CONSTITUTION OF THE MILTON GIRLS SOFTBALL ASSOCIATION

Transcription

1 CONSTITUTION OF THE MILTON GIRLS SOFTBALL ASSOCIATION Est Page 1 of 24

2 Table of Contents ARTICLE 1 GENERAL 4 ARTICLE 1.1: NAME 4 ARTICLE 1.2: BOUNDARIES 4 ARTICLE 1.3: RULINGS ON CONSTITUTION 4 ARTICLE 1.4: DEFINITIONS 4 ARTICLE 2 PURPOSE 5 ARTICLE 2.1: PURPOSE 5 ARTICLE 2.2: MISSION 5 ARTICLE 2.3: OBJECTIVES 5 ARTICLE 3 MEMBERSHIP 6 ARTICLE 3.1: MEMBERSHIP 6 ARTICLE 3.2: CODE OF ETHICS 6 ARTICLE 3.3: POLICE RECORDS CHECK/VULNERABLE SECTOR SCREENING 6 ARTICLE 3.4: MEMBERS DUES 6 ARTICLE 3.5: RESIGNATION 7 ARTICLE 3.6: DURATION 7 ARTICLE 3.7: REINSTATEMENTS AND SUSPENSIONS 7 ARTICLE 4 OFFICES AND GOVERENCES 7 ARTICLE 4.1: BOARD OF DIRECTORS 7 ARTICLE 4.2: POWERS OF THE BOARD 8 ARTICLE 4.3: ELIGIBILITY TO SERVE ON THE BOARD 8 ARTICLE 4.4: TERM 9 ARTICLE 4.5: RESIGNATION 9 ARTICLE 4.6: REMOVAL 9 ARTICLE 4.7: VACANCY 9 ARTICLE 4.8: NUMBER OF MEETINGS 10 ARTICLE 4.9: NOTICE OF MEETINGS 10 ARTICLE 4.10: MEETINGS WITHOUT NOTICE 10 ARTICLE 4.11: QUORUM 10 ARTICLE 4.12: CHAIR 10 ARTICLE 4.13: VOTING 11 ARTICLE 4.14: CLOSED MEETINGS 11 ARTICLE 4.15: TELEPHONE MEETINGS 11 ARTICLE 4.16: OFFICERS 11 ARTICLE 4.17: NO REMUNERATION 11 ARTICLE 4.18: CONFLICT OF INTEREST 12 ARTICLE 4.19: DUTIES BOARD OF DIRECTORS EXECUTIVE OFFICERS 13 ARTICLE 4.20: DUTIES BOARD OF DIRECTORS - EXECUTIVE MEMBERS 15 ARTICLE 4.21: DUTIES MEMBERS 18 Page 2 of 24

3 ARTICLE 5 COMMITTEES 19 ARTICLE 5.1: COMMITTEES 19 ARTICLE 5.2: STANDING COMMITTEES 19 ARTICLE 5.3: QUORUM 20 ARTICLE 5.4: TERMS OF REFERENCE OF COMMITTEES 20 ARTICLE 5.5: COMMITTEE APPOINTMENTS 20 ARTICLE 5.6: DISCIPLINE COMMITTEE 20 ARTICLE 5.7: APPEALS COMMITTEE 21 ARTICLE 5.8: REMOVAL FROM COMMITTEES 21 ARTICLE 6 FINANCES 21 ARTICLE 6.1: FISCAL YEAR 21 ARTICLE 6.2: FINANCIAL POLICY 21 ARTICLE 6.3: SPONSORSHIP 22 ARTICLE 7 RULES OF PROCEDURES 22 ARTICLE 7.1: MEETINGS 22 ARTICLE 7.2: ORDER OF BUSINESS AT THE ANNUAL GENERAL MEETING 22 ARTICLE 7.3: ASSOCIATION RESPONSIBILITY 22 ARTICLE 7.4: INDEMNIFICATION 23 ARTICLE 8 AMMENDMENTS 23 ARTICLE 8.1: SPECIAL RESOLUTION 23 ARTICLE 8.2: NOTICE 23 ARTICLE 8.3: REGISTRATION 23 ARTICLE 9 DISSOLUTION 23 ARTICLE 9.1: DISSOLUTION OF M.G.S.A. 23 ARTICLE 10 ADOPTION OF THE CONSTITUSTION 24 ARTICLE 10.1: ADOPTION BY THE BOARD OF DIRECTORS 24 ARTICLE 10.2: REPEAL OF PRIOR CONSTITUTION 24 ARTICLE 10.3: ENACTMENT 24 Page 3 of 24

4 Article 1.1: Name ARTICLE 1 GENERAL The name of the organization shall be known as the Milton Girls Softball Association or the Milton Bats. Article 1.2: Boundaries The boundaries of the Milton Girls Softball Association (M.G.S.A.) are defined as the official boundaries of the Town of Milton. Article 1.3: Rulings on Constitution Except as provided in the constitution; in the event of a dispute, the Board will have the authority to make an interpretation concerning any word, term or phrase in this constitution which is ambiguous, contradictory or unclear. Article 1.4: Definitions The following terms have these meanings in this constitution: i. Association Association means Milton Girls Softball Association herein after referred to as M.G.S.A. ii. iii. iv. Board Board of Directors of the M.G.S.A. which includes Executive Officers and Executive Members. Director an individual elected or appointed to serve on the Board pursuant to this constitution. Extraordinary Resolution a resolution passed by not less than three-quarters of the votes cast at a General Meeting of Members for which proper notice has been given. v. Ordinary Resolution a resolution passed by the majority of votes cast in a General Meeting of Members for which proper notice has been given. vi. Special Resolution a resolution passed by not less than two-thirds of the votes cast at a General Meeting, of Board of Directors for which proper notice has been given. vii. Registered Member an individual who is admitted as a member of the Association in accordance with this constitution. viii. Softball Ontario the provincial governing body for the sport of amateur softball in Ontario. ix. Softball Canada the national governing body for the sport of amateur softball in Canada. Page 4 of 24

5 Article 2.1: Purpose ARTICLE 2 PURPOSE This constitution is associated to the activities and business of the Milton Girls Softball Association (M.G.S.A.) for the sport of girls youth softball operating in the Town of Milton in the Province of Ontario. Article 2.2: Mission Milton Girls Softball Association is dedicated to promote the sport of softball within the Town of Milton and to provide girls in the community an opportunity to play the sport of softball. The M.G.S.A. is committed to provide an environment that is safe, free of discrimination or harassment with a focus on FUN, FITNESS & DEVELOPMENT while fostering a positive environment. Article 2.3: Objectives 1. To promote the sport of softball within the community. 2. To provide an environment that nurtures a fun environment for all participants that includes good sportsmanship, enjoyable activities, and follows the codes of conducts. 3. To encourage programs that recognizes the need to provide fitness related activities for girls participating in programs. 4. To support the development of softball skills by providing training to players, coaches and volunteers. 5. To organize and facilitate the participation of HOUSE LEAGUE girls softball in age appropriate divisions. 6. To promote and foster REP teams and SELECT teams to play competitive ball for the Association. 7. To create a safe environment. 8. To promote the association by establishing and maintain a high profile within the community, the Province of Ontario including provincial and local softball bodies. 9. To promote activities that may contribute to the goals of the organization. 10. To be a fiscally responsible softball organization that strives to provide reasonable registration rates for participants and provides adequate and safe equipment for participants. Page 5 of 24

6 ARTICLE 3 MEMBERSHIP Article 3.1: Membership Membership Milton Girls Softball Association (M.G.S.A.) is an amateur softball league in the Town of Milton, Ontario. The Association shall grant membership and voting privileges annually to any individual 18 years or older who; a) Has registered a youth and paid the fee for the current season of play; or b) Is an adult volunteer or has been accepted by the Board of the Association to coach, manage or act in a governance capacity for the Association. An individual who qualifies under either or both of the criteria above, regardless of the number of youths registered, is entitled to only one (1) vote. Article 3.2: Code of Ethics a) All coaches, assistant coaches, trainers, and team managers are expected to sign and honour the M.G.S.A. s Coaches Code of Ethics. b) All Executive Members are expected to sign and honour the M.G.S.A. s Executive Code of Ethics. c) All Members are expected to acknowledge and honour M.G.S.A. s - Member Conduct Policy. Article 3.3: Police Records Check/Vulnerable Sector Screening All volunteer members (Coaches or Executives) are expected to produce a current CRC/VSS as provided by the Halton Regional Police Service or another police service. M.G.S.A. will reimburse up to $25 on all accepted and approved CRC/VSS at the discretion of the Board. Such approved CRC/VSS will be valid for three (3) years subject to all volunteer members signing an annual declaration form. Article 3.4: Members Dues Membership dues will be as determined by the Board. Though the membership dues may differ between levels of softball; there is only one entitlement to vote regardless of cost difference. a) The Board may waive the fee at its discretion in the case of financial hardship. b) The Board may, at its option, also authorize an additional fee for those participants that join the Association but live outside the boundaries of the Town of Milton. Page 6 of 24

7 Article 3.5: Resignation A registered member may resign from M.G.S.A. by providing written notice to the Secretary. A registered member may not resign from M.G.S.A. when subject to a disciplinary investigation or action of the M.G.S.A. Notwithstanding resignation from membership, a former member remains liable for any membership dues owed prior to the resignation. Article 3.6: Duration Membership is annual, commencing on registration of a player or players each year and ending at the Annual General Meeting for that year. Article 3.7: Reinstatements and Suspensions The Board may, upon the recommendation of the Disciplinary Committee, suspend or revoke the membership of any Member for cause. a) The Board may extend the suspension period beyond the current membership year should the cause, in its sole judgment, warrant such further suspension. b) The Board may reinstate the membership of any member who resigned or was suspended or had their membership revoked upon application by the Member. The Board is not required to reinstate membership within the current membership year or within the period of suspension but may do so at their sole discretion. Article 4.1: Board of Directors ARTICLE 4 OFFICES and GOVERENCES The Board of Directors shall be comprised of an elected President, Past President, Vice-President of House League, Vice-President of Select, Vice-President of Rep, Secretary, Treasurer, Registrar, Director of Parks & Scheduling, Director of Equipment, Director of Social Media, Director of Sales/Purchasing, Director of Public Relations & Marketing, Director of Training / Skills Development Director of Sponsorship, and Director of Umpires; Director(s) at Large and as appointed by voting Members. Up to nineteen (19) members shall be elected each year, the Past President being the twentieth member of the Board. The Board of Directors may consist of two additional Youth Directors at Large. The Youth Directors will be of an age including and between years and participated as a player or Page 7 of 24

8 volunteer in the prior year. The Youth Directors at Large shall not have voting privileges and shall be mentored by a Director of the Board as appointed by the President. Article 4.2: Powers of the Board Except as otherwise provided in the constitution, the Board has the powers of the M.G.S.A. and may delegate of its powers, duties and functions. Without limiting the generality of the foregoing: i. The Board may make policies, procedures and regulations for managing the affairs of the M.G.S.A. in accordance with the constitution. ii. iii. iv. The Board may affiliate with any other association, organization or league for the betterment of achieving M.G.S.A. objectives and goals. The Board may make policies and procedures relating to management of disputes within M.G.S.A. and all disputes will be dealt with in accordance with such policies and procedures. The Board may establish committees to assist with performing the work/functions and operations of the M.G.S.A., and may delegate authority to committees. v. The Board may employ or engage under contract such persons as it deems necessary to carry out the work/functions and operations of the M.G.S.A. vi. The Board shall have the power to take any reasonable action necessary, within the terms of the constitution and by-laws, to enforce compliance with the rules and regulations as set out by the Association. Article 4.3: Eligibility to Serve on the Board In order to be eligible for election as a Director of the Association, an individual must: i. Be a current registered member who is 18 years of age or older. Exception is permitted for the allowance of two Youth Directors ages 14 to 17 to serve as non-voting Directors of the Association. ii. iii. Be a resident of the Town of Milton (this requirement may be waived by the Board with the provision that not more than 20% of the Directors may be non-residents of the Town of Milton) Have been properly nominated by two (2) members, only one of whom can be an immediate relative, and have agreed to the nomination; one (1) year previously served on M.G.S.A. s Board in order to be eligible for President. Should no person fulfilling this requirement be willing to stand for the position of President, the Board may elect a member with proper voting requirements administered. Page 8 of 24

9 iv. To be eligible to sit on the Board as Past President the member must have served the complete term as President in the immediate preceding year. The position of Past President will be filled at the discretion of the Board of Directors. v. There will be no limitation to the number of years any individual can hold any Board positions within the Association. vi. vii. Be eligible to be a Director in accordance with the constitution, and Not currently be the subject of a disciplinary proceeding or have had a finding of misconduct, incompetence or other behaviour inconsistent with the Code of Conduct within the prior year period preceding the date of the election. Article 4.4: Term All Directors will serve terms of one (1) year, and will hold their position until their successors have been duly appointed or elected in accordance with this constitution, unless they resign, are removed from or vacate their position. There is no limit on the number of consecutive terms that may be served by a Director. Article 4.5: Resignation A Director may resign from the Board at any time by presenting his or her notice of resignation to the Board. This resignation will become effective the date on which the request is approved by the Board. Article 4.6: Removal A Director may be removed by Special Resolution at a meeting of Directors, provided the Director has been given notice of and the opportunity to be present and to speak at such a meeting. i. The Directors may, by a special resolution passed by at least two-thirds of the votes at a Board meeting, remove any Director before the expiration of his or her term of office should it be established that the Director being removed has not complied with the Conflict of Interest, Confidentiality Agreement or Member Code of Conduct provisions of this constitution or is not qualified as a Director in accordance with this constitution. ii. A Director is automatically removed for being absent for three (3) consecutive meetings of the Board, such removal may be withheld by vote of the Board if the reason for the absence is excusable. Article 4.7: Vacancy Where the position of a Director becomes vacant for whatever reason, the Board will appoint another qualified individual to fill the vacancy for the remainder of the Director s term. Where Page 9 of 24

10 the position of the President becomes vacant, the remaining Directors will appoint another qualified individual, thereby using those on the Board to fill the vacancy for the remainder of the President s term. Article 4.8: Number of Meetings The Board will meet a minimum of once (1) per month in person, and may meet additional as required. Article 4.9: Notice of Meetings The Secretary of the Board shall notify every member of the Association of the date, time and location of any meeting of members, whether annual or special. The notice shall include the agenda for the meeting and other relevant material to the extent possible. i. The notice of the meeting should be provided to members at least 7 days in advance in the case of Annual meetings. ii. iii. iv. The notice of the meeting should be provided to the Board at least 5 days in advance in the case of Special meetings. Notices may be delivered electronically or by pre-paid post to the address of the member on the records of the Association. The accidental omission to give notice to any member or the non-receipt of any such notice by any member or any error in the notice not affecting the substance thereof shall not invalidate such notice or any meeting called by such notice or any resolution passed or other proceeding taken at such meeting. Article 4.10: Meetings Without Notice Meetings of the Board may be held at any time without notice if all members of the Board are present and waive notice, or if those members who are absent signify their consent in writing to the meeting being held in their absence. Article 4.11: Quorum Quorum for any Board meeting shall consist of a majority (fifty percent plus one Board Officer or Member) of the Executive Board of Directors present at the meeting. Article 4.12: Chair The chair of any meeting of members is the President, and if the President is absent from the meeting, the President will appoint a Vice President to preside over the meeting. If the President Page 10 of 24

11 and Vice Presidents are all absent, the Board will appoint from among their number, a Board officer or director to preside over the meeting. Article 4.13: Voting Unless specified otherwise, voting will be decided by a majority vote, where the President does not vote except to break a tie. Voting will be by a show of hands unless a motion is brought forward to for a request of a secret ballot. If a motion is brought forward for the request of a secret ballot, the Chair will make the determination of the voting format. Board positions are not exclusive. Each member holding a Board of Directors - Executive Officer or Executive Member position regardless of the number of positions held; shall have only one vote. A Board vote on a time sensitive matter as defined by the President may occur by . The vote of each member would be required in a reply and these s shall keep in the Associations records with a copy of the original issue to be addressed. Article 4.14: Closed Meetings Meetings of the Board will be private, attended only by Members of the Board. Other Members may address the Board if invited by the President or by the Board. After having addressed the Board, the Member will be asked to leave the meeting. Article 4.15: Telephone Meetings A meeting of the Board may be held by telephone conference provided that either the majority of the Board consents to such a meeting, or the holding of meetings by telephone conference has been approved by a resolution by the Board. Article 4.16: Officers The Officers of M.G.S.A. are the President, Vice-President of House League, Vice-President of Select, Vice-President of Rep, Secretary, and the Treasurer. Article 4.17: No Remuneration All Officers, Directors or members of a committee will serve their term of office without remuneration except for reimbursement of expenses in accordance with policies approved by the Board. Page 11 of 24

12 Article 4.18: Conflict of Interest A Board Officer or Director or member of a committee who has an interest in, or who may be perceived as having an interest in, a proposed contract or transaction with M.G.S.A. will disclose fully and promptly the nature and extent of such interest to the Board or committee. A Board Officer or Director or member of a committee who has an interest in, or who may be perceived as having an interest in a matter that brought forth for discussion at an Annual meeting, Board meeting or committee meeting will disclose fully and promptly the nature and extent of such interest to the Board or committee. Upon a conflict of interest being declared; the Chair shall determine the procedure that shall follow with respect to the declared conflict of interest. One of the following procedures will be adhered to with respect to the declared conflict of interest: 1. The declared conflict of interest is determined to be non-existing or non-factoring and the matter will proceed with the member having full speaking and voting privileges. 2. The member will remain and will be permitted to speak to the matter however they will refrain from voting on the matter. 3. The member will remain however they will refrain from speaking in debate or voting on the matter and will refrain from influencing the decision. 4. The member will be excused from the meeting room until the matter has been resolved, completed or deferred and will refrain from influencing the decision. If the matter is deferred, the conflict of interest rules applied remain in effect until the matter is resolved or completed. Principle rules that shall apply shall include; a) M.G.S.A Division Convenors cannot hold a position on the Board of Directors. b) M.G.S.A Division Convenors cannot coach in the division in which they convene. c) M.G.S.A. JD/Intermediate Umpires cannot umpire in the division in which they coach or play. d) M.G.S.A. Level 1 Umpires cannot umpire in a division in which they are a coach, convener or player. e) M.G.S.A. Umpire in Chief cannot be a Head Coach or Convene in any division. f) The Board reserves the right to make an exception to any of the above for the betterment of the Association. Page 12 of 24

13 Article 4.19: Duties Board of Directors Executive Officers The duties of the Board of Directors - Officers are as follows: i. The President will: a) Preside at all meetings of the Board and the Annual General Meeting, when present. b) Be an ex-officio member of all standing and special committees. c) Provide overall direction in all M.G.S.A. activities, and be responsible for the delegation of tasks to the appropriate Board Officer or Member. d) In this regard, be responsible for clearly defining and keeping up to date all responsibility and authority relationships in the Association. e) If requested by, or in conjunction with the MGSA Parks Representative/Scheduler, the President shall act as MGSA representative with the Town Parks and Recreation Department. f) Ensure all orders and resolutions of the Board are carried into effect. g) Act as the Chief Executive Officer of the Association and where an immediate decision is required; make the decision subject to approval of the Board at its next meeting. h) Act as a signing officer for the Association. i) In their absence, delegate a Vice-President to assume the full responsibility of the office. j) Perform such other duties as may from time to time be established by the Board or appoint other members as they may see fit to perform certain tasks. ii. The Vice-President of House League will: a) Coordinate the activities of the House League. b) Review the schedule for all regular season league, tournament, skills events or any other house league events or games. c) Supervise all divisional convenors to ensure proper policies, procedures and rules are being followed. d) Act as a liaison for the teams in the House League. e) Work in co-operation with the Registrar with respect to registration duties. f) Oversee draft team preparations of each division with final approval by the Board. g) Work in partnership with Town of Milton to review diamonds playability after inclement weather h) Chair the M.G.S.A. Rules Committee i) Oversee all House League related disputes/protests and attempt to resolve them in a timely manner. Page 13 of 24

14 j) Act in concert with the Officers to resolve all disputes/protests that warrant further investigation. k) Act as a signing officer for the Association in the absence of the President. l) Perform such other duties as may from time to time be established by the Board. iii. The Vice President of Select will: a) Coordinate the activities of M.G.S.A. s Select Program. b) Represent M.G.S.A. at OSSTA meetings. c) Co-ordinate the selection process for Select Coaches. d) Oversee all Select related disputes/protests and attempt to resolve them in a timely manner. e) Act in concert with the Officers to resolve all disputes/protests that warrant further investigation. f) Provide Select coaches with upcoming tournament information. g) Act as a liaison between Select Coaches and the M.G.S.A. Board. h) Organize M.G.S.A. hosted Select tournaments. i) Provide information to update website on Select events. j) Act as a signing officer for the Association in the absence of the President. k) Perform such other duties as may from time to time be established by the Board. iv. The Vice President of Rep will: a) Coordinate the activities of M.G.S.A. s Rep Program. b) Represent M.G.S.A. at PWSA meetings. c) Co-ordinate the selection process for Rep Coaches. d) Oversee all Rep related disputes/protests and attempt to resolve them in a timely manner. e) Act in concert with the Officers to resolve all disputes/protests that warrant further investigation. f) Provide Rep coaches with upcoming tournament information. g) Act as a Liaison between Rep Coaches and the M.G.S.A. Board. h) Organize M.G.S.A. hosted Rep tournaments. i) Provide information to update website on Rep events. j) Act as a signing officer for the Association in the absence of the President. k) Perform such other duties as may from time to time be established by the Board. v. The Secretary will: a) Maintain accurate records of the proceedings of M.G.S.A. Page 14 of 24

