By-Laws

Wolves Baseball Boosters

Constitution and By-Laws

 

Article I – Organization

 

SECTION 1.01 Name.  The name of this organization shall be Wolves Baseball Boosters.

 

SECTION 1.02 Object and Purpose. The object of the Wolves Baseball Boosters (referred to as “The Club” for the remainder of this document) is to support the year-round baseball program of Grandview High School in order to foster national or international amateur sports competition, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).  Support will include: providing funds, encouragement, promotion, and assistance to the baseball program at Grandview High School.  At no time will interference or influence be deemed a purpose of this club, but rather The Club shall cooperate fully with the coaching staff in supporting baseball for our youth.  Membership in The Club does not guarantee a spot on the team or guarantee playing time for a student athlete.  Team rosters and playing time are solely at the discretion of the baseball coaching staff.

 

SECTION 1.03 Method of Operation.  The Club will be operated as a non-profit and be managed by a Board of Directors.

 

Article II – Membership and Fees

 

SECTION 2.01 Membership.  All parents and/or guardians of players participating in the Grandview baseball program are eligible for membership.  Membership shall be based on the assessment of yearly dues, and only those members who have paid the current yearly dues will be considered to be in good standing and therefore be eligible to hold a board position office or to vote.

 

Membership is one per family and entitles the family to one vote, regardless of the number of athletes in the program from that family.  Should membership be paid and the player withdraws from the program prior to tryouts or does not make the team, the membership fee will be refunded at the request of the family.

 

Honorary membership may/shall be granted to persons who do not have a player involved in the baseball program, pending approval by the Board.  Honorary members shall pay no dues and shall not be allowed to vote or hold office.

 

SECTION 2.02 Membership Fee.  A membership fee will be established annually by the Board of Directors and shall accompany each application for membership.

 

SECTION 2.03 Processing Fees and Discounts. The Board of Directors reserves the right to assess real costs to members who use a payment method for any reason that subjects The Club to a transaction fee or similar.  The cost assessed will in no case be more than the real cost of the transaction that is incurred by the The Club.  Members will be notified in advance if a form of payment will be subject to such an assessment and increase and what the amount or percentage is.  In addition, the Board of Directors reserves the right to offer a discount or waiver at their sole discretion for any monies owed to the The Club for any reason. Monies paid by members to The Club for any reason that are in a form of payment that is subject to third party processing fees are subject to increase by the actual expense incurred by The Club.  Members will be notified in advance of payments what forms of payment are subject to such an increase and what the amount is.

 

Article III – Board of Directors

 

SECTION 3.01 Board of Directors.  The Board of Directors shall be responsible to act on the behalf of The Club in the management of the business affairs of the organization, except in matters specified in the by-laws where a vote is required by the General Membership.  The Board of Directors shall have no more than nine (9) and no fewer than five (5) voting members. Voting positions on the Board shall consist of:

  1. President
  2. Vice-President
  3. Treasurer
  4. Secretary
  5. Recruitment / MarketingTechnology / Communications
  6. At-Large Members (no more than 4)

Non-voting members:  The Head Baseball Coach is a permanent, non-voting member of the Board.

Additional non-voting members of the Board are at the discretion of the President.  They are included in an advisory capacity to provide expertise and recommendations that are relevant to the administration of the Board.  Non-voting members should be formally recognized in the minutes of Board meetings.

 

Executive Committee.  The Board of Directors will elect the Executive Committee of the Board.  The Executive Committee shall consist of the President, Vice President, Treasurer, Secretary.  The members of the Executive Committee can call special meetings and can call executive sessions to discuss private matters of the Club.  The four Executive Committee members will be represented by one family or player.  The clause prevents nepotism of the Board of Directors in critical positions.

