| BSGSA Board By-laws Article I — Name A. The name of the Association shall be “Big Spring Girls Softball Association” dba as “BSGSA”. B. The Association shall be a non-profit organization; organized under the laws of the State of Texas and shall operate under the Regulations of the Internal Revenue Code 501(c)(3). Article II — Purpose The purpose of Big Spring Girls Softball Association shall be to organize, promote, and regulate girls’ fast pitch softball activities in Big Spring, Texas. BSGSA will participate as a member of Texas ASA District 26. Article III — Voting Membership Any parent or legal guardian of a child who is registered to play shall be considered a voting member of this organization for one (1) year from the date of last registration. Members will be entitled to one (1) vote at the annual meeting or during any special meetings held that require a vote by the membership of the association. No one shall be denied membership/participation because of a lack of money to pay the full registration fee(s) at one time. Fees can be paid by installments; but must be paid in full for a girl to be eligible for tryouts. If fees are not paid in full, prior to tryouts, the portion of fees paid towards registration will be refunded. Article IV — Government Sec 1: The governance of the Big Spring Girls Softball Association shall be vested in a Board consisting of four (4) elected Executive Directors and up to eight (8) other appointed Board positions. The Executive Directors shall consist of the following four (4) officers: President, Vice President, Secretary, and Treasurer. These positions are elected by the general membership as prescribed in Article V, Sec 1 of these Bylaws. Eligibility for an elected Executive Directors: Person has held an appointed position for at least (2) two consecutive season. And/or an approved ASA and BSGSA Coach staff or Umpire for (3) three consecutive seasons. Up to eight (8) other positions may be appointed to the Board if approved by a majority vote of the Executive Directors. These may be, but are not limited to the following: Player Representative, Equipment Manager, 6-Under Coordinator, 8-Under Coordinator, 10-Under Coordinator, 12-Under Coordinator, 14-Under Coordinator, and Umpire in Chief. Nominations for these positions shall be raised by at least one Board member and submitted to the Executive Directors’ for consideration. People interested in these Board positions may contact any current Board member to express their desire for consideration. Eligibility for an appointed Board position: Person can be a member of the association (as described in Article III) or any other person in the local community with the experience, commitment, ability, and desire to organize, promote, and regulate BSGSA activities. Sec 2: The Board shall be responsible for managing BSGSA operations. This includes, but is not limited to: conducting league business in compliance with these By-laws, approval of purchases/expenditures over $1,000.00, adopting proposed local rules and rule changes, development/revision and adoption of policies, and any other matters or issues impacting league operations. Each Board member has one (1) vote when a matter is under consideration and up for a vote; unless it is a matter restricted exclusively to the Executive Directors for resolution. Unless otherwise specified in other parts of these By-laws, a simple majority vote will be required for an action item to be approved. Sec 3: Election of the Executive Directors shall be by majority vote of the voting membership present at the annual meeting of Big Spring Girls Softball Association. The terms for the Executive Director positions are for 2 years. The Vice President and Treasurer positions OR the President and Secretary positions will be open in alternating years. There shall be no voting by proxy. Members must be present at the annual meeting to vote. The other Board positions are appointed each year with no term limit restrictions. Sec 4: The maximum consecutive service in any one office as an Executive Director is four (4) years. An Executive Director who may be in their fifth (5th) year of consecutive service, as a result of accepting or being appointed to a position during an existing term, may continue to serve in that office until the term normally expires. A person can seek election for a different position on the Executive Board after the four (4) year maximum service limit in a current position is reached. Sec 5: Each year at least twenty one (21) days prior to the annual meeting league information about the Executive Directors positions that will expire will be posted on the BSGSA Website and posted at the softball complex. Interested applicants must submit, in writing, their intent to run for one of the open Executive Director positions. The notification of intent to run for office must be mailed to: BSGSA P.O. Box 3151 Big Spring, TX 79721 The notification of intent to run for office must be received prior to the published deadline to be valid. Sec 6: Newly elected Executive Directors shall take office upon the conclusion of league business of the current season. This is generally after the All Stars Tournament and after the related financial activity associated with All Stars is completed Sec 7: Unexpected vacancies in one of the elected Executive Director positions shall be filled by the President after obtaining consent of a majority of the Board. Such appointees shall serve the remainder of the term of the individual being replaced. A vacancy of the office of President shall be filled by the Vice President. A new Vice President would be appointed in this situation. These appointees shall be in addition to the "up to eight (8)" appointees allowed in Article IV, Sec 1. For the purpose of the four (4) year limitation in Article IV, Sec 4, a person serving over one-half (more than one full year and any portion of another year) of a full term shall be deemed to have served a full 2-year term. Sec 8: A vacancy in one of the Executive Board positions, because of prolonged absence, may be declared by a majority vote of the Board at a duly called meeting. If the vacancy is declared in the President’s position the Vice-President would assume the position of President for the remainder of the term and comply with Sec 7 of this Article by appointing a new Vice President. If the declared vacant position is not the President, the President will comply with Sec 7 of this article to appoint someone to the declared vacant position. Article V – Meetings Sec 1: There shall be an annual meeting of Big Spring Girls Softball Association, held during June (during closing ceremonies) of each year. The purpose of this annual meeting shall be to conduct elections for the expiring Executive Director positions and to discuss other matters of interest to the general membership. The date, time, and place of the annual meeting shall be published on the Website and posted at