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BY-LAWS
HEADWATERS BRITISH CAR CLUB
January 7, 2009
Amended Dec. 9th, 2009
Article 1
Name
The name of the Club shall be Headwaters British Car Club, herein after referred to as "HBCC" or the "Club".
Article 11
The purpose of the Club is:
(a) To support the interest in all Marques of the British Built cars and motoring generally.
(b) To encourage members to maintain, restore and preserve their cars.
(c) To promote social activities among members and with other like clubs and to provide a forum for the exchange of information.
(d) To encourage participation in organized drives, parades, and rallies of the
Marques
Article 111
Section A - Eligibility
Membership shall be open to any person who supports the purpose of the Club and has paid the annual Membership Fees.
Section B - Membership in Good Standing
Membership in good standing shall be conferred upon payment of the annual Membership Fees, as provided herein. Membership dues are due on Jan 01 of each year. Any member who fails to pay fees as required by the Club by April 01 each year shall cease to be a member in good standing until payment is received.
Section C - Membership List
The Club has the right to publish a membership list with names, addresses, phone numbers, and e-mail addresses of all members for the sole purpose of its members, and to be used solely for club business only
Section D - Meetings
An Annual General Meeting of the membership shall be held once each year in December. Notice in writing will be emailed to members prior to each meeting. Notice of the meeting may also be given to a member in good standing by way of ordinary mail as an alternative to e-mail.
Section E- Appointment of a Nominating Committee
Not less than 30 days before the Annual General Meeting, the Executive shall appoint a nominating committee, comprised of members in good standing, to present nominations for the Officers of the Club for the ensuing year at the Annual General Meeting and each nominee shall be a member in good standing. Any member in good standing present at the Annual General Meeting may make other nominations from the floor of another Member in good standing. A nominee from the floor shall be present at the Annual General Meeting in order to assent to his or her nomination for a candidacy.
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The Annual General Meeting shall
(a) Receive from the Treasurer, a full statement of accounts, showing all receipts and expenditures for the current year.
(b) Receive from the Secretary, a report of the activities of the Club in the preceding year and ratify the acts of the Executive.
(c) Elect the Officers of the Club
(d) Confirm, repeal or amend the by-laws of the Club
(e) Consider and if necessary, decide on any matters which may be duly and properly submitted to the meeting by the membership
A special or extraordinary general meeting (EGM) may be convened by direction of the Executive or on a written request to the President or Secretary, if such written request is signed by at least 10 members in good standing, stating the business for which the EGM is required and proposing a date for the meeting which shall be not less than 14 days and not more than 28 days from the date of such direction or written request.
At any meeting of the membership, in the absence of the President, the Vice President shall preside. In their absence, and if no other Executive member is present, or they decline to chair the meeting, the membership present shall choose one of the members present to act as chair of the meeting.
A quorum shall be 10 members present or a greater number that the members may determine at a general meeting.
Unless the Executive otherwise directs, members requiring a matter to be discussed at the Annual or Monthly General Meeting, shall contact a member of the Executive prior to the agenda of said meeting being distributed and have it added to the agenda. New issues may also be raised during the New Business portion of the meeting.
The editor of the Club News letter may, at the request of the Executive, publish the text of such matter in the edition of the newsletter immediately preceding the Annual or Monthly Meeting or, at the sole cost to the member, distribute the text by a separate mailing to the membership.
The accidental Omission to give notice or proper notice of any meeting of the membership, or the non receipt of any notice by any member or members, shall not invalidate any resolution passed or any proceedings taken at any meeting of the members.
A member in good standing shall be entitled to one vote on matters properly submitted for consideration at a meeting of the membership. The vote shall cast in person, either by ballot or show of hands, or by proxy, as decided by and under the direction of the executive. Votes will be decided in the first instance by a majority of votes cast and in the instance of an equality of votes, the chair of the meeting shall have a second or casting vote
Article 1V
Executive
Section A - Officers
The Executive shall consist seven (8) members in good standing, elected annually, and shall include the following officers, namely, President, Vice President, Secretary, Treasurer, Event Coordinator, Membership Coordinator, and two Directors at Large. Further, a ninth (9) member of the Executive shall be that of Webmaster. This position will be appointed, not elected, but will have full voting rights.
