|
CHICAGO NORTH MEN’S SENIOR BASEBALL LEAGUE BYLAWS
Revision date: 4/2/09
ARTICLE I CNMSBL BOARD
SECTION 1. LEAGUE MANAGERS
League managers shall represent their team and elect the Officers. League managers shall have one vote per team. A team may designate a different person to represent that team at any league meeting. At the end of every playing year and no later than October 31st of each year, all teams shall vote for their manager for the following year. Simple majority is required to either retain their current manager or elect a new manager. Newly elected managers should be ready for the November league meeting. In the event of a vacancy of a manager for any team, such team may elect another player to represent that team at any league meeting.
SECTION 2. LEAGUE BOARD
The League Board shall consist of each league manager and shall be responsible for electing the League Officers.
SECTION 3. TIME AND PLACE OF LEAGUE MEETINGS
League meetings may be held on the 3rd Thursday of any month from December through April at a location designated by the President. Variations to such date may be made if needed as determined by the President. Meetings for the months of May through November are on an “as needed” basis as determined by the President. The President upon one day notice may call special meetings of the Executive Board, and upon seven days notice may call special meetings of the League Board.
SECTION 4. ATTENDANCE AT LEAGUE MEETINGS
Each team is required to have a representative at every league meeting. Noncompliance shall result in a fine in an amount to be determined by the Executive Board.
SECTION 5. VOTING AT LEAGUE MEETINGS
Each team, be it by the manager or other duly designated team representative has one vote. All officers retain the right to vote as a manager if they serve in that capacity. The affirmative vote of a simple majority of teams represented at a league meeting shall be determinative in all elections for officers. No one person (manager) may vote more than one time unless that person manages more then one team. Then, by rule, this person will have one vote per team managed.
SECTION 6. PROXIES
Each manager entitled to vote at a league meeting may authorize another player on the same team to act for such manager at that meeting by proxy.
ARTICLE II ELECTED OFFICES
SECTION 1. OFFICERS
The Officers of the CNMSBL are President, Vice-President, Treasurer, Communications Director, Player Personnel Director and League Scheduler.
SECTION 2. ELECTION OF OFFICERS
Nominations for elected offices shall be presented at the first league meeting held subsequent to the completion of the prior season.
Elections for all offices shall be held at the subsequent meeting after nominations are made, or upon motion may be held at the same meeting.
SECTION 3. PRESIDENT/VICE-PRESIDENT
Each person nominated for the office of President shall name a Vice-President candidate to serve as his running mate. The President candidate and the named Vice President candidate shall be treated as a team and run as a single unit. League managers will vote for or against each President/Vice President team as a single unit.
SECTION 4. MAJORITY VOTE
Officers shall be elected by a simple majority vote of the League Board. If more than one person (or team in the case of the President) is nominated for any office, the league managers shall each cast one vote for the candidate of choice. In the event that one candidate receives a simple majority on the first ballot, that candidate will be declared the winner. In the event that no candidate receives a simple majority on the first ballot, the two candidates receiving the highest vote totals will be voted upon in a second (runoff) election with the one receiving the most votes being declared the winner.
SECTION 5. TERM
The term of office for all elected Officers shall commence on January 1 of the following year, or in the event the election is not held until the January meeting, the term of office shall begin immediately following the election.
Each Officer will have a one-year term of office.
SECTION 6. VACANCY IN OFFICE
In the event of a vacancy in the presidency, the vice-president will assume the responsibilities of the president for the remainder of the term.
In the event of a vacancy in the office of Vice-President, the President shall appoint a person of his choosing to assume the duties of Vice-President and serve the remainder of the term.
In the event of a vacancy in any other office during the regular season, the President may call a special meeting for the purpose of nominating and electing a replacement officer.
A meeting need not be scheduled in the event there are fewer than two potential candidates for the vacant office.
SECTION 7. REMOVAL FROM OFFICE
The league managers may remove any elected officer by a vote of three-quarters (3/4) of the League Board.
