Tecumseh Pickleball Association Note: A regular Member is defined as any member with a paid up, annual membership and does not include Honorary Members.
Article 1: Meetings
- Annual General Meeting (AGM). An AGM shall be held once a year, the date to be determined by the Directors.
- Notice of Meeting. Notice of the AGM must be given to all members at least one month in advance of the meeting.
- Voting Rights. Anyone who holds an up to date Regular Membership for the current year, or an Honorary Membership, shall have one vote at the AGM or other general meetings called by the Directors.
- Quorum, Voting, Amendments. Quorum shall be 51% of the membership. Only members in attendance may vote at meetings. Motions may be passed by majority vote at all meetings unless it is an amendment to the Constitution which will require a 2/3 majority vote. Any Regular Member or Honorary Member in good standing may submit to the Board a proposed amendment to the Constitution at least two weeks prior to the AGM.
- Order of Business. The suggested order of business at the AGM of the club shall be as follows:
- Call to order,
- Approval of minutes of previous AGM,
- Report of Secretary/Treasurer,
- Report of the President,
- Report of Committees,
- Amendments to the Constitution,
- Miscellaneous or Special Business,
- Election of Directors,
- Additional meetings may be called by the Directors as required.
Article 2: Membership – Dues, Voting, Just Cause Clause
- Eligibility. Directors may use whatever criteria they deem appropriate to decide who is allowed into the club.
- Fees. The Directors shall have the power to change membership fees as required.
- Membership Year. The membership year shall run from January 1 - December 31.
- Voters. All members in good standing shall be given one vote.
- The Directors may offer an Honorary Playing Membership to individuals who have provided exceptional service to the club. No fee will be charged for year for an Honorary Membership.
- All Affiliate members may attend meetings but have to voting or speaking rights unless granted by the Directors. All Honorary Playing Members have full voting and speaking rights at meetings.
- Just Cause. The Board shall have the power to suspend or expel any member for just cause. Examples of just cause include: failure to pay membership fees when they are due, unsportsmanlike conduct, failure to follow proper protocol in disputes or other actions, any action which damages the integrity of the club or the ability of the Directors to fulfill their duties.
Article 3: Board of Directors -- Composition, Term of Office, Quorum
- Number of Directors. Five will be elected from the Regular Membership at the AGM. All officers shall take office immediately following the AGM.
- Election of Officers. At the first meeting of the Directors after the AGM, the Directors will elect a President, Vice-President, Secretary, Treasurer and one Director-At-Large.
- Term of Office. The founding Executive positions are for a 5 year term to establish continuity, set up play structure of indoor and outdoor Tecumseh courts. Following this term, executive positions will be a maximum of two years. There is no restriction on the number of terms a person can serve.
- Quorum. A quorum for conducting business at a Director’s meeting shall consist of a minimum of three members.
Article 4: Board of Directors – Duties, Vacancies, Meetings, Removal of Director, Conflict of Interest.
- The club shall be managed by its Board of Directors, who shall establish, regulate and direct the policies and objectives of the club. The Directors shall direct, review and approve all matters concerning the club.
- President shall: act as the CEO, preside over all meetings of the Board and Membership, appoint, with the approval of the board, replacement or additional committee members as needed, act as the primary spokesperson and negotiator for club activities, consult/brainstorm with other board members to maintain a healthy balance of method of play and assist the other Board members where needed.
- Vice President shall: Act in partnership with the President on most duties. If needed, exercise all powers of President in case of their absence, resignation, incapacity or removal from the position. Assist the other Board members where needed.
- Treasurer shall: Be responsible for the financial management of the organization, paying bills, collecting dues, guest fees etc. Provide a financial report (bank balance, income, expenses) to the membership annually or to the board as requested. Electronically, file the NFP (Not for Profit) return annually, not later than 60 days following the date of incorporation. Assist the board in organizing methods of play etc. Assist the other Board members where needed.
- Secretary shall: keep organized minutes of all meetings and cascade minutes to appropriate board/membership. Advise membership, via email, of full meetings, giving two weeks notice for interim meetings and one month prior to the annual meeting date. Maintain membership data and email lists. Participate in organizing methods of play. Assist other Board members where needed.
- Director at Large shall: Assist the board in organizing methods of play, etc. Act as the PR person. Be a set of eyes and ears of membership to encourage cohesiveness amongst the club. Be the “voice” of opinions to the board when issues arise. Assist other Board members where needed.
- If a vacancy shall occur on the Board, the remaining members of the Board may, by a majority vote, elect a successor for the unexpired term, except that a vacancy in the office of the President shall be succeeded by the Vice President.
- Action without a Meeting. Any action required or permitted to be taken at a meeting of the Board or any committee may be taken without a meeting if all the members of the board or committee are in agreement, including meetings via computer or telephone, to taking the action without a meeting and to approving the specific action. Such consents shall have the same force and effect as a unanimous vote of the Board of Directors.
- Removal of Director. At any meeting of the Board, any officer or member of the Board may, by a vote of not less than two/thirds of the entire Board, be removed from office, with or without cause, and a successor may be elected pursuant to the provisions of these Bylaws.
- Conflict of Interest. Any director, who is party to, has a material interest, or who is party to a material contract shall disclose the nature of extent of his/her interest. The Director shall exclude himself/herself from discussions when a conflict of interest is likely to result.
- Membership Cap. In order to control membership size, the executive shall have the power to impose a cap on the number of Regular Playing Members and further to this the executive may raise or lower the cap as deemed necessary.
Article 5: Protection of Directors
Every Director of the club, in exercising his powers and discharging his duties, shall act honestly and in good faith with a view to the best interests of the club, and exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. Subject to the foregoing, no director shall be liable for the acts, receipts, neglects or defaults of any other director, or for any damage or expense happening to the corporation.
Article 6: Finances
- The Tecumseh Pickleball Association is a not for profit association
- A bank account will be established at a local bank and must be used to transact all club financial business
- Any two of the President, Vice-President, Treasurer or Secretary must sign all cheques that exceed $500