By-Laws of the Fort McMurray Competitive Ski Society
Objective of the Society is:
To provide the youth of Fort McMurray and the Municipality of Wood Buffalo an opportunity to participate in alpine competitive ski racing programs for a wide variety of ages. We strive to offer ski racing programs that have the rare combination of developing a lifelong passion for this sport, with continual personal challenges and growth opportunities in an environment that thrives on friendship and family involvement. The programs and mandate are consistent with the mission statement of Alberta Alpine Ski Association and Alpine Canada/Canada Alpin.
1. Membership fees of the Society shall be set from time to time by the Board of Directors. Any person residing in the region of the City of Fort McMurray, in the Province of Alberta, may become a member upon payment of the prescribed fee.
2. Any member wishing to withdraw from the membership may do so upon notice in writing to the Board through its Secretary. If a member is in arears for fees or assessments for any year, such member shall be automatically suspended at the expiration of six months from the end of such year and shall thereafter be entitled to no membership privileges or powers in the Society until reinstated. Any member, upon two-thirds vote of all members of the Society in good standing may be expelled from membership for any cause which the Society may deem reasonable.
Board of Directors
3. Board of Directors, Executive committee or Board, shall mean the Board of Directors or the Society. The initial subscribers to the By-Laws and Application shall constitute the first Board of Directors of the Society.
The Board of Directors of the Society shall be comprised of no less than positions of the President, Secretary and Treasurer. The roles and responsibilities of these positions being defined in subsequent sections of these by-laws. The sitting Board may choose to create and define additional Directors with either specific roles and responsibilities, or Directors-at-large. Such additional Board Director positions shall be detailed in the Club Rules & Regulations document, and be kept current. No Directors on the Board will be considered active or with voting and governance authority unless they are specifically identified in the By-Laws or current versions of the Rules & Regulations of the Society.
4. The Board shall, subject to the By-laws or directions given by majority vote at any meeting properly called and constituted, have full control and management of the business and affairs of the Society, and meeting of the Board shall be held as often as the business of the Society shall require, and at least once every three months, and shall be called by the President. A special meeting may be called on the instructions of any two Board members thereof provided they request the President in writing to call such a meeting, and state the business to be brought before the meeting. Meetings of the Board shall be called by ten days notice in writing or electronic notification or by three days notice if arranged by telephone. Meetings may be held without notice, if a quorum of the board is present, provided, however, that any business transactions at such meetings shall be ratified at the next regularly held meeting of the Board, otherwise they shall be null and void.
5. Members of the Board shall provide the Board with 30 days clear notice in writing or any intent to withdraw from the Board.
6. The members of the Society may, by resolution passed by at least two-thirds of the votes cast at a general meeting of which notice specifying the intention to pass such resolution has been given, remove any directors before the expiration of his/her term of office, and may, by a majority of the votes cast at that meeting, elect any person in his/her stead for the remainder of the term.
7.The President shall be a member of all committees. The President shall, when present, preside at all meetings of the Society and of the Board. In the President’s absence, the Past President shall preside at any such
meetings and in the absence of both, a chairman bay be elected to preside. The President is responsible for the day-to-day operation of the Society. The President tables policies, changes in Bylaws, and changes in organization to the Board. The President chairs all Executive Board meetings and supervises the activities of the other Board members. The position of President shall be elected from within the existing Board membership.
8.It shall be the duty of the Secretary to attend and administer all meetings of the Society and of the Board, and to keep accurate minutes of the same.
The Secretary shall have charge of all the seal of the Society which seal whenever used shall be authenticated by the signature of the Secretary and President, or, in the case of death or inability to act, by the Past President. In the case of the absence of the Secretary, his/her duties shall be discharged by such officers as may be appointed by the Board. The Secretary shall have charge of all correspondence of the Society and be under the direction of the President of the Board.
9. The Secretary shall also keep a record of all the members of the Society and their addresses, send all notices of all meetings as required, and in cooperation with the Treasurer may collect and receive the annual dues or assessments levied by the Society, such monies to be promptly turned over to the Treasurer for a deposit in a Chartered Bank as hereinafter required
10.The Treasurer shall receive all monies paid to the Society and shall be responsible for the deposit of the same in whatever bank the Board may order. He/She shall properly account for the funds of the Society and keep such books as may be directed. He/She shall present a full detailed account of receipts and disbursements to the Board whenever requested and shall prepare for submission to the annual Meeting a statement duly audited as hereinafter set forth of the financial position of the Society and submit a copy of the same to the Secretary for the records of the Society. The office of the Secretary and Treasurer may be filled by one person in any annual meeting for the election of Officers.