ARTICLE III LEAGUE MANAGEMENT
SECTION 1. EXECUTIVE BOARD
The League shall be managed by and under the direction of the Executive Board. The Executive Board is comprised of the 6 elected officials: President, Vice-President, Communications Director, Treasurer, Player Personnel Director and Scheduler.
SECTION 2. PRESIDENT
The president shall be the principal executive officer of the CNMSBL and shall be in charge of the business of the CNMSBL. The President shall be responsible for the oversight of all aspects of running the league and managing its business affairs.
SECTION 3. VICE-PRESIDENT
The vice-president shall assist the president in the discharge of the President’s duties as the president may direct and shall perform such other duties as may be assigned by the president. In the event the President is unable to carry out the duties and responsibilities of his office, the Vice-President shall assume and perform the duties of the President until such time as the President resumes his role. The vice-president shall have all the powers of and be subject to all the restrictions upon the president.
SECTION 4. TREASURER
The treasurer shall be the principal accounting and financial officer of the CNMSBL. The Treasurer’s responsibilities include, but are not limited to the following: maintain books of account for the CNMSBL; maintain charge and custody of all funds of the CNMSBL; receive and disburse league funds; purchase baseballs and coordinate distribution thereof; review and audit charges incurred by the league for such things as field rental and umpire fees; monitor the payment to and credits from National for player fees; provide a proposed budget to the league managers for review; provide an updated financial report to the league managers for review, and perform all such duties incident to the office of treasurer and such other duties as may be assigned by the president.
SECTION 5. COMMUNICATIONS DIRECTOR
The Communications Director’s responsibilities include, but are not limited to the following: record the minutes of the league meetings; provide notice of league meetings; maintain records of the CNMSBL; create and maintain a record containing all pertinent information for all league managers; and perform all duties incident to the office of Communications Director and such other duties as may be assigned by the President.
SECTION 9. PLAYER PERSONNEL DIRECTOR
The Player Personnel Director shall oversee all matters concerning rosters and his responsibilities include, but are not limited to the following: recruit new players to the league; organize and conduct a tryout prior to each season; oversee the divisional drafts; monitor and verify player eligibility for both regular season play and playoffs; oversee all player movement between teams, within divisions, and between divisions; verify eligibility of new players to the league; and perform such other duties as may be assigned by the President.
SECTION 10. LEAGUE SCHEDULER
The League Scheduler shall be responsible for setting the time, place and date for all games to be played within the CNMSBL. His responsibilities include, but are not limited to the following: prepare a master schedule prior to the beginning of regular season play; reschedule all games not played in accordance with the CNMSBL Rules; schedule all playoff games; and perform such other duties as may be assigned by the President.
The League Scheduler, in consultation with the President, shall have final authority to set the date, time and location for all games including regular season, playoff, rainouts and any other game that is rescheduled and or to be completed. The League Scheduler retains the right to change the date, time or place of a previously scheduled game when necessary.
SECTION 11. COMPENSATION
No person shall receive any compensation for their work as an Officer of the League except each officer may be granted a waiver of team fees up to a total of $350 per/team/officer.
SECTION 12. AMENDMENTS
The by-laws of the CNMSBL may be made, altered, amended or repealed by the Executive Board as is deemed necessary and in the best interest of the CNMSBL.
SECTION 13. CONTRACTS
The Executive Board shall determine and authorize the execution of any contract on behalf of the CNMSBL.
SECTION 14. LOANS
No loans shall be contracted on behalf of the CNMSBL and no evidence of indebtedness shall be issued in its name unless authorized by the Executive Board.
SECTION 15. CHECKS, DRAFTS, ETC.
All checks, drafts or other orders for the payment of money, notes or evidence of indebtedness issued in the name of the CNMSBL shall be signed by the Treasurer or President.
SECTION 10. DEPOSITS
All league revenues shall be deposited from time to time to the credit of the CNMSBL in such banks, trust companies or other depositories as the Executive Board may select.
