League Bylaws

Once adopted by the Board of Directors, these Bylaws supersede and replace the Constitution and By-Laws approved August 12, 2023, and all prior versions.

Article I: Name, Purpose and Status

Section 1.1 Name. The name of this corporation is Pacific Grove Pony Baseball Inc., doing business as Pacific Grove PONY Baseball and Softball, referred to in these Bylaws as "PG PONY" or the "League."

Section 1.2 Principal Office. The League's mailing address is P.O. Box 317, Pacific Grove, CA 93950. The Board may change the address by resolution.

Section 1.3 Purpose. The League exists to teach the youth of the community good sportsmanship, honesty, loyalty and courage through baseball and softball, so they grow into healthy, trustworthy adults. The League lives by the PONY motto: "Protect Our Nation's Youth."

Section 1.4 How the Purpose Is Achieved. The League provides supervised baseball and softball instruction, practices and games, both competitive and non-competitive. Every manager, coach, umpire, board member and volunteer shall remember that winning is secondary to developing young people.

Section 1.5 Nonprofit Status. The League is a California nonprofit public benefit corporation organized for charitable purposes. It shall not engage in any activity not permitted to an organization exempt under Section 501(c)(3) of the Internal Revenue Code. It holds all powers granted to nonprofit corporations under California law that serve these purposes.

Section 1.6 Nonpartisan Activities. The League is nonpartisan. No substantial part of its activities shall consist of attempting to influence legislation. The League shall not participate in any political campaign for or against any candidate for public office.

Section 1.7 PONY Affiliation. The League operates as a chartered local league of PONY Baseball and Softball and follows PONY rules, except where these Bylaws or Board-approved local rules lawfully differ.

Article II: Members and Participants

Section 2.1 No Statutory Members. The League has no members within the meaning of California Corporations Code Section 5056. Any action that would otherwise require approval of members requires only approval of the Board of Directors.

Section 2.2 Player Participants. Any child who meets the age and residence requirements in the League's Rules and Regulations may register to play. Age waivers are granted only for children with disabilities, as provided by the Americans with Disabilities Act. Players who do not meet current PG PONY boundary guidelines, as set by PONY Baseball and Softball, are not eligible for All-Star teams.

Section 2.3 Fees and Scholarships. Registration fees are set by the Board each year. No child shall be turned away for inability to pay; the President handles scholarship requests confidentially.

Section 2.4 Volunteers and Honorary Associates. Parents, guardians and community members participate as volunteers. The Board may invite any person with an active interest in the League to serve as a non-voting honorary associate.

Section 2.5 Suspension. The Board, by a two-thirds vote at a duly called meeting, may suspend any participant, volunteer, manager or coach whose conduct is detrimental to the League.

Section 2.6 Player Misconduct. When the President receives evidence of player misconduct, the President shall notify the player's manager and parents or guardians within 24 hours. The President shall convene a review panel of three voting Directors, including the Baseball or Softball Director for that player's sport. The manager shall appear with the player, and the parents or guardians shall be invited to attend. The panel's decision may be appealed to the Executive Board, which may change or overturn it only by a two-thirds vote.

Article III: Board of Directors

Section 3.1 Authority. The League is governed by its Board, led by the President. All League policy is decided by the Board under these Bylaws.

Section 3.2 Composition. The Board consists of the Executive Board, the General Board and the Past President. Only Executive Board members are Directors with a vote.

Section 3.3 Adding or Removing Seats. The Board may add, combine or eliminate General Board seats, or division representative seats when divisions change, by majority vote. Adding, combining or eliminating an Executive Board seat requires an amendment under Article IX. The Board Roles page described in Article V shall be updated for any new or changed seat.

Section 3.4 General Board Participation. General Board members attend meetings, report on their areas, make motions and take part in discussion. They do not vote. The Executive Board shall consider the General Board's recommendations before voting on matters within a General Board member's area.

Section 3.5 Eligibility and Nominations. Any adult who supports the League's purpose may be nominated to the Board, including community members who do not have a child in the League. Nominees may nominate themselves. Each nominee must complete the background check and training in Section 3.14 before taking office.

Section 3.6 Annual Election. The Board is elected at the annual meeting each August. Each seat is elected for a one-year term by majority vote of the voting Directors present, with a quorum. Members serve until their successors take office and may be re-elected without limit, except as Article IV provides for the Executive Track. If the annual election is not held, it may be held at any regular or special meeting called for that purpose.

Section 3.7 Appointment of General Board Seats. General Board seats not filled at the annual meeting may be filled at any later meeting by majority vote. A General Board member reports to the Executive Board member named in Article V.

Section 3.8 Holding More Than One Seat. One person may hold more than one seat at the same time when no conflict of interest results. The President may not also serve as Treasurer or Secretary. A person holding two Executive Board seats has one vote. Recommended combinations for volunteer shortages appear in Section 5.4.

Section 3.9 Succession Pipeline. The Board shall prioritize filling General Board seats that prepare volunteers for Executive Board roles, such as the Operations and Programs Managers. Every outgoing board member shall hand off records, files and account access to their successor within 30 days of leaving the seat.

Section 3.10 Resignation. A board member may resign by written notice, including email, to the President or Secretary. The resignation takes effect on receipt unless the notice names a later date.

Section 3.11 Vacancies. A vacancy exists on death, incapacity, resignation or removal, or when a seat is not filled at the annual meeting. The voting Directors may fill a vacancy by majority vote, even if fewer than a quorum remain. The person elected serves until the next annual meeting. Until a vacancy is filled, its duties pass as stated in Article V.

Section 3.12 Removal. The Board may remove any board member for cause by a two-thirds vote of the voting Directors present, with a quorum. A board member is removed automatically if declared of unsound mind by court order or convicted of a felony. A board member, manager or coach under felony indictment shall take a voluntary leave of absence, or be placed on leave by the Executive Board, until the matter is resolved.

Section 3.13 Attendance. A voting Director with three unexcused absences from regular meetings in one term loses their vote for the rest of that term. An absence is excused by notifying the President or Secretary before the meeting.

Section 3.14 Background Checks and Training. Every board member, manager and coach shall complete a background check and the safety training PONY and California law require, before field access each year. The Board may remove any manager or coach who violates League policy.

Section 3.15 Compensation. Board members serve without pay. The League may reimburse reasonable expenses approved under Article VII.

Article IV: The Executive Track

Section 4.1 Purpose. The Executive Track gives the League leadership continuity and prevents burnout. A person elected Vice President is expected to serve one year as Vice President, then one year as President, then one year as Past President.

Section 4.2 One-Year Terms. Each Executive Track role is a one-year term running from one annual August meeting to the next. Nothing in this Article makes the three-year path mandatory for the person or binding on the Board.

Section 4.3 August Rotation. At each annual meeting, the Board votes on the Executive Track in this order:

• President. The sitting Vice President is the presumptive nominee for President. Other nominations are allowed.
• Vice President. Nominations are open. Preference goes to candidates willing to follow the three-year track.
• Past President. The outgoing President may take the Past President seat if willing. The Board confirms by majority vote.

Section 4.4 Renewal in Current Role. At each annual meeting, instead of rotating, the Board may vote to renew the sitting President or Vice President in their current role for another one-year term. Renewal requires the person's consent and a majority vote of the voting Directors present. There is no limit on consecutive renewals.

Section 4.5 Effect of a Renewal. If the President is renewed, the sitting Vice President may also be renewed, or may move to another seat. If the Vice President is renewed, the President seat is filled by open nomination or by renewing the sitting President.

Section 4.6 Past President Not Required. The Past President seat is optional, non-voting and advisory. It may stay vacant, and a vacancy has no effect on quorum or Board action. If the outgoing President declines the seat, the Board may invite any former President to fill it.

Section 4.7 Leaving the Track Early. If the President's seat becomes vacant mid-term, the Vice President becomes President for the rest of the term, and the Board fills the Vice President seat under Section 3.11. A person who leaves the track mid-term may be elected to any seat later.

Article V: Board Roles

Each seat is summarized below. Detailed duties, key dates and contacts for every seat are kept on the Board Roles page of pgpony.org. The Board may update that page by majority vote without amending these Bylaws. If the page conflicts with these Bylaws, these Bylaws control. Every board member attends monthly meetings, reports on their area, and hands off records and access at the end of their term.

Section 5.1 Executive Board

These twelve seats make up the Executive Board, the League's voting Directors.

