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Governance

Articles & Bylaws

The Articles & Bylaws of Little League Baseball Alberta — approved at the January 24, 2026 Annual General Meeting.

Originally incorporatedApril 2, 1979
Attached Articles & Bylaws approvedJanuary 24, 2026

Objectives of the Association

The following are the objects of the Association and shall also serve as the “Statement of Purpose” that were approved by the membership of Little League Baseball Alberta on January 30, 1999.

  • 1. Little League Baseball Alberta is a youth program providing equal opportunities through dedicated volunteers, to promote, supervise and assist in the delivery of Little League programs.
  • 2. To help and voluntarily assist youth in Alberta in developing the qualities of citizenship and sportsmanship.
  • 3. Using the disciplines of the game itself, to teach spirit and competitive will to win, physical fitness, through individual sacrifice, the values of team play and wholesome well-being through healthful and social association with other youngsters under proper leadership.
  • 4. To promote and assist in the development of Little League programs in all areas of the Province where interest is expressed in the organization of new Little Leagues.
  • 5. To provide administrative assistance to the local Little Leagues and to the District Associations.
  • 6. To co-ordinate leadership training on a Province-wide basis and provide leadership training assistance to the local Little Leagues and District Associations.
  • 7. To further the foregoing objects through affiliation with, and maintenance of, such affiliation with Little League Baseball Canada, a body politic incorporated under the laws of the Government of Canada.
  • 8. To develop and support concepts, programs and province-wide organizations that are beneficial to the Little League program in Alberta.
  • 9. To participate fully and constructively in all the activities of the Alberta Amateur Baseball Council or such other organization as may from time to time be set in place to facilitate government funding recognition.

Association Articles & By-Laws

The following are the current articles and bylaws of the Association approved by the Membership on January 24, 2026.

Article 1 – Name & Preamble

The Association shall carry on business under the name “Little League Alberta” also known as the “Alberta Division of Little League Baseball Canada”.

Little League Baseball Alberta is a Society registered under the Laws of the Province of Alberta. The address of the Association will be that of the office of the Association or such other address as from time to time may be approved by the Board of Directors.

The operations of the Association are to be chiefly carried out in the Province of Alberta. Such operations will be carried out in a minimum of three zones as defined by the Ministry of Community Development within the Province of Alberta.

Article 2 – Defining & Interpreting the Bylaws

1. The following rules of interpretation must be applied in interpreting these By-laws:

  • a. Singular and Plural: words indicating the singular number also include the plural and vice-versa.
  • b. Corporations: words indicating persons also include corporations.
  • c. Headings are for convenience only. They do not affect the interpretation of these Bylaw
  • d. Liberal Interpretation: these Bylaws must be interpreted broadly and generously.

2. In these By-laws, the following terms shall have the following respective meanings:

  • a. “Board” shall mean the Board of Directors of the Society.
  • b. “By-laws” shall mean the By-laws of the Society as amended from time to time.
  • c. A “District Association” shall mean a functioning District as per Little League Canada which has a duly elected or appointed District Administrator or Acting District Administrator acting on behalf of the league(s) within that District.
  • d. “Director” shall mean a person who is, or is admitted as, a Director appointed to, and continuing to hold office on the Board in accordance with the provisions of these By-laws.
  • e. “Executive Officer” shall mean a person who is a Chairperson, Vice-Chairperson, Treasurer, or Secretary as elected/appointed by the Board of Directors of the Society.
  • f. “Agent” shall mean one who acts as a representative of the Society.
  • g. “Membership” shall mean the members of the Association, from time to time, as a whole.
  • h. “Resolution” shall mean a decision taken by the Board of the Society and passed by a majority vote of all Directors present entitled to vote.
  • i. “Society” shall mean the “LITTLE LEAGUE BASEBALL ALBERTA” incorporated under the Societies Act.
  • j. “Special Resolution” shall mean:
    • i. A resolution passed at a General Meeting of which not less than twenty one (21) days’ notice specifying the intention to propose the resolution has been duty given, and by the vote of not less than seventy-five percent (75%) of all Members who, if entitled to do so, vote in person.
    • ii. A resolution proposed and passed as a Special Resolution at a General Meeting of which less than twenty-one (21) days’ notice has been given, if all the Members entitled to attend and vote at the General Meeting so agree.
  • k. “Division Director(s)” shall mean the person(s) elected by the Alberta Division to serve on the Little League Canada Board for a set period. The number of Divisional Directors shall be defined by Little League Baseball Canada.
  • l. “Board of Directors” or “Board” shall mean the Governance Board of the Association as defined from within these Bylaws.
  • m. “Executive Committee” shall consist of the elected and appointed officers of the Association as defined by these bylaws who shall oversee the day-to-day management of the Association.
  • n. “Little League Alberta” shall be an approved name for the Association.
  • o. “President/CEO” is the lead management officer of the Association. The person is appointed for time periods and remuneration as passed by the Board of Directors. The President/CEO shall be responsible for the duties outlined in his/her job description and generally to implement the Business Plan.
  • p. “Alberta Amateur Baseball Council” (AABC) – is the coordinating body recognized by the Alberta Sports, Recreations, Parks and Wildlife Foundation for the sport of baseball for all Albertans, while maintaining the integrity of the Members of the Council. The Alberta Amateur Baseball Foundation may also be known as the “AABC” in this document. Little League Baseball Alberta is a Founding member of the AABC.
  • q. “Even Years/Odd Years” – Even years are the Fiscal Years ending in an even number (ie. 0, 2, 4, 6, 8). Odd years are the Fiscal Years ending an odd number (ie. 1, 3, 5, 7, 9).

Article 3 – Membership

1. There shall be four classes of membership in the Association. These shall be:

  • a. Full Members
  • b. Associate Members
  • c. Life Members
  • d. Honorary Members

2. The following shall be entitled to become Full Members of the Association:

  • a. All chartered Little Leagues within Alberta Districts that are in good standing with Little League Baseball Canada and Little League Baseball Alberta.
  • b. All Little League District Associations in Alberta.
  • c. The Officers of the Association.
  • d. The Division Director(s), residing in Alberta, duly elected in accordance with the bylaws of Little League Baseball Canada.
  • e. The Division District Administrators & Directors from Saskatchewan and Manitoba will be permitted to attend and participate in discussions on those matters which seek mutual cooperation from these provinces with Little League Alberta. This does not imply or suggest that there is any right to vote on any matters by such individuals.
  • f. Individuals, who may be admitted solely at the discretion of the President/CEO until the next Board of Directors Meeting at which time majority vote would accept or dismiss the admission – and by reason that such individuals may make a special contribution to the Association.
  • g. Any paid staff of the Association shall be a Member of the Association without voting privileges.
  • h. Alberta Amateur Baseball Council representatives (number as requested from the Alberta Amateur Baseball Council) who shall be elected as outlined in the Little League Alberta AABC Board Member policy.

3. The following shall be entitled to be Associate Members of the Association who do not carry the right to vote at any meetings:

  • a. Little League Associations and other organizations from outside Alberta with similar objectives which may be admitted, at the sole discretion of the Board of Directors, for a limited purpose, for a limited time without the right to vote. At the sole discretion of the Board of Directors dues payable by such organizations may be restricted to cover only the purpose for which such organizations are admitted.
  • b. All Little League players, regardless of age and all coaches, umpires and other volunteer personnel engaged in the delivery and organization of Little League programs. Associate members shall not be entitled to vote.

4. Life Membership is a special honor that can be bestowed on an individual for long serving and exemplary service to the organization for a period not less than 15 years. The Board of Directors by a vote of 75% can provide this status to an individual nominated by another Board Member of which 21 days’ notice has been provided to the Board of Directors. A Life Member shall not be afforded voting privileges unless they are also a full member by definition.

5. Honorary Membership shall be awarded annually to a person who has provided exceptional service through a distinguished career toward Little League in the province. Honorary Members shall be recognized if possible, at the Annual Meeting of Little League Alberta and shall be documented in the minutes of the Annual Meeting. Honorary Members shall not receive voting privileges with the Association.

