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MABEL LEAGUE WOMEN'S FASTPITCH LEAGUE CONSTITUTION 2010

SOCIETY ACT

 

CONSTITUTION

 

1. NAME

 

The name of the Society is the Mabel League Women's Fastpitch League Association.

 

2. PURPOSE

 

The purpose of the Society is to foster a safe and fun environment for lesbians, bisexual women, heterosexual women, transgender and transsexual people to learn and play recreational softball.

 



BYLAWS

 

Part 1 – Interpretation            

            1.      Definitions

Part 2 – Membership

            2.      Eligibility and Good Standing of Members

            3.      Eligibility of Teams

Part 3 – The Executive: Directors and Officers

            4.      Composition of the Executive

5.      Election and Appointment of the Executive

6.      Resignation and Expulsion of Executives

            7.      Executive Meetings            

            8.      Executive Powers

            9.      Executive Duties

Part 4 - Finances

            10.  Expenditure of League Funds

11.  Investment of League Funds

12.  Executive Borrowing Powers

Part 5 – General Meetings of the Society

            13.  General Meetings

14.  Annual General Meetings

15.  Proceedings at Annual General Meetings and Special General Meetings

Part 6 – League Committee

            16.  Composition of the League Committee

17.  Meetings of the League Committee

18.  Subcommittees of the League Committee

Part 7 – Amendments to the Bylaws

            19.  Amendments to the Bylaws

Part 8 – Records

            20.  Maintenance of Records

Part 9 – Delivery of Notices

            21.  Notices to Members or Directors

Part 1 - Interpretation

1.      Definitions

(1)               In these bylaws, unless context otherwise requires,

“Directors” means the Directors of the Society for the time being; “Executive” means the Directors and Officers of the Society for the time being;

“General Meeting” means a meeting of the Members of the Society, and includes an Annual General Meeting and a Special General Meeting;

“League” and “Mabel League” means the Mabel League Women's Fastpitch League Association;

“League Committee” is a body comprised of the Executive plus one Team Representative from each team registered in the League;

“League Fee” means the annual fee each team must pay to the League in order to play in a Season, the amount of which is determined by the Executive and may vary from year to year;

“Members” of the Society are the applicants for incorporation of the Society, and those persons who subsequently become Members in accordance with these Bylaws, and who in either case have not ceased to be Members;

“Player Registration Date” means the date by which each team’s complete and accurate Softball BC Team Registration Form must be submitted to the Executive, and will be determined each Season in the sole discretion of the Executive;

“Officers” means the officers of the Society for the time being;

“Registered Address” of a Member means the Member’s address as recorded in the Register of Members;

“Registered Address” of the Society means the Society’s address as filed with the Corporate Registry Office;

“Season” means an individual softball season;

“Society” means the Mabel League Women's Fastpitch League Association;

“Society Act” means the Society Act of the Province of British Columbia as from time to time in force and all amendments to it;

“Team Representative” means one Member in good standing registered on a team who attends and may cast one vote at meetings of the League Committee;

(2)               The definitions in the Society Act on the date these bylaws become effective apply to these bylaws.

(3)               Words importing the singular include the plural and vice versa; and words importing a female person include a male person and a corporation.

Part 2 - Membership

 

2.      Eligibility and Good Standing of Members

(1)               Any person who meets all of the following requirements during a Season is eligible to be a Member of the Society for that Season:

(a)                is at least 19 years of age during the current year;

(b)               is a player, coach, manager or scorekeeper in the League;

(c)                is a member in good standing of Softball BC; and

(d)               is listed on a Softball BC Team Registration Form that has been submitted to the Executive as of the Player Registration Date of a Season.

(2)               A person will cease to be a Member in good standing of the Society if the Member fails to pay her annual League Fees, if any, or any other fee, due, subscription, levy, or debt due and owing by her to the Society, and she is not in good standing so long as the debt remains unpaid.

