TABLE OF CONTENTS

ARTICLE I - NAME *

ARTICLE II - OBJECTIVE *

ARTICLE III - MEMBERSHIP *

Section 1. Eligibility. *

Section 2. Classes of Membership. *

Section 3. Other Affiliations. *

Section 4. Suspension or Termination. *

ARTICLE IV - DUES AND FEES *

Section 1. Membership Dues. *

Section 2. Participation Fees. *

Section 3. Registration. *

Section 4. Scholarships. *

Section 5. Refunds. *

ARTICLE V - MEETINGS *

Section 1. Annual Meeting. *

Section 2. Notice of Meeting. *

Section 3. Special Meeting. *

Section 4. Quorum. *

Section 5. Voting. *

Section 6. Proxies. *

Section 7. Rules of Order. *

ARTICLE VI - BOARD OF DIRECTORS *

Section 1. Board Structure. *

Section 2. Changes To Board Structure. *

Section 3. Annual Election and Term of Office. *

Section 4. Election Process. *

Section 5. Vacancies. *

Section 6. President. *

Section 7. Vice President. *

Section 8. Treasurer. *

Section 9. Secretary. *

Section 10. Players Agent. *

Section 11. Umpire-in-Chief and Safety Officer. *

Section 12. Standing Committee. *

ARTICLE VII - Affiliation *

Section 1. Charter. *

Section 2. Rules and Regulations. *

Section 3. NCBSA Local Rules. *

ARTICLE VIII - FINANCE AND ACCOUNTING *

ARTICLE IX - Amendments *

NEW CASTLE BASEBALL AND SOFTBALL ASSOCIATION

CONSTITUTION AND BY-LAWS

DECEMBER 11, 2000

1. NAME

This organization shall heretofore be known as the New Castle Baseball and Softball Association (NCBSA).

2. OBJECTIVE

Section 1. The objective of the NCBSA shall be to foster in the children of the community the ideals of teamwork, fair play, good sportsmanship, friendly competition, honesty, loyalty, courage and respect for authority.

Section 2. To achieve this objective, the New Castle Baseball and Softball Association will provide high quality structured and supervised baseball and softball programs under the Rules and Regulations of Little League Baseball, Amateur Softball Association (ASA), Babe Ruth Baseball, or any other franchise for which a charter is obtained at the discretion of the Board of Directors; and as specified in the NCBSA Manual of Local Rules and the NCBSA Code of Conduct. All Officers and Members shall bear in mind that the molding of good character is fundamental and the attainment of exceptional athletic skill or winning the game is secondary.

Section 3. In accordance with Section 501-(c)-(3) of the Federal Internal Revenue Code, the NCBSA shall operate exclusively as a non-profit educational organization providing supervised programs of participatory and competitive baseball and softball. No part of the net earnings shall inure to the benefit of any private individual, or to the support of any cause or political campaign, or to influence legislation.

3. MEMBERSHIP
1. Eligibility.

Any person sincerely interested in active participation to effect the objective of the NCBSA may apply to become a member.

2. Classes of Membership.

There shall be the following classes of membership.

(a) Player Member. Any player candidate meeting the requirements of Little League Regulation IV or ASA Article 201 or similar provisions of any other chartering organization and who resides within the authorized boundaries of the NCBSA shall be eligible to participate but shall have no rights, duties or obligations in the management or in the property of the NCBSA; provided that he or she has not violated the NCBSA Code of Conduct and subsequently been banned from participation for such in accordance with Article III, Section 4 – Suspension or Termination herein. The authorized boundaries of the NCBSA shall encompass both the Town of New Castle and the Chappaqua Central School District.

(b) Regular Member. Any adult or parent/guardian of a Player Member actively interested in furthering the objective of the NCBSA may become a Regular Member; provided that he or she has not violated the NCBSA Code of Conduct and subsequently been banned from participation for such as provided in Article III – Section 4 herein. The Secretary or designated Board member shall maintain the Roll of Membership to qualify voting members. The Regular Membership shall vote for the Board of Directors and League referenda at the Annual Meeting as provided in Article V – Meetings herein. The Board is authorized to require all Regular Members to volunteer in some capacity to further the objectives of the League.