ARTICLE IV OTHER MANAGEMENT DUTIES
SECTION 1. TEAM FEES
The Executive Board shall determine the league fee to be paid per team prior to the start of each season and set forth the payment schedule. Failure to submit payments in accordance with the timetable may result in sanctions to be determined by the Executive Board. All league fees must be paid prior to the start of the season and the Executive Board reserves the right to impose additional sanctions for noncompliance. Sanctions may include, but are not limited to fine, suspension of the manager, loss of scheduled games and/or the team not being scheduled for games. Any and all money paid to the league as payment for league fees is not refundable though the Executive Board may elect to refund some or all money in the event compelling circumstances are shown to exist.
SECTION 2. COMMITTEES
The President shall make all appointments to those committees established in the league Rules. The President may serve on any committee with the exception of the Rules Committee.
SECTION 3. OTHER COMMITTEES
The President may create additional committees as well as other positions as may be needed for the administration of any and all league functions.
SECTION 4. UMPIRE COORDINATOR
The Umpire Coordinator shall oversee the retention, use and scheduling of all umpires for CNMSBL games. The Umpire Coordinator’s responsibilities shall include but are not limited to: negotiate with and make all arrangements with an umpire crew for each season on behalf of the League; serve as liason with umpires and maintain communications with umpires; provide information regarding league rules, procedures and regulations to the umpires; address any and all work and performance related issues (eg. umpires arriving on time) as well as all other issues pertaining to the relationship between the League and the umpires.
The President may serve as the Umpire Coordinator or may choose another person to fulfill this role.
The Umpire Coordinator shall submit any contract for retention and payment of umpires to the Executive Board for approval.
ARTICLE VI INDEMNIFICATION
SECTION 1.
The CNMSBL shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that such person is or was a director, officer or agent of the CNMSBL against expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding if such person acted in good faith and in a manner which such person reasonably believed to be in or not opposed to the best interests of the League, and, with respect to any criminal action or proceeding, had no reasonable cause to believe their conduct was unlawful. The termination of any action, suit or proceeding by judgment or settlement, conviction or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which such person reasonably believed to be in or not opposed to the best interest of the CNMSBL, and with respect to any criminal action or proceeding, had reasonable cause to believe that their conduct was unlawful.
SECTION 2.
The CNMSBL shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the League to procure a judgment in its favor by reason of the fact that such person is or was a director, officer, or agent of the League against expenses (including attorneys' fees) actually and reasonably incurred by such person in connection with the defense or settlement of such action or suit, if such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interests of the League, except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of their duty to the CNMSBL unless and only to the extent that the court in which such action or suit was brought shall determine upon application that despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the court shall deem proper.
SECTION 3. To the extent that a director, officer, or agent of the CNMSBL has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in sections 1 and 2 of this Article, or in defense of any claim, issue or matter therein, such person shall be indemnified against expenses actually and reasonably incurred by such person in connection therewith.
SECTION 4.
Any indemnification under Sections 1 and 2 of this Article shall be made by the CNMSBL only as authorized in the specific case upon a determination that indemnification of the director, officer, or agent is proper in the circumstances because such person has met the applicable standard of conduct set forth in Section 1 and/or 2 of this Article. Such determination shall be made by those members of the Executive Board who were not parties to such action, suit or proceeding.
SECTION 5.
Expenses incurred in defending a civil or criminal action, suit or proceeding may be paid by the CNMSBL in advance of the final disposition of such action, suit or proceeding, as authorized by the Executive Board in the specific case, upon receipt of an undertaking by or on behalf of the director, officer, or agent to repay such amount, unless it shall ultimately be determined that such person is entitled to be indemnified by the League as authorized in this article.
SECTION 6.
The indemnification provided by this Article shall not be deemed exclusive of any rights to which those seeking indemnification may be entitled under any by-law, agreement, vote of disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a director, officer, or agent and shall inure to the benefit of the heirs, executors and administrators of such a person.
SECTION 7.
The CNMSBL shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, or agent of the League, against any liability asserted against such person and incurred by such person in any such capacity, or arising out of such person’s status as such, whether or not the CNMSBL would have the power to indemnify such person against such liability under the provisions of this Article.
|