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Interpretation |
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1.1
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In
these By-laws the following definitions apply: |
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a)
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"Act"
means The Non-Profit Corporation Act, 1995 (Saskatchewan); |
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b)
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"Association"
means Regina Minor Football 2000 Inc.; |
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c)
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"Board"
means the board of directors of Regna Minor Football 2000
Inc.; |
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d)
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"By-Laws"
means these by-laws together with amendments thereto; |
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e)
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"Chair"
means the person elected to chair a meeting of Members,
Directors or a committee of Directors as the case may
be; |
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f)
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"Directors"
means the Directors of the association as described in
Section 6 of these By-Laws; |
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g)
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"Members"
means the members of the association, which include playing
and non-playing members, as described in Section 3 of
these By-Laws; |
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h)
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"Officers"
means the Officers of the association as described in
Section 8.1 of these By-Laws; |
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1.2
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All
terms contained in these By-Laws which are not defined
in these By-Laws and which are defined in the Act shall
have the meaning given to such terms in the Act. |
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1.3
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The
Board is the sole authority for the interpretation of
these By-Laws and the decision of the Board upon any question
of interpretation, or upon any matters affecting the Association
and provided for by these By-Laws and regulations made
thereunder, shall be binding on all the members. |
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Objectives
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2.1
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The
objectives of the association are: |
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a)
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To
promote amateur football in the City of Regina and surrounding
area and the development of the fundamental skills of
the sport of football; |
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b)
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To
build character and promote sportsmanship among all individuals
associated with the sport of football; |
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c)
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To
operate the Association in a business like manner. |
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Membership
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3.1
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The
membership of the association will consist of two classes
of members. Playing and non-playing members (parent /
guardian). |
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3.2
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Playing
members will be the child, of the non-playing member,
participating in minor football with the association. |
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3.3
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Non-Playing
members will be the designated parent or legal guardian
of the playing member as indicated on the registration
form. |
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3.4
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To
be considered for membership Playing and non-playing members
must submit a completed registration / application form
and have applicable fees paid in full. |
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3.5
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The registration coordinator shall have absolute discretion
in the determination of eligibility for membership in
the association. |
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*3.6
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Membership
in the Association will terminate annually on the first
game of the following season. |
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Membership
Fees |
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4.1
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The
Board of Directors shall determine membership fees for
the association. |
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4.2
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Membership
fees shall be payable prior to participating in any activity
associated with the Association. |
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Members
Meetings |
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5.1
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An
Annual General Meeting of the members will be held yearly.
The Board of Directors shall determine the time and place
of the meeting. |
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5.2
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Special
meetings of the association may be held as called by the
Board of Directors or in accordance with section 5.3 |
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5.3
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Special
meetings of the association shall be held when 5% of the
members request such meeting to the Board of Directors. |
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5.4
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The
quorum for any meeting of the Members shall be 5% of the
total membership. No business can be conducted unless
a quorum is present. |
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5.5
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Only
one member (parent or guardian) of a playing member shall
have one vote. Head Coaches who do not have ?Non Playing
Status? are eligible to participate and vote at the Annual
General Meeting. (Head coaches with no children participating).
In the event of a tie in the vote the motion shall be
considered defeated. |
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5.6
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Written
notice, of at least 15 days, shall be provided to each
member of any annual or special meeting. |
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Board
of Directors |
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6.1
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The
Board shall be comprised of not less than 9 and no more
than 15 directors. The members shall / may set the actual
number of directors by resolution. |
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6.2
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A
director must; |
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a)
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Be
an individual; |
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b)
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Be
at least 18 years of age; and |
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c)
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Have
the power under the law to contract; |
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*6.3
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Directors
shall be elected, by the Members of the Association,
at the annual general meeting with a maximum of six directors
being elected for a two-year term. Other vacant positions
will serve a one-year term. The term of an elected Director
shall commence at the start of the next fiscal year as
determined in 15.1 |
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6.4
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The
Board of Directors may appoint Directors to vacant positions
not filled at the Annual General Meeting. The term of
an appointed Director shall start at the time of appointment
by the Board of Directors and shall terminate at the end
of the one or two year specified term. |
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6.5
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The
office of a Director shall automatically be vacated if; |
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a)
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The
Director resigns by delivering a written resignation to
the Association; |
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b)
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On
the death of a Director; or The Director is removed by
resolution of Members of the Association supported by
at least three quarters of the Members present, at the
meeting at which the resolution was passed. |
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c)
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The
Director is removed by resolution of the Board of Directors
supported by at least three quarters of the Board of Directors
present at which the resolution was passed. |
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6.6
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If
a vacancy occurs as a result of one of the events in 6.5
the Board of Directors may appoint a Director to fill
the vacancy. The appointed Directors term shall end at
the end of the next annual general meeting. |
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6.7
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The
President and Vice-President will be appointed members
of the Board of Directors whose terms of office, roles
and duties will be determined by the Board of Directors. |
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Directors
Meetings |
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7.1
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Sixty
percent of the Board of Directors must be present to constitute
a quorum to conduct the Associations business. At any
meeting where a quorum is present the actions of the Directors
shall be the actions of the entire Board of Directors.