(c) Board of Directors. Board Members are Regular Members by definition, as well as the executive officers of the NCBSA charged with overall responsibility for its management and assets. Board Members will be elected and appointed in accordance with Article VI herein.

(d) League Officer. League Officers are appointed and their responsibilities defined by the Board of Directors. As such, the can also be removed by the Board of Directors as provided by Article III, Section 4. The following positions are designated as League Officers:

- Division Coordinators

- Team Managers

- Team coaches including Assistant Coaches

- NCBSA-appointed Umpires

- Special Appointees (by the Board)

(e) Sustaining Member. Any person or organization not a Regular Member that makes a financial or other contribution to the NCBSA may, by two-thirds vote of the Board of Directors, become a Sustaining Member, but as such shall have no rights, duties or obligations in the management or in the property of the NCBSA.

(f) As used hereinafter, the word "Member" shall mean a Regular Member unless stated otherwise.

3. Other Affiliations.

No Member of any class shall be required to be affiliated with another organization or group to qualify for membership in the NCBSA.

4. Suspension or Termination.

Membership or Officer title and responsibilities may be suspended or terminated by resignation or by action of the Board of Directors.

(a) The Board of Directors, by a two-thirds vote, shall have the authority to discipline, suspend or terminate the membership privileges or designated responsibilities of a Member of any class when the conduct of such person (or organization) is considered detrimental to the best interests of the NCBSA. The Member so charged shall be notified in writing of such action in accordance with the provisions of Article V – Section 3 herein, informed of the general nature of the charges and given sufficient opportunity to appear at a Special Meeting to respond and to appeal such action by the Board. Following such Meeting, further resolution by the Board shall be communicated to the affected Member in writing.

(b) Any Member of the Board of Directors who fails to attend at least two-thirds of the regular Board Meetings or three consecutive such meetings is subject to dismissal from the Board by two-thirds vote of the other members of the Board. A Special Meeting is not required to accomplish such dismissal, although all other board members must be present and the Member so charged shall have sufficient notice of the Meeting.

1. In the case of a Player Member, the Board shall also give notice to the Manager of the team of which the player is a member, who shall be given the opportunity to appear, along with the player and the player's parent or guardian, before a duly-appointed committee of the Board of Directors in accordance with the provisions of Article V – Meetings to suspend or revoke such player's right to future participation in NCBSA activities.
2. Any player member who is ejected from a game or who exhibits conduct on the field that is not in accordance with the objectives of the NCBSA and appropriate codes of conduct may be suspended for at least one and up to three games. The length of this suspension shall be at the discretion of the President of the NCBSA after the President’s inquiry into the matter. Should the player member request an appeal of this suspension in writing, the suspension shall be held in abeyance until a Special Meeting and vote of the Board can be held on the matter in accordance with section III(4)(C) above.

(e) Right of Appeal. Any Member, who is suspended or terminated by action of the Board, has the right to appeal such action one full year after the action becomes effective. Upon such appeal, the Board may by two-thirds vote, reinstate said Member and restore attendant rights and privileges.

1. DUES AND FEES
1. Membership Dues.

Membership dues may be fixed at a maximum of $25.00 per player per year. The entire amount of such dues must be announced at or prior to player registration.

2. Participation Fees.

Separate, and in addition to dues, reasonable participation fees may be assessed to cover necessary operating costs. The entire amount of such fees must be announced at or prior to player registration.

3. Registration.

All members shall be registered annually during a prescribed registration period, which shall be no less than fifteen (15) days in duration and be given public notice at least thirty (30) days before it commences. Members who fail to meet all the requirements for registration during the registration period may, by vote of the Board, be dropped from the rolls and shall forfeit all rights and privileges of membership.

4. Scholarships.

The Board of Directors may waive any or all dues and fees at registration for any player upon request of a parent or guardian and, in exchange for such scholarship, may require the parent or guardian to "volunteer" a reasonable fixed number of hours of time to assist the NCBSA in its operation.

5. Refunds.

The Board shall establish a reasonable policy for refunding any or all dues and/or fees after the registration period.

