Director of Registration and Scheduling shall be responsible for the preparation and operation of the WYB registrations at the Hales Corners Village Hall. This director shall be responsible for all data entry and input regarding the member registrations. Duties of this director shall also include the use of computer software to coordinate and schedule all boys and girls games during the course of the season at Schoetz Park.
Equipment Director. The Equipment Director shall be responsible for the inventory, equipment hand-out, equipment return, purchasing, itemization, stocking and maintenance of all baseball equipment utilized at Schoetz Park. The Equipment Director shall preside over equipment hand-out and return dates. During the season the Equipment Director shall monitor and order for purchase, as necessary, baseballs, softballs, catcher’s equipment, and other baseball related items. The Equipment Director shall also monitor and review the uniforms utilized by each league and recommend any new purchases as necessary.
Director of Umpires. The Director of Umpires shall be responsible for soliciting, hiring and scheduling of all umpires where needed including, but not limited to, the boys majors and senior divisions and the girls majors and senior divisions. In addition, the Director of Umpires shall be responsible for hiring and scheduling all umpires for any boys and girls tournaments hosted at Schoetz Park, whether they are in-house tournaments or involve a tournament hosted by a WYB tournament teams. The Director of Umpires shall also organize and coordinate umpire clinics for high school boys and girls who umpire during the season at Schoetz Park.
ARTICLE VII: NOMINATIONS
Nomination for the election of a director who satisfies the eligibility requirements of Article IV shall be made in writing by any member directly to the President or orally to the board of directors by no later than at the September board meeting. Each nominee must receive a second nomination by another WYB member. Any individual failing to receive a second nomination will not be a nominee in the general election. The board of directors shall close nominations and prepare a ballot for the October annual meeting at the conclusion of the September board meeting. A formal election shall not be held for those open director positions that are unopposed. In addition, the board of directors shall have the right to appoint a person to an open director position/vacancy for the remainder of that particular term pursuant to Article IX below.
ARTICLE VIII: ELECTIONS
When applicable, the election of a contested director position shall be conducted during the annual meeting of WYB in August. Notice of any contested election shall be deemed sufficient if notice is posted on the league website at least one month in advance or notice of the election is distributed to each current member through a written newsletter. Votes shall be cast by all eligible WYB voting members present at the annual meeting, with the candidate receiving a majority vote assuming the elected position. The secret vote shall be supervised by the Secretary or a board designee. For purposes of this Article, voting of eligible WYB members shall be defined as, and limited to, one vote per member family.
In the event there is only one nominee for an open board position, the board of directors shall appoint the nominee to the open board position without a formal election subject to majority approval. In the event there are three or more nominees for an open board position, the nominee with the highest vote total shall be elected to the open board position. In the event there is a tie for an contested election, the winner shall be decided by coin flip.
Prior to any vote for an open board position, a nominee may address the membership. The President may limit the duration of the address. Nominees for the same position must receive equal time.
ARTICLE IX: REPLACEMENT/REMOVAL OF OFFICERS AND DIRECTORS
If a director is unable, for whatever reason, to serve the entirety of his/her term, a replacement director shall be appointed by a majority of the board of directors to serve out the remainder of the term. Any director who desires to resign from his/her position shall provide written notice to the Secretary or President.
A director shall be subject to removal, at will, by a two-thirds (2/3) majority of the remaining board of directors for any reason. Upon removal, a replacement director shall be appointed by the remaining board of directors to serve out the remainder of the term.
ARTICLE X: QUORUM
A quorum consists of a simple majority of the currently filled board of director positions. A quorum of the board of directors must be present to amend or modify the by-laws or appoint any WYB director, except in instances of a director removal where a two-thirds (2/3) majority shall be required to be present. No quorum of the board of directors is required in order to conduct general business matters at any meeting of the board of directors. A majority vote of all directors present will be necessary for any decision to be implemented by WYB that does not require a quorum. A director may give his/her written proxy to another director for voting at a meeting with respect to general business matters although a proxy can not be used to establish a quorum.
A quorum of members for purposes of requesting any amendment or modification of the by-laws to be presented for a general member vote shall consist of members holding at least twenty-five (25%) percent of the total voting members of WYB, with voting defined, for purposes of this Article, as one vote per member family.
One half (1/2) plus one member of the total voting membership will constitute a quorum at the annual membership meeting for the purposes of amending the by-laws for all prior proposed amendment(s) to the by-laws as set forth in Article XII. A simple majority of the membership present will be sufficient at the annual meeting for the purposes of conducting an election.
ARTICLE XI: COMMITTEES
The board of directors shall have the discretion to form committees and appoint individuals to handle specific functions of WYB, including but not limited to, management and oversight of the individual leagues, handling of volunteer umpires, concessions for special events, tournament operations, and fund raising. The specific duties of each committee or individual shall be determined by the appropriate director or by the board of directors, as deemed necessary.
ARTICLE XII: AMENDMENTS
Proposed changes to the WYB by-laws may be introduced by any member of the board of directors at a monthly board meeting. The proposed change(s) will be voted on at a subsequent meeting. Any proposed changes to the by-laws that are subject to the vote of the members of WYB at the annual meeting shall be presented in a written petition directly to the President containing signatures representing at least one-third (1/3) of the WYB membership at no later than the September board meeting to be considered by the membership and placed on the October ballot. The by-laws will be amended by a majority vote of the of members of WYB at the annual meeting, subject to the quorum requirements of Article X above. For purposes of this Article, voting of eligible WYB members shall be defined as, and limited to, one vote per member family. If proposed changes to the by-laws are presented after one month prior to the annual meeting, the vote by the members of WYB on those proposed changes shall be carried over to the following annual meeting. After a change to the By-laws has been approved it shall be inserted in to the document and noticed by a signature by the President or Secretary as of the date of the change.
ARTICLE XIII: DISSOLUTION CLAUSE
Upon the dissolution of WYB, WYB shall, after paying or making provisions for the payment of all liabilities of WYB, dispose of all of the assets of WYB exclusively for the purposes of WYB, in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) to the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Regulation), as the board of directors shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the County in which the principal office of WYB is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes.