Bylaws

Badgerland Softball League Constitution & Bylaws
BADGERLAND SOFTBALL LEAGUE
Constitution and Bylaws


ARTICLE 1- MISSION STATEMENT
The Badgerland Softball League is a Lesbian, Gay, Bisexual, Transgender, Queer (LGBTQ), and supportive alliances charitable social organization structured around the sport of softball anddesigned to promote and advance the health, social structure, and equality of the Madison, Wisconsin area LGBTQ community.

ARTICLE 2 - GENERAL PROVISIONS
2.01 NAME: The name of the organization is "Badgerland Softball League", doing business as Madison LGBTQ Softball. The organization will be referred to as Badgerland SoftballLeague. Badgerland Softball League will inherit all assets, liabilities, and obligations (both owed by and owed to) the Madison Gay Softball organization (identified by the EIN: 20-1380053) as of December 31, 2005 and the Saturday Softball Beer League - Madison (SSBL-Madison) organization (identified by the EIN 39-1867528) as of November 1, 2011.
2.02 JURISDICTION - Badgerland Softball League will serve the South Central Wisconsin LGBTQ community centered around Madison, Wisconsin.
2.03 DEFINITIONS
a. Softball Code - The rules that govern the softball games. The Softball Code is a separate document that is controlled by the Athletic Director (Assistant Commissioner) and the Softball Code Committee.
b. North American Gay Amateur Athletic Alliance (NAGAAA) - An association of GaySoftball Leagues throughout the United States and Canada designed to promote softball in the LGBTQ community.
c. Amateur Sports Alliance of North America (ASANA) - An association of Lesbian Softball Leagues throughout the United States and Canada designed to promote softball in the LGBTQ community.
d. Gay Softball World Series (GSWS) - Annual softball tournament conducted by NAGAAA. The GSWS is held at different cities throughout North America. 
e. ASANA World Series - Annual softball tournament conducted by ASANA. The ASANA World Series is held in different cities throughout North America.
f. Open Division - Open division refers to the lack of any type of gender distribution requirement on teams in the league.
g. 501C3 (Non Profit Status) - Legal Federal IRS status that allows the organization to act in a tax exempt status and allows major contributors to deduct their contribution on their taxes.
h. Majority Vote - In a vote, a majority is achieved by obtaining more than 50% of the eligible votes present.
i. Plurality Vote - In a vote, a plurality is achieved by obtaining more votes than any other option. A plurality can be achieved with less than 50% of eligible votes present.
j. Registered Team - Any team participating in a Badgerland Softball Division. 
2.04 FORMS

a. Player Registration, Waiver Form, and Disciplinary Form.