2. MEETINGS
1. Annual Meeting.

An Annual Meeting of the Members of the NCBSA shall be held during the first two weeks in December each year for the purpose of receiving reports, transacting any business that may properly come before it and electing Members to the Board of Directors.

2. Notice of Meeting.

Notice of the Annual Meeting shall be delivered personally, electronically or by mail to each Member at their last recorded address at least ten (10) days in advance thereof, setting the place, time and agenda of the meeting.

3. Special Meeting.

Special Meetings may be called by any member of the Board to discuss a special subject. Five (5) days notice thereof specifying the place, time and specific purpose of the meeting shall be given to each Board member and other invited party. No business other than that specified in the notice shall be transacted at any Special Meeting.

4. Quorum.

The presence in person or by proxy of more than half of the Membership shall constitute a quorum of the Membership. For example, the presence of five (5) of nine (9) existing Board members shall constitute a quorum of the Board of Directors. No voting may take place at any meeting if a quorum of the Board of Directors is not present.

5. Voting.

Only Regular Members in good standing are entitled to vote in Board elections or on League referenda.

6. Proxies.

Each member shall be entitled to cast one vote in person or by proxy. Proxies shall be in required written form and may be withdrawn at any time before a vote is taken.

7. Rules of Order.

Roberts’ Rules of Order shall govern the proceedings of all meetings, except where it conflicts with the Constitution and By-Laws of the League.

3. BOARD OF DIRECTORS
1. Board Structure.

The management of the affairs and assets of the NCBSA shall be vested in the Board of Directors. The number of Directors shall not be less than nine (9) or more than fifteen (15). The Directors shall, upon election, enter into the performance of their duties effective the day after the Annual Meeting, the first day of the new League year; and shall continue in office until their successors shall have been duly elected or appointed.

The Board structure will include the following positions plus any other positions at the discretion of the President:

-	President	-	Players Agent/Softball
-	Vice President	-	Director of Player Development
-	Treasurer	-	Umpire-in-Chief and Safety Officer
-	Players Agent/Baseball	-	Secretary
-	Players Agent/Seniors Baseball Division

2. Changes To Board Structure.

Changes can be made to the Board structure in order to manage more effectively League affairs. Adding positions to the Board requires two-thirds vote by the full Board and positions may be filled by Presidential appointment from a list of qualified candidates presented by other members of the Board to the President. Appointees to such new board positions must stand for election at the next Annual Meeting, but new terms shall be staggered with the other Board positions after the first elected year. Eliminating Board positions can also be effected by two-thirds Board vote, but the eliminated position must remain intact until the proper end of its term.

3. Annual Election and Term of Office.

Annual election of Directors shall be by a plurality vote of all Members in good standing, present or represented by proxy at the time of the Annual Meeting. The term of office for each Board position shall be two full League years running from annual meeting to annual meeting, without limit to the number of consecutive terms one may serve.

 

4. Election Process.

The Board of Directors shall appoint the impartial Chair of the Nominating Committee and controls the election process in accordance with the provisions herein.

(a) It shall be the duty of the Nominating Committee to make nominations for members of the Board of Directors whose terms of office expire at the next annual meeting, and for a Nominating Committee of five for the ensuing year. Nominations shall be made from among any of the active Members of the NCBSA not then serving on the Nominating Committee. The Nominating Committee shall notify the Secretary at least 40 days before such annual meeting of the nominations it has made. The Secretary shall print and mail to all Members of the NCBSA entitled to vote, at least 30 days before such meeting, a list of the nominations made by the Nominating Committee. Any nominations other than those made by the Nominating Committee must be made by at least 5 Members of the NCBSA and submitted to the Secretary in writing not less than 10 days prior to the annual meeting, and the Secretary shall mail such to all members entitled to vote at least 5 days before the meeting. In case of any vacancy in the nominations, the Nominating Committee may fill the vacancy by a later nomination to be notified to the Secretary at least 6 days before the meeting, and notice thereof to be mailed by the Secretary to all Members entitled to vote at least 3 days before the meeting.