(3)               A person will cease to be a Member of the Society:

(a)                upon failing to meet any of the requirements listed in section 2(1) above as of the Player Registration Date of a Season;

(b)               on her death or on her being found to be incapable of managing her own affairs by reason of mental or physical infirmity; and

(c)                on being expelled from the Society in accordance with section 2(4) below.

(4)               The Executive may expel, suspend or otherwise discipline any Member who in their opinion is guilty of conduct which is improper or unbecoming for a Member of the Society, or is likely to endanger the interest or reputation of the Society or is a breach of these Bylaws, but the Executive may not expel, suspend or otherwise discipline any Member until that Member has been notified of the proposed action and has been given an opportunity to be heard by the Executive.

(5)               Any Member who ceases to be a Member forfeits all rights, claims, privileges or interest arising from membership in the Society.

3.      Eligibility of Teams

(1)               Each team wishing to play in the League in a Season must submit a Softball BC Team Registration Form to the Registrar by no later than the Player Registration Date for that Season.

(2)               The Softball BC Team Registration Form must contain the following information, or be supplemented with the following information, for each player on a team:

(a)                full name;

(b)               mailing address;

(c)                email address;

(d)               telephone number;

(e)                birth date;

(f)                Softball BC number; and

(g)               signature.

(3)               Each team wishing to play in the League in a Season must also submit to the Executive a non-refundable yearly League Fee, the amount of which will be determined each Season by the Executive, and which will consist of:

(a)                a deposit, due on a date determined by the Executive; and

(b)               the balance, also due on a date determined by the Executive.

(4)               Failure by a team to pay the League Fee deposit by the due date will result in the ineligibility of the team to register and play for that Season.

 

(5)               Failure by a team to submit the balance of the League Fee to the Executive by the balance due date will result in that team forfeiting all games until the balance of the League Fees are submitted to the Executive.

 

(6)               Failure by a team to submit a complete and accurate Softball BC Team Registration Form, with all of the information required under (2) above, to the Executive by the Player Registration Date will result in that team forfeiting all games until a complete and accurate Softball BC Team Registration Form is submitted to the Executive.

(7)               Notwithstanding the above, the Executive may, in its sole discretion, allow extensions for the submission of Softball BC Team Registration Forms and League Fees if special circumstances are submitted to the Executive in writing.

(8)               A Member registered on a team may not change teams during a Season after the earlier of their fourth game or the Player Registration Date, except if the team on which the Member is registered folds, in which case the Executive may, in its sole discretion, allow Members in good standing to play with another team for the remainder of League play.

Part 3 – The Executive: Directors and Officers

 

4.      Composition of the Executive

(1)               The Society will have at least three Directors at all times.

(2)               Every Director of the Society will also be an Officer.

(3)               The Directors and Officers of the Society from time to time will be known and referred to collectively as the “Executive” and individually as “Executives” or an “Executive”.

(4)               Executives may be appointed to the following offices:

(a)                Chair;

(b)               Co-Chair;

(c)                Secretary;

(d)               Treasurer;

(e)                Communications/Publicity Officer;

(f)                Umpire-In-Chief  (“UIC”);

(g)               Statistician;

(h)               Registrar; and

(i)                 Fields Officer.

5.      Election and Appointment of the Executive

(1)               Any Member in good standing of the League is eligible for election or appointment to the Executive, and the Executives must at all times remain Members in good standing.

(2)               The Executives holding the offices of Chair, Co-Chair, Treasurer and UIC must have been Members in good standing of the League for at least two previous Seasons.

(3)               The Executive for the upcoming Season will be nominated and elected or acclaimed by a vote of the Members at the Annual General Meeting at the end of a Season.

(4)               An election may be by acclamation; otherwise it may be by show of hands unless a Member in good standing demands a ballot in which case the election will be by ballot.

(5)               The Executive may at any time and from time to time appoint a Member in good standing as an Executive to fill a vacancy in the Executive.  An Executive appointed under this subsection holds office only until the conclusion of the next Annual General Meeting of the Society, but is eligible for re-election.