ARTICLE 3 - MEMBERSHIP
3.01 ELIGIBILITY - Anyone who is at least 18 years of age, does not owe any obligations to the organization, and is not currently serving a disciplinary suspension is eligible to join a team and/or become a member of Badgerland Softball League. 
a. Resident Player - A resident player is defined as a member of Badgerland Softball League whose permanent home address is within the state of Wisconsin.
b. Non-Resident Player - A non-resident player is defined as a member of Badgerland Softball League whose permanent home address is outside the state of Wisconsin.
c. Non-Playing Member - An individual who participates in the Badgerland Softball League organization, but does not participate in the softball games. Individuals who meet the eligibility requirements can hold Board of Director, Appointed, or Committee positions without playing softball.
3.02 PRIVACY - Reproduction, sale, rental, lease, or use of the Member Contact Information for any use not directly related to softball is expressly prohibited unless the member opts for the release. Instances of unauthorized use will be sent to the Ethics Committee for evaluation and possible punitive/legal actions.
3.03 FEES - The Badgerland Softball League General Council will set the player and team registration fees at the Winter Meeting, based on the projected budget.
3.04 NON-DISCRIMINATION POLICY - Badgerland Softball League assures that no person shall be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity on the grounds of race, color, sex, age, disability, national origin, or sexual orientation, as provided by Title VI of the Civil Rights Act of 1964, and the Civil Rights Restoration Act of 1987 (P.L. 100-259).
ARTICLE 4 - BOARD OF DIRECTORS
4.01 BOARD POSITIONS
a. Commissioner - Serves as presiding officer at all General Council meetings and Board of Director Meetings. Makes appointments as directed by the Bylaws. Serves as Chairman of the Ethics Committee. The commissioner is also empowered to act on behalf of Badgerland Softball League in any emergency that is not covered by the Bylaws.
b. Assistant Commissioner - Assumes the duties of the Commissioner if that position becomes vacant, or if the Commissioner cannot be present for an official league function. Acts as Athletic Director for the league and serves as Chairman for the Softball Code Committee.
c. Women's Commissioner - Assumes the duties of the Commissioner if the position becomes vacant and the Assistant Commissioner cannot be present for an official league function. Represents the interests of all participating teams in the Women's League at all Board of Director meetings. The Women's Commissioner is in charge of all day-to-day related issues within the Women's League with approval from the Commissioner. The Women's Commissioner will also be the ASANA liaison with the Badgerland Softball League Women's Division.
d. Secretary - Keeps and publishes minutes for all General Council Meetings and Board of Director Meetings. Takes roll call at General Council Meetings. Maintains a historical record of all proceedings related to Badgerland Softball League. Assumes the duties of Commissioner if that position, the Assistant Commissioner position and Women's Commission position become vacant, or are absent, at the same time.
e. Open League Representative - Represents the interests of all participating teams in the Open League outside of the Monday Night Recreational League at all General Council and Board of Director meetings.
f. Treasurer - Maintains all financial records for the organization. Serves as Chairman of the Finance Committee.
g. Tournament Director - Coordinates the annual Badgerlandtournament, if held. Serves as chair of the Tournament Committee.
h. At-Large Board Members - Consists of two members who participate in Board meetings to provide input and complete tasks as directed by the positioned members.
4.02 ELECTIONS - The Commissioner, Women's Commissioner, and one At-Large Board Member will be elected by the General Council at the Fall Meetings on even numbered years. The Assistant Commissioner, Secretary, Open League Representative, and one At-Large Board Member will be elected by the General Council at the Fall Meetings on odd numbered years. The Women's Commissioner and Open League Representative must be a registered player or coach in their respected leagues to be eligible to be elected to the Board of Directors. The Treasurer will be appointed on even numbered years and approved by the Board of Directors. The Tournament Director will be elected by the General Council every year at the Fall Meeting. The terms for the newly elected/appointed officers will commence on the first day of the next fiscal year. All officers except Treasurer will be elected by a majority vote. "Vacant" will be an eligible candidate on all Board of Director position ballots.
4.03 TERMS - All Board of Director positions will serve a (2) year term, with the exception of the Tournament Director, which will serve a one (1) year term, with no limit on the number of terms an individual may serve.
4.04 REMOVALS - Board members can be removed from office for Willful Disregard of the Bylaws, Dereliction of Duty, or failure to participate in community service or fundraising activities by a 2/3 majority vote of all eligible voting members.
4.05 VACANCIES - The Commissioner may appoint a temporary candidate to fill a vacancy on the Board of Directors. The appointee will hold the position until the next General Council meeting, at which time a special election will be held to fill the remaining tenure of the position.
4.06 COMPENSATION - The Board of Directors will not receive any compensation for performing the duties of their office. The General Council may approve reimbursement for expenses related to the execution of the duties of the office.
4.07 CONFLICT OF INTEREST - Members of the Board of Directors must disclose to the General Council and Board of Directors any Conflict of Interest that may arise while executing the duties of their elected or appointed position. A member of the Board of Directors cannot serve in multiple board positions or as a Team Delegate concurrently.

ARTICLE 5 - GENERAL COUNCIL MEMBERS
5.01 TEAM DELEGATE - Each Team Coach shall appoint a Team Delegate, who will hold voting rights at the General Council Meeting. The Team Coach shall provide the name of the Team Delegate to the Commissioner at least (2) days prior to the meeting. If the Team Coach does not provide a Team Delegate name to the Commissioner at least (2) days prior to the meeting, the Commissioner will have the authority to appoint a team delegate from any of the registered players on that team from the most recent season.
5.02 CONFLICT OF INTEREST - Team Delegates must disclose to the General Council and Board of Directors any Conflict of Interest that may arise while executing the duties of their elected or appointed position. A Team Delegate can only represent one team at any General Council meeting.

