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By-Laws

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BY-LAWS OF

EAU CLAIRE FURY

Amended March 15, 2017

Article 1General

1.1       Eau Claire Fury (hereinafter “League”) is a non-profit League under the laws of the State of Wisconsin whose purpose is to promote the development of youth through girls fastpitch softball activities within the Chippewa Valley.

1.2       The League shall only engage in activities that are in the purview of section 501(C) (3) of the Internal Revenue Code of 1954, as now or hereinafter amended.  No part of the net earnings of the League shall inure to the benefit of any of its members or any other individual; and the League shall not participate in, or intervene in, any political campaign on behalf of any candidate for public office.

1.3       The League’s registered agent shall be the treasurer, or such other officer as appointed by the Board.

Article 2Boundaries

 2.1       The League shall primarily serve the Eau Claire and the broader Chippewa Valley, but any youth otherwise qualified for the League and willing to travel to practice and games may join regardless of permanent address.  

Article 3Membership

All parents or legal guardians of registered and paid in full players in the League shall be members as shall all League coaches, other League volunteers, and such other individuals who are interested and supportive of the League’s purpose.  Members shall be expected to volunteer and support the League financially as they are able beyond registration fees. 

Article 4Board of Directors

4.1       The Board of Directors (the “Board”) of the League shall consist of the team parent or other individual selected at the beginning of each season to represent each League team (regular season and travel); coaches from each League team (regular season and travel); one representative from any team or higher level sponsor, past-executive board members who remain active in the League (for up to 2 years following their service on the executive board); and other emeritus members or those with a special interest in the League as allowed by the Board.

4.2.      Any Director may resign by submitting notice of resignation to the secretary. 

4.2.1   After written notice and an opportunity to be heard, any Director may be removed from office at any time, for cause, by the affirmative vote of two-thirds of the directors in office.

4.3       All directors shall serve without compensation, but they may be reimbursed for actual or necessary expenses incurred on behalf of the League, if approved by the Board of Directors or Executive Committee.

4.4       The past-president and other past-executive board members may serve in an advisory capacity as a member of the Board of Directors for up to two years after serving as president or on the executive board.  The past-president or executive board members shall be non-voting member unless he or she is serving on the Board of Directors in another capacity as a voting member. 

Article 5Officers

5.1       The officers of the League shall be a president (a.k.a. “commissioner”), vice-president, secretary, and treasurer.  The president, vice-president, secretary, and treasurer shall be elected from the membership of the Board of Directors by a majority vote of the then present Board of Directors, at the first regularly scheduled meeting after each annual meeting.  Officers shall serve for annual terms.  The president may not serve more than two (2) consecutive years in office unless extended for up to two (2) additional terms by a 2/3 vote of the Board.  It is expected that the vice-president shall follow to the presidency.  Board members may hold more than one officer position; however, the president and treasurer shall never be held by the same or related persons.

5.2       The president shall preside at all meetings of the League except as otherwise authorized by resolution of the Board of Directors, shall serve as an ex-officio member of all committees of the League, and shall represent the League to its members and the community. The President has authority to make payment of League obligations up to $250.00 and execute agreements on behalf of the League and make such make such larger payments following Executive Committee or Board approval.

5.3       The vice-president shall perform the duties of president in the absence or incapacity of the president; in case of the resignation or death of the president, the vice-president shall perform such duties as are imposed upon the president until such time as the Board of Directors shall elect a replacement president.

5.4       The secretary shall be responsible for all records, documents, and other papers required to be maintained.  The secretary shall keep a record of the proceedings of the Board and the League, and shall perform such other duties as may be designated to the secretary by the Board of Directors or required by law.

5.5       The treasurer shall oversee the financial records of the League, and together with the president is authorized to sign checks or make payment on financial obligations of up to $250.00 and to review and sign financial obligations in greater amounts upon approval of the Executive Committee or Board. The treasurer shall approve all vouchers for expenditures of funds of the League and make periodic financial reports to the Executive Committee, the Board, and file a complete financial report, audited periodically at the direction of the Board, at the Annual Meeting.

5.6       The tournament director shall organize and lead the annual Eau Claire Fastpitch Tournament with assistance from all members.

5.7       The equipment director shall manage the use of the League’s indoor practice facility and have responsibility for all League equipment, its distribution and return following the season.