(b) The Nominating Committee will ensure that any candidate placed on the Official Ballot is indeed eligible to serve. Eligibility criteria are as follows:

- Only Regular Members in good standing are eligible to serve on the Board of Directors and they must meet the qualifications for the position nominated as provided in this Article.

- There has been no recorded violation of the NCBSA Code of Conduct by the proposed candidate in the current League Year.

- The proposed candidate is not a Board Member of any other Youth Athletic program or organization in Town.

- No member of the Recreation and Parks Department staff is eligible for the elective Board positions.

- An impeached Officer may not serve on the Board.

(c) The Chair of the Nominating Committee will validate each nomination by calling the Member to verify their interest in serving and commitment to carrying out the duties of the Board, and in the case of nominations submitted by Members pursuant to Section (a) above, shall also verify the bona fides of the submission by calling each of the Members making the nomination.

(d) Within 24 hours of the time of the Annual Meeting, the outgoing Directors must submit to the President the following League materials:

- Bank Signature Cards

- NCBSA checkbooks

- Keys to the equipment storage room

- Official copy of the Roll of Membership

- Original copies of NCBSA franchise certificates and insurance policies

- NCBSA letterhead

- appropriate League records

5. Vacancies.

Any vacancy that occurs on the Board of Directors shall be filled by appointment for the remainder of the term, by the President. The President must appoint from a list of qualified candidates generated by the other members of the Board. Thus, the President may not both nominate and appoint. Should the Presidency become vacant, the Board shall elect one of its members to fill the remainder of the term of the President. If a deadlock should occur in the Board vote for President successor, the Vice President will automatically succeed to the Presidency for the remainder of the term.

6. President.

Qualified candidates for the position of President shall have served on the board for one full League Year immediately prior to election and must meet all of the criteria for Regular Membership. The President shall:

(a) As Chair of the Board of Directors, conduct the affairs of the NCBSA and execute the policies established by this Constitution, its By-Laws and accordingly by the Board of Directors.

(b) Establish the NCBSA agenda for purposes of planning and for each League Year.

(c) Be responsible for the conduct of the NCBSA in conformity with the policies, principles, rules and regulations of Little League Baseball , Babe Ruth Baseball, Amateur Softball Association and any other franchise for which NCBSA is chartered as well as those of any league in which NCBSA sponsored teams participate including, but not limited to, the Central Westchester Baseball Association (CWBA) and the Westchester Putnam Baseball Association (WPBA), and including the general requirements of the Town of New Castle and the Chappaqua Central School District with regard to usage of fields and facilities.

(d) Communicate to the Board of Directors such matters as may be appropriate in accordance with this Constitution and its By-Laws, and make suggestions that promote the welfare of the NCBSA.

(e) Designate in writing other officers empowered to make and execute for/and in the name of the NCBSA such contracts and leases as approved by the Board of Directors.

(f) Investigate complaints, irregularities and conditions that may be detrimental to the NCBSA and report thereon to the Board of Directors as circumstances warrant.

(g) Prepare and submit an Annual Financial Report, as well as an Annual Report and Budget to the Board of Directors; and be responsible for the proper execution thereof. Copies of such reports shall be provided upon request to Little League Baseball, Babe Ruth Baseball, Amateur Softball Association or any other franchise for which we are chartered, the Town of New Castle or any other authoritative body as appropriate, as well as to any Member in good standing.

(h) Perform such additional duties as may be properly assigned by the Board of Directors.

7. Vice President.

Qualified candidates for the position of Vice President shall have served on the Board for the one full League Year immediately prior to election and must meet all of the criteria for Regular Membership. The Vice President shall:

(a) Perform in the stead of the President, the duties of the President's office and, when so acting, have all of the powers of that office, in the instance that the President is unavailable or unable to perform his duties. The responsibility of acting for the President cannot in any way be delegated. Should the Vice Presidency be vacant at a time when the President is unavailable or unable to perform his duties, the Board will by two-thirds vote, appoint a Vice President successor, and in the interim perform the President's duties as a Board function with its members rotating as Meeting Chairman.

(b) Perform such additional duties as may be properly assigned by the President or the Board of Directors.