15 b) Maintain a current register of all Executive, Coaches, Umpires and relevant personnel, including addresses and telephone numbers. c) Conduct all correspondence of M.G.S.A. and receive and file all correspondence. d) Maintain a current record of all decisions and appointments. e) Confirm assigned duties in writing as required. f) Communicate all notices of meetings. g) Pick up mail from the M.G.S.A. P.O. Box. h) Maintain trusteeship of all intellectual property pertaining to M.G.S.A. such as logos and letterhead. i) Perform such other duties as may from time to time be established by the Board. vi. The Treasurer will: a) Receive and receipt all monies paid into the treasury. b) Conduct and properly record all financial transactions of M.G.S.A. as required. c) Preside over the committee designated to prepare the annual budget to be presented and approved by the Board. d) Ensure that all payments which are issued by cheque are signed by those designated by the Board. e) Prepare and submit an annual financial statement to the Board. f) Submit interim reports at other times as requested. g) Act as a signing officer for the Association. h) Receive and attend to all Medical and Liability claims. i) Perform such other duties as may from time to time be established by the Board. Article 4.20: Duties Board of Directors - Executive Members The duties of the Board of Directors - Executive Members are as follows: i. The Past President will: a) Be empowered to participate in the deliberation of the Association with voting privileges and in general, act in an advisory capacity. b) Serve as the scrutineer at the Annual General Meeting. ii. The Registrar will: a) Oversee registration duties both hard copy and online registrations. b) Maintain a master list of all players registered in the MGSA, showing name, address, age, telephone number and ratings. c) With the Treasurer ensure that all players so registered have paid their fees. Page 15 of 24

16 d) In conjunction with the Vice-President of House League, supply a list of registered players to all division conveners. e) Be responsible for receiving player lists from all Rep and Select Coaches / Managers. f) Oversee the assignment of registered players to respective House League teams in an impartial manner with an emphasis on balanced teams through the process of team player assignments based on an equal division of player skill ranking, age balance, playing experience balance and particular skill set balance i.e. pitchers, catchers. iii. The Director of Parks and Scheduling will: a) Apply for diamond permits and work in collaboration with Town of Milton regarding any rainout dates requiring a refund. b) Deal with all matters related to the M.G.S.A. use of all gym and park facilities and field maintenance. c) Be responsible for any communication between the MGSA and the Town of Milton. d) Co-ordinate a master schedule incorporating all house league games, select games and rep games, as well as practice times, and provide each Convenor and the appropriate Vice Presidents with game and practice schedules. e) Prepare, with the appropriate Vice-Presidents, play-off schedules. f) Be responsible for booking facilities for clinics, registrations, special meetings, and the Annual General Meeting. iv. The Director of Equipment will: a) Be responsible for the equipment held in trust for the Association. b) Responsible for repair, upkeep, storage, replacement, distribution and return of all equipment belonging to the M.G.S.A. d) Be responsible for ensuring equipment replacement is conducted when deemed necessary. e) Ensure that the MGSA will bear no responsibility for any equipment purchases not specifically authorized by the Director of Equipment nor may any Members, manager, player or Board member procure equipment without the express authorization and/or coordination of the Director of Equipment. v. The Director of Social Media will: a) Oversee all social media, including but not limited to the association website, Facebook, Twitter, etc. b) Work in collaboration with the Secretary; hold all passwords associated with social media for the Association with all administrative privileges as required by the social media sites. c) Send out E-blasts, Newsletters, Surveys, etc., on behalf of the organization. d) Perform such other duties as may from time to time be established by the Board. Page 16 of 24

17 vi. The Director of Sales/Purchasing will: a) Be responsible for coordinating the purchase of photos, uniforms, trophies and spirit wear. b) Be responsible for tendering out for all of the above items (minimum of 3 quotes; for purchases $1000 and higher). c) Work in collaboration with Director(s) of Public Relations and Marketing for the promotion and sales of M.G.S.A. spirit wear. vii. The Director(s) of Public Relations and Marketing will: a) Promote M.G.S.A. through various media outlets within the community. b) Oversee advertising opportunities. c) Pursue all potential avenues of promotion. d) Work in collaboration with Director(s) of Sponsorship and Social Media regarding team sponsors and advertising. e) Contact various media outlets for coverage for all M.G.S.A. events (local newspapers, magazines). f) Work in collaboration with Town of Milton regarding upcoming community events. g) Responsible for all M.G.S.A. fundraising events. h) Perform such other duties as may from time to time be established by the Board. viii. The Director of Training / Skills Development will: a) Organize all clinics in collaboration with Softball Ontario. b) Oversee all clinic registrations and payment in co-operation with the Treasurer, Registrar, Director of Public Relations and Marketing and the Director of Social Media. c) Be responsible for the recruitment and training for all Members. d) Oversee open gym times and rentals in partnership with the Director of Scheduling. e) Be responsible for knowing and understanding Softball Canada s Learn to Play Program/Manual. ix. The Director(s) of Sponsorship will: a) Revise the upcoming year s sponsor form. b) Contact previous year s sponsors. c) Find potential new sponsors. d) Gather forms and organize for division request/jersey colour, etc. e) Organize sponsor plaques in collaboration with Director of Sales/Purchasing. f) Ensure M.G.S.A. receives payment. Page 17 of 24