6.      Resignation and Expulsion of Executives

                          (1)               The Executives will resign at each Annual General  Meeting, at which time their successors will be elected, and a resigning Executive is eligible for re-election.

 

                        (2)               An Executive who resigns at an Annual General Meeting will nonetheless ensure that any post-Annual General Meeting business related to her office is completed, including but not limited to any required statutory filings, and will assist the incoming Executives in their transition to office.

 

                        (3)               An Executive may resign at any time during her term by providing two weeks’ written notice of her resignation to the remaining Executives.

 

(4)               An Executive who is expelled from membership in the Society or who ceases to be a Member in good standing is deemed to have resigned as an Executive.

(5)               If an Executive is absent for three or more meetings (whether Annual General Meetings, Special General Meetings, League Committee Meetings, or Executive Meetings), the Members other Executives may expel that Executive or ask that Executive to resign.

(6)               The Members may by special resolution remove an Executive before the expiration of her term of office, and may elect a successor to complete the term of office, but no Executive shall be removed until she has been given notice of the proposed action and an opportunity to be heard by the Members at a General Meeting.

(7)               If an Executive resigns, is expelled, or otherwise ceases to hold office, the remaining Executives may appoint a Member to take the place of the former Executive.

7.      Executive Meetings

(1)               The Executive may meet together at such places as they think fit, adjourn and otherwise regulate their proceedings, as they see fit.

(2)               An Executive may at any time convene a meeting of the Executive.

(3)               The Executive may from time to time fix the quorum necessary for the transaction of business, and unless so fixed the quorum shall be a majority of the Executives then in office.

(4)               Questions arising at any meeting of the Executive will be decided by a majority of votes and need not be seconded.

8.      Executive Powers

(1)               Executives may exercise all such powers and do all such acts and things as the Society may exercise and do, subject to the provisions of these Bylaws, all laws affecting the Society, and rules made from time to time by the Society or by the Executive which are not inconsistent with these Bylaws.

(2)               The Executive may appoint other officers, consultants, committees, agents or persons as it thinks fit, and define the duties, responsibilities, remuneration and authority of such persons.

(3)               No Executive will be remunerated for being or acting as an Executive, but an Executive will be reimbursed for all expenses necessarily and reasonably incurred by her while engaged in the affairs of the Society.

(4)               The Society may purchase and maintain insurance for the benefit of Executives against personal liability incurred by them as Executives.

9.      Executive Duties

                              (1)               The Chair will:

 

(a)                oversee the operations and administration of the League;

(b)               have the option to call a General Meeting, League Committee Meeting, Directors’ Meeting, or Officers’ Meeting;

(c)                issue notices of meetings of the Society and Directors;

(d)               call a meeting of Directors and Officers each January, and create an “important dates” sheet to be distributed at that meeting;

(e)                call the first League Committee Meeting each February;

(f)                chair General Meetings and League Committee Meetings, seeing that the agenda is followed and that decorum and good order are maintained;

(g)               provide an agenda prior to each meeting and inform Communications of same;

(h)               assume or delegate the role and responsibilities of the Co-Chair if the Co-Chair is unable or ineligible to act;

(i)                 ensure that general liability insurance for the Society and for the Executive is purchased and in place at all times;

(j)                 prior to the Society entering into any contracts, review contracts to ensure compliance with the Society’s insurance policies, and ensure that facility rentals are approved by the League’s general liability insurer;

(k)               ensure that all statutorily required records are kept at the Registered and Records Address of the Society, and have access those records as required for the discharge of her duties as Chair;

(l)                 be an official signing authority for the League, along with the Co-Chair , Treasurer and Secretary;

(m)             review and approve the financial statements prepared by the Treasurer, together with at least one other member of the Executive, prior to their presentation to the Members at an Annual General Meeting; and

(n)               prepare and file with the Corporate Registry Office any statutory filings required from time to time, with the assistance of the Executive upon request, including but not limited to the following filings:

(i)                 Annual Report, within 30 days after each Annual General Meeting;

(ii)               Notice of Change in Directors, each time the Society changes Directors other than at an Annual General Meeting;

(iii)             Notice of Change in Address of Society, each time the Society changes its Registered and Records Address; and

(iv)             Special Resolution for Change in Constitution/Bylaws, each time the Society changes the Constitution or Bylaws by Special Resolution.