ARTICLE 6 - LEAGUE DIVISIONS
6.01 OPEN RECREATIONAL LEAGUE - The Open Recreational League is a Division of Badgerland Softball League. Games will be played Monday night and coincide with MSCR procedures. This league is an open (coed) recreational league used to help expand the knowledge of the sport and develop new talent. The league is also used as a social outlet for people to be around peers and meet new people in a safe environment. Open Recreational League will serve as the default league to determine NAGAAA ratings unless the Commissioner specifies another league.
6.02 WOMEN'S COMPETITIVE LEAGUE - The Women's Competitive League is a Division of Badgerland Softball League and serves as an arm of Badgerland Softball League. This league is a competitive league used to further the skills of players playing against their own gender. The Women's Competitive League will serve as the official league to determine ASANA ratings.
6.03 OPEN COMPETITIVE LEAGUE - The Open Competitive League is a Division of Badgerland Softball League and serves as an arm of Badgerland Softball League. This league is a competitive league used to further the skills of players. The Open Competitive League can serve as a league used to determine NAGAAA rankings if specified by the Commissioner.

ARTICLE 7 - APPOINTED POSITIONS
7.01 UMPIRE IN CHIEF (UIC) - An ASA accredited umpire Nominated by the Commissioner and approved at a General Council Meeting to coordinate the umpires for the League if needed.
7.02 WEBMASTER - An individual trained and experienced in Web Site Design and Maintenance, who is nominated by the Commissioner and approved at a General Council Meeting, and will maintain the official Badgerland Softball League website.
7.03 TEMPORARILY APPOINTED POSITIONS - The Commissioner may create and fill any position that he / she may deem necessary for the efficient operation of the league. The newly created position must be approved at the next scheduled General Council Meeting, or the position will be eliminated. If a Temporarily Appointed Position is eliminated by the General Council, a similar Temporarily Appointed Position cannot be created by the Commissioner for a period of at least 1 year. 

ARTICLE 8 - COMMITTEES
8.01 STANDING COMMITTEES
a. Softball Code - The Softball Code Committee will be chaired by the Assistant Commissioner and will maintain and update the Badgerland Softball League Softball Code and determine the schedule. The Badgerland Softball League Softball Code must be presented at the Winter Meeting for discussion and approval for all softball leagues. Throughout the course of the year, the Softball Code Committee may make emergency changes to the Softball Code with a Majority vote of all committee members. Any emergency changes must be presented to at the next General Council meeting for a formal vote.
b. Finance - The primary responsibility of the Finance Committee is to create the Annual Operating Budget, which is presented for approval at the Winter Meeting. The Finance Committee will be chaired by the Treasurer.
c. Membership - The membership committee will be responsible for promoting the Badgerland Softball League to the general community and recruitment of new players. The Commissioner will appoint a chair for this committee. 
d. Fundraising - The fundraising committee will be responsible for proposing, organizing, and coordinating fundraising activities. The Commissioner will appoint a chair for this committee.
e. Community Service - As a non profit organization, Badgerland Softball League has a responsibility to perform community service to improve the health, welfare, education, and social stature of the LGBTQ community. It is the responsibility of the Community Service Committee to coordinate various community service events throughout the year (2 events per calendar year minimum). The Commissioner will appoint a chair for this committee.
f. Ethics - The Ethics Committee will investigate and review violations in the Softball Code or the Bylaws, and will meet regularly during the Softball Season. The Ethics Committee may also investigate or review inappropriate behavior of a member or team that is not explicitly listed in the Softball Code or Bylaws; and may propose amendments to either document to prevent future indiscretions. The Ethics Committee will review the entire Constitution and Bylaws document annually and propose any relevant changes, additions, or deletions to the General Council at the Fall Meeting. The Ethics Committee will be chaired by the Commissioner.
g. Miss Gay Softball - The Miss Gay Softball Committee will plan the annual Miss Gay Softball Drag Show fundraiser for the Badgerland Softball League. The Commissioner will appoint a chair to this committee.
h. Awards Committee - The Awards Committee will select one annual recipient of the "Doug Hinderliter Character Award" and handle any administrative duties associated with this award. The committee will consist of the current Commissioner, all past recipients of the award, and Doug Hinderliter; with a chair from the eligible committee members selected by the Commissioner. Any current member of the Badgerland Softball League, except for the current Members of the Board of Directors, is eligible for the award. The award will be presented at the Annual Drag Show. Recipients of the award will receive the following:
  • Their name engraved on the running plaque (displayed in the Softball Display Case at Club 5).
  • An individual award.
  • $100 donation to a charity of their choice from the following:
    • AIDS Resource Center of Wisconsin (ARCW)
    • Fair Wisconsin
    • Human Rights Campaign
    • NAGAAA Hall of Fame
    • Outreach of Madison
    • WI Capitol Pride
    • GSA for Safe Schools
    • Or other pending approval by the Board of Directors
Funding for the award administration must come from committee member fundraising (pre-approved by the Fundraising Committee) or through private donations.
8.02 AD HOC COMMITTEES - The commissioner may create Ad Hoc Committees to serve a specific purpose, for a specific timeframe not to exceed one year.