 

SECTION 3.02 The Duties of The Board of Directors are:

  1. Require accountability, transparency, loyalty, and conformity by key members, and protect the identity and integrity of the organization.
  2. Approve changes in the number, composition, qualifications, authority, or duties of the governing body’s voting members; and in the number, composition, qualifications, authority, or duties of the organization’s officers.
  3. Approve the annual budget.
  4. Approve all general and administration expenses incurred by The Club.
  5. Approve all capital expenditures incurred by The Club.
  6. Set the requirements for a quorum.
  7. Approve the creation and dissolution of all necessary Committees, Chairs and Coordinators.
  8. Approve the recommendations of all Committees and Coordinators and have ultimate responsibility for the actions of these committees.
  9. Set the time and dates for the General Membership Meetings and provide timely notification to the membership.
  10. Review and approve amendments to bylaws.
  11. Oversee allegations of complaints, including conflicts of interest.
  12. Discharge and replace board members for reasons authorized by the bylaws.
  13. Authorize collaborations, other commitments of the organization, and their terms.
  14. Authorize liability, bonding and other insurance and indemnification.
  15. Keep records of its activities.
  16. Approve the annual budget.
  17. Be in good standing.

 

SECTION 3.03 Quorum.  A quorum shall be recognized when a majority of the current voting members of the Board of Directors is present, either physically or electronically.

SECTION 3.04 Voting.  Voting by the Board of Directors may be done by those present, either physically or electronically.  Additionally, a Board Member who is not physically present may cast their vote electronically or delegate another person, Board Member or otherwise, to act as their proxy.

 

SECTION 3.05 Attendance.  Board Members are required to attend regularly scheduled meetings and events.  Attendance falling below 50% maybe subject to removal of the Board Member using SECTION 3.053 or SECTION 4.08

 

SECTION 3.053 Removal of Board Members. At the discretion of the Board, any Board Member or Officer unable to participate in the function of the Board for a period of forty-five (45) days may be notified that his/her voluntary resignation will be requested.  In the event the involuntary removal of a Board Member is necessary, there are two (2) methods, one for the General Membership and one for the Board of Directors:

 

Removal of a Board Member by the General Membership: SECTION 4.08 Removal. Upon petition of fifty percent (50%) of the General Active Membership in good standing, a Board Member/Director can be subject to a vote for removal.  Any Board Member/Director may then be removed by a two-thirds vote of the General Membership entire active membership that is in good standing.  Any Board Member/Director other than the Board Member/Director subject to removal mayshall oversee and govern that process, pursuant to these By-Laws.  The vote of the membership shall be no longer than thirty (30) days from the submission of the petition.

 

Removal of a Board Member by the Board of Directors:  Any Board Member may be removed from office by a two-thirds vote of the entire Board of Directors.  This vote includes the vote of the Board Member subject to removal.

 

Upon removal of a Board Member, .  Aall records (physical, electronic, user accounts, passwords, emails, etc.) pertaining to any office are property of The Club and must be transferred as directed by the Board of Directors within fifteen (15) business days by the person vacating the office.  Any real property of The Club possessed by the member must also be transferred as directed by the Board of Directors within fifteen (15) days by the person vacating the office.

 

SECTION 3.064 Vacancies. When a vacancy on the Board of Directors occurs, the Board of Directors may/will elect an interim replacement Board Member to serve the unexpired term per the rules outlined in Section 4.08.

 

SECTION 3.07 Assignment of Duties. Regardless of the position the General Membership elects a nominee into, the Board, at their discretion, may reassign the duties or office of Board Member by a majority vote of the Board..

 

SECTION 3.08 Compensation. Directors shall not receive any kind of compensation, favors or privileges for their services.  Any Director may be reimbursed for actual expenses incurred for The Club.

 

Article IV – Nominations and Elections toof the Board of Directors

 

SECTION 4.01 Elections. Election toof the Board of Directors shall be held annually at a General Membership meeting in November, unless the President determines that another date best serves the interests of The Club.  In such an event, the membership will be notified of the change no less than thirty (30) days prior to the new election date.  In no case shall a date change cause there to be more than two (2) years between elections at the Annual Meeting in March.

 

SECTION 4.02 Election Committee.  At least 30 days prior to the election the President shall appoint an Election Committee of no more than three (3) members of The Club.  All nominations outlined in 4.03 will be submitted to the Election Committee.  The Election Committee will prepare a ballot for the election that identifies the nominated candidates for each Board vacant position.  At the Annual Meeting, the Election Committee will distribute, collect, count, and report the results of the ballots. 

 

SECTION 4.03 Nominations. Nominations for a position to fill vacancies on the Board of Directors must be submitted no later than fifteen (15) days prior to the election, unless it is determined by the Board of Directors that an alternative date is required.  If there is to be a change in the deadline for nominations, the Board of Directors will give the membership at least thirty (30) days notice.  All nominees must meet with the approval of the Head Baseball Coach and with the consent of those nominated.