Article 6Meetings

6.1       An annual meeting shall be held within the first month of the start of the league season of each calendar year.  The League shall send written or e-mail notice of each annual meeting to all directors at least 20 days in advance of each annual meeting.  Said notice shall state the date and time at which the annual meeting is to be held.  The annual meeting may be held at a convenient location reasonably accessible to all members.  The annual meeting shall be open to all members and a notice of the annual meeting shall be posted on the League website or other location allowing for broad distribution at least 10 days prior to the meeting.

6.2       The Board shall hold meetings on dates and at locations determined by the Board of Directors, provided that the Board shall meet at least once each calendar quarter.  These meetings may be recessed and continued to another date as necessary.

6.3       Special meetings of the Board may be called by the president of the League at a convenient place and time, provided that not less than five (5) days notice has been given to all Board members (notice to typically be by e-mail list and on the League website).

Article 7Quorum

7.1       The quorum necessary for a meeting of the Board of Directors shall be eleven directors.  All meetings of the Board of Directors and the annual meetings shall be conducted under the most recent edition of Robert's Rules of Order, revised.

7.2       The quorum necessary for a meeting of the Executive Committee shall be a majority of the members (4 as presently constituted) of the committee.

Article 8Committees

8.1       The president, vice-president, secretary, and treasurer, tournament director, equipment director, and an additional director selected by the president, shall constitute an Executive Committee of the Board of Directors.  The Executive Committee shall perform duties at the direction of the Board of Directors.  The past-president shall be a non-voting member of the Executive Committee unless he or she is serving on the Executive Committee in another capacity as a voting member.  Unless withdrawn by the Board by prior action, the Executive Committee shall have all powers of the Board except the power to appoint, approve financial obligations in excess of $1,000.00, and to amend these by-laws.  Executive Committee actions shall be reported to the Board at the next subsequent Board meeting and reversed or modified, expect for financial obligations already executed, by the Board upon a 2/3 vote of Board members present.

8.2       The Board of Directors may appoint one or more Standing Committees.

8.3       A Nominating Committee of the president, vice-president, past-president, and two (2) other board members elected by the Board each year at the annual meeting shall convene for the purpose of presenting a qualified slate of candidates for election to the Board of Directors and for election to the offices of president, vice-president, secretary and treasurer, and other officers of the League.  The Nominating Committee shall also review the performance and qualifications of League coaches and shall present a qualified list of coaches for selection by the Board.

8.4       A Fundraising Committee of the treasurer, two (2) other board members selected by the Board, and such other interested members appointed by the treasurer shall meet as needed and take action to obtain sponsorships or donations for the League, its teams, tournament, facility and such other capital and operational purposes as approved by the Board.

8.5       A Tournament Committee of the tournament director, two (2) other board members selected by the Board, and such other interested members appointed by the tournament director shall meet as needed and take action to organize and host the annual tournament.  The Committee shall seek volunteers from the entire membership with parents of players and other members expected to volunteer for this major event and fundraiser of the League.

8.6       A Competition Committee of the vice-president, two (2) other board members, the Fury travel team head coaches and such other coaches as appointed by the vice-president shall meet as needed and at least once prior to the start of the season and once immediately following its completion.  The committee shall review and recommend changes to League game and tournament rules, develop and maintain a softball skills development curriculum for each age group, and promote coach and player safety, skill development, and best practices.

Article 9Liability and Indemnification

9.1       The directors shall not be personally liable for the debts, liabilities, or other obligations of the League.

9.2       The directors and officers of the League shall be indemnified by the League to the fullest extent permissible under the laws of the State of Wisconsin.

9.3       Except as may be otherwise provided under provisions of law, the Board of Directors may adopt a resolution authorizing the purchase and maintenance of insurance on behalf of any agent of the League (including director, officer, employee, or other agent of the League) against liabilities asserted against or incurred by the agent in such capacity or arising out of the agent’s status as such, whether or not the League would have the power to indemnify the agent against such liability under the Articles of Incorporation, these Bylaws, or provisions of law.

Article 10Amendments

10.1    The By-Laws of the League may be amended at any regular or special meeting of the Board of Directors by a two-thirds vote of the Board members present.  No such amendment shall be adopted unless at least ten (10) days written notice thereof has previously been given to all directors.

 

Approved by a vote of the Board of Directors on March 15, 2017.

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