(2)               The Co-Chair will:

(a)                assume the role and responsibilities of the Chair if the Chair is unable or ineligible to act;

(b)               assume the role and responsibilities of the Secretary if the Secretary is unable or ineligible to act;

(c)                be responsible for tabulating & distributing information concerning available prizing, to be submitted to the Executive;

(d)               deal with League sponsor(s), where applicable;

(e)                be responsible for purchasing and keeping track of approved League equipment;

(f)                sit on Rules & Grievance Committee;

(g)               assist the Registrar in determining and verifying eligibility of Members and teams;

(h)               elicit volunteers from the League Committee to chair and form Subcommittees, as described in section 18 of these Bylaws, and record the corresponding Contribution Points earned by the volunteers (as further described in the League’s Operating Rules); and

(i)                 be an official signing authority for the League, along with the Chair, Treasurer and Secretary.

(3)               The Secretary will:

(a)                take minutes of all meetings of the Society, League Committee and Executive, and maintain up-to-date records of same;

(b)               sit on Rules & Grievance committee if the UIC or Co-Chair are unable or ineligible; and

(c)                be an official signing authority for the League, along with the Chair, Co-Chair and Treasurer.

(4)               The Treasurer will:

(a)                receive and disburse all League funds and will keep up-to-date financial records;

(b)               keep such financial records, including books of account, as are necessary to comply with the Society Act;

(c)                render and present financial statements to the Executive, Members and others when required, including but not limited to the following:

(i)                 a pre-season budget to be presented at the first League Committee meeting of a Season;

(ii)               an interim financial report to be presented at a mid-Season League Committee meeting;

(iii)             an interim financial report to be presented at each Executive meeting; and

(iv)             financial statements to be presented to the Members at each Annual General Meeting, in accordance with the requirements of the Society Act;

(d)               be in charge of collecting and reconciling team League Fees from the Registrar;

(e)                be an official signing authority for the League, along with the Chair, Co-Chair and Secretary;

(f)                retain all records of deposits and paid invoices, to be passed onto the Chair to form part of the permanent League records; and

(g)               assist in the preparation of budgets for League events, in consultation with the Social Committee, the Year-End Committee and all fundraising committees struck during a Season.

(5)               The Communications Officer will:

(a)                be the contact for the League in relation to marketing, promotion, fundraising and sponsorship opportunities;

(b)               be responsible for advertising League events and writing letters of appreciation to sponsors;

(c)                ensure that there is a consistent League contact when the Season is over;

(d)               post a list of important dates and deadlines on the League website;

(e)                update a list of Executive contact information on a regular basis and distribute that list to each Member;

(f)                update League Committee/Team Representative contact information on a regular basis and distribute that list to each Member;

(g)               contact Team Representatives sitting on the League Committee with a reminder of League Committee Meetings or for other League business;

(h)               maintain the League website and ensure that all graphics, content, hosts and domain services are taken care of for the season; and

(i)                 update the League website regularly and add important League information when requested.

(6)               The Umpire-In-Chief will:

(a)                administer all rules and training concerns regarding umpires and their qualifications;

(b)               ensure that all umpires are certified and insured through Softball BC;

(c)                chair the Rules & Grievances Committee;

(d)               review and, if the UIC deems necessary, revise, the following rules each Season, and provide these rules to each Team Representative and umpire in writing:

(i)                 prior to the beginning of League play each Season, the ground rules for each field used by the League;

(ii)               prior to the beginning of League play each Season, the Rules of Play;

(iii)             prior to League tournament play, Tournament Rules; and

(iv)             prior to League play-offs, Playoff Rules;


(7)               The Statistician will:

(a)                chair the Scheduling Committee;

(b)               be responsible for overall schedule delivery for regular League play and for League tournaments;

(c)                be responsible for maintaining League standings; and

(d)               receive all game scores and ensure that they are posted weekly on the League website.