Three (3) members of the Executive shall form a quorum, one of who must be either the President or Vice President.
Section B - Executive Meetings
Meetings of the Executive will be on a monthly basis
Section C - Responsibilities of Officers
The President shall:
(a) Preside at all meetings;
(b) Call special meetings of the executive as may be required;
(c) Be 1 of 2 signatures permitted for financial disbursements; and
(d) Create and appoint chairs of any committees and serve as ex-officio member of all such committees
The Vice President shall:
(a) work closely with and assume the responsibilities of the President in his absence;
(b) Be 1 of 2 signatures permitted for financial disbursements; and
(c) Serve as ex-officio member of any committee as requested by the President;
The Secretary shall:
(a) Keep the minutes of all meetings;
(d) Keep the records and papers of the Club; and
(e) Ensure the notices of all meetings are properly given
The Treasurer shall:
(a) Maintain the financial records of the Club;
(b) Be 1 of 2 signatures permitted for financial disbursements;
(c) Prepare financial statements and present reports at the Monthly General Meetings; and
(d) Prepare financial statements for year end.
The Membership Coordinator shall:
(a) Maintain all records relating to memberships;
(b) Issue Membership cards to all members in good standing;
(c) Assume other duties as he or she sees fit and the Club requires.
The Event Coordinator shall:
a) Organize or cause to be organized the Clubs Events such as, but not limited to: drives, rallies, and social gatherings.
(b) Prepare and submit to the Executive a report of finances on each event.
(c) Maintain and distribute a calendar of events; and
(d) Assume other duties as he or she sees fit and the Club requires
The Director at large shall:
(a) Fill in for any member of the Executive as required; and
(b) Assume other duties as he or she sees fit and the Club requires.
Section D -Expulsion and removal from Office
It shall be the duty of the Executive if at any time they shall be in the opinion that the interests or purpose of the Club are being harmed, to invite in writing, any member to resign from the Club within a time specified in such letter. In the event that no resignation is received within the specified time, the member in question shall be given at least fourteen (14) days notice to appear before a General Meeting and shall be allowed to offer an explanation of his or her conduct verbally or in writing at such a meeting. If more than 2/3 of the Members in good standing present, shall then vote, for the expulsion of the member, such member shall thereupon cease to be a member of the Club.
Article V
Section A - Fiscal Period
The fiscal period of the Club shall follow the calendar year and extend from November 1st to October 31st each year.
Section B - Membership Fees
Membership fees as established from time to time by a general meeting of the members shall be paid each year by members of the Club.
Section C - Deposits and Disbursements
All funds received by the Club or on behalf of the membership shall be deposited in a bank account to be maintained in the name of the Club with a Canadian Chartered Bank or other financial institution approved by the Executive from time to time.
Funds over the nominal amount of $25.00 may only be disbursed upon the written authorization of any two of the Executive or by resolution of the membership at a properly convened meeting of the Club, which disbursements shall be for the purpose of the betterment of the Club and its purposes.
Article VI
Use of the Headwaters British Car Club Name
The name, address, or email addresses of the Club and or Executive, or any logo or symbol which represents or depicts the Club shall not be given or used, in any manner, by a member as his or her address for any trade advertising, financial or business purposes or in connection with any legal proceedings.
No use of any information contained in any communications from or publications by the Club for any business or commercial purposes shall be permitted without the prior written consent of the Executive.
Article VII
Adoption of By-Laws
These By-Laws shall be the governing document of the Club following approval of 2/3 majority of all members voting at the next general meeting of the members duly called for considering these by-laws.
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