Bylaws of hawks athletic club City of edmonton, alberta, canada

1. Interpretation
In these bylaws, and in the objects of the Hawks Athletic Club, unless the subject matter or context requires a different interpretation:
(a) "Association" shall mean Hawks Athletic Club.
(b) "Zone" shall mean North-West Community Athletic Club.
(c) The Association shall encompass that portion of the City of Edmonton north of the Stony Plain Road and the McKinnon Ravine and west of 101 Street in the City of Edmonton, exclusive of the communities known as Spruce Grove, Westwood, Rossdale, Greisbach, and Rosslyn, or otherwise as may be established from time to time by the Federation Hockey Council, North West Zone Hockey Committee or the Edmonton Minor Hockey Association.
(d) "Member" means any person who has been admitted to membership in the Association and is in good standing.
e) "Ordinary Resolution" means a motion or resolution that was passed by a simple majority of the votes cast at a General Meeting that was legally constituted; that is, one for which proper notice was given, and which had a quorum.
(f) "Special Resolution" means a resolution passed by a majority of not less than seventyfive (75%) percent of such members entitled to vote as are present in person at a General Meeting of which not less than twenty-one (21) day's notice specifying the intention to propose the resolution has been duly given and the General Meeting was legally constituted; that is, one which had a quorum.
(g) "General Meeting" means an Annual General Meeting or a Special General Meeting which all members of the Association are entitled to attend.
(h) "Council" of the Association shall consist of its Officers and Directors.
(i) "Officers" means the President, Vice-President, Secretary, and Treasurer of the Association.
(j) "Director" means a person on Council but not an Officer of the Association.
(k) "League" means any Community League recognized by the Edmonton Federation of Community Leagues and situated within the boundaries as defined in sub-section C.
(l) Where the masculine gender is used in these bylaws the same shall be construed as including the feminine gender where the context or the party referred to so requires.
(m) "Program" shall mean the Hockey Program.

2. Membership
(a) Subject to sub-sections (b) and (c), any person authorized by the League shall become a member of the Association and shall not be required to pay a membership fee.
(b) By November 30th of each calendar year, each League shall provide the Secretary of the Association the full name and home address of parents or guardians of children registered
in the program appointed by the League to be members of the Association. Such appointees from each League shall number not less than ten (10) or the total number of parents or guardians whose children are enrolled in the hockey program whichever is the lesser. Failure to provide such a list by November 30th of each calendar year forfeits the League's entitlement to have members of the Association.
(c) All appointments are admitted only on the condition that they submit to the bylaws and rules of the Association.
(d) Any member wishing to withdraw from membership may do so by giving notice in writing to the Secretary and after receipt of such notice shall forthwith cease being a member.
(e) Any member upon a two-thirds (2/3) vote of all members of the Association in good standing present at a General Meeting may be expelled from membership for any cause which the Association may deem reasonable. Notwithstanding sub-sections (d) and (e), in the case or cases of withdrawal of members for any reason, the League, who appointed such members, may provide the Secretary of the Association additional appointments, in accordance with sub-section (b), to restore to the number of appointments provided by that League by November 30th of each calendar year.
(f) Members shall have the right to attend all General Meetings of the Association and vote in person at all General Meetings.

3. General Meetings
(a) The Annual General Meeting of the Association shall be held on such day in the month of May as may be decided by Council.
(b) The order of business at an Annual General Meeting shall be as follows:

  1. Minutes of the last Annual General Meeting
  2. Business Arising from the Minutes
  3. Audited Financial Report of the Preceding Fiscal Year
  4. Reports of Committees
  5. Installation of New Council
  6. New Business
  7. Appointment of Auditors
  8. Adjournment

