HOOSIER TOWNBALL ASSOCIATION LLC
ARTICLE 1 – NAME
organization shall be known as the Hoosier Townball Association LLC and
hereinafter referred to as the “Association.” The home office address shall be that of the LLC signatory identified as
the Registered Agent.
ARTICLE 2 – PURPOSE
The purpose of the Association shall be:
• To provide a framework for organized amateur baseball clubs to compete under a set of unified rules and regulations within the State of Indiana.
• To perpetuate annual tournaments to determine division, conference, league and/or state champions.
Points of emphasis include:
• Developing and maintaining opportunities for adult participants to play fast-pitch baseball in age-appropriate divisions.
• Promoting and assisting in the development of new Townball Clubs to increase opportunities for competition throughout the State of Indiana.
• Fostering competition and camaraderie between communities and promoting the spirit of fair play and good sportsmanship.
• Establishing links to the community through partnerships, volunteerism, action groups, etc.
ARTICLE 3 - MEMBERSHIP
Townball Clubs (teams) meeting the standard for membership set in the By-Laws shall be initially admitted to the Association at the discretion of the LLC signatories (“Members”) and may retain affiliation indefinitely provided said clubs are in good standing and comply with all applicable rules and regulations. All decisions on division and conference affiliation shall likewise lie solely with the Members.
ARTICLE 4 – LIABILITY
General liability insurance shall be obtained through formal affiliation with US Adult Baseball, the expense of which will be covered through the collection of annual Association registration fees. No officers or members of the Association or its divisions or conferences shall have any personal liability for Association obligations.
ARTICLE 5 – GOVERNMENT
Primary government of the Association and management of its affairs shall be vested in its Members. Members shall hold the permanent positions of Association President, Vice President and Treasurer and may rotate responsibilities among themselves as they deem necessary.
Members shall delegate, at their discretion, certain administrative and operational responsibilities to a Board of Directors consisting of the Members themselves, a Secretary, Division Directors, Conference Commissioners, Deputy Commissioners and Trustees who have previously held any of the positions heretofore defined. Each member of the Board serves at the pleasure of the Members.
Until and unless separate conferences exist, one Manager from each Club shall serve in the place of Conference Commissioners and Deputy Commissioners. Club Managers serving on the Board of Directors in this manner shall not be identified as Trustees as identified above and shall serve only so long as their Club is active in the Association with only one conference extant.
Each member of the Board of Directors is entitled to one vote on all matters under the Board’s consideration so long as he maintains good standing with the Association. The presiding Association President shall serve as tie-breaker in all even votes and may permit electronic or telephonic votes to be cast at his discretion.
Three members of the Board shall constitute a quorum at any called meeting. All business transacted by the Board of Directors shall bind the Association so long as it is sanctioned as a proper decision delegated to the Board by the Members.
The Members shall have the power to adjust matters at any time in the interest of preserving and safeguarding the Association.
ARTICLE 6 – MEETINGS
Robert’s Rules of Order shall govern the conduct of scheduled meetings.
Regular meetings shall be scheduled and the Board will be given timely notice to provide for maximum participation.
Impromptu meetings shall be called as needed to address pressing matters. Regular rules of order may be suspended by the presiding Association President at his discretion if deemed necessary to ensure the continued efficacy or reputation of the Association.
ARTICLE 7 – DURATION
The period of duration of this Limited Liability Company shall be perpetual.
ARTICLE 8 – AMENDMENTS
Amendments to the Association Constitution, By-Laws and Rules may be made at will by the Members, or may be proposed by the Board of Directors, provided a majority of Members adopt the amendment.
In cases of amendment, the Board will be notified within seven (7) calendar days, and Association documents will be updated and posted for public reference within fourteen (14) calendar days.
Amendments will be effective the date of public posting.
