Tecumseh Pickleball Association By-Law #1 A by-law relating generally to the conduct of the affairs of Tecumseh Pickleball Association (the "Corporation") BE IT ENACTED as a by-law of the Corporation as follows:
Definitions In this by-law and all other by-laws of the Corporation, unless the context otherwise requires: 1.1. "Act" means the Canada Not-For-Profit Corporations Act S.C. 2009, c. 23 including the Regulations made pursuant to the Act, and any statute or regulations that may be substituted, as amended from time to time; 1.2. "Articles" means the original or restated articles of incorporation or articles of amendment, amalgamation, continuance, reorganization, arrangement or revival of the Corporation; 1.3. "Board" means the board of directors of the Corporation and "director" means a member of the board; 1.4. "By-law" means this by-law and any other by-law of the Corporation as amended and which are, from time to time, in force and effect; 1.5. "Meeting of Members" includes an annual meeting of members or a special meeting of members; "special meeting of members" includes a meeting of any class or classes of members and a special meeting of all members entitled to vote at an annual meeting of members; 1.6. “Member” means any person with: a properly completed application, paid insurance, and a paid annual membership, but does not include honourary members; 1.7. “Membership Year” means the period from November 1 to October 31; 1.8. "Ordinary Resolution" means a resolution passed by a majority of not less than 50% plus 1 of the votes cast on that resolution; 1.9. "Proposal" means a proposal submitted by a member of the Corporation that meets the requirements of section 163 (Member Proposals) of the Act;
1.10. "Regulations" means the regulations made under the Act, as amended, restated or in effect from time to time; 1.11. "Special Resolution" means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution; and 1.12. “TPA” means Tecumseh Pickleball Association incorporated November 20, 2018 under the Act.
- Interpretation In the interpretation of this by-law, words in the singular include the plural and vice-versa, words in one gender include all genders, and "person" includes an individual, body corporate, partnership, trust and unincorporated organization. Other than as specified above, words and expressions defined in the Act have the same meanings when used in these by-laws.
- Corporate Seal The Corporation may have a corporate seal in the form approved from time to time by the board. If a corporate seal is approved by the board, the Director-Administrator of the Corporation shall be the custodian of the corporate seal.
- Execution of Documents Deeds, transfers, assignments, contracts, obligations and other instruments in writing requiring execution by the Corporation may be signed by any two (2) of its officers or directors. In addition, the board may from time to time direct the manner in which and the person or persons by whom a particular document or type of document shall be executed. Any person authorized to sign any document may affix the corporate seal (if any) to the document. Any signing officer may certify a copy of any instrument, resolution, by-law or other document of the Corporation to be a true copy thereof.
- Financial Year End The financial year end of the Corporation shall be October 31 in each year.
Banking Arrangements The banking business of the Corporation shall be transacted at such bank, trust company or other firm or corporation carrying on a banking business in Canada or elsewhere as the board of directors may designate, appoint or authorize from time to time by resolution. The banking business or any part of it shall be transacted by an officer or officers of the Corporation and/or other persons as the board of directors may by resolution from time to
time designate, direct or authorize. All cheques and withdrawals must be signed by two (2) directors at arms length.
- Borrowing Powers
Subject to a maximum of $25,000.00, the directors of the Corporation may, without authorization of the members,
- borrow money on the credit of the corporation;
- issue, re-issue, sell, pledge or hypothecate debt obligations of the corporation;
- give a guarantee on behalf and
- mortgage, hypothecate, pledge or otherwise create a security interest in all or any property of the corporation, owned or subsequently acquired, to secure any debt obligation of the corporation.
- Annual Financial Statements The Corporation may, instead of sending copies of the annual financial statements and other documents referred to in subsection 172(1) (Annual Financial Statements) of the Act to the members, publish a notice to its members stating that the annual financial statements and documents provided in subsection 172(1) are available at the registered office of the Corporation and any member may, on request, review a copy free of charge at the registered office by appointment.
- Membership Conditions
Subject to the articles, there shall be two classes of members in the Corporation, namely, Members and Honourary Members. The board of directors of the Corporation may, by resolution, approve the admission of the members of the Corporation. Members may also be admitted in such other manner as may be prescribed by the board by resolution. The following conditions of membership shall apply:
- A voting membership shall be available only to individuals who have applied and have been accepted for voting membership in the Corporation.
- The term of membership of a voting member shall be annual, subject to renewal in accordance with the policies of the Corporation.