18 g) Liaise with the Treasurer and Registrar in preparing a list of sponsors and establishing assignment of sponsors to teams. h) Deliver sponsor plaques and a letter of thanks when season ends. i) Perform such other duties as may from time to time be established by the Board. x. The Director of Umpires will: a) Assign umpires to house league games, tournaments, exhibition games and other games as requested. b) Maintain communication with all umpires on their availability for games. c) Ensure payment of all umpires. d) Conduct periodic observations of umpires as needed. e) Communicate with the UIC on any issues that arise. f) Ensure all questions pertaining to rules and processes are sent to the UIC for follow up discussion. xi. The Director(s) at Large will: b) Participate on M.G.S.A. committees when required. c) Assist M.G.S.A. Directors with their assigned roles when required. e) Be responsible for all duties as assigned by the Board of Directors. Article 4.21: Duties Members The duties of the Members of which are not within the roles of the Duties of the Board of Directors are as follows: i. The Umpire in Chief will: a) Report to and liaise with the Director of Umpires. b) Be a minimum of Softball Ontario trained and certified Level 1. c) Be responsible for the recruitment and training of all umpires in partnership with the Director of Umpires and the Director of Skills Development. d) Ensure the general conduct and performance standards of all umpires. e) Evaluate all JD/Intermediate Umpires on an on-going basis throughout the season f) Will act in concert with the Officers to resolve all disputes and protests ii. The Division Convenor(s) will: a) Keep up-to-date scores if applicable. b) Be the liaison between coaches/parents/players and Board of M.G.S.A. Page 18 of 24

19 c) Communicate with the Registrar and the Vice-President of House League to determine if team equalization (competitiveness or player numbers) needs to occur in any Division. d) Ensure that coaches collect score sheets and send stats to Director of Social Media to update the website if applicable. e) Be accessible for parents and coaches. f) Investigate all protests within their respective divisions and report all such protests, with recommendations, to the respective Vice-President. g) Handle any conflicts or discrepancies on the diamond in collaboration with Vice President of House League. h) Supply a call-up list to all coaches. i) Develop lesson plans for their respective division, if applicable. j) Conduct a coaches orientation session prior to the season commencement. k) Oversee all coaches in their respective division. l) Follow appropriate procedures when games or practices need to be cancelled due to inclement weather or other unforeseen reasons. m) Assist in the organization and implementation of champs day, gala day or year-end tournament as required. n) Communicate with the appropriate Interlock committee as needed. ARTICLE 5 COMMITTEES Article 5.1: Committees The Board may appoint such committees as it deems necessary for assisting the Board in carrying out its activities. The M.G.S.A. Board of Directors will appoint a chair for each standing committee. Committees are responsible for bringing all recommendations back to the Board for final discussion and approval. Article 5.2: Standing Committees Budget Committee Special Events Committee Uniform Committee Rules Committee Governance Committee Disciplinary Committee Appeals Committee Nominations Committee Page 19 of 24

20 Representative Committee Select Committee House League Committee Any other Committee the Board deems necessary. Chair The chair of the committee as appointed by the Board will be the chair for all committee meetings; in their absence another individual may be chair of that meeting as elected by the committee members. Article 5.3: Quorum The quorum at committee meetings shall be a simple majority of the members of the committee, one of whom must be a Director. Members who must excuse themselves from a discussion for a reason of a declared conflict of interest are deemed to have remained in the meeting for purposes of determining quorum. Article 5.4: Terms of Reference of Committees The Board will establish the terms of reference for committees, and may delegate any of its powers, duties or functions to a committee, except where prohibited by this constitution. All Committees are open for all eligible Members to participate. All Committee decisions or recommendations must come back to the Board for final approval. Article 5.5: Committee Appointments Committee members serve at the pleasure of the Board and may be removed at any time by resolution of the Board. Appointments to a committee are for a one year period or until the next Annual General Meeting of Members. Committee members who are not Directors are bound by the same concepts of Confidentiality Agreement and Conflict of Interest as Directors. Article 5.6: Discipline Committee The Discipline Committee shall be coordinated as outlined in the By-Laws and Policies of the Association. The committee s duties shall include; a) To review all allegations of misconduct of volunteers, coaches, athletes, Directors and Officers of the Association and to suspend or take disciplinary action as deemed necessary up to and including dismissal from the Association. b) To receive and act upon grievances of Association members in a timely manner. Page 20 of 24