 

SECTION 4.04 Voting.  Voting for vacancies on the Board of Directors shall be by written ballot.  All members present at the General Membership Annual Meeting and in good standing will be eligible to vote.  There shall be no voting by proxy.  Each family is allowed one vote as defined in Section 2.01.  At the Annual Meeting, tThe Election Committee will be responsible to distribute, collect, count, and report the results of the ballots within three (3) days of the meeting.

 

SECTION 4.05 Election. Positions The vacancies on the board shall be filled by those nominees receiving the most votes.  In the event a nominee is uncontested for a position, they shall be considered elected by a majority regardless of votes received.  If all nominees are uncontested, no election shall be necessary and all nominees shall be elected into their nominated positions.

 

SECTION 4.06 Term. The term of office for a member of the Board of Directors shall be for as long as they have an active player in the organization if uncontested by a nominee as outlined in Section 4.03.  If contested, both names shall be put on the ballot and taken to a vote in November at the Annual Meeting.  The term of office for a member of the Board of Directors should be no less than one (1) year, unless the Board made a mid-term appointment of a member.

 

SECTION 4.07 Assumption of Duties. The Board of Directors shall assume their duties fifteen (15) days from the date of the vote at the close of the Annual Meeting.

 

SECTION 4.08 Removal. Upon petition of fifty percent (50%) of the active membership in good standing, a Director can be subject to a vote for removal.  Any Director may then be removed by a two-thirds vote of the entire active membership that is in good standing.  Any Director other than the Director subject to removal shall oversee and govern that process, pursuant to these By-Laws.  The vote of the membership shall be no longer than 30 days from the submission of the petition.

 

SECTION 4.098 Vacancies. Vacancies on the Board of Directors any time after an election can be filled by a majority vote of the Board of Directors based on their assessment of that member’s ability to fulfill the duties of the position being filled.  If a vacancy is filled by the Board of Directors, that position shall be voted upon by the General Membership membership at the General Membership meeting in November,next Annual Meeting pursuant to the rules outlined in Article IV.

 

Article V – Officers and Duties

 

SECTION 5.01 Officers. The Officers of the Board shall consist of a President, Vice President, Secretary, and Treasurer.  See SECTION 3.01 (Executive Committee) The officers or Executive Committee will be elected from the Board of Directors by a majority of the Board of Directors and shall serve for a term of one (1) year unless they resign or are removed.  Officers will be asked to continue until their qualified successor has been duly nominated and elected.  Any officer may be removed from office by a two-thirds vote of the Board of Directors.

 

Officers of the Board have the authority to enter into contracts, agreements and represent The Club to outside entities.

 

 

SECTION 5.02 President. Duties of the President include:

  1. Be the Executive Officer of The Club, andClub and shall preside over all meetings of The Club and of the Board of Directors.
  2. Appoint Standing Committee Chairperson with the concurrence of the Board of Directors.
  3. Appoint and/or dissolve all other committees as required, including identifying chairs of such committees..
  4. Serve as ex-officio member of all committees except the Election Committee.
  5. Serve as the primary spokesperson for The Club.
  6. Direct goals and budget performance.
  7. Be the primary liaison with the Coaching Staff to coordinate activities and actions.

 

SECTION 5.03 Vice President. Duties of the Vice President include:

  1. Assist the President and perform such duties as may be assigned by the Board of Directors.
  2. Be responsible for the annual review of the By-Laws,; recommending revisions as deemed appropriate.
  3. Be responsible for directing and communicating with Committees and Chairs, including assigning responsibilities, receiving updates and identifying needs, and reporting updates to the Board of Directors.
  4. In the absence of the President, the Vice President shall assume the duties of the President.

 

SECTION 5.04 Secretary. Duties of the Secretary include:

  1. Maintain a record of attendance and proceedings of all meetings.
  2. Post minutes from the General Membership Meetings on the website in a timely manner.
  3. Keep records of membership, attendance, documents and official correspondence.
  4. Keep a running list of established Committees and the Chairs of such Committees and the general responsibilities assigned.
  5. Other duties as assigned by the Board of Directors.

