SCHOMBERG MINOR HOCKEY ASSOCIATION
By-Law Number One
FIRST REVISION: FEBRUARY 22, 2005
SECOND REVISION:
THIRD REVISION:
SCHOMBERG MINOR HOCKEY ASSOCIATION
CONSTITUTION AND BY-LAWS
CONTENTS
1. Definitions.......................................................................................................... Page 3
2. Registered Office and Seal.................................................................................. Page 4
3. Mission of the Association................................................................................... Page 5
4. Affiliation............................................................................................................ Page 5
5. Classes of Membership....................................................................................... Page 6
6. Terms of Membership and Eligibility..................................................................... Page 6
7. Meetings of the Membership................................................................................ Page 8
8. Board of Directors............................................................................................. Page 10
9. Procedure for Elections of Directors.................................................................... Page 11
10. Board Responsibilities....................................................................................... Page 12
11. Directors & Responsibilities of Directors.............................................................. Page 14
12. Committees of the Board................................................................................... Page 23
13. Execution of Documents.................................................................................... Page 29
14. Financial Year.................................................................................................. Page 29
15. Banking Arrangements...................................................................................... Page 29
16. Borrowing by the Association............................................................................. Page 30
17. Notice.............................................................................................................. Page 30
18. Passing and Amending By-laws......................................................................... Page 31
19. Repeal of Prior By-laws..................................................................................... Page 31
20. Rules of Procedure............................................................................................ Page 31
21. Effective Date................................................................................................... Page 32
SCHOMBERG MINOR HOCKEY ASSOCIATION
BY-LAW NO. 1
A by-law relating generally to the conduct of the affairs of the Schomberg Minor Hockey Association.
BE IT ENACTED as a by-law of Schomberg Minor Hockey Association as follows:
DEFINITIONS
1.1 In this By-law and all other By-laws and Resolutions of the Association, unless the context otherwise requires:
a) “AGM” means Annual General Meeting
b) "Association" means Schomberg Minor Hockey Association (or such other name as the Association may in the future legally adopt)
c) “Audit” means an examination of an accounting document and of the evidence in support of its correctness
d) "Board" means the Board of Directors of the Association
e) "Corporations Act" means the Corporations Act R.S.O. 1990, Chapter 38, and any statute amending or enacted in substitution therefore, from time to time
f) "Director" means an individual who has been elected or appointed to the Board of Directors of the Association and who holds the offices enumerated in Article 11
g) "HC" means Hockey Canada (formerly the Canadian Hockey Association) or such other name as they may in the future legally adopt
h) “Initiation Program (IP)” means to provide a safe and positive experience to make youngsters, ages 4 to 7, first contact with hockey memorable.
i) “Members” means all classes of membership in the Association as provided for in section 5.
j) “Member in Good Standing” means any member as defined in Section 5 with no monies owed to the SMHA and no disciplinary action currently taken against them.
k) "Letters Patent" mean the Letters Patent incorporating the Association, as from time to time amended by Supplementary Letters Patent;
l) "OHF" means the Ontario Hockey Federation (or such other name as the OHF may in the future legally adopt);
m) "OMHA" means Ontario Minor Hockey Association (or such other name as the OMHA may in the future legally adopt);
n) "Policies" means written statements governing issues affecting the affairs of the Association, which have been considered and approved by the Board of Directors of the Association.
o) “Registered Player” means a player registered with SMHA, paid up to date, and playing with SMHA or a AAA affiliate according to the OMHA guidelines.
p) “SMHA” means Schomberg Minor Hockey Association
q) “SRMHL” means the Simcoe Region Minor Hockey League (or such other name as the SRMHL may in the future legally adopt).
r) “YSMHL” means the York Simcoe Minor Hockey League (or such other name as the YSMHL may in the future legally adopt).
1.2 All terms defined in the Corporations Act have the same meaning in this By-law and all other By-laws and Resolutions of the Association. REGISTERED OFFICE AND SEAL
2.1 The Schomberg Minor Hockey Association was incorporated on December 8, 1986 as a NOT-FOR-PROFIT CORPORATION under the name SCHOMBERG MINOR HOCKEY ASSOCIATION. Ontario Corporation Number 000687021.
2.2 The Corporate Seal of the Association shall be in the form as the Board may by resolution from time to time adopt, and shall be entrusted to the Secretary of the Association for its use and safekeeping.
2.3 The registered head office of the Association shall be in the Town of Schomberg, of the Township of King, within the Municipality of York, in the Province of Ontario and thereafter as the Association may from time to time determine by special resolution of the members pursuant to the Corporations Act. The Association may establish such other offices within Canada, as the Board may deem expedient by resolution. Address to be Box 145, Main Street, Schomberg, Ontario, Canada, L0G 1T0.
2.4 The OMHA Boundaries for Schomberg Minor Hockey Association are as follows:
a) With Nobleking Minor Hockey Association per OMHA agreement Jan 21/98:
i) North from the 17th sideroad from Bathurst Street to the Caledon/King Townline.
ii) The right of choice area shall be the block from Hwy 400 east to Bathurst Street and Hwy 9 south to the 17th Sideroad.
iii) It is agreed to Grandfather any families presently playing in either Association.
b) With TNT Minor Hockey Association per OMHA agreement Jan 21/98:
i) East from the 10th sideroad of New Tecumseth from Hwy 9 to the 5th line of New Tecumseth.
ii) South from the 5th line of New Tecumseth from the 10th sideroad of New Tecumseth to HWY 27.
iii) Residences fronting the 10th sideroad and the 5th line have a right of choice.
iv) It is agreed to Grandfather any families presently playing in either Association.
c) With Caledon Minor Hockey Association
i) It is understood that this boundary is the Caledon/King Townline from the 17th sideroad to Hwy 9.
d) With Aurora Minor Hockey Association
i) It is understood that this boundary is Bathurst Street from the 17th sideroad to St. John’s Sideroad.
e) With Newmarket Minor Hockey Association
i) It is understood that this boundary is Bathurst Street from St. John’s Sideroad to Green Lane.
f) With Bradford Minor Hockey Association
i) It is understood that this boundary is as follows;
ii) South from the 5th line of West Gwillimbury from Hwy 27 to Hwy 400
iii) West from Hwy 400 from the 5th line to Canal Road
iv) South from the Canal Road from Hwy 400 to Ansnorveldt
v) West from Dufferin from Ansnorveldt to Green Line
vi) South from Green Lane from Dufferin to Bathurst
g) It is understood that in sections c) to f) above there shall be a “choice-of-centre” area per the OMHA Manual of Operations Rule 18.
ADMISSION OF THE ASSOCIATION
3.1 The purpose of the Association is to organize, develop and promote minor ice hockey for the youth of the Town of Schomberg including:
a) the opportunity for all eligible individuals to participate in recreational local league ice hockey, and to provide community based programs, which will allow a player to participate in an environment for fun, physical exercise and fair play;
b) the development of and participation in representative ice hockey and provide the opportunity to participate at the highest competitive level;
c) to instil in all players, coaches, managers and members associated with the SMHA good sportsmanship, correct and proper behaviour on and off the ice, and respect for authority and team play;
d) the Association shall be operated, as a not for profit organization, without the purpose of pecuniary gain to any of the Members and any surplus or accretions of the Association shall be used solely for the purposes of the Association and for the promotion of its objects;
AFFILIATIONS
4.1 The Association shall have the following affiliations:
a) The Association shall be a member of the OMHA; and,
b) The Association shall be a member of the York Simcoe Minor Hockey League; and,
c) The Association shall be a member of the Simcoe Region Minor Hockey League ; and,
d) The Association shall be affiliated with the Schomberg Cougars Jr. C Hockey Club
CLASSES OF MEMBERSHIP
5.1 There shall be four (4) classes of Membership in the Association:
a) Active Membership;
b) Parent/Guardian Membership;
c) Lifetime Membership;
d) Honorary Membership
TERMS OF MEMBERSHIP AND ELIGIBILITY
6.1 Terms and Eligibility
a) Active Membership:
Active Members shall include all elected or appointed Directors, and all convenors, coaches, managers and trainers appointed for the current season, and all registered players who are at least 18 years of age.
Members in this classification will be allowed one (1) vote per person.
b) Parent/Guardian Membership:
Parent/Guardian members shall include all parents and or legal guardians of registered players in good standing where the registered player is under the age of eighteen (18) years. Each Parent/Guardian member of a registered player shall be entitled to vote and may attend membership meetings and, by invitation, meetings of the Board and Committees of the Association.