21 c) All meetings held by the Discipline committee are confidential in nature. No committee member shall discuss matters relating to the Discipline Committee with any person not on the Discipline Committee. d) The Discipline Committee will report directly to the President who shall enact on the recommendations of the committee. Article 5.7: Appeals Committee The Appeals Committee is a Board Committee as a whole. It will be chaired by the President. Article 5.8: Removal from Committees The Board may remove any member of any committee. ARTICLE 6 FINANCES Article 6.1: Fiscal Year The MGSA fiscal year runs for a twelve-month period October 1st through September 30 th of each year. Article 6.2: Financial Policy The Board shall decide all matters pertaining to the finances of the MGSA. The Treasurer shall submit a budget annually for the ensuing season which must be approved by the Board. Fund raising events must first be approved by the Board. All cheques require two authorized Board signatories. Each of the programs run by the League; House League, Select, Rep or any other program that the league may endorse, must be completely self sufficient monetarily. No expense will be incurred by the league for any of the above programs unless the necessary funds are in place to support the expenditure. Any surplus funds at the end of the season will be directed by the Board. Page 21 of 24

22 Article 6.3: Sponsorship Sponsors will not provide any additional honorarium, awards or any other item to their team during or after the playing season without consent of the Board. The sponsorship fees will be set annually by the Board. Article 7.1: Meetings ARTICLE 7 RULES OF PROCEDURES The Annual General Meeting of the M.G.S.A. shall be held each year within 60 days of the close of the regular season on a date set by the Board. It is open to all members. The membership shall be notified at least seven (7) days prior to the date of the Annual General Meeting. One vote per qualified member in attendance; no multiple votes. Article7.2: Order of Business at the Annual General Meeting The regular order of business at the Annual General Meeting, when not inconsistent with the constitution and by-laws of the M.G.S.A., shall include a financial report authored by the Treasurer. Nominations and elections for M.G.S.A. Board of officers and Directors shall occur at the Annual General Meeting. Article 7.3: Association Responsibility The M.G.S.A. accepts no responsibility for any debts incurred by any team or individual. The M.G.S.A. agrees to procure Medical and Liability insurance to cover all active players, Members, managers and coaches, from any claim that might arise as a result of the operation of the M.G.S.A. activities. All claims are to be submitted to the MGSA Treasurer. M.G.S.A. Medical and Liability insurance will not cover any other organization participant whom may participate in an activity organized by M.G.S.A. Organizers of any M.G.S.A. sanctioned event must ensure that any non-m.g.s.a. participant produces documentation acknowledging their responsibility to hold or secure insurance for their own purpose. Page 22 of 24

23 Article 7.4: Indemnification a) Will Indemnify MGSA will indemnify and hold harmless out of M.G.S.A. funds each Board member from and against any and all claims, demands, actions or costs which may arise or be incurred as a result of occupying the position or performing duties of a Board member. b) Will Not Indemnify M.G.S.A. will not indemnify any Board member or any other person for acts of fraud or dishonesty. c) Insurance M.G.S.A. may purchase and maintain insurance for the benefit of its Board members, as the Board may determine. Article 8.1: Special Resolution ARTICLE 8 AMMENDMENTS This constitution may only be amended, revised, repealed or added to by a vote of Special Resolution. Amendments to the By-Law require seven (7) days notice. Article 8.2: Notice The written notice of the Meeting of Members at which the Special Resolution will be proposed must include details of the proposed resolution to change this constitution. Article 8.3: Registration The amended constitution will take effect after acceptance by the President and Members at M.G.S.A. s Annual General Meeting. Article 9.1: Dissolution of M.G.S.A. ARTICLE 9 DISSOLUTION In the event that M.G.S.A. disbands or ceases to exist; the assets and funds of M.G.S.A. shall be transferred to and held in trust by the Town of Milton pending the resolution and distribution of such assets and funds. Page 23 of 24

24 ARTICLE 10 ADOPTION OF THE CONSTITUSTION Article 10.1: Adoption by the Board of Directors This constitution is presented by the Board of Directors to the voting members of Milton Girls Softball Association, for ratification by Special Resolution, at a meeting duly called and held on December 3 rd, Article 10.2: Repeal of Prior Constitution In ratifying this constitution, the voting members of M.G.S.A. repeal all prior constitutions of M.G.S.A. provided that such repeal does not impair the validity of any action done pursuant to the repealed By-laws. Article 10.3: Enactment This constitution is hereby enacted and will come into force upon its acceptance by the Board. REVISED: December 2015 President: Steve Duivesteyn Witness: Krista Grasby Page 24 of 24