 

SECTION 5.05 Treasurer. Duties of the Treasurer include:

  1. Be responsible for collecting membership dues, fundraising monies owed and overseeing any other monies generated and held by the The Club.
  2. Be responsible for coordinating the payment of all invoices / bills of The Club.
  3. Reconcile banking statements monthly.
  4. Provide a written Report the current financial report card of The Club to The Board at each Board of Directors meeting.
  5. Prepare an annual financial report in March of each year available to the membership.
  6. Project assets and liabilities for the upcoming year.

 

SECTION 5.06 Recruitment / Marketing.  Duties of the Recruitment / Marketing Director are:

  1. Establish opportunities for players to be promoted to achieve individualized goals.
  2. Establish a self-directed platform for players to promote themselves to colleges.
  3. Organize showcase opportunities for players.
  4. Organize informational forums for parents and players to educate them to the recruitment process.
  5. Market Grandview Baseball in a positive, proactive manner.

 

SECTION 5.076 At-Large Members. Elected At-Large members, although not officers, are voting members of The Board.  Duties include those as assigned by the President or Board of Directors.  There may be as up to four (4) At-Large members on The Board at any one time.  Although not mandatory, the At-Large membership position is designed to have one representative for each grade level of the baseball program, at the discretion of The Board.

 

SECTION 5.087 Concurrent Positions. No member shall hold more than one office at the same time.

 

Article VI – Standing Committees and Coordinator Positions

 

SECTION 6.01 Standing Committees and Coordinators. Standing Committees and Coordinators represent positions that The Club requires to function throughout the year.  Members of Committees and Coordinators must be in good standing with The Club.  Chairmanship of a Committee will be on a volunteer basis as appointed by the President, subject to approval of the Board of DirectorsExecutive Board.  The position of the Chairmanship or Coordinator is at the pleasure of the Board for  one year and does not make him/her a member of the Board of Directors.  The Secretary will maintain a current list of Committees and Coordinators, Chairpersons and members of those Committees, and the duties and responsibilities of Committees and Coordinators.

 

 

SECTION 6.02 Concessions Committee. The Concessions Committee members are appointed by a majority vote of the Board of Directors.  There should be one (1) representative on the committee from each team.  The Concessions Committee will be headed by a coordinator, who will be a non-voting member of the Board of Directors.  The Concessions Committee will be responsible for:

  1. Recruit and schedule parent volunteers to manage the concessions during home games, including tournaments where we are the host site.
  2. Record an accurate and timely account of revenues and expenses and coordinate its financial operation with the Club Treasurer.
  3. Acquire all provisions required to operate the concession stand.
  4. Report maintenance and repairs necessary for the concession stand, including recommended improvements.

 

SECTION 6.03 Wolves Apparel Coordinator. The Wolves Apparel Coordinator is appointed by a majority vote of the Board of Directors.  The Apparel Coordinator will organize the purchase and sale of apparel and merchandise bearing the Grandview Wolves logo.  The Wolves Apparel Coordinator will be responsible for:

  1. Manage the inventory of apparel and merchandise.
  2. Record an accurate and timely account of revenues and expenses and coordinate its financial operation with the Club Treasurer.
  3. Report the ongoing status of sales to the Board of Directors.
  4. Recruit volunteers needed to help with sales at the concession stand, 8th Grade Parent Night, Back to School Night and at Club events.

 

SECTION 6.04 Field Maintenance Coordinator. The Field Maintenance Coordinator is appointed by the Head Baseball Coach and is charged with organizing and keeping track of all necessary maintenance to the freshman and varsity fields and the baseball facilities.  The Field Maintenance Coordinator has no authority over the facilities and cannot give permission for usage of the fields or facilities to groups or events that have not been sanctioned by the Cherry Creek School District.  The Field Maintenance Coordinator will be responsible for:

  1. Schedule annual field maintenance work days as well as regular facility maintenance days throughout the year.
  2. Record an accurate and timely account of revenues and expenses and coordinate its financial operation with the Club Treasurer.
  3. Recruit volunteers to help with the work days as well as the regular maintenance of the fields and facilities.
  4. Report field conditions and any needs of the fields and facilities to the Board of Directors.
  5. Project maintenance and budget needs for the upcoming season.

