OLIVER PICKLEBALL CLUB

OLIVER PICKLEBALL CLUB

CONSTITUTION AND BYLAWS

CONSTITUTION

The purposes of the Club are:

· To promote and advance the game of Pickleball as an exciting game for all ages and abilities in and around the Town of Oliver, British Columbia.

· To support, develop, advocate for and represent all members. 

· To offer opportunities for organized recreational and competitive play in a respectful, safe, collegial and sportsmanlike environment.

· To actively promote and support fair and equal access to all Pickleball programs regardless of age, gender, sexual orientation, ethnic or racial origin, religion or physical ability. 

The Club is a member-funded Club. It is funded primarily by its members to carry on activities for the benefit of its members. On its liquidation or dissolution, this Club may distribute its money and other property to its members in good standing.

BYLAWS

Article 1 – Membership 

1. Membership fees and membership categories in the Club shall be determined, from time to time, by the members at the Annual General meeting.

2. Membership in the Club is open to any person being of the full age of age eighteen (18) years upon completion of an application form and payment of the membership fee.

3. Any member wishing to withdraw from membership may do so upon a notice in writing to the Board through its Secretary.  

4. Any member in arrears for membership fees shall be automatically suspended and shall be entitled to no membership privileges or powers in the Club until reinstated.  In order to vote at a General or Special meeting, a member must have paid all applicable membership fees for the current year and be a member in good standing.

5. All members of the Club shall abide by the Constitution, Bylaws, Code of Conduct and Rules and Regulations established by the Club. 

6. Any member who is deemed not to support the mission of the Club may have his/her/their membership revoked by a majority vote of the Board of Directors.

7. No member of the Club shall be also a paid employee of the Club.

Article 2 – Board of Directors 

1. There shall be a minimum of three and maximum of five Board members. The past president of the Board shall continue to be a Board member in an advisory capacity only, for a period of one year following their term, but shall not have voting rights on the Board. 

2. The Board of Directors of the Club (hereinafter referred to as “the Board”) shall consist of the following Director positions:

1. President
2. Vice-President
3. Secretary
4. Treasurer
5. Director without a title

3. The Board members shall be nominated and duly elected at each Annual General Meeting. The term of office shall be one (1) year from November 1 through October 31 of the following year, unless removed or by resignation. 

4. Where the position of a Director becomes vacant and there is still a quorum of Directors, the Board may appoint a qualified individual to fill the vacancy until the next Annual Meeting of Members.

5. Board members shall not hold the same officer position for more than two (2) consecutive years. Board members shall not hold office for more than five (5) consecutive years.

6. The Board shall, subject to the bylaws or directions given it by majority vote at an Annual General Meeting properly called and constituted, have full control and management of the affairs of the Club. Meetings of the Board shall be held as often as may be required and shall be called by the President. 

7. The Board may from time to time form committees to look after specific areas of interest on behalf of the Club.  Committees will be comprised of members and are chaired by a Chairperson appointed by the Board, to act as liaison between the committee and the Board. A quorum for any Committee will be a majority of its voting members. The Board may establish the terms of reference and operating procedures for all Committees, and may delegate any of its powers, duties, or functions to any Committee.  When a vacancy occurs on any Committee, the Board may appoint a qualified individual to fill the vacancy for the remainder of the Committee’s term.  The President will be an ex-officio (non-voting) member of all Committees of the Corporation. The Board may remove any member of any Committee. 

8. A Director will be considered to have resigned when the earliest of the following events occurs:

a. The Secretary or the President receives written resignation.

b. The Director ceases to be a member in good standing.

c. The Director is absent without valid reason for three or more Board meetings.

9. A Director or Officer may be removed by Ordinary Resolution of the Members at an Annual Meeting or Special Meeting provided the Director or Officer has been given notice of and the opportunity to be heard at such a meeting. If the Director is removed and holds a position as an Officer, the Director will automatically and simultaneously be removed from his/her/their position as an Officer.

10. A Director may be suspended, pending the outcome of a discipline hearing in accordance with the Club’s policies related to discipline, by Special Resolution of the Board at a meeting of the Board, provided the Director has been given notice of and the opportunity to be heard at such meeting.

11.  The office of any Director will be vacated automatically if the Director: 

a) Is found by a court to be of unsound mind; b) Becomes bankrupt or is declared insolvent; c) Is charged and/or convicted of any criminal offence related to the position; d) Changes his or her permanent residence outside of Canada; or e) Dies.

12.  There will be no remuneration to Directors.

13.  The Board is empowered to: a) Make policies and procedures or manage the affairs of the Club in accordance with these Bylaws; b) Make policies and procedures relating to the discipline of Members and Officers and have the authority to discipline Members and Officers in accordance with such policies and procedures. c) Make policies and procedures relating to the management of disputes within the Club and deal with disputes in accordance with such policies and procedures; d) Employ or engage under contract such persons as it deems necessary to carry out the work of the Club; e) Determine registration procedures f) Perform any other duties from time to time as may be in the best interests of the Club.

14. It shall be the duty of the President to:

a. Chair all meetings of the Club and the Board. In his/her/their absence, the Vice-President shall chair any such meetings.

b. Be an ex-officio a member of all Committees.

c.  Approve all purchases on behalf of the Club and execute any contracts and other documents binding upon the Club.

d. Liaise with Oliver Parks and Recreation and be the spokesperson for the Club.

15. It shall be the duty of the Vice-President to:

a. Preside at meetings of the Club and the Board when the President is

absent.

b. Undertake actions for the Club reasonably required by the Board.