HOOSIER TOWNBALL ASSOCIATION LLC
ARTICLE 1 - MEMBERSHIP
ARTICLE 2 – DIVISIONS
ARTICLE 3 – CONFERENCES
ARTICLE 4 – BOARD OF DIRECTORS
ARTICLE 5 – DUTIES
President: The President shall preside over all meetings of the Association, appoint standing committees and all other committees deemed necessary for the operation of the Association and perform all such executive and administrative work as would naturally fall within the duties of this office.
Vice President: In the absence of the President at any meeting of the Association, the Vice-President shall exercise the powers and duties of the President.
Treasurer: It shall be the duty of the Treasurer to receive and keep accurate record of all moneys collected, with copies provided to the Secretary: to pay out same and to make an itemized report of all receipts and disbursements of this office.
Secretary: It shall be the duty of the Secretary to keep a true record of the minutes of each meeting of the Association and to have the same published. The Secretary shall also perform communication-related duties as defined by the Members.
Division Directors: Individuals shall represent the interests of their assigned age-specific leagues and provide oversight and direction as defined by the Members.
Conference Commissioners and Deputy Commissioners: Individuals shall represent the interests of their assigned conferences and associated Clubs, Managers and players, and to provide oversight and direction as defined by the Members.
Trustees: Trustees shall provide counsel on Association government and serve in ancillary support roles as defined by the Members.
ARTICLE 6 – CLUB MANAGERS
Each Club participating in the Association must identify a Club Manager (not necessarily the field manager) who shall serve as the primary point of contact for league organizers and coordinator of Club administrative activity.
Duties of the Manager include:
• Collecting and submitting to the Association all rosters, registration fees and required documents by the scheduled deadlines.
• Providing for the management of Club funds and any sponsor/donor relations.
• Coordinating with players for the procurement of uniforms and baseball equipment.
• Keeping book and reporting game results and player statistics to a designated point of contact or through an online system as required.
• Attending league meetings and serving on the Board of Directors as warranted (see Constitution Article 5).
• Disseminating Association information to players in a timely fashion.
• Meeting scheduled game times and avoiding forfeits.
• Deciding whether or not inclement weather or field conditions necessitate game delay or cancellation.
• Coordinating make-up games with the Association, opposing Clubs and umpires.
• Enforcing player conformance to Association and facility rules.
ARTICLE 7 – GAME SCHEDULES
ARTICLE 8 – COMPLAINTS, GRIEVANCES and PROTESTS, ETC.
All complaints, grievances or other issues relating to the administration or general government of the Association shall be directed to a Board of Directors representative. The complainant must file a written complaint/grievance and may request the opportunity to raise the issue at a stated meeting or to convene a special hearing. The Board shall endeavor to resolve issues to the complainant’s satisfaction, but may defer final adjudication to the Members. There are no further avenues of resolution within the Association.
If a Club Manager wishes to protest an official on-field ruling, he must:
• Inform the home plate umpire of his intent to protest the game before the next pitch is thrown.
• Make notification to the Conference Commissioner or Association President of his intent to protest within twenty-four (24) hours of the occurrence.
• Submit a written protest and a check for $50 to the Association Treasurer within three (3) days of the occurrence.
The Board will meet within seven (7) days of submission of the written protest to decide the matter. If the protest is upheld, the $50 protest fee will be refunded to the Manager and the Board will determine how best to resolve the issue. If deemed appropriate, the game under protest may be replayed from the point of infraction. Any protests found to be without merit will be rejected by the Board and the $50 protest fee shall be deposited into Association funds.
Players or Managers serving on the Board of Directors must recuse themselves from voting on matters relating to complaints, grievances or protests in which they or their Clubs are involved. Members in like situations should also recuse themselves, but may intervene in extraordinary circumstances to preserve the integrity and reputation of the Association.
ARTICLE 9 – FUNDS
Club registration fees shall be deposited into an Association account and primarily dispersed for the purpose of maintaining Association activities.
The Association Treasurer shall keep a full accounting of all debits and credits.
Only the Members may obligate funds for non-standard activities and may draw disbursements with the concurrence of all other LLC signatories.