8. Treasurer.

Qualified candidates for the position of Treasurer must have adequate professional financial and accounting training and experience to perform the primary functions of the position and must meet all of the criteria for Regular Membership. As such, the Treasurer shall:

(a) Receive all monies and securities and deposit same in a depository approved by the Board of Directors.

(b) Keep records for the receipt and disbursement of all monies and securities of the NCBSA, and approve all payments from allotted funds and draw checks thereon.

(c) Collect all monies from dues, fees, sponsorships, and other financial sources, and raise the proper funds as instructed by the Board.

(d) Prepare an annual financial report and an annual budget, under the direction of the President, for submission to the Board at the Annual Meeting.

(e) Perform such additional duties as may be properly assigned by the President or the Board of Directors.

9. Secretary.

Qualified candidates must be computer literate and meet all of the criteria for Regular Membership. As such, the Secretary shall:

(a) Be responsible for recording the activities of the NCBSA and maintaining appropriate files, mailing lists and necessary records, to include the Rolls of Membership for Regular and Sustaining Members.

(b) Keep and distribute minutes of meetings.

(c) Chair the Membership Committee.

(d) Perform such additional duties as may be properly assigned by the President or the Board of Directors.

10. Players Agent.

There shall be four separate, equal and corresponding Players Agent positions on the Board: one for the Developmental Division entitled the Director of Player Development, one for the other Baseball divisions, one for the Softball divisions, and a fourth for the Seniors Baseball program. Qualified candidates will have coached baseball and/or softball (as appropriate) for at least two years, one of which must have been for the NCBSA, and must meet all of the criteria for Regular Membership. As such, the Players Agent shall:

(a) Administer player programs in accordance with the Rules and Regulations of Little League Baseball, Babe Ruth Baseball, Amateur Softball Association and any other franchise for which we are chartered or league in which we participate; and the NCBSA Manual of Local Rules, the NCBSA Code of Conduct, and as directed by the Board of Directors.

(b) Recommend necessary changes to the Player Programs to the Board of Directors and institute those changes approved by the Board into the Programs as appropriate.

(c) Record all player transactions, maintain an accurate and current record thereof, and submit notifications of such to Little League Baseball, Babe Ruth Baseball, Amateur Softball Association and any other authoritative body as required by charter.

(d) Receive, review and verify the eligibility of player applications.

(e) Conduct the player auction or draft, and all other player transaction or selection meetings.

(f) Provide appropriate training and special clinics to teach players and coaches the proper fundamentals and skills.

(g) Select, train, evaluate and, if necessary, discipline NCBSA coaches.

(h) Manage the distribution, collection, and maintenance of an appropriate inventory of League equipment and uniforms.

(i) Chair the appropriate Coaches' Committee.

(j) Serve on the Rules and Safety Committee.

(k) Perform such additional duties as may be properly assigned by the President or the Board of Directors.

11. Umpire-in-Chief and Safety Officer.

Qualified candidates shall have, at a minimum, two full years of experience as a baseball or softball umpire, one of which must have been for the NCBSA, and must meet all of the criteria for Regular membership. As such, the Umpire-in-Chief shall:

(a) Select, train, schedule, evaluate and, if necessary, discipline NCBSA umpires.

(b) Manage the distribution, collection, and maintenance of an appropriate inventory of League umpire equipment, uniforms, and supplies.

(c) Chair the Rules and Safety Committee.

(d) Perform such additional duties as may be properly assigned by the President or the Board of Directors.

12. Standing Committee.

The following Committees may be established in accordance with these By-Laws as standing committees, to facilitate the various Board responsibilities. Chairs of the Committees are appointed by the President and approved by the Board of Directors.

(a) Capital Committee. The purpose of this committee is to acquire and allocate contributed capital for planned building and improvement projects, approved by the Board but not necessarily funded from operating revenues.

(b) District Committee. This committee shall liase, on behalf of the Board, with Little League Baseball, Babe Ruth Baseball, Amateur Softball Association and any other appropriate body, and other leagues for purposes of official rulings and interleague play.