(e)                be responsible for the rescheduling, at the earliest possible date, of all rained out games or otherwise unplayed games, and notify affected teams, UIC and the Vancouver Softball Umpires’ Association (VSUA) of same; and

(f)                advise the Executive of any forfeited games which have not been played and which will not be rescheduled.

 

(8)               The Registrar will:

(a)                distribute and collect all Softball BC Team Registration Forms and League fees, and forward all League Fees to the Treasurer;

(b)               report to the Executive any delinquent League Fees or Softball BC Team Registration Forms;

(c)                liaise with Softball BC;

(d)               maintain the Register of Members and ensure that the Register of Members is filed as required to comply with the Society Act;

(e)                maintain a list of Members’ current contact information and Softball BC numbers; and

(f)                receive score books and tabulate Members’ playoff eligibility, with the assistance of the Executive and/or the Rules & Grievances Committee.

(9)               The Fields Officer will:

(a)                contact all the representatives of the various fields leased by the League to arrange field rentals/leases for League play and tournament play;

(b)               ensure that all fields used by the League comply with the requirements of Softball BC and any other League insurance coverage;

(c)                provide copies of all field permits to the Executives and Team Representatives sitting on the League Committee; and

(d)               assist the UIC in her duties upon request, including but not limited to determining and distributing ground rules for each field and rescheduling unplayed games.

Part 4 – Finances

 

10.  Expenditure of League Funds

(1)               All expenditures of League Funds must be approved by the Executive.

(2)               The Executives with signing authority for League Funds may be the Chair, Co-Chair, Treasurer and Secretary, any two of whom may sign to approve any expenditure of League Funds.

11.  Investment of League Funds

(1)               The Executive may invest the funds of the Society in any securities or investments which they in their sole discretion consider in the best interests of the Society.

12.  Executive Borrowing Powers

(1)               The Executive does not have power to borrow monies on behalf of or in the name of the Society.

Part 5 – General Meetings of the Society

 

13.  General Meetings

(1)               “General Meetings” of the Society include:

(a)                the Annual General Meeting; and

(b)               any other meeting of the Members of the Society, which will be referred to as a “Special General Meeting”.

(2)               The Executive may, whenever it thinks fit, convene a Special General Meeting.  Special General Meetings will be held at such time and place, in accordance with the Society Act, as the Executive decides.

(3)               Notice of an Annual General Meeting or Special General Meeting shall be given to every Member shown on the Register of Members on the day notice is given.

(4)               Notice of an Annual General Meeting or Special General Meeting will specify the place, the day and the hour of meeting, and the general nature of any business before that General Meeting.

(5)               The accidental omission to give notice of an Annual General Meeting or Special General Meeting to, or the non-receipt of a notice by, any of the Members entitled to receive notice does not invalidate proceedings at that General Meeting.

14.  Annual General Meetings

                        (1)               The Annual General Meeting of the Society will be held at such time and place, in accordance with the Society Act, as the Executive decides, and for greater certainty, will be held at least once in every calendar year and not more than 15 months after the adjournment of the previous Annual General Meeting.

 

(2)               Any changes to these Bylaws are to be proposed in accordance with the requirements of the Society Act, for discussion and voting at the Annual General Meeting.

(3)               In accordance with the Society Act, changes to these Bylaws must be approved by a Special Resolution of the Members.

15.  Proceedings at Annual General Meetings and Special General Meetings

                (1)               Each Member in good standing of the Society, including each Executive:

 

(a)                is entitled to attend, forward motions, participate in discussions, and cast one vote at an Annual General Meeting or Special General Meeting; and

(b)               may vote by proxy by delivering a written proxy to a Member who is attending the General Meeting in person, and the attending Member bringing that written proxy to the General Meeting.