In the event of motions that end in an equality of votes,
the motion shall be defeated. |
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7.2
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Meetings
of the Board of Directors may be held at any place the
Directors determine. |
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7.3
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A
meeting of the Board of Directors shall be held at least
four times each fiscal year and more frequently if required.
Any meeting of the Board may take place with fifteen days
written notice to all Directors. A meeting of the Board
can be held at any time without fifteen days notice if
all Directors are present or if absent those absent have
consented to the meeting. |
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7.4
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The
Board shall appoint one Director to serve as Chair of
the Board to conduct board meetings. In the event of an
equality of votes, at any meeting of the Directors, the
Chair shall not have a second or casting vote. |
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7.5
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The
Board shall manage the affairs of the association in accordance
with these By-Laws and may exercise all such powers of
the Association as required by the Act or these By-Laws
except those powers to be exercised by the Members at
the annual general meeting. |
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Officers |
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8.1
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The
Board shall elect / appoint the following Officers: |
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a)
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President |
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b)
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Vice-President |
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c)
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Secretary |
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d)
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Treasurer |
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e)
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Equipment
coordinator |
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f)
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Field
/ game day coordinator |
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g)
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Registration
/ Memberships coordinator |
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8.2
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The
Board may appoint other such officers; determine their
duties and length of terms as required. |
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8.3
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The
Board may add to or limit the powers of any officer in
accordance of these By-Laws or the Act. The Board may
remove any officer from their duties upon resolution. |
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8.4
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Any
Officer of the association may engage additional volunteers
to assist in their duties upon approval of the Board. |
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Indemnification
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9.1
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Each
Director, Officer or committee member or former Director,
former Officer or former committee member of the Association,
shall be indemnified and saved harmless against all liabilities,
costs, charges and expenses whatsoever, including an amount
paid to settle an action or satisfy a judgment, reasonably
incurred by him / her in respect of any civil, criminal
or administrative action or proceeding to which he / she
is made a party by reason of having been a Director or
Officer of the Association save and except any liabilities,
costs, charges or expenses incurred by such person's own
willful default or neglect. |
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Compensation |
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10.1
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The
Directors, Officers and committee members of the Association
shall not be entitled to receive any remuneration for
their services but may be paid reasonable expenses incurred
in connection with their attendance at any regular or
special meetings of the Board or of any committee in conjunction
with any other business or activity conducted on behalf
of the Association. Such remuneration is up to the absolute
discretion of the Board. |
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Committees |
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11.1
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The
Board may constitute any committee deemed necessary for
the effective management of its operations and affairs.
The Board shall also prescribe the duties of these committees. |
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11.2
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The
Board shall appoint members and the Chair of each committee.
Committee members are not required to be Directors. |
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11.3
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Each
committee will regulate their particular meetings. A majority
of the committee must be present to constitute a quorum.
A majority of votes is required to pass resolutions. In
case of equal votes the motion or resolution is defeated. |
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Liquidation
and Dissolution |
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12.1
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In
the event of liquidation or dissolution of the Association,
the remaining property shall, in the course of the liquidation
or dissolution, be distributed to other minor football
organizations in the City of Regina or surrounding area. |
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Manner
of Execution of Contracts |
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13.1
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Contracts,
documents or instruments in writing requiring execution
by the Association may be signed by any two Directors
or Officers of the Association and all contracts, documents
or instruments in writing so signed shall be binding upon
the Association. The Board may, from time to time, by
resolution appoint any Officer or Officers or any person
or persons on behalf of the Association either to sign
contracts, documents or instruments in writing generally
or to sign specific contracts, documents or instruments
in writing. |
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14.0
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Head
Office |
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14.1
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The
head office of the Association shall be at the City of
Regina, in the Province of Saskatchewan, at such a place
as the Board determines. |
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15.0
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Fiscal
Year |
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15.1
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The
fiscal year of the Association shall terminate on the
31st day of December in each year. |
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16.0
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Banking |
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16.1
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The
bank accounts of the Association shall be kept in such
bank or banks, trust companies or other depositories as
determined by the Board. Cheques on the bank accounts
of the Association shall be drawn by such Officer or Officers
as designated by the Board. |
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17.0
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Auditors |
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17.1
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The
Members shall, at each annual general meeting, appoint
an auditor to audit the accounts and annual financial
statements of the Association for a report to the Members
of the next annual general meeting. The auditor shall
hold office until the next annual general meeting provided
that the Board may fill any casual vacancy in the office
of auditor. The Board shall fix the remuneration of the
auditor. |
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17.2
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Each
Director, officer and committee member must provide full
financial disclosures including all invoices, receipts
and other documents including, but not limited to cash
flow into and out of Regina Minor Football 2000 Inc, to
the auditor. |
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18.0
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Notices |
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18.1
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Any
notice to be given to any Member, Director, Officer or
auditor shall be served either personally, by fax or mail
to the last known address recorded by the Association. |
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19.0
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Amendments
to By-Laws |
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19.1
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The
Board may, by a majority vote, repeal, amend or re-enact
these By-Laws, provided that every such repeal, amendment
or re-enactment is sanctioned at a meeting of Members
duly called for the purpose of considering the said By-Laws
by an affirmative vote of Members present and provided
that the repeal or amendment of these By-Laws shall not
be enforced or acted upon until the approval of the Members
have been obtained. |