A. Executive Track

• President. Leads the Board, presides over all meetings, and is the League's primary representative to PONY, the City of Pacific Grove, PGUSD and the public. Approves scholarships confidentially, is the final decision-maker in disputes, and steps in wherever a role is vacant.
• Vice President. Runs the League's community events and seasonal logistics, including Opening Day, Photo Day and sign-ups, and co-leads the annual budget with the Treasurer. Presides when the President is absent.

The optional Past President (Article IV) advises the Executive Track but is not an Executive Board seat and does not vote.

B. Administrative Core

• Secretary. Keeps the League's official record: agendas, minutes, Bylaws, policies and board rosters. Gives required notices and tracks background check compliance.
• Treasurer. Manages the League's money: pays bills, keeps the books, reports to the Board monthly, and files tax returns. Confirms that every purchase over $2,000 has at least two bids and a purchase order, and approves it, under Section 7.4.

C. Sports Operations

• Baseball Director. Runs the baseball program year-round, including fields and permits, manager selection, evaluations, drafts and intercity play. Leads the Baseball Board.
• Softball Director. Runs the softball program year-round, including manager selection, evaluations, drafts, All-Stars and representation at Central Coast Softball. Leads the Softball Board.
• Shetland Director. Runs the Shetland (T-ball) division, from recruiting managers and forming teams to the end-of-season celebration. Reports to the Baseball Director.

D. League Operations

• Field Director. Keeps League fields safe and ready to play, leads field planning and improvements, and manages field keys and locks. Leads the Field Assistants.
• Technology Director. Runs registration, League email and accounts, shared files and the website platform, and protects family data. Leads the Webmaster.
• Communications Director. Sends League-wide announcements under Section 8.4 and keeps League materials on brand. Leads the Social Media Manager.
• Sponsorship Director. Recruits and renews local business sponsors, assigns them to teams, and keeps sponsor records with the Treasurer.
• Concessions Director. Runs the snack bar as a League fundraiser, including menu, volunteers, health compliance and monthly sales reporting. Leads the Concessions Assistant Manager.

Section 5.2 General Board

General Board members do not vote. Each reports to the seat named below.

A. Sports Operations

• Baseball and Softball Operations Managers. Build practice and game schedules, handle rainouts, schedule umpires, and order and distribute uniforms for their sport. Report to the Baseball or Softball Director.
• Baseball and Softball Programs Managers. Organize player evaluations, drafts and the All-Star program, and keep supplemental rules current. Report to the Baseball or Softball Director.
• Fall Baseball Manager. Plans and runs the fall baseball season, from registration and budget to wrap-up. Reports to the Baseball Director.
• Equipment Managers (Baseball and Softball). Inventory, buy, distribute and collect team equipment and keep the sheds organized. Report to the Baseball or Softball Director.
• Coach and Player Development (up to 2). Run coach clinics and player skill clinics and help design fair evaluations. Report to the Baseball and Softball Directors.
• Division Representatives (one per division). Serve as the link between the Board and the managers and families in their division. Report to the Baseball Director (Pinto, Mustang, Bronco, Pony) or Softball Director (Sof-T-Ball, Pre-Rookies, Rookies, Minors, Majors).

B. League Operations

• Field Assistants (2). Prep, walk and make small repairs to fields through the season. Report to the Field Director.
• Webmaster. Keeps pgpony.org current, including minutes, meeting notices, field status and board contacts. Reports to the Technology Director.
• Social Media Manager. Runs the League's social accounts under the League's photo and brand rules. Reports to the Communications Director.
• Concessions Assistant Manager. Opens and closes the snack bar, manages stock and supplies, and fills in for the Concessions Director. Reports to the Concessions Director.
• Utility Player. Fills in wherever the League needs help, as the President assigns. Reports to the President.

Section 5.3 Vacant Seats

Until a seat is filled, a vacant General Board seat's duties pass to the seat it reports to. A vacant Executive Board seat's duties are assigned by the President, and the President's pass to the Vice President.

Section 5.4 Combining Roles During Volunteer Shortages

When volunteers are short, the Board may combine seats under Section 3.8 by majority vote. These are the recommended combinations:

Article VI: Meetings, Quorum and Voting

Section 6.1 Annual Meeting. The annual meeting is held each August, after the season ends, to hear reports and elect the Board. New board members take office at the close of the annual meeting.