6. Withdrawl or Suspension of Member

  • a) A Member may withdraw from Membership at any time on written notice to the Secretary. If any Member shall willfully violate or fail to comply with the By-Laws of this Association, Membership responsibilities and reporting, decisions of the Board of Directors, or be guilty of any conduct which is deemed detrimental to the welfare of the Association, or be in arrears for fees and assessments with the Association or Little League Baseball Canada for any year, such Member shall be liable to automatic suspension by a two-thirds vote of the Board of Directors which suspension will be effective until the next Annual or other Meeting of the Association, and thereafter, to expulsion or reinstatement in accordance with the majority vote of the Members at such meeting.
  • b) Any Member subject to disciplinary action shall have the right to appeal such action including expulsion in accordance with an appeal policy approved by the Board, including timelines, procedures, and grounds for appeal.
  • c) Prior to suspension or expulsion, the Member shall be given written notice of the reasons and an opportunity to be heard.

7. Dues and Fees: There shall be no dues payable by Members except such, if any, as shall from time to time be fixed by a 2/3 (66.7%) vote of the Board of Directors at any Board Meeting, which vote shall become effective only when confirmed by a vote in the affirmative of the Members at an Annual or Special General Meeting. Fees for services included in the Business Plan are exempt from this Bylaw.

8. Rights and Privilages of Members: Any full member and life member in good standing is entitled to receive notice of membership meetings of the Association, attend such meetings, speak at such meetings, and exercise other rights and privileges given to any member in these articles and bylaws.

Article 4 – Meetings of the Society

1. There are four classifications of meetings in the Association. They are:

  • a. Membership – Includes Annual General, Special General, and General Meetings and includes all members of the Association. Voting is restricted to those members who have voting privileges.
  • b. Board of Directors – Board Meetings are conducted for the purpose of providing Governance to the Association. It includes all Directors of the Association.
  • c. Executive Committee – Executive Meetings are conducted for the purpose of overseeing Management of the Association. It includes the Officers of the Association.
  • d. Committee – Committee Meetings are conducted for a specific purpose as requested by the Board or Executive.

2. The Minutes of the meetings of the Association and the Board of Directors shall be taken and prepared by the Secretary, or other person as designated by the Executive Committee, and copies of the Minutes of all meetings of the Association within 30 days. Executive Committee minutes shall be taken and prepared as above and emailed or mailed to all Members of the Board of Directors within 30 days.

3. Notice of any Association Annual Meeting or Special General Meeting, General Meeting, Board of Director’s Meeting, and/or Executive Committee Meetings shall be given in writing at least twenty-one (21) days in advance of the Meeting and mailed, faxed, or emailed to all Members entitled to attend.

4. Rules of Order: The most recent edition of “Robert’s Rules of Order” shall be applied by the Chairperson of any meeting to resolve all questions of procedure not specifically referred to in these By-Laws. The Chairperson’s decisions may only be overturned by a vote of two-thirds or more of the Membership entitled to attend any Meeting.

5. At all meetings of the Association or its Committees voting shall be by a show of hands, unless otherwise agreed upon by the Meeting. Affirmative votes, unless other stated in these articles or Roberts Rules of Order, shall be by simple majority. The Chairman shall not be entitled to vote except in the case of a tie vote (50%), in which case the Chairman will cast the deciding vote.

6. Membership Meetings:

  • a. The Annual Meeting of the Association shall be held at the call of the Chairman between November 15th and not later than April 1st of each fiscal year. The Association shall hold other General Meetings during the year as it shall from time to time determine.
  • b. Agenda of the Annual General Meeting must include:
    • Adoption of prior AGM Minutes
    • Annual financial statements
    • Auditor/financial review report (if applicable)
    • Appointment of External Accountant
    • Election of Directors
    • Consideration of resolutions
    • Any other business
  • c. At all Meetings of the Association each Member League or District may be represented by one delegate, who shall be entitled to vote for such Member. Such delegate in the case of a League shall be its President or another league alternate duly authorized in writing, and in the case of a Little League District Association shall be its District Administrator, or such other individual from said District duly authorized in writing for the purpose of being their LLBA representative.
  • d. Officers of the Association, Divisional Directors, AABC Representatives, and any other individual member can only represent themselves at any Membership meeting.
  • e. No individual member or other representative member may exercise more than one vote at any membership meeting. Although Districts and Leagues may assign their vote to any member of their League or District, no other form of proxies are permitted at Membership meetings.
  • f. A quorum for all Membership meetings shall consist of at least (33.3%) of the Members or delegates entitled to vote at such meetings.
  • g. An Special General Meeting may be called by:
    • i) The Board, or
    • ii) A written request signed by at least 10% of Members (per Societies Act requirements).

    Each member confirmed as eligible and represented in accordance with these Bylaws and in good standing is entitled to one vote. Notice of an SGM must state the purpose of the meeting.

7. Board of Director Meetings:

  • a. At least three (3) meetings of the Board of Directors must be held each year. Other Board meetings may be called as required in addition to the above. Conference Call meetings are permitted but at least one (1) must be in person meetings.
  • b. The Chairman or President/CEO may call a meeting of the Board of Directors at any time and must do so on the request of two (2) Members of the Executive Committee or three Members of the Board of Directors.
  • c. A quorum for all meetings of the Board of Directors shall be at least 50% of the Directors.
  • d. For portions of Board of Directors meetings pertaining to Little League Baseball Canada matters or called for that purpose, the Chairman shall relinquish the chair to a Divisional Director. Only District Administrators and Divisional Director(s) will be eligible to vote at these portions of Board of Directors meetings. These meetings shall be closed unless delegations are invited to a specific portion of the meeting. Little League Alberta/Alberta Division will hold an open forum for members virtually at least once per year.

8. Executive Committee Meetings:

  • a. The Executive Committee shall meet as required to oversee the management of the Association. They shall submit necessary reports and recommendations to the Board of Directors in a timely fashion.
  • b. A quorum for all meetings of the Executive shall be at least 50% of the members of the Executive Committee.

9. Participation by Electronic Means at All Meetings

If the Association chooses to make available a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during a meeting of members, any person entitled to attend such meeting may participate in the meeting by means of such telephonic, web-virtual, electronic or other communication facility in the manner provided by the Act. A person is deemed to be a participant of the meeting as outline by the attendance set out by the Association notwithstanding any other provision of this by-law, any person participating in a meeting of members pursuant to this section who is entitled to vote at that meeting may vote, in accordance with the Act, by means of any telephonic, web-virtual, electronic or other communication facility that the Association has made available for that purpose.

10. Members’ Meeting Held Entirely by Electronic

If the Association chooses to make available a telephonic, electronic or other communication facility that permits all participants to communicate adequately with each other during a meeting of members, any person entitled to attend such meeting may participate in the meeting by means of such telephonic, web-virtual, electronic or other communication facility in the manner provided by the Act. A person is deemed to be a participant of the meeting as outline by the attendance set out by the Association Notwithstanding any other provision of this by-law, any person participating in a meeting of members pursuant to this section who is entitled to vote at that meeting may vote, in accordance with the Act, by means of any telephonic, web-virtual, electronic or other communication facility that the Association has made available for that purpose. Technical difficulties do not invalidate decisions made.

11. Electronic voting methods approved by the Board shall be deemed valid for all meetings where permitted by legislation.

Article 5 – Governance & Management of the Society

  • a. The Directors of the Association shall consist of the: Chairperson, four equal 2nd Vice Chairpersons specific with the following titles to their position – Vice Chair of Safety, Vice Chair of Marketing Vice chair of girls development, and Vice Chair of IT, Technology & Communications, Secretary, Treasurer, Umpire in Chief, any Divisional Director(s) of the Alberta Division of Little League Baseball Canada, with the most senior Divisional Director assuming the role of 1st Vice Chairperson, the remaining Alberta District Administrators, or elected alternates.
  • b. The positions of Secretary and Treasurer may be combined if necessary or desired by majority vote of the Board of Directors at any time.
  • c. The following Directors shall be elected for two-year terms on even years based on fiscal year end: 2nd Vice-Chairperson-Marketing, and 2nd Vice Chair of IT, Technology & Communications.
  • d. The following Directors shall be elected for two-year terms on odd years based on fiscal year end: Chairperson, 2nd Vice Chairperson – Safety, Secretary & Treasurer, and second Vice chair person – girls development.
  • e. District Administrators or their alternates to the Board are elected by the leagues or each district.
  • f. Divisional Director(s) are elected by the Alberta Division in accordance with terms acceptable to Little League Baseball Canada for four year terms according to the schedule set by Little League Baseball Canada.
  • g. The President/CEO, consistent with performing duties to the office has the authority to appoint/remove all non-identified committee members. He/she shall also appoint the Alberta UIC to the Board as required to assist with management of the Association. Committee appointments, excluding the UIC, come without Board or Executive voting privileges. Persons shall hold such positions, terms and duties as outlined by the President/CEO. Terms will expire should a new President/CEO be appointed.
  • h. The President/CEO. Chairman, 1st Vice-Chairman, Secretary, and Treasurer shall form the Executive Committee of the Association and be the Officers of the Association.
  • i. The President/CEO is an officer of the Association and a member of the Executive Committee. The person is also ex-official to the Board of Directors and all other committees unless explicitly excluded by the Board of Directors

3. General Duties and Powers of Directors and Officers:

  • a. The Chairman shall preside at all Annual and other meetings of the Association, plus all meetings of the Board of Directors. He shall perform the duties usual to the office of Chairman.
  • b. The 1st Vice-Chairperson, in the absence of the Chairperson, shall have all the powers and perform all the duties of the Chairperson.
  • c. The three equal 2nd Vice Chairman (as defined above) are elected to assist in the governance of their specific area of expertise plus perform other duties consistent with being a Board Member.
  • d. The Treasurer shall keep the books of financial records of the Association and of all monies received and disbursed, shall report annually to the Association and quarterly to the Executive Committee and Board of Directors.
  • e. The Secretary shall keep the records of the Association and of the Board of Directors and Executive Committee, shall conduct all correspondence, issue notices of meetings of the Association, Board of Directors and Executive Committee, and keep a record of all teams, participants and volunteers as supplied by Little League Baseball Canada.
  • f. The Divisional Director(s) shall be responsible for any direct governance dealings with Little League Canada and/or Little League Baseball Inc., on behalf of the Association and to ensure Little League Alberta is generally conducting itself in a manner consistent with the Little League program.
  • g. The President/CEO shall be responsible for any direct operational dealings with Little League Canada and/or Little League Baseball Inc., on behalf of the Association and to ensure Little League Alberta is generally conducting itself in a manner consistent with the Little League program.

The President/CEO is responsible to the Association for the ongoing image and direction of the program as authorized by the Board of Directors and Executive Committee. The President/CEO shall be responsible for the management and operations of the Association with guidance and/or assistance from the Executive Committee or any sub-committee appointed for such purpose.

  • h. The President/CEO and Executive Committee shall present to the Board of Directors a draft of the Association’s Annual plan and budget estimates for the next fiscal year. Such Plan shall include any recommended Policies and Procedures for all programs and administrative practices. Any roles or duties not directly indicated by the job description for the President/CEO shall be defined as a volunteer role.
  • i. The Umpire in Chief (UIC) is responsible for overseeing all aspects of umpiring within the province, ensuring the consistent application of rules and standards. Duties include recruiting, training, and maintaining a high level of officiating competence. The UIC serves as a resource for resolving rule-related questions or disputes and acts as a mentor for developing new umpires. Additionally, they work closely with all Member Districts and Associations and their officials to promote fair play and safety, while fostering respect for the role of umpires among players, coaches, and spectators. The UIC is responsible for chairing the Provincial Umpire Committee and is Alberta’s primary contact to the Little League Canada National Umpire Committee.