(2)               Voting at Annual General Meetings and Special General Meetings is by show of hands, unless a secret ballot is requested by one or more Members at the meeting.

(3)               In the case of a tie vote, the Executive will cast one deciding vote by consensus, in addition to the votes to which each of the Executives may be entitled as a Member.

(4)               Quorum is three Members present at an Annual General Meeting or Special General Meeting, and no business other than the selection of a Chair and the adjournment or termination of the meeting may be conducted at an Annual General Meeting or Special General Meeting at a time when a quorum is not present.  

Part 6 - League Committee

 

16.  Composition of the League Committee

(1)               The League Committee will be composed of the Executive plus one Team Representative (or substitute) from each team registered in the League.

(2)               No Executive may be considered a Team Representative for the purposes of the League Committee.

17.  Meetings of the League Committee

(1)               The League Committee will meet a minimum of three times per Season, and may also convene for a year-end event meeting and an AGM planning meeting, at the sole discretion of the Executive.

 

(2)               Any Member in good standing of the Society may attend League Committee meetings and participate in general discussions.

 

(3)               Team Representatives will be given a minimum of four days notice prior to a League Committee Meeting.

 

(4)               Meetings of the League Committee will commence at the scheduled time and last no longer than two hours.

 

(5)               The Minutes of League Committee meetings will be posted on the League website no later than 14 days after the meeting.

 

(6)               The Treasurer will present financial reports or updates at League Committee meetings, including but not limited to the following:

(a)                A proposed budget at the first League Committee meeting of the Season; and

(b)               an interim financial update at a mid-Season League Committee meeting.

18.  Subcommittees of the League Committee

(1)               The Co-Chair will elicit volunteers from the League Committee to chair and form the following Subcommittees, and to liaise with the Executive designated for that Subcommittee:

(a)                Scheduling (liaise with Statistician);

(b)               Fundraising (liaise with Treasurer);

(c)                Meltdown Committee (liaise with Co-Chair);

(d)               LIL Committee (liaise with Registrar);

(e)                Pride Event (liaise with Communications Officer);

(f)                WESA Challenge/ Heather Williams Memorial Game (liaise with Secretary); and

(g)               Year-End Event (liaise with Fields Officer).

(2)               The League Committee shall also appoint from among its Members at least one Subcommittee Representative to sit on the Rules & Grievances Committee, which will be chaired by the UIC.

Part 7 – Amendments to the Bylaws

 

19.  Amendments to the Bylaws

(1)               Amendments to the Bylaws must be made by Special Resolution of the Members, in accordance with the provisions of the Society Act.

(2)               Proposals for amendments to the Bylaws can be made at the Annual General Meeting by any Member in good standing of the Society.

 

(3)               If there is a change in the Bylaws, the Chair is responsible for preparing and filing a Special Resolution of the Change in the Bylaws, in accordance with the Society Act.

 

Part 8 – Records

 

20.  Maintenance of Records

(1)               Documents and records of the Society will be kept in hard copy for a minimum of seven years at the Registered Office of the Society, unless the Directors resolve to keep the records at a different location.

(2)               The documents and records that must be kept pursuant to subsection (1) above include but are not limited to:

(a)                Minutes of General Meetings;

(b)               Minutes of League Committee meetings;

(c)                Minutes of Executive meetings;

(d)               Financial records;

(e)                Lists of Members; and

(f)                Statutory filings.

Part 9 – Delivery of Notices

 

21.  Notices to Members or Directors

(1)               A notice may be given to a Member either personally, by mail at her registered address, or by email at the email address she provides to the League.

(2)               A notice may be given to the Executive or to the Society by mail to the registered address of the Society or by email to the Executive email addresses available on the League’s website, or another email address provided by an Executive.


 

For questions about this page please email the league Secretary.