Ashburn Girls Softball League
Constitution
May 2007
Table of Contents
Article I - Name and Location of Organization
Article V - Board of Directors/Officers
Article VII - Amending the Constitution
Article VIII - By-Laws of the AGSL
Constitution of the Ashburn Girl’s Softball League (AGSL)
The name of this organization is the Ashburn Girl's Softball League (hereinafter referred to as AGSL). Its principal office, for record purposes, is considered to be the home of the President of the League. The organization may also have offices, conduct business, and hold meetings as such places within Loudoun County, Virginia, as the Board of Directors may determine.
Section 1: The purpose of AGSL is to teach the fundamentals of softball, sportsmanship, and participation in team sports to the young women residing in Ashburn, Virginia, and surrounding localities. The League shall be a non profit organization. No part of the property or net earnings of the organization shall accrue to the benefit of any private individual, nor will any part of the organization's activities be devoted to participating in elections for public office.
Section 2: AGSL is organized exclusively for charitable, recreational, and educational purposes, within the meaning of section 501(c)(3) of the Internal Revenue Code (or corresponding section of any future Federal tax code).
Section 3: No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, directors, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of Section 501(c)(3) purposes. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office.
Notwithstanding any other provision of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code (or corresponding section of any future Federal tax code) or (b) by an organization, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code (or corresponding section of any future Federal tax code).
Section 4: Upon dissolution of this organization, assets shall be distributed for one or more exempt purposes with the meaning of Section 501(c)(3) of the Internal Revenue Code, i.e. charitable, educational, religious, or scientific, or corresponding section of any future Federal tax code, or shall be distributed to the Federal government, or to a state or local government for a public purpose.
Section 1: Requests for membership is open to all residents of Ashburn, Virginia, and surrounding localities. Automatic membership is accorded the following:
Membership may be granted to other interested parties after AGSL Board review and approval of a request.
Section 2: Membership may be terminated by resignation or by action of the Board of Directors.
Section 3: The President of AGSL shall appoint the Head Coach of the participating softball teams.
Section 4: The Head Coach of the respective teams may appoint up to two assistant coaches.
Section 5: Coaches and Assistant Coaches shall serve until resignation unless removed from such position by the Board of Directors. Resignation may be made orally to any member of the Board of Directors.
Section 1: The AGSL shall have three types of meetings: Membership Meetings, Board Meetings, and Special Meetings. Meetings shall be held in Loudoun County, Virginia, at the location selected by the Board of Directors. There shall be at least one Membership Meeting each year.
Section 2: The AGSL Board of Directors shall hold monthly Board Meetings each month to conduct the business of the League. An agenda shall be established for each meeting and shall govern the scope of such meetings unless suspended by the Board. Issues shall be decided by a majority of Board members voting, unless the Board suspends this rule to permit general members in attendance to participate in the vote. Minutes from the meetings will be made available upon request.
Section 3: Special meetings of the membership or the Board may be called by the Board of Directors or by at least five (5) voting members.
Section 4: Business at any Special Meeting of members shall be confined to the purposes stated in the notice thereof.
Section 5: The voting members actually present at any Special or Membership Meeting shall be deemed to constitute a quorum and the vote of the majority so present shall decide any questions brought before such meetings, except when such questions are governed by express provisions of the United States or Virginia statutes. Should statutes require a specific resolution, and then such express provisions shall govern and control the resolution of such questions.
Section 1: The Board of Directors shall consist of the officers of the organization. The officers of the organization shall consist of:
President
Vice President
Secretary
Treasurer
Director of Equipment
Director of Field Operations
Director of Scheduling
Director of Players
Director of Umpires
Director of Player and Coach Development
Director of Tournament Teams
Web Page Director
Section 2: Its Board of Directors, which may exercise all such powers of the organization and do all lawful acts, shall manage the business and affairs of the organization and things as are not, by this Constitution, directed or required to be exercised and done by individual officers or members.
Section 3: Regular meetings of the Board of Directors shall be held every month at such times and such place as determined by resolution of the Board. Additional Special Meetings of the Board may also be called from time to time as determined by the members of the Board and as specified in Article IV, section 3.
Section 4: 50% of the officers shall constitute a quorum for the transaction of business and the act of majority of the officers present at a meeting at which a quorum is present, shall be the act of the Board of Directors. The directors present may adjourn the meeting, without notice other than announcement at the meeting, until a quorum is present.
Section 5: Any action required or taken at a meeting of the Board of Directors may be taken without a meeting provided that consent in writing setting forth the action so taken shall be signed by all directors with respect to the subject matter thereof. Positive affirmation via electronic mail shall constitute binding action by the board.
Section 6: All officers shall be elected at the annual membership meeting. Officers elected shall serve a 1 year term. For the election of officers only, voting members shall be limited to AGSL members. The AGSL Board election procedure is as follows:
Section 7: With the exception of the President and Vice President, any person may serve more than one office. Voting by any officer on business before the Board of Directors will be limited to one vote per person, not by office.