1. The Board of Directors of the Association:

  • a. Shall ensure the Governance of the Association is conducted with generally accepted principles and that business plans, policies, and procedures are approved as required.
  • b. Shall submit the final approved Plan and prepared Budget to the Annual General Meeting for discussion.
  • c. Shall have the power to fill any vacancy which may occur in the Membership of any Executive or other committee member, and which vacancy may be filled until the next ensuing Annual Meeting. Exception: Vacancies in the position of Divisional Director will be filled as directed by Little League Baseball Canada.
  • d. Shall have the power to impose and enforce penalties for violation of the Bylaws and Policies of the Association.
  • e. May, by a two-thirds vote, forthwith remove from the office any Member of the Board of Directors for neglect of duty, or for conduct tending to impair such Member’s usefulness. Such removal may be appealed in person at the next meeting of the Board of Directors.

2. The Executive of the Association:

  • a. Shall be empowered to act on behalf of the Association in the absence of the Board of Directors and to authorize, sponsor, organize and conduct programs for the purpose of raising funds and/or for the promotion and development of Little League programs throughout all member Districts and Leagues.
  • b. The Executive Committee shall: supervise the collection and authorize the expenditure of funds of the Association provided always the funds coming into the Association shall be allocated in accordance with the purpose so intended; interprets; define and explain all provisions of the By-Laws of the Association; and adjudicate all disputes between Members which may arise between annual meetings.
  • c. Committees shall act in an advisory capacity only unless expressly authorized by the Board and shall not incur financial obligations without Board approval.

Article 6 – Finance

1. The Association shall engage a Chartered Professional Accountant (CPA) to review and prepare financial statements, as required, through a review engagement to ensure proper oversight and transparency of the Association’s financial affairs on an annual basis. The CPA shall be selected and recommended by the Board of Directors, subject to the approval of the members during the Annual General Meeting. The CPA’s engagement shall comply with applicable legal and regulatory requirements and may be renewed or terminated as deemed appropriate by the Board. The Board shall ensure that all provincial and federal requirements are followed to ensure the organization is in compliance with any legal and regulatory requirements in place to allow the Association to remain in good standing.

The Board shall, at its sole discretion, engage the approved CPA in an audit engagement if it deems it necessary. Membership may also direct the Board to enact an audit engagement with a two-thirds vote (66.6%) at an Annual General Meeting.

2. A complete and proper statement of the standing of the books for the year shall be submitted at the Annual Meeting of the Association and shall include a written report outlining variances. This shall be documented by a budget (cross referenced to the Board of Director’s approved Annual Plan) and presented at the Annual Meeting.

3. October 31st in each year shall be the end of the fiscal year of the Association.

4. The books and records of the Association may be inspected by any Member of the Association at the Annual Meeting provided for herein or during other periods of the year by appointment at the office of the Association upon giving reasonable notice and arranging a satisfactory time to the Treasurer.

5. Each Member of the Board of Directors shall always have access to such books and records.

6. The President/CEO, Chairman, 1st Vice Chairman, Treasurer, and Secretary shall be the signing officers of all financial transactions carried on in the name of the Association and shall be the sole signing officers under the Seal of the Association. Any two of the five are required to sign all transactions.

7. Little League Alberta signing authorities shall have the power to sign promissory notes and other bank loan documents on behalf of the Association subject to the approval of the Board of Directors.

8. If necessary, monies may be borrowed and used as in hereafter provided but not otherwise:

  • a. For the purpose of meeting the operating expenses of the Association or the expense of operating the various tournaments sanctioned by the Association when in the opinion of the Board of Directors other resources of the Association are insufficient or cannot be made readily available for such purposes and/or.
  • b. For any other purpose of the Association on the recommendation of the Board of Directors and with the approval of the Association given by at least three-fourths vote at an Annual or Special General Meeting.

9. Unless authorized at any Board Meeting and after notice of same has been given, no voting Board Member, Officer, or Member of the Association shall receive any remuneration for his/her services. Members may be reimbursed by way of an honorarium for participation in Association business which results in loss of wages or significant time contributions subject to approval by the Board of Directors. A non-voting Board Member, Officer, or Member may receive remuneration for his/her services subject to Board approval.