ARTICLE 9 - MEETINGS
9.01 BOARD OF DIRECTORS MEETINGS - Board of Directors meetings can be called by any member of the board; provided each member is notified of the meeting time and location at least 5 days prior and an agenda is provided. The attendance of at least 5 members of the Board of Directors is required for quorum. Agendas for the General Council meetings will be set at Board of Director meetings.
9.02 GENERAL COUNCIL MEETINGS
a. Parliamentary Procedures - All General Council Meetings will follow Parliamentary Procedures and Robert's Rules of Order.
b. Winter Meeting - Must be held between January 1 and March 15 to discuss the upcoming softball season. Approval of the operating budget will occur at the Winter Meeting.
c. Fall Meeting - Must be held within 2 months of the completion of the regular season, or no later than the last day of the fiscal year. Election of Board of Directors will be done at the Fall Meeting.
d. Additional Council Meetings - The Commissioner, a majority of the Board of Directors, or a majority of the active teams in the league may call additional General Council meetings as necessary.
e. Meeting Time and Location - The meeting time and location will be publicly posted and communicated via email to everyone who opts for regular communications from the league at least (14) days prior to the meeting. The meeting location will be accessible to the general public and open to anyone interested in attending.
f. Quorum - 5 of the 9 members of the Board of Directors and representatives from 2/3 of all registered teams are required for quorum at the General Council Meetings.
g. Motions - Any member of the Board of Directors or the designated representative from any team may make a motion. Motions from committees must be made in writing.
h. Voting - Each registered team and each Board Member will have one vote on all matters. The Commissioner will hold the Tie Breaker vote. Secret ballets will only be allowed for election of officers, voting on removal of officers, or special circumstances where the General Council determines that the outcome of the vote may be influenced by an open vote. Unless otherwise stated in the Bylaws, motions require a plurality to be passed.
9.03 NAGAAA MEETINGS - The Commissioner shall attend both NAGAAA meetings (Winter and Summer) every year; or appoint an alternative delegate to attend. A second delegate will accompany Commissioner, if deemed necessary. The league will reimburse the commissioner and delegate for the cost of airfare and lodging while at the meeting, provided all reasonable efforts have been made to minimize the costs.
9.04 ASANA MEETINGS - The Women's Commissioner shall attend both ASANA meetings (Winter and Summer) every year; or appoint a delegate to attend. The league will reimburse the Women's Commissioner (or delegate) for the cost of airfare and lodging while at the meeting, provided all reasonable efforts have been made to minimize the costs.
9.05 All meeting conducted under 9.01 or 9.02 shall be governed by Robert's Rules of Order, latest edition, unless specifically identified elsewhere within the Constitution and Bylaws of this organization.

ARTICLE 10 - FISCAL YEAR
The fiscal year will begin on the first day of November and ends the last day of October on the following year.