Section 8: Officers of the league shall hold office until their successors are chosen. Any vacancy occurring in any office by reason of death, resignation, and removal or otherwise shall be filled by appointment of the President.
The President
Section 9: The President shall be the chief executive officer of the league, shall have general and active management of the business of the league, and shall see that all orders and resolutions of the Board of Directors are carried into effect.
The Vice President
Section 10: The Vice President shall, in the absence or disability of the President, perform the duties and exercise the powers of the President. The Vice President shall also assist the President in duties of league management.
The Secretary
Section 11: The Secretary shall attend all meetings of the Board of Directors and all meetings of the members and record all the proceedings of meetings, and shall perform such other duties as may be prescribed by the Board of Directors.
The Treasurer
Section 12: The Treasurer shall act under the direction of the President. Subject to the direction of the President, the Treasurer shall have custody of the organization funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the organization and other valuable effects, in the name and to the credit of the AGSL, in such depositories as may be designated by the Board of Directors. The Treasurer shall disburse the funds of the league as may be ordered by the President or the Board of Directors. The Treasurer shall also assist in purchasing, cost cutting, and general budgeting.
Director of Equipment
Section 13: The Equipment Manager shall maintain an inventory of all softball equipment, including uniforms, and shall coordinate with all Head Coach’s to determine shortages and provide for the replacement of worn, broken, or lost equipment.
Director of Field Operations
Section 14: The Director of Field Operations shall represent the league in liaison with Loudoun County authorities, school officials, and other sports organizations to assure the availability of sufficient softball fields for both the practice and regular season softball schedules. The Director of Field Operations shall represent the interests of the League and field maintenance personnel involved in the league. The Director of Field Operations shall also supervise field maintenance personnel in the preparation and maintenance of all softball fields to be used to insure the safety of the players and provide the best possible playing conditions. One practice field per week will be provided to each team during the playing season, availability permitting. Loudoun County Department of Parks and Recreation is responsible for the allocation of all fields. Field slots cannot be reallocated to other teams or organizations.
Director of Scheduling
Section 15: The Director of Scheduling shall be responsible for all practice and game scheduling involving the AGSL house teams and the practice scheduling for the Tournament Teams.
Director of Players
Section 16: The Director of Players shall be responsible for player registration and team assignments. The Director of Players shall also maintain a list of players awaiting placement and assign such players as vacancies occur.
Director of Umpires
Section 17: The Director of Umpires shall be responsible for interfacing with Loudoun County officials and Lower Loudoun Girls Softball League to ensure that AGSL is provided with timely professional service. The Director of Umpires shall ensure that all disputes that arise between AGSL and Umpires are resolved quickly. The Director shall ensure that the Board of Directors is involved in the resolution process whenever dispute resolution may involve disciplinary action against players, coaches of AGSL teams.
Director of Tournament Teams
Section 18: The Tournament Team, Representative is responsible for communications between the Board of Directors and the tournament team managers. This includes routine updates of tournament activities, coordinating budget and schedule presentations, handling equipment and practice requests, and raising matters of interest, problems, or concerns of the tournament team managers.
Web Site Director
Section 19: The Web Site director acts as the AGSL web master and is responsible for the accuracy and timeliness of AGSL information. The AGSL web page is used to communicate all the leagues business and information with the membership. Members can access the site to download registration forms, view news and scores, and contact AGSL officials.
Director of Player and Coach Development
Section 20: The Director of Player and Coach Development shall be responsible for fostering the high level of quality expected by AGSL members in respect to coaches and players. This includes clinics to improve the coach’s skill and knowledge and to teach softball skills to players.
Division Representatives
Section 21: Each division will be represented by a Division Representative appointed by the President with advice and consent of the Board of Directors. The Division Representative function is one of articulating matters of interest to the Board of Directors on all problems and concerns of the division teams. The Division Representative shall also maintain a record of scores of regular season games and pitchers of record, transmitting the scores to the Director of Publicity. These Division Representatives are not members of the Board of Directors.
Ad Hoc committees as may be required from time to time shall exist within the organization. Ad Hoc Committees shall be appointed and serve as directed by the Board of Directors.
Notwithstanding the language of Article IV, Section 6, the Constitution, either in whole or in part, may be adopted, amended, or repealed by the vote of two thirds of the voting members of AGSL present at the annual membership meeting, provided that such Constitution as adapted or amended is not in conflict with law.
Notwithstanding the language of Article IV, Section 6, in addition to this Constitution, the AGSL is governed by the By Laws of the AGSL, which is a separate document from this Constitution. The By Laws, either in whole or in part, may be adopted, amended, or repealed, in whole or in part, by a vote of two thirds of the voting members of the AGSL present at any Membership Meeting, or by the Board of Directors by two thirds vote of members present at Board Meeting, or by two thirds vote of the membership present at any Special Meeting called for the purpose of amending the By Laws. However, the Board Meeting and Special Meeting votes shall be subject to ratification by the membership at the next Membership Meeting and shall be used to prevent harm to the AGSL, ensue flexibility to act in emergency situations or correct the By Laws provisions made inoperative by statute, court order or other unforeseen events