16. It shall be the duty of the Secretary to:

a. Attend all meetings of the Club and determine if a quorum exists and

keep accurate minutes of the same.

b. Have charge of all correspondence of the society and be under the

direction of the President and the Board.

c. File documents for the Club whenever required.

d. Keep a record of all members of the Club and their addresses and send

all notices of the various meetings as required.

17. It shall be the duty of the Treasurer to:

a. Receive all monies paid to the Club and shall be responsible for the

deposit of it in any financial institution the Board may order.

b. Properly account for the funds of the Club keeping any such books and

records as are required and directed.

c. Present a full detailed account of receipts and disbursements to the

Board whenever requested.

d. Prepare with input from the Board, a yearly budget and a written financial

report to be presented to the members at the Annual General meeting for

their approval and\or amendment.

18. The books and records of the Club may be inspected by any member of the Club at the Annual General meeting or at anytime upon giving reasonable notices and arranging a time satisfactory to the officer or officers having charge of same.  Each member of the Board shall at all times have access to such books and records.

Article 3 – Meetings 

1. This Club shall hold an Annual General meeting on or before October 31 in each year. At the meeting all Board Members are required to step down but may declare their intention to run for re-election or not for the next fiscal year. At this meeting there shall be elected members to vacant Director positions and Directors to fill the Board officer positions of President, Vice-President, Secretary and Treasurer.  The Directors so elected shall form the Board, and shall serve until their successors are elected and installed. Any vacancy occurring during the year shall be filled by a majority resolution of the Board.   Any member in good standing shall be eligible to any office in the Club. 

2. The agenda for the Annual Meeting may include:

a) Call to order b) Determination of a quorum c) Approval of the agenda d) Declaration of any conflicts of interest e) Adoption of minutes of the previous Annual Meeting f) Board, Committee and Financial reports g) Business as specified in the meeting notice h) Election of new Directors

3. The Secretary upon instruction by the President or Board may call general meetings. Notices to members of general meetings shall be in writing to the last known email or postal mail address of each member and shall be sent not less than 14 days before the date of the meeting. 

4. The President or Secretary shall call a Special General meeting upon receipt by him/her/they of a written request by ten percent (10%) of the members in good standing, setting forth the reasons for calling such meeting. Such meeting to be held within two weeks of receiving the request.  

5. The President or Vice-President shall call board meetings.  Notices of Board meetings shall be by telephone or email, not less than three (3) days before the Board meeting.   

6. The quorum for all General and Special meetings shall be a minimum of ten (10) Members. If a quorum is present at the opening of a meeting of the Members, the Members present may proceed with the business of the meeting, even if a quorum is not present throughout the meeting.

7. The quorum for all Board meetings shall be not less than three (3 ) Directors present in person at the start of the Board meeting.

8. Any member who has not withdrawn from membership nor has been suspended or removed from membership and who has paid all required membership fees applicable to the current year shall have the right to vote at any General or Special meeting of the Club.   Any such members may vote by proxy. 

9.  A meeting of Members may be held by means of telephone, electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting, if the Club makes available such a communication facility. 

10.  Any Member entitled to vote at a meeting of Members may participate in the meeting by means of telephone, an electronic or other communication facility that permits all participants to communicate adequately with each other during the meeting, if the Club makes available such a communication facility. A person so participating in a meeting is deemed to be present at the meeting. 

11.  Notice will include the time and place of a meeting, the proposed agenda, reasonable information to permit Members to make informed decisions, and will be given to each Member entitled to vote at the meeting, and the Board, by the following means: 

a) By mail, courier or personal delivery to each Member entitled to vote at the meeting, with a minimum of fourteen (14) days before the day on which the meeting is to be held; or b) By telephone, electronic or other communication facility to each member entitled to vote at the meeting, with a minimum of fourteen (14) days before the day on which the meeting is to be held.

12. The Constitution and Bylaws may be amended by Special Resolution, requiring the votes of at least 75% of the members in attendance at the Annual General Meeting or a Special General Meeting.

13. Notice of proposed amendments to these Bylaws will be provided to Members at least twenty-one (21) days prior to the date of the meeting of the Members at which it is to be considered. 

14. Votes will be determined by a show of hands, orally or electronic ballot with one (1) vote per Member. 

15.  Except as otherwise provided in these Bylaws, the majority of votes will decide each issue. In the case of a tie, the issue is defeated.

Article 4 – Finance and Management

1. The fiscal year of the Club will be July 1st to June 30th, or such other period as the Board may from time to time determine. A financial report for the past year shall be presented by the Treasurer at the Annual General Meeting and filed for review and approval of the members. 

2. The banking business of the Club will be conducted at such financial institution as the Board may designate.

3. The necessary books and records of the Club required by these Bylaws or by applicable law will be necessarily and properly kept. Minutes of meetings of the Board and records of the Club may be available to the general membership of the Club but will be available to the Directors, each of whom will receive a copy of such minutes. 

4. Any one time expenditure over one thousand dollars ($1,000.00) must be approved by a majority of the members eligible to vote on such an expenditure. A vote by the members may be made by electronic means such as email upon the request of the Board. 

5. For the purpose of carrying out its objects, the Club may not borrow money in any manner without the sanction of a Special Resolution of the Club which is approved at a General or Special meeting of the Club.

6. Upon the dissolution and windup of the affairs of the Club, any equipment shall be distributed in the discretion of the Board. Any Club funds remaining shall be distributed equally among the members in good standing within a reasonable period of time.