Section 6.2 Regular Meetings. The General Board meets monthly, most commonly on the second Tuesday. The Board may move a meeting to another day for board availability, a holiday or another reason. Meeting dates are set by the Board and posted at pgpony.org. Regular meetings are open to the public, with time for public comment.

Section 6.3 Special Meetings. The President, or any three voting Directors, may call a special meeting. Only business stated in the notice may be acted on.

Section 6.4 Executive Sessions. The Executive Board may meet in closed session as needed for personnel, discipline, scholarships, legal matters and other confidential business. The Secretary shall keep minutes of any vote taken. Changes to League policy, the budget and these Bylaws shall be voted on at a regular, annual or special meeting.

Section 6.5 Notice. All meetings are noticed by posting the date, time and location or virtual link on pgpony.org. For any meeting other than a regularly scheduled one, the posting shall go up at least 48 hours ahead, and the Secretary shall also email it to each voting Director, as California law requires for special meetings. A Director may waive notice in writing, and attending without objection waives notice.

Section 6.6 Remote Participation. Board members may attend by video or phone as long as all participants can communicate with each other at the same time. Remote attendees count toward quorum and may vote.

Section 6.7 Quorum. Five voting Directors constitute a quorum. If a quorum is lost during a meeting, no further votes may be taken except to adjourn.

Section 6.8 Voting. Each voting Director has one vote. A motion passes by majority of the voting Directors present at a meeting with a quorum, unless these Bylaws or the law require more. There is no proxy voting. Any election must be by secret ballot if a voting Director asks before voting begins. In a tied election, a runoff is held between the tied candidates.

Section 6.9 Action by Email or Written Consent. The Board may act without a meeting if every voting Director consents in writing, including by email, as permitted by California Corporations Code Section 5211(b). The Secretary shall file the consents with the minutes. When unanimous consent is not possible, the President shall call a special meeting, which may be held by video.

Section 6.10 Adjournment. The presiding officer may adjourn a meeting by declaring it adjourned, without a motion.

Section 6.11 Rules of Order. Robert's Rules of Order govern meetings where they do not conflict with these Bylaws. Each public speaker has three minutes unless the presiding officer allows more.

Article VII: Finances, Records and Insurance

Section 7.1 Common Treasury. The Board decides all financial matters. All income goes into the League's common treasury and is spent so that no team or player gains an advantage in equipment or training.

Section 7.2 No Team Fundraising. During the regular season, no individual or team may solicit or accept money for its own use. Sponsorships and donations are solicited for the common treasury.

Section 7.3 All-Star and Fall Ball Teams. All-Star and Fall Ball teams may seek sponsorships and donations to offset their costs once the Board acknowledges them.

Section 7.4 Purchasing. Any purchase over $2,000 requires at least two bids and a purchase order submitted through the Treasurer, and approval from the Treasurer and one other Executive Board member. Approval may be given by email. The bids, purchase order and approval shall be kept with the Treasurer's records.

Section 7.5 Budget. The Treasurer, President and Vice President propose the annual budget at the November meeting, and the Board adopts it by the December meeting.

Section 7.6 Bank Accounts. The President, Vice President and Treasurer are the authorized signers on League accounts. The Concessions Director is also a signer on the concessions account. The Treasurer executes payments within the adopted budget. Signers are updated after each annual election.

Section 7.7 Fiscal Year. The fiscal year is set by Board resolution.

Section 7.8 Records. The League keeps accurate books and records under generally accepted accounting principles, stored where the Board directs and in League-owned accounts. Every Director may inspect and copy League books, records and documents at any reasonable time, as California law provides. The Treasurer provides the Board an annual financial report after the close of each fiscal year.

Section 7.9 Contracts. Only the President, or another board member the Board authorizes for a specific matter, may sign contracts or bind the League. No one may pledge the League's credit without Board authorization.

Section 7.10 Insurance. The League carries general liability insurance of at least $1,000,000 per occurrence, and directors and officers coverage or bonding for board members, managers, coaches and volunteers, from sources the Executive Board selects.

