CONSTITUTION - BY-LAWS OF DISTRICT NO. LITTLE LEAGUE BASEBALL® INCORPORATED - ARTICLE I PURPOSES

Sep 4, 2026

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By-laws for the Little League Baseball Incorporated district establish the organization’s governing framework and member administration. The document defines charitable purposes under the relevant nonprofit corporation law and details how districts qualify as members. It sets rules for membership assessments, meetings, annual meeting procedures, director selection, special meeting calls, notice timelines, quorum requirements, adjournments, and voting and proxy actions. It also specifies organizational roles at member meetings and director terms.

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Pages7

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ARTICLE I PURPOSES

1.01. General Purposes

ARTICLE II MEMBERS

2.01. Qualifications

2.02. Membership Assessments

2.03. Membership Meetings

2.04. Annual Meeting

2.05. Selection

2.06. Special Meetings

2.07. Quorum and Adjournment

2.08. Action by Members

2.09. Organization

ARTICLE III BOARD OF DIRECTORS

3.01. Term of Office of Directors

CONSTITUTION/BY-LAWS OF DISTRICT NO. LITTLE LEAGUE BASEBALL® INCORPORATED ARTICLE I PURPOSES 1.01. General Purposes. A is incorporated under the Nonprofit Corporation Law of the State of (the “ACT”) . B. This Corporation is organized exclusively for charitable purposes and specifically to administer, guide, educate, support and promote the policies, rules, regulations and guidelines of Little League Baseball, Incorporated and, for such purposes, to make distributions to organizations chartered by Little League Baseball, Incorporated and that qualify as exempt organizations under Section 501(c)(3) and 501(a) of the Internal Revenue Code or the corresponding section of any future federal tax code. ARTICLE II MEMBERS 2.01. Qualifications. Each duly chartered Little League in the Corporation's district (as defined by Little League Baseball, Incorporated) shall be a Member of the Corporation. Only such Little Leagues shall be Members. 2.02. Membership Assessments. Members shall be subject to assessments from time to time, as determined by the Board of Directors. 2.03. Membership Meetings. All meetings ofthe Members shall be held at the registered office of the Corporation unless another place is designated by the Board of Directors in the notice of the meeting. 2.04. Annual Meeting. The Annual Meeting of the Members shall be established based upon each Local League ’s organizational schedule. Once established it must remain the same each year but may be modified by amendment. The Corporation shall advise Little League Baseball, Incorporated of the date set for Annual Meeting. If the Annual Meetingshall not have been called and held within four (4) weeks after the designated time, any Member may call the meeting at any time thereafter. Each Director selected by a Member shall be installed at the Annual Meeting. Voting for all matters other than selection of Directors shall be on the basis of one vote per Member. Members not present in person may vote by proxy on any matter. 2.05. Selection. Each Member, prior to the Annual Meeting of the Directors shall designate an individual who shall serve as a director of the Corporation for the fiscal year of the Corporation next commencing. The exact number of directors shall be determined by the number of Members from time to time. 2.06. Special Meetings. A. Call of Special Meetings. Special Meetings ofthe Members may be called at any time: (1) By the Board of Directors; or (2) Unless otherwise provided in the Articles, by Members entitled to cast at least 20% of the votes of all Members. B. Fixing of Time for Meeting. At any time, upon written request of any person who has duly called a special meeting, itshall be the duty of the Secretary to fix the time of the meeting which shall be held not more than sixty (60) days after the receipt of the request. If the Secretary neglects or refuses to fix the time of the meeting, the person or persons calling the meeting may do so. 2.07. Quorum and Adjournment. A. General Rule. A meeting of Members of the Corporation duly called shall not be organized for the transaction of business unless a quorum is present. The presence of Members entitled to cast at least a majority of the votes that all Members are entitled to cast on a particular matter to be acted upon at the meeting shall constitute a quorum for the purposes of consideration and action on the matter. B. Withdrawal ofa Quorum. The Members present at a duly organized meeting can continue to do business until adjournment notwithstanding the withdrawal of enough Members to leave less than a quorum. C. Adjournment for Lack of Quorum. Ifa meeting cannot be organized because a quorum has not attended, those present may, except as provided in the Act, adjourn the meeting to such time and place as they may determine. D. Adjournments Generally. Any regular or special meeting may be adjourned for such period as the Members present and entitled to vote

FAQs

What are the general purposes of the corporation under these by-laws?

The corporation is organized exclusively for charitable purposes and to administer, guide, educate, support, and promote Little League Baseball, Incorporated policies and guidelines, including making qualifying exempt charitable distributions.

How does a district qualify to become a member of the corporation?

Each duly chartered Little League in the corporation’s district, as defined by Little League Baseball, Incorporated, is a member, and only such Little Leagues may be members.

What quorum requirements govern member meetings?

A meeting cannot transact business unless a quorum is present, defined by the presence of members entitled to cast at least a majority of votes on the matter. If no quorum attends, those present may adjourn, and attendance at an adjourned meeting may constitute a quorum if the notice states so.

Sep 4, 2026

Upload by Levi