Each custodial couple, single parent, or legal guardians shall have one (1) vote per player registered.
i.e.: One (1) registered player = One (1) vote,
Three (3) registered players = Three (3) votes.
c) Lifetime Membership:
Lifetime Membership may be granted to an individual who has rendered extraordinary and distinguished service to the Association. Individuals may be nominated to be Lifetime Members by any Member of the Association and the granting of Lifetime Membership must be confirmed by a majority vote of the Board of Directors. Lifetime Membership shall be awarded for twenty years of service in any SMHA Official capacity, as recognized by the Board. Each Lifetime Member shall be entitled to vote and may attend membership meetings and, by invitation, meetings of the Board and Committees of the Association. All existing Lifetime Members shall be Grandfathered in.
Lifetime Members shall have one (1) vote per person.
d) Honorary Membership:
Honorary Membership may be granted to an individual who has rendered extraordinary and distinguished service to the Association. Individuals may be nominated to be Honorary Members by any Member of the Association and the granting of Honorary Membership must be confirmed by a majority vote of the Board of Directors. Honorary Membership shall be recognized after ten (10) years of sponsorship. Honorary Members will not be entitled to vote but may attend membership meetings and, by invitation, meetings of the Board and Committees of the Association. All existing Honorary Members shall be Grandfathered in.
Honorary Members will have no vote.
e) One Person – One Class of Membership:
Although it is possible for a member to be qualified for more than one (1) class of membership in the Association, no person may hold more than one (1) class of membership. It is therefore mandatory that each member shall declare himself/herself prior to the start of any meeting of the membership and advise the chairperson of the membership class he/she wishes to represent. Once the meeting is called to order, the member must remain in that class of membership and may not change to another category or class of membership.
6.2 Membership List:
Subject to Section 6.7 herein, the Secretary of the Board shall prepare and maintain a list of current Active Members, Parent/Guardian Members, Lifetime Members, and Honorary Members. This list shall be kept at the SMHA office and updated as necessary and made available to all Directors. Such list of Members shall be used to determine eligibility to attend and vote at any Meeting of the Membership.
6.3 Membership Year
Unless otherwise determined by the Board, every Membership, other than Lifetime or Honorary Memberships shall commence on or after May 1 in each year, and shall lapse and terminate on the 30th day of April next following the date on which such Membership commenced.
6.4 Termination
a) Membership in the Association shall not be transferable and shall terminate upon a Member's resignation or death.
b) Members may resign from the Association by submitting a resignation in writing addressed to the Secretary who in turn shall notify the appropriate Board Members.
c) Members shall be those admitted to Membership and who have paid all required membership fees to the Association. Members whose Membership fees are in arrears for a period of three (3) months shall be suspended from Membership and not permitted to vote, make nominations or hold office in the Association. The Secretary shall inform those concerned of this suspension in writing.
d)
Members whose conduct is considered by the
Board
to be contrary to the stated Code of Conduct and the purposes of the Association
shall be asked by the
Board
to explain or justify their actions. If these Members are unwilling or unable to
do so, they shall be asked by the
Board
to resign from the Association. If they do not resign, the
Board
shall give proper notice of motion, to be considered at the next
Board
meeting, requesting the expulsion of these Members. A copy of this motion shall
be communicated to the Members concerned within a reasonable period of time for
that person to make a written response. If a response is made, it shall be
circulated with the notice of motion. Approval of such a motion shall require a
two-thirds (2/3) majority in a ballot conducted at the meeting. The Members
concerned shall be invited to attend the meeting and to explain their positions
before the vote is taken.
6.5 Membership Fees
Registration fees shall be established annually by the Board. Fees for any unexpired term of membership are normally not refundable, but the Board of Directors may, in its sole discretion, grant a request for such a refund in extenuating circumstances.
6.6 Right to Vote
All Active Members, Parent/Guardian Members, Lifetime Members, and Honorary Members shall be entitled to notice of all Meetings of Members of the Association. Voting privileges are defined in Section 6.1 Terms & Eligibility. Only “Members in Good Standing” shall be entitled to vote.
6.7 Record Date
Individuals, who are Members of the Association at least 35 days in advance of any General Meeting of the Members of the Association, are entitled to notice of and to vote at such General Meeting of Members. Any individual who is not a Member at least 35 days in advance of a General Meeting is not entitled to notice of or to vote at such General Meeting for which the record date has been established.
MEETINGS OF THE MEMBERSHIP
7.1 Annual General Meeting of Members
The Annual General Meeting shall be held each year within the last fifteen (15) days of February, at a time, place and day determined by the Board, for the transaction of at least the following business, to be set out in the agenda of such Annual General Meeting;
a) approval of the agenda;
b) approval of the minutes of the previous Meeting of the Membership