(c) The President or Council may, whenever the need arises, convene a Special General Meeting; and the President shall, upon the written requisition of fifty (50) or more members, call a Special General Meeting. All such requisitions shall express the object of the meeting proposed to be called which shall be left with the Secretary, who shall promptly advise the President thereof.
(d) Upon being advised of such requisitions the President shall forthwith proceed to convene a Special General Meeting. If he does not proceed to convene the same within two (2) weeks from the date of the requisition being left with the Secretary, the requisition or any fifty (50) or more members may themselves convene a meeting.
(e) Notice of any General Meeting shall be given to all members by the Secretary by mail, telephone, newspaper notice or by any other effective method at least three (3) days (exclusive of Saturday and Sunday) previous of such meeting.
(f) The accidental omission to give notice of any General Meeting to any member shall not invalidate the proceedings of any such meeting.
(g) Twelve (12) or more members including Council personally present shall be a quorum for any General Meeting, and no business shall be transacted unless a quorum be present at the commencement of the meeting.
(h) Only members in good standing shall be entitled to attend and vote at General Meetings.
(i) General Meetings shall be convened promptly at 7:00 P.M. or within fifteen minutes of that time and in the event that a quorum is not present the meeting shall stand adjourned to the same day of the following week and so on from time to time.
(j) Each member shall have one vote only and must vote personally at General Meetings. Voting shall be by show of hands unless a poll is demanded.
(k) In event of any vote resulting in a tie, the Chairman of the meeting shall have a deciding vote.
(l) At any meeting unless a poll is demanded by the Chairman or by three or more members present, a declaration by the Chairman that a resolution has been carried or carried by a
particular majority, or lost or not carried by a particular majority, and an entry to that effect in the minute book of the Association shall be conclusive evidence of the fact, without proof of the number or portion of the votes received in favour of or against such resolution.
(m) If a poll is demanded it shall be taken forthwith in such manner as the meeting may direct, and the result of the poll shall be deemed to be the resolution of the meeting. The demand for a poll may be withdrawn.

4. Council
(a) The number of the Council shall be thirteen (13) and consist of four Officers, namely, a President, a Vice-President, a Treasurer, and a Secretary, and nine Directors. Provided however, that the Association may vary the Council number subject to sub-section (b).
(b) Each League participating in the hockey program shall appoint two (2) representatives to the Council of the Association. Such appointments must be made by May 30th of each calendar year and preferably such appointees shall be from the hockey committee for the League.
(c) At the May Council Meeting and prior the Annual General Meeting, all officers of the Association shall be elected by majority vote of League appointed Council members.
(d) No person can occupy the same position for more than three (3) consecutive terms of one (1) year each.
(e) The Council shall be responsible for interpreting these bylaws, maintaining the general well being of the Association and promoting and furthering its aims and objects.
(f) The Council shall subject to the bylaws or directions given to it by majority vote at any General Meeting properly called and constituted, have the full control and management of the business and the affairs of the Association. Meetings of the Council shall be held as often as the business of the Association shall require and at least once every three (3) months, and shall be called by the President. A Special Meeting of the Council shall be called on the written request of any two (2) members being delivered to the President or in his absence to the Vice-President which request shall state the business to be brought before the meeting. Meetings of the Council shall be called by ten (10) days' notice in writing mailed to each member of the Council or by three (3) days' notice by telephone. Any seven (7) members of the Council shall constitute a quorum for a meeting.
(g) In case an Officer or Director resign or cease to be a member, or for any reason becomes unable or ineligible to attend to the duties of his office, the vacancy thereby created may be filled by an appointee of the Council for the unexpired portions of such Officers or Directors term of office.
(h) In case of any vacancy in the Council number, the League with deficient appointees must name a person to fill the vacancy within thirty (30) days of the creation of the vacancy.
(i) An Officer or Director may retire from his office upon giving notice to the Secretary of the Association in writing.
(j) The office of any Officer or Director shall ipso facto (i.e., by that very fact or act; thereby) be vacated if he be absent from three (3) consecutive Council Meetings at which his presence has been requested unless he has, for cause, been excused.
(k) The Association, by Special Resolution, may remove any Officer or Director before the expiration of his term of office.
(l) The President shall preside over all meetings of the Association and shall ex-officio be a member of all Committees.
(m) A Vice-President shall perform the duties of the President in the absence of the President.
(n) The Secretary shall act as Secretary at all meetings of the Association and all meetings of the Council and shall take and keep accurate minutes of such meetings, and shall keep a roll of the members of the Association and such other records as the Council may direct.
(o) The Treasurer shall receive all monies collected or otherwise received on behalf of the Association, and issue receipts therefore, and pay all accounts when properly approved and keep accounts, receipts and vouchers for the same. He shall deposit the funds of the Association in such Bank or Banks as the Association in General Meeting may direct. He shall together with either the President or Vice-President, sign on behalf of the Association all bills, notes, cheques, debentures and all other papers and documents which pertain to the Finances of the Association. At the Annual General Meeting of the Association he shall present a statement of the affairs of the Association for the preceding fiscal year. After the same has been duly audited and shall report the financial position of the Association as often as required by the Association in General Meetings.
(p) No member of the Council or of a committee shall be entitled to receive any numeration for his services as such.
(q) Any indebtedness or expenditure must be approved firstly by Council.

