By-Laws of South Okanagan Sailing Association
1.1 In these Bylaws:
“Act” means the Societies Act of British Columbia as amended from time to time;
“Executive” means the directors of the Society;
“Bylaws” means these Bylaws as altered from time to time.
“Society” means the South Okanagan Sailing Association
Definitions in Act apply
1.2 The definitions in the Act apply to these Bylaws.
Conflict with Act or regulations
1.3 If there is a conflict between these Bylaws and the Act or the regulations under the Act, the Act or the regulations, as the case may be, prevail.
Article 1
OPERATIONS:
The operations of the society are to be chiefly carried on in Summerland, Province of British Columbia. In the event of winding up or dissolution of the Society, any money or assets remaining after the satisfaction of its debts and liabilities, shall be given or transferred to such organizations promoting the same objective as this Society as may be determined by its members at the same time of the winding up or dissolution; failing such determination, the such money and assets shall be given or transferred to some other organization, charitable corporation or a charitable trust recognized by Revenue Canada, as being qualified as such under the provisions of the Income Tax act of Canada, from time to time effect. This clause is unalterable.
Article 2
MEMBERSHIP:
a) Any person residing in the South Okanagan shall be eligible for membership in the Society and shall become a member upon acceptance of their application by the Executive and upon payment of the fees as determined by the Executive from time to time. All active memberships shall expire on the first day of May.
b) The Executive may from time to time confer honorary membership on any deserving person, which membership may or may not include voting privileges as the Executive may deem fit.
c) Only members in good standing shall be eligible to use equipment in the manner provided by these bylaws, to hold office, to be entitled to nominate and to have the right to vote. By good standing is meant that such member shall have paid their current fees in the Society.
d) Any member guilty of conduct unbecoming the good name of or detrimental to the internal operation of the Society shall have their membership suspended or revoked for such periods and at such time as the Executive may decide by a 2/3rds majority vote. The vote of any member alleged to be guilty of such conduct shall not be counted in any decision made by the Executive.
e) Before a member of a society is disciplined or expelled under subsection (d) or the bylaws, the society must
i. send to the member written notice of the proposed discipline or expulsion, including reasons, and
ii. give the member a reasonable opportunity to make representations to the society respecting the proposed discipline or expulsion.
Article 3
ORGANIZATION:
a) The organization shall be composed of the general membership of the Society and any other society that may become affiliated at any subsequent date.
b) The organization shall have the right to form a junior division and to set up rules and regulations therefore.
Article 4
FEES:
a) Membership fees shall be payable at the time of application for membership.
b) The membership fees may be fixed, altered, or changed at any Executive or General Meeting of the society by a 2/3rds majority vote of the members actually present at the time of such meeting.
Article 5
DIRECTORATE:
a) The governing and administrative body of the organization shall be the Executive which shall be responsible to the membership for the efficient management of the affairs of the Society.
b) The Executive shall consist of the Commodore, Vice-Commodore, Fleet Captain, Secretary, Treasurer, Membership Director and up to five other directors to be elected at the Annual General Meeting. The terms of office shall be two years and terms shall be staggered.
c) No member shall be eligible to become director unless they are in good standing in the Society and is eligible in accordance with the Societies Act.
d) All directors shall be elected at the Annual General Meeting, provided, however the Executive, once elected, may add to its numbers.
Article 6
QUORUM:
No business shall be transacted at any meeting unless a quorum of members is present. A quorum for an Executive meeting shall consist of at least 5 members, and a quorum for a General Meeting shall consist of at least 11 members, and in determining whether a quorum is present at any meeting the Commodore shall be included as a member constituting a quorum.
Article 7
DUTIES OF OFFICERS:
a) The Commodore shall chair the Executive and all meeting of the Society whether such meetings be General or Executive meetings and is responsible for supervising the other directors in the execution of their duties.
b) The Vice-Commodore shall act in the absence or illness of the Commodore.
c) The Treasurer shall receive and forthwith deposit in the bank of the Society any and all moneys belonging to the organization and may be bonded in such amount and for such period as the Executive thinks proper. A financial statement shall be submitted to the Executive by the Treasurer upon request.
d) The secretary is responsible for doing, or making the necessary arrangements for, the following:
i. issuing notices of general meetings and directors’ meetings;
ii. taking minutes of general meetings and directors’ meetings and having them available at all ;
iii. keeping the records of the Society in accordance with the Act;
iv. conducting the correspondence of the Board;
v. filing with Registrar under the Act the annual report and any resolutions and documents of the Society required to be filed under the Act
e) The Membership director is responsible for the registration of memberships, issue of keys and keeping records of members of the Society.
One or more Executives may make expenditures for the society in accordance to the society’s policy.
Article 8
FISCAL YEAR:
The fiscal year of the Society shall run from and including the 1st day of January in any year and to and including the 31st day of December in the same year.
Article 9
ANNUAL GENERAL MEETING
The Annual General Meeting of the Society shall be held once each year at a date determined by the Executive and at such Annual General Meeting directors shall be elected and annual reports submitted.
Article 10
EXECUTIVE MEETINGS:
Executive meetings shall be held at least 4 times a year.
Article 11
NOTICE OF MEETINGS:
The Secretary shall give at least 7 days’ notice of a General meeting to the members of the Society.
Article 12
COMMITTEES:
a) The Executive may constitute such committees of the Society as it deems advisable and shall appoint the Chair of those committees. The committee Chair shall be responsible to the Executive for the activities of their committees.
b) All matters pertaining to the external relations of the Society shall be decided by the Executive.
c) Committee chairs may be requested to attend Executive meetings.
Article 13
EQUIPMENT:
a) All equipment shall be purchased by the Executive of the Society or it’s duly appointed representatives.
b) No equipment shall be used by any member of the Society except under the authority of the person duly appointed by the Executive.
Article 15
INABILITY TO PAY:
No person shall be denied membership solely through the inability to pay the prescribed membership fees, nor by reason of age. The Executive in such cases will give special consideration.
Article 16
VOTING:
Each member of the Society shall be entitled to one vote.
Article 17
BORROWING POWERS:
The Society may borrow, raise or secure payment of money in such manner as it thinks fit, and in particular, by the issue of debentures charged on all or any part of the Society’s property by way of mortgage, or by way of any other security on the Society’s property, but such debentures shall not be issued without the sanction of a special resolution of the Society.
Article 18
PAYMENT OF ACCOUNTS:
Moneys shall only be withdrawn from the bank account of the Society in a manner decided from time to time by the Executive.
Article 19
MINUTES:
Proper minutes of all meetings shall be maintained by the Secretary and they shall have them available at all meetings.
Article 20
RESOLUTIONS:
The Secretary shall be responsible for filing or causing to be filed with the Registrar of the Companies all resolutions and documents required to be filed under the “Societies Act”.
Article 21
INSPECTION:
The books and records of the club may be inspected at the office of the Secretary by any member of the club at any reasonable hour of the day upon giving due notice to the Secretary and no fee shall be charged for such inspection.
Article 22
ALTERATION OR ADDITION TO BY-LAWS:
These By-laws shall not be altered or added to except by a special resolution duly passed by a 2/3rds vote of all members present at any General Meeting of the Society and at least one month’s notice specifying the intention to propose such a resolution shall be given to the members.
a) The Executive may constitute such committees of the Society as it deems advisable and shall appoint the Chair of those committees. The committee Chair shall be responsible to the Executive for the activities of their committees.
b) All matters pertaining to the external relations of the Society shall be decided by the Executive.
c) Committee chairs may be requested to attend Executive meetings.