Article VIII: Conduct, Conflicts and Indemnification

Section 8.1 Rules and Regulations. The Board adopts the League's Rules and Regulations, including baseball and softball supplemental rules, at least one month before the first scheduled game or by the December meeting. If no changes are adopted, the prior rules remain in effect. Board decisions passed by majority vote take precedence over the Rules and Regulations and shall be recorded in the minutes and posted as needed.

Section 8.2 Child Safety and Zero Tolerance. The League's Child Safety Policy and Zero Tolerance Policy are attached as Addenda A and B. Every board member, manager and coach shall follow them.

Section 8.3 Conflicts of Interest. A board member with a personal financial interest in any League decision shall disclose it and shall not vote on it. No board member may profit from business with the League unless it is awarded after at least three bids and approved by a majority of the Directors then in office, not counting the interested Director, as California Corporations Code Section 5233 requires.

Section 8.4 League-Wide Communications. Only Executive Board members may send League-wide emails, flyers or notices. They are sent by the Communications Director, unless the Communications Director is unavailable or the message is urgent, in which case another Executive Board member may send it.

Section 8.5 Official Uniforms. The League issues each player's uniform. During warm-ups and games, players on the field shall wear only the official League-issued uniform, along with required safety equipment. Cold-weather layers may be worn under the jersey. Teams may not buy or wear their own sweatshirts, jackets, jerseys, hats or other matching apparel on the field, whether paid for by families, managers or sponsors. Managers are responsible for their team's compliance, and Division Representatives and the Baseball and Softball Directors enforce this rule. The Board may approve League-wide exceptions, such as All-Star or Fall Ball apparel, by majority vote.

Section 8.6 Indemnification. To the fullest extent allowed by California Corporations Code Section 5238, the League shall indemnify any current or former board member, and may indemnify any agent, against expenses, judgments, fines and settlements reasonably incurred in a proceeding arising from their service to the League. The League may advance defense costs if the person agrees in writing to repay them if found not entitled. The League shall not indemnify for intentional misconduct, knowing violations of law, improper personal benefit, amounts already paid by insurance, or a proceeding the person started without Board authorization. Any settlement paid by the League requires its written approval.

Section 8.7 Effect of Changes. Any repeal or change of Section 8.6 does not reduce indemnification rights for acts that occurred before the change.

Article IX: Amendments, Transition and Dissolution

Section 9.1 Amendments. These Bylaws may be amended or repealed by a two-thirds vote of the voting Directors present at a meeting with a quorum. The Secretary shall email the proposed change to every board member at least 15 days before the vote.

Section 9.2 Spring 2026 Transitional Divisional Advancement Policy. This one-time policy, adopted before these Bylaws, remains in effect as follows:

• Scope. It applies only to players registered and rostered in the Pinto, Mustang or Bronco divisions during Spring 2026. Spring 2026 Shetland players and players who join after Spring 2026 are not eligible. It sets no precedent for other seasons or cohorts.
• Two-Year Residency. Notwithstanding the April 30 PONY age cutoff, an eligible player may request to advance to the next division (Pinto to Mustang, Mustang to Bronco, or Bronco to Pony) after completing two full seasons in their current division.
• Continuity. A player advanced under this policy is aligned with that cohort and may advance with it through the Pony division, provided the player continues to meet the two-year residency requirement.
• Guardrails. Advancement requires the player to take part in the higher division's evaluation and receive safety and skill clearance from the Baseball Director and Baseball Programs Manager. Placement depends on roster space, with priority to players who meet the standard PONY age cutoff.

Section 9.3 Committees Eliminated. All standing committees named in prior bylaws are dissolved. Their work is assigned to the seats in Article V. The Board may form a temporary working group for a specific task by majority vote; it dissolves when the task is done.

Section 9.4 Dedication of Assets. The League's property is irrevocably dedicated to charitable purposes. No part of its net earnings or assets shall benefit any private person, board member or officer. On dissolution, remaining assets go to a nonprofit organized for charitable purposes and exempt under Section 501(c)(3) of the Internal Revenue Code.

Section 9.5 Construction. Unless the context requires otherwise, the California Nonprofit Public Benefit Corporation Law governs how these Bylaws are read. If any provision is held invalid, the rest remain in effect.

Section 9.6 Addenda. These policies are attached to and adopted with these Bylaws, and may be amended by majority vote of the Board:

• Addendum A: Child Safety Policy and Background Checks
• Addendum B: Zero Tolerance Policy