 

SECTION 6.05 Web Master and Technology Coordinator. The Web Master and Technology Coordinator is appointed by a majority vote of the Board of Directors.  The Webmaster will be responsible for:

  1. Maintain The Club website: www.grandviewbaseball.org
  2. Post schedules, rosters and forms.
  3. Provide relevant links to other related sites.
  4. Provide links to ecommerce solutions as determined by The Treasurer.
  5. Provide assistance to those having trouble navigating the site.
  6. Set up electronic sign-up rosters for Club functions, such as volunteer needs.
  7. Assist other members of the Board with advertising dates and events that are in the interest of the Club and the membership.

 

SECTION 6.06 Team Travel Coordinator. The Team Travel Coordinator will be responsible for:

  1. Aid the Head Baseball Coach in making travel arrangements for tournaments in which The Club is participating.
  2. Record an accurate and timely account of revenues and expenses and coordinate its financial operation with the Treasurer.

 

SECTION 6.07 Banquet Committee. The Banquet Committee will be responsible for:

  1. Plan and coordinate the end of season banquet, typically held in May.
  2. Record an accurate and timely account of revenues and expenses and coordinate its financial operation with the Treasurer.

 

SECTION 6.08 Ad-Hoc Committees. Ad-Hoc Committees can be formed at the discretion of the Board of Directors for any responsibility that does not fall under the purview of another Committee.

 

Article VII – Meetings

 

SECTION 7.01 Annual Meeting. The Annual Meeting of the Club shall be held in March during the First Pitch Dinner unless otherwise specified by the Board of Directors.

 

SECTION 7.02 General Membership Meetings. General Membership Meetings shall be held four (4) times per year, including the First Pitch Dinner, and the End of Season Banquet and the November election.  The remaining additional two (2) dates will be posted on The Club website advertised to the membership no later than thirty (30) days prior to the meetings.  The dates should be reasonably spaced from other meetings throughout the year.  Rescheduled meetings will be announced thirty (30) days prior to the meeting taking place.  Meetings are open to all members in good standing.

 

SECTION 7.03 Board of Directors Meetings. Board of Directors Meetings shall be held at the discretion of the Board of Directors, however no fewer than four (4) times per year.

 

SECTION 7.04 Robert’s Rules of Order. Robert’s Rules of Order shall be recognized as the authority governing the meetings of The Club, its Board of Directors and its Committees.

 

Article VIII – Finance and Revenue

 

SECTION 8.01 Fiscal Year. The fiscal year shall commence on January 1st and end December 31st of the same year.

 

SECTION 8.02 Administration of Monies. All monies received by The Club for any purpose shall be deposited to the credit of The Club in a financial institution selected by resolution of the Board of Directors.

 

SECTION 8.03 Distribution of Monies. The Board of Directors is authorized to disperse Club funds that are required to successfully accomplish its object and purpose.

 

SECTION 8.04 Authorization of Expenditures.  For expenditures in excess of $5,000, a majority affirmative vote, in compliance with Section 3.03, of the Board of Directors is required.  For amounts less than $5,000, but more than $1,000, an Officer of the Board must approve the expenditure.  For amounts less than $1,000, any Board member may approve.

 

Article IX – Special Elections and Votes

 

SECTION 9.01 Special Elections. Special elections may be held upon motion of the President.  Special elections will be governed by the rules outlined in Article IV.

 

SECTION 9.02 Special Votes. Special votes may be held upon motion of the President.  Special votes will be governed by the rules outlined in Article IV.

 

 

 

Article X – Dissolution

 

SECTION 10.01 Dissolution. Upon dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation exclusively for the purposes as shall at the time qualify as an exempt organization or organization under 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), 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 principle office of the corporation is then located, exclusively for such purposes or to such organization or organizations, the Court shall determine, which are organized and operated exclusively for such purpose.

 

Article XI – Amendment of these By-Laws

 

SECTION 11.01 Amendments. Amendments to the By-Laws are to be submitted in writing at a regular Board of Directors Meeting prior to the Annual Meeting.  Notice of the amendments shall be published on the website to the General Membership at least two (2) weeks prior to putting the amendments to a vote.

 

SECTION 11.02 Ratification of Amendments. Amendments shall be ratified by an affirmative vote of two-thirds of majority vote of those members in good standing who submit a vote.

 

 

 

 

 

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