5. Exercise of Borrowing Powers
The Association may by Special Resolution for the purpose of carrying out the objects of the Association:
(a) Acquire and take by purchase, donation, demise, or otherwise all kinds of real estate and personal property, and may sell, exchange, mortgage, lease, let, improve, and develop the same, and may erect and maintain any necessary buildings.
(b) Borrow or raise or secure the payment of money in any manner it thinks fit, and in particular the issue of debentures.
(c) Invest Association funds in savings plans in a trust company that is affiliated with the bank in which the account of the Association is held.
(d) Draw, make accept, endorse, discount, execute, and issue promissory notes, bills, or exchange, and other negotiable and transferable instruments.

6. Audit of Accounts
(a) The books, accounts and records of the Association shall be audited at least once each year by a duly qualified accountant or by the members of the Association elected for that purpose at a General Meeting. A complete and proper statement of the standing of the books for the previous year shall be submitted by such auditor or auditors at the Annual Meeting of the Association.
(b) The fiscal year of the Association shall end on the 31st day of July.

7. Custody and Use of the Seal
(a) The seal of the Association shall be kept by the Secretary of the Association and shall be used only upon authorization of a resolution of the Council, and whenever used shall be authenticated by the signature or signatures of such office, officers or other person or persons as such resolution may designate, or having such designation by the Secretary together with either the President or the Vice-President.

8. Custody of Minutes and Other Books of Record
The minutes and other books of record of the Association shall be kept in the custody of the President or the Secretary.

9. Inspection of Books
(a) All Minutes, Books and other records of the Association shall be open to inspection by Council.
(b) All Minutes, books and other records of the Association may be inspected by any member of the Association at the Annual General Meeting provided for herein or at any time upon giving reasonable notice and arranging a time satisfactory to the Officers having charge of same.

10. Amendments to Bylaws
(a) Amendments to the Bylaws by recission, alteration or addition may be made only by submission of the proposed amendments to the Council.
(b) Such proposed amendments shall be considered by the Council and the necessary amended clauses shall be drafted by them.
(c) No amendment to the Bylaws shall be made except by a Special Resolution passed by not less than seventy-five (75) percent of the members entitled to vote who are present at the General Meeting of the Association of which not less than twenty-one (21) calendar days notice specifying the intention to propose such amendments has been duly given.
(d) No amendment shall have any effect until it has been registered by the Registrar of Companies of the Province of Alberta.

11. General
(a) The Association shall maintain its membership in the North-West Community Athletic Club.

12. Dissolution
(a) The Association shall not be dissolved except by a Special Resolution at a General Meeting of which not less than twenty-one (21) calendar days' notice specifying the
intention to propose the resolution has been given, and passed by the vote of not less than seventy-five (75) percent of those members entitled to do so vote in person. When the
Registrar of Joint Stock Companies has accepted the surrender of the certificate of incorporation and cancelled it, and fixed a date from which the society shall be dissolved,
any assets remaining at such date shall be distributed among the current leagues registering hockey players in equal proportions as per registration of players of that current year.

13. Rules of Order
The rules contained in "Parliamentary Procedures at a Glance" by O. Garfield Jones, shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with the Bylaws or the special rules of order of the Association.

Dated this _________ day of _____________, 20________.
Name (Signature)
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Name (Witness)
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12839 - 141 Street Edmonton, Alberta Phone 780.453.3666 Fax 780.453.3633