the softball complex at least twenty one (21) days prior to the event. At least five (5) days prior to the date of the annual meeting the names of the candidates seeking election shall be published on the Website. Ballots will be distributed at the annual meeting and collected at the conclusion of the meeting. At least four (3) Board members, who are not candidates, and one randomly selected voting member will count/verify the vote and declare the winners. Sec 2: Meetings of the Board shall be held at least four (4) times a year at such time and place as decided by the President. A majority of the Executive Directors (at least 3) and at least 4 of the appointed Board members must be present (7 total members present) to constitute a quorum for any action items to be voted on. Special meetings of the Board may be called by the President when immediate league related business is pending. Sec 3: Special meetings of the general membership to resolve league business by vote may be requested by a majority of the Board when resolution of an issue is not attainable. A special meeting can also be initiated with a written petition signed by at least one hundred (100) members. Such a petition must be submitted to the President. The Executive Directors will determine the validity of such petitions, determine whether to move forward with a general membership meeting, or attempt to resolve the issue (if it can be resolved without a general membership meeting). If a special meeting of the general membership is requested, based on a written petition, a member, or members, of the group submitting the petition must meet with the Executive Board to discuss the petition for possible resolution. Special meetings of the general membership will be granted based on the severity of the issue, the urgency for necessary action, the overall impact of the issue on league operations, and the inability to achieve resolution without a general membership vote. Notice of such meetings shall be posted on the Website at least ten (10) days in advance. Article VI -- Duties of Officers Sec 1: The President shall: a. Preside at all membership meetings and at Board meetings and be responsible for establishing the agenda for such meetings. b. Assign duties to the members of the Board. c. Be responsible for the overall activities of Big Spring Girls Softball Association. d. Approve all expenditures under $1,000.00 e. Be an ex-officio member of all committees. f. Represent BSGSA with respect to all other organizations; in compliance with Article X. Sec 2: The Vice President shall: a. Serve as assistant to the President and have the authority to execute league business in the absence of the President. b. Preside at meetings in the absence of the President. c. In the event of loss of President perform all duties and assume all responsibilities and authority of the President for the remainder of the term. d. Perform special assignments and complete other assigned special projects. Sec 3: The Secretary shall: a. Be responsible for keeping minutes during meetings and reporting them the following meeting. b. Prepare the agenda for the meetings. c. Prepare paper work needed as assigned by the President. Sec 4: The Treasurer shall: a. Be responsible for keeping the financial related records/documents of BSGSA. b. Maintain an annual ledger that includes descriptions of all revenue and purchases. c. Report on the financial status of the organization at each Board meeting and at the annual meetings. d. Seek Board approval for any expenditures over $1,000.00 e. Receive and disburse funds as directed by the President or Board. Article VII - Removal from Office Sec 1: Any Board member who misses three (3) consecutive regularly scheduled Board meetings shall be considered for removal, unless good cause is established to the satisfaction of the majority of the other Board members. (See Article IV, Sec 7 and Sec 8) Sec 2: If it shall be called to the attention of the Executive Directors that it would be in the best interest of Big Spring Girls Softball Association that a person be removed from the Board, that person may be removed by the following procedure: a. Notification in writing to the Board member in question of pending action concerning his or her removal at least ten (10) days prior to consideration by the Executive Directors. b. For due cause and by a majority vote (3/4) of the Executive Directors c. If the person being recommended for removal is an Executive Director the three remaining Executive Directors will decide by majority vote (2/3). Article VIII -- Standing Committees
Standing Committees may be established by the President with approval of the Board. Article IX -- Rules of Order Roberts Rules of Order, Revised, shall govern the proceedings of all meetings of Big Spring Girls Softball Association and its constituent parts, except as provided in these Bylaws. Article X -- Delegations Delegations or special committees, as may be necessary, may be appointed by the President to represent Big Spring Girls Softball Association in any convention or meeting, subject to the approval of and/or direction of the Board. Such delegations shall be free to vote on all matters unless specifically instructed by the Board. Article XI -- Coaches' Code of Conduct The Board shall maintain and enforce a Coach and Parent Code of Conduct policy and shall amend and modify it as necessary. Article XII — Audit Prior to the beginning of each season the Executive Directors will perform an annual audit of financial records related to BSGSA operations during the previous year. A report of the review will be given to the full Board at the next regular Board meeting following the review. Article XIII -- Amendments These Bylaws may be amended by a two-thirds (2/3) or more vote of those present at any regular or special Board meeting. Recommended amendments to these by-laws must be submitted in writing to the Executive Board for review to determine if consideration for a full Board vote is warranted. Recommended amendments must be specific to an Article number and Section number, when applicable, in the existing By-laws. Article XIV —Dissolution In the event the Association decides to dissolve and cease operation, A. The dissolution shall be made by a two-thirds (2/3) or more vote of the voting membership present at any regular or special meeting, provided that the members shall be given written notice of the proposed dissolution at least ten (10) days prior to the meeting at which the dissolution shall be acted upon. Publication of a general notice of proposed dissolution on the Website and in the local press shall constitute adequate notice. B. Upon dissolution of BSGSA, no Board member, officer, or voting member shall benefit by receiving any asset of the Association. All such remaining assets shall be distributed to a successor or similar organizations, the decision of the Board being final in determining which such organizations. |