The Treasurer will prepare the annual budgets for the Society with input from the respective program directors. The Treasurer is responsible for maintaining the status as a registered society and ensuring that all required financial reports are submitted to any regulatory offices as required.
11.The books, accounts and records of the Secretary and Treasurer shall be audited at least once each year by each person or persons as the members select, but in the absence of such selection by any two directors of the Society appointed by the Board of Directors.
12.The books and records of the Society may be inspected by any member of the Society at the Annual Meeting provided for herein or at any time upon giving reasonable notice and arranging a time satisfactory to the officer or Officers having the same. Each member of the Board shall at all times have access to such books and record.
13.The Society shall hold at minimum, an Annual Meeting on or before the 1st day of October in each year, of which meeting two weeks electronic notice shall be given to all members. At this meeting any nominees for open Board positions as outlined in the By-Laws under Section 21, the “Organization” shall be elected. All Directorships shall serve until their successors are elected and installed. Board member positions available need to be declared two weeks ahead of the next upcoming General Meeting and communicated to all members to permit the opportunity to consider nomination for the open position. A member may fill a Director role in an “acting” position with full privileges of the Board position until the very next General Meeting, at which time the acting member will be eligible to be considered a nominee and voted in according to the usual voting process, along with any other nominees who have stepped forward.
14.Meetings of the Society may be called at any time by the Secretary upon the instructions of the President or Board by proper notice to each membership of the Society as hereinafter set forth A special meeting shall be called by the President or Secretary upon receipt by him/her of a petition signed by one-third of the members in good standing, setting forth the reasons for calling such meeting, which shall be by letter or email to the last known address of each member, delivered in the mail or electronically eight days previous to the meeting.
15.Quorum will be calculated as a meeting where there is in attendance greater than 50% of the occupied seats on the Board of Directors and must included either the President or Vice-President.
16.For the purpose of the By-Laws and Articles, unless otherwise specified “Notice” shall be deemed to mean the publication of an announcement in a regional newspaper directed to the membership of the Society and the public at least fourteen days prior to the date for a proposed General meeting. Membership “Notice” will also be through electronic communication at least fourteen days prior to a General Meeting.
17.Any member who has not withdrawn from membership nor been suspended or expelled as herein provided, shall be the right to vote at any meetings of the Society. Such votes must be made in person and not by proxy or otherwise. During any voting activity, either by the full membership or during Board meetings, should a tie in the voting matter be present, the President will be given the authority to enter one additional vote to break a tie status and form the basis of a decision.
18.Unless authorized at any meeting and after notice of the same shall have been given, no officer or member of the association shall receive any remuneration for his/her service.
19.For the purpose of carrying out its objects, the Society may borrow or raise or secure the payment of money in such manner as it thinks fit, and in particular by the issue of debentures, but this power shall be exercised
only under the authority of the Society , and in no case shall debentures be issued without the sanction of a special resolution of the Society.
20.The By-Laws may be rescinded, altered, or added to by a Special Resolution passed by a majority vote of not less than three-forths of such members entitled to vote as are present in person at a general meeting of which one month’s notice specifying the intention to purpose the resolution as a Special Resolution has been duly given.
Section 21 is specifically included in these By-Laws to outline the functionality of the Board:
Organization of the Board of Directors
21.The Board consists of at maximum 11 Voting Directors elected as vacancies develop, at the very next General Meeting of the Membership. Board positions may be filled by community members who do not have children skiing in the club, but must be good standing registered members of the club.
The President’s position is to be filled by a current or previous board member. If there is no candidate for the position, the current Vice-President or Board voted delegate will assume the position for the remainder of the term.
Board member positions available need to be declared two weeks ahead of the next upcoming General Meeting and communicated to all members to permit the opportunity to consider nomination for the open position.
The term of any Board position is at minimum 2 years. Prior to the Fall General Meeting, the existing Board will identify the positions who have met this minimum 2 year criteria and notify the membership of which positions are open for nomination. No more than 50% of the active Board positions shall be replaced with new Board members to ensure continuity of experience.
If members of the board are not fulfilling their duties the board reserves the right to ask the individual(s) to resign.
Each member of the Board has one vote in all matters brought before the Board.
Each Director sponsors submissions to the Board on behalf of his/her area. The decisions of the Board are binding within all areas.
Dissolution of the Society
22.In the event that the Fort McMurray Competitive Ski Society dissolves, any excess gaming proceeds shall be dispersed to the Ft McMurray United Way as per Alberta Gaming regulations.
The sitting Board at the time will determine the best course of action for distribution of all non-gaming assets of the club.