(c) Audit Committee. This committee shall review NCBSA books and records annually, prior to the Annual Meeting and attach a statement of their findings to the Annual Report of the President. As such, the Treasurer may not serve on this committee in any capacity other than advisory. The Audit Committee will verify the existence, condition and value of all NCBSA property, and that safety standards, established by the Board, are being adhered to.

(d) Membership Committee. The purpose of this committee is to verify the eligibility of candidate members in accordance with the By-Laws herein, and to prepare and maintain the official NCBSA Roll of Membership for all classes of members.

(e) Coaches' Committees. Committees of this type are chaired by each of the Players' Agents. Each is comprised of the Division Coordinators under their purview, for the purpose of reviewing and recommending modifications to existing rules, regulations, or and training or playing standards.

(f) Rules & Safety Committee. Each Players Agent represents their respective Divisions to provide a final authoritative and advisory body with regard all NCBSA related rules and regulations; and to establish and enforce appropriate safety standards for fields and equipment.

(g) Nominating Committee. This committee ensures that the rules and procedures for nominating/electing Board members are administered and adhered to in strict accordance with these By-Laws.

4. Affiliation
1. Charter.

The NCBSA may apply annually for charters from Little League Baseball, Babe Ruth Baseball, Amateur Softball Association and any other youth organization which the Board has chosen in its discretion for which franchise rights must be maintained; and shall do all things necessary to obtain and maintain such charters.

2. Rules and Regulations.

The Official Playing Rules and Regulations as published by Little League Baseball, Babe Ruth Baseball, Amateur Softball Association or any other chartering organization or league in which our teams participate shall be binding on the NCBSA Divisions to which they apply.

3. NCBSA Local Rules.

The Board of Directors may adopt local modifications to the Official Playing Rules and Regulations of Little League Baseball, Babe Ruth Baseball, Amateur Softball Association or any other chartering organization, but only with regard to protecting or enhancing safety standards, or otherwise effecting the Objective of the NCBSA.

5. FINANCE AND ACCOUNTING

Section 1. The Board of Directors shall decide all matters pertaining to the finances of the NCBSA, and it shall place all income in a common league treasury and direct the expenditure of same in an equitable manner among all of its divisions and departments.

Section 2. The Board shall not permit the contribution of funds or property to individual teams but shall solicit same for the common treasury of the NCBSA, thereby to discourage favoritism among teams and to endeavor to equalize the benefit to the NCBSA.

Section 3. The Board shall not permit the solicitation of funds in the name of the NCBSA or any of its franchisers unless all of the funds so raised are to be placed in its common treasury.

Section 4. The Board shall not permit the disbursement of NCBSA funds for purposes other than the conduct of NCBSA activities in accordance with the rules and policies of the NCBSA.

Section 5. No Director, Officer or Member of the NCBSA shall receive, directly or indirectly, any salary, compensation or emolument from the NCBSA for services rendered as Director, Officer or Member.

Section 6. All monies received shall be deposited to the credit of NCBSA in a depository approved by the Board, and all disbursements shall be made by check. The NCBSA Treasurer shall sign all checks and all expenditures exceeding $1,000 shall be approved in writing by either the President or Vice-President, or by the Board as evidenced in its Meeting Minutes.

Section 7. The fiscal year of the NCBSA shall begin on the first day of October and shall end on the last day of September.

Section 8. Distribution of Property Upon Dissolution. At such time that the NCBSA should determine to dissolve itself or be required to dissolve, after all outstanding debts and claims have been satisfied, the Board shall distribute the property of the NCBSA to such organizations maintaining an objective similar to those set forth here, which are or may be entitled to exemption under Section 501-(c)-(3) of the Federal Internal Revenue Code or any future corresponding provision.

6. Amendments

This constitution and its By-Laws may be amended, repealed or modified in whole or in part by a two-thirds vote of the Board and ratification by plurality vote of the Regular Membership, at any duly organized meeting of the Members, provided public notice of the proposed changes is included in the notice for the meeting

Drafts of all proposed changes shall be submitted to Little League Baseball, Babe Ruth Baseball, and Amateur Softball Association and any other appropriate body for review, prior to the ratification meeting.

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