ARTICLE 11 - RECORDKEEPING
11.01 FINANCIAL STATEMENTS
a. Bank Account Register - An accurate and up-to-date record of all bank accounts must be kept by the Treasurer. The Bank Account Register will be made available to any member of the Board of Directors in a timely fashion if so requested. The Treasurer must provide an updated copy of the Bank Account Register to the Secretary no later than the 10th day of the month for reconciliation with the Bank Statement.
b. Balance Statement - A Balance Sheet will be prepared by the Treasurer prior to any Board of Director or General Council Meeting.
c. Bank Statement - The monthly Bank Statement will be sent directly to the Secretary for comparison with the Bank Account Register created by the Treasurer. Copies of both statements will be forwarded onto the Commissioner and the Assistant Commissioner, with the original forwarded onto the Treasurer for filing.
d. Annual Income (Loss) Statement - A preliminary Annual Income (Loss) Statement will be prepared by the Treasurer for the Fall Meeting as part of the Treasurer's report. The final Income (Loss) Statement will be drafted after the fiscal year has ended and reported on at the Spring Meeting as part of the Treasurer's Report.
e. Annual Operating Budget - The Finance Committee will prepare the Annual Operating Budget for discussion and approval. The whole budget will be treated as a single motion when presented at the General Council meeting. A majority vote is required to carry the motion.
11.02 NEGATIVE BALANCE ACCOUNTS - At no point, can any account balance ever become negative. No motion can ever be approved to allow a negative balance. No member of the Board of Directors can issue a draft (check) or enter into a contract that will cause an account balance to become negative; regardless of anticipated future income. The Treasurer shall maintain accurate and timely financial records to ensure that Negative Balances do not accidentally occur.
11.03 AUDITS - The Ethics Committee shall perform a comprehensive audit of all financial records at the end of odd numbered fiscal years.
11.04 ADMINISTRATIVE STATEMENTS
a. Physical Asset Statement - The Secretary will maintain a list detailing the date purchased, current condition, and storage location of all physical assets of the organization.
b. Player Suspension / Ineligibility Statement - The Assistant Commissioner (Athletic Director) will maintain a list of players that have been suspended or are ineligible for membership; including dates and descriptions of infractions leading to the suspension or ineligibility.
11.05 POST OFFICE BOX - A Post Office Box will be used as the official mailing address for the Badgerland Softball League. This includes all mailing of financial statements, player registrations, team registrations, and any other documents that needs to be sent by mail. Both the Commissioner and the Secretary will be the key holders for the Post Office Box.

ARTICLE 12 - INDEMNIFICATION
Badgerland Softball League shall indemnify all of its officers and directors and prior officers and directors to the fullest extent now or thereafter permitted by the Wisconsin non-stat. corporation law. Every person who is or was a director or officer of Badgerland Softball League (together with their heirs and personal representatives or such person) shall be indemnified by the corporation against all loss, cost, damages and expenses (including reasonable attorney fees) asserted against, incurred by or imposed upon him/her in connection with or resulting from any claim, action, suit or proceeding, including criminal proceedings to which he/she is made or threatened to be made a party by reason of his/her being or having been such director or officer, except as to matters to which he/she shall be finally adjudged in such action, suit or proceeding to be liable for gross negligence or willful misconduct in the performance of his/her duty as such director or officer in relation to the manner involved. The foregoing rights of indemnification shall be in addition to all rights which officers, directors, or employees may be entitled as a matter of laws.

ARTICLE 13 - INSURANCE
As part of the normal operating expenses, Badgerland Softball League will maintain Board Insurance to protect the organization and current and past members of the Board of Directors from lawsuits that do not stem from gross negligence or willful misconduct while in office.

ARTICLE 14 - SPECIAL CORPORATE ACTS
14.01 CONTRACTS - Only members of the Board of Directors have the authority to sign contracts on behalf of Badgerland Softball League. (2) Members of the Board of Directors are required to sign contracts and all contracts signed must be reviewed at the next General Council Meeting.
14.02 CHECKS, DRAFTS, AND DEPOSITS - All withdrawals from the Badgerland Softball League financial account(s) will require the signature of (2) members of the Board of Directors. No member of the Board shall sign a check that is made out to him / her.
14.03 ACQUISTION, STORAGE, AND DISPOSAL OF ASSETS
a. Acquisition of Assets - If so charged by the General Council, the members of the Board of Directors can acquire assets for the league. In the acquisition process, the Board Members must attempt to secure the "Best Value" for the assets, without exceeding the approved amount.
b. Storage of Physical Assets - Members of the Board of Directors shall determine the best storage method for assets. Any funds required for storage must be approved by the general council.
c. Disposal of Assets - Should the General Council decide to liquidate any assets, the Board of Directors must attempt to secure a "Fair Market Value" for the asset.