10. Expenses

  • c. Reasonable transportation, subsistence and hotel expenses incurred by the Members of the Association attending Meetings shall be paid by the Association (when funds are available) for the purpose of assisting Members to attend the Association’s Annual General Meeting. Such expenses are to be documented in an expense policy to be approved yearly by the Membership at the Annual General Meeting.
  • d. Reasonable transportation, hotel and meal expenses incurred by members of the Executive Committee, Board of Directors and various committee members attending meetings on behalf of the Association shall be paid (when funds are available).

11. Records & Access

The Society must maintain records as required by the Societies Act, including:

  • Minutes
  • Financial records
  • Register of Members

Members may inspect records according to the Act, with reasonable notice.

12. Protection and Indemnity of Directors and Officers

  • a. Directors, officers, and volunteers are indemnified by the Society except in cases of:
    • Fraud
    • Criminal activity
    • Gross negligence

    No Director is personally liable for actions taken in good faith.

  • b. Each Director or Officer holds office with protection from the Society. The Society indemnifies such Director or Officer against all costs or charges that result from any acting in his role for the Society. The Society does not protect any Director or Officer for acts of fraud, dishonesty, or bad faith.
  • c. No Director or Officer is liable for the acts of any other Director, Officer, or employee. No Director or Officer is responsible for any loss or damage due to the bankruptcy, insolvency, or wrongful act of any person, firm, or corporation dealing with the Society. No Director or Officer is liable for any loss due to an oversight or error in judgment, or by an act in his role for the Society, unless the act is fraud, dishonesty, or bad faith.
  • d. Directors or Officers can rely on the accuracy of any statement or report prepared by the Society’s external accountant. Directors and Officers are not held liable for any loss or damage as a result of acting on that statement or report.

Article 7 – Article & Bylaw Amendments or Revisions

1. Bylaws may be rescinded, altered, or added to by a “Special Resolution” passed by a minimum of 75% of such Members entitled to vote as are present or who vote by proxy at the Annual Meeting or a Special General Meeting of the Association of which twenty-one (21) days written notice specifying the intention to propose a special resolution has been duly given along with a copy of the proposed resolution as emailed by the Secretary to the Membership.

2. The amended Bylaws take effect after approval of the Special Resolution at the Annual General Meeting or Special General Meeting and accepted by the Corporate Registry of Alberta.

The Society is immediately permitted to prepare implementation steps, inform members that new bylaws were approved and “are pending registration”, and start planning for transitions.

Article 8 – Dissolution of the Association

Upon dissolution of Little League Alberta and after the payment of all debts and liabilities its remaining property shall be distributed and disposed of to one or more registered charities in the Province of Alberta and amongst all current and active Little League District Associations in the Province of Alberta who are registered as a not for profit entity under the Societies Act of the Province of Alberta.

Article 9 – Disputes & Arbitration

1. In the event of conflict or disputes, these Bylaws prevail over policies and procedures, which prevail over operational guidelines.

1. All disputes arising within the Association shall first be addressed through internal dispute resolution mechanisms as approved by the Board prior to external legal or arbitral action.

2. Any dispute arising out of the affairs of the Association and between any of the Members shall be decided by arbitration by a single arbitrator pursuant to the Arbitration Act of the Province of Alberta.

3. All fees, solicitor client costs, disbursements and expenses of the parties and the arbitrator shall be at the discretion of the arbitrator.

4. A decision made pursuant to an arbitrator is binding on all parties and may be enforced on application to the Court of King’s Bench and there shall be no Appeal from it.

Board of Directors Statement of Acceptance of Bylaws

The passing of these Bylaws repeals and renders null and void any previous Bylaws of Little League Baseball Alberta.

Enacted at the Annual General Meeting of Little League Baseball Alberta on January 24, 2026 by Special Resolution of the attending Membership.

The Special Resolution to accept these Bylaws as presented/amended and repeal all prior Bylaws of Little League Baseball Alberta at the Annual General Meeting of the Association on Saturday January 24, 2026 was passed by 100% of the membership in attendance with voting rights.