ARTICLE I.

Name and Object

Section 1 – Name. The name of the organization shall be Mountaineer Baseball Association, Inc.

Section 2 – Object. It shall be the object of the Mountaineer Baseball Association, Inc. to foster, promote, and advance the cause of youth baseball within the jurisdiction of the organization by overseeing and organizing youth baseball. It shall be the policy of the Mountaineer Baseball Association, Inc. to conduct its activities using the standard of the physical and moral welfare of young people for whose benefit it is organized. This principle shall be paramount. All matters of policy shall be determined on that basis.

Section 3 – Makeup. The Mountaineer Baseball Association, Inc. shall be a volunteer, nonprofit, recreational and educational organization.

ARTICLE II.

Administration

The affairs of the Mountaineer Baseball Association, Inc. shall be administered by a Board of Directors.

ARTICLE III.

Board of Directors

Section 1 – Duties. The management of the affairs and business of the organization shall be vested in and controlled by the Board of Directors.

Section 2 – Number of Directors . The Board of Directors shall consist of one representative from each baseball organization joined with and comprising the Mountaineer Baseball Association, Inc. league. The following organizations are authorized to designate one of their members to serve on the Mountaineer Baseball Association, Inc. Board of Directors: Bethlehem, Benwood (includes McMechen territory as of Feb. 2020), Cameron, Dallas Pike, East Wheeling, Elm Grove, Fulton/Woodsdale, M&M, Pike, South Wheeling, Warwood, and Wheeling Island.

Section 3 – Election and Term of Directors. Each of the foregoing members ‘ organizations shall have the right to appoint a member to the Board of Directors of the Mountaineer Baseball Association, Inc. The appointment shall occur at the annual meeting of the Mountaineer Baseball Association, Inc. The director so appointed by the members ‘ organization shall thereafter serve a term of one year or until he/she resigns. Directors may serve consecutive terms. A member organization shall designate in writing at the time of the annual meeting a member and/or members of the respective organizations who shall have the right to vote by proxy the vote of their designated representative on the Board of Directors in the event that the director is unable or fails to attend a business meeting of the Board of Directors of the Mountaineer Baseball Association, Inc. A director or his proxy must be present at the meeting where the vote is had in order to register a vote.

Section 4 – Quorum. Sixty percent (60%) of the members of the Board of Directors shall constitute a quorum at any meeting of the Board.

ARTICLE IV.

Officers

Section 1. Officers of the organization shall be a president, one or more vice presidents, a treasurer, a secretary, and such other officers as the Board of Directors may designate. These officers shall be elected by the Board of Directors. All shall serve for no more than one year and/or until the next annual meeting, whichever is less. Officers may be elected to succeed themselves.

Section 2. The Board of Directors shall have power at any time to fill vacancies among the officers. The officers so elected to fill such vacancies shall serve until the next annual meeting of the members.

Section 3. The officers of the organization shall designate the division commissioners that they deem worthy to serve in that capacity. An elected officer may also be a commissioner.

Section 4. Any officer/division commissioner may be removed for any reason by 2/3 vote of the Board of Directors.

Section 5 – Duties of Officers. President – The President shall preside at all meetings of the membership of the organization and of the Board of Directors; shall have general charge of the affairs of the organization, subject to the authority of the Board of Directors. Vice-President – The Vice-President shall have such powers as may be specifically assigned by the President/Board of Directors and shall act as President in the absence of the President. Secretary – The Secretary shall keep and maintain minutes of all meetings of the Board of Directors and the membership and shall perform whatever duties specifically assigned by the President/Board of Directors. The Secretary shall keep full and accurate records of the proceedings of the organization, keep a log of present members at meetings, and read all correspondence and respond to it as required. Treasurer – The Treasurer shall receive all monies of the organization and have custody thereof; shall deposit the funds of the organization in one or more banks selected by the Board of Directors, to be disbursed in accordance with the directions of, and upon the signatures of, persons designated by the Board of Directors; shall keep a full account of all monies received and paid out and shall make such reports thereof to the President and to the Board of Directors as they may require. The Treasurer shall perform whatever duties specifically assigned by the President/Board of Directors. Division Commissioners – The Division Commissioners shall perform such duties and have such powers as may be assigned to them by the President/Board of Directors. The Division Commissioners shall report to the President.

ARTICLE V.

Amendments

This constitution/bylaws may be amended upon a majority vote of the Board of Directors present at any regular or special meeting of the organization provided a copy of the proposed amendment is sent to the members of the organization by mailing a copy thereof to the President of each member organization at least ten days before the date of the meeting at which the proposed amendment is to be acted upon.

ARTICLE VI.

Rules of the Organization

The Board of Directors shall prescribe such rules and regulations as it sees fit governing teams and rosters, player eligibility, boundaries, protested games, makeup scheduling, division champions, tournament team selection, conduct, playing rules, and any other matter for which it deems it necessary to establish a rule or regulate in order to accomplish the goals and objects of the Mountaineer Baseball Association, Inc.

ARTICLE VII.

Meetings

Section 1. An annual meeting of the members of the organization for the constitution of the Board of Directors and the transaction of business as properly may come before it, shall be held on the second Sunday in January, at such place and time as shall be set each year by the Board of Directors.

Section 2. In addition to an annual meeting of the Board of Directors, there shall be any meetings that the President and/or the Board of Directors shall call and/or designate for the transaction of business as may properly come before it. Notice of additional meetings shall be provided to each member organization by the Secretary either orally and/or in writing. The Secretary shall be responsible for documenting the method utilized.