14.04 DISSOLUTION - Upon dissolution of this organization, assets shall be liquidated, any outstanding liabilities shall be paid, and any remaining assets divided equally between AIDS Resource Center of Wisconsin (ARCW) Madison, GSA for Safe Schools, and Outreach, Inc. of Madison, provided that an organization listed in this section is exempt under section 501(c)(3) at the time of dissolution, notwithstanding the status of the other organizations listed in this section, except that should no organization in this section be exempt under section 501(c)(3) at the time dissolution, all remaining assets shall be distributed to the Common School Fund of the State of Wisconsin.

ARTICLE 15 - AMENDMENTS
Amendments to the Constitution and Bylaws of the Badgerland Softball League can be done by a 2/3 majority vote of a General Council Meeting. The vote to amend the Constitution or Bylaws cannot be done with a secret ballot.

ARTICLE 16 - BADGERLAND SOFTBALL LEAGUE NAGAAA MEMBERSHIP
16.01 NAGAAA MEMBERSHIP
a. Dues - Dues for membership in NAGAAA will be paid by Badgerland Softball League.
b. Voting Commissioner will have voting authority over delegate at NAGAAA meetings or an approved voting delegate will be appointed by the Commissioner in their absence.
c. GSWS Roster - Roster will be determined by ad hoc committee if needed and approved by the Commissioner and Assistant Commissioner.
d. NAGAAA Fines - NAGAAA fines to Badgerland Softball League will be paid by Badgerland Softball League, team fines will be paid by the penalized team.

ARTICLE 17 - BADGERLAND SOFTBALL LEAGUE ASANA MEMBERSHIP
17.01 ASANA MEMBERSHIP
a. Dues for members in ASANA will be paid by Badgerland Softball League
b. Voting - Women's Commissioner or an approved delegate will attend the ASANA meetings and will be the voting representative.
c. ASANA World Series Roster - Roster will be determined by ad hoc committee if needed and approved by the Commissioner and Women's Commissioner
d. ASANA - ASANA fines to Badgerland Softball League will be paid by Badgerland Softball League, team fines will be paid by the penalized team.

ARTICLE 18 - PLAYER FUNDRAISING POLICY
18.01 ELIGIBLE TEAMS - All travelling, league, and Badgerland Softball League affiliated teams will keep team account monies in the Badgerland Softball League checking account. Accounts can be established and used for a long term travelling team or an event specific team.
18.02 ACCOUNT USE - Badgerland Softball League will keep a sub account in the name of the player participating in the Badgerland Softball League. Any money raised during Badgerland Softball League fundraisers will be designated to the player's account. The player will be responsible for regulating the use and distribution of monies. The player will report to the Badgerland Softball League Board of Directors for all disbursement of monies. No reimbursements will be issued without a receipt. No player account money can be used for food or alcohol. Badgerland Softball League restricts use of monies to the
following categories:
a. Registration Fees
b. Team Jerseys and uniforms
c. Hotel Stipends
d. Transportation
e. Donation to Scholarship or or other organizational needs as designated by the Badgerland Board of Directors.
f. Equipment: Items that are used for softball may include: cleats, turf shoes, gloves, batting gloves, bats, balls, sliders, slide pads, bat bags, or other items submitted and approved by the Board of Directors
18.03 INACTIVE ACCOUNTS - If there is no activity on an individual account during the current fiscal year, the treasurer will use email and due diligence to notify the player 60 days prior to the end of the year, after which time, the funds will be re-disbursed to the scholarship fund.

18.04 FUNDS - All funds raised during Centerplate events Bratfest, Cow Auction, or other events designated by the Badgerland Softball Board of Directors, will be distributed equally to Badgerland Softball League and the volunteers to their individual player accounts or another account as designated in 18.02, based on hours worked at said event. All other events go entirely to individual player accounts, minus five percent (5%), which shall be returned to the Badgerland Softball League for organizational needs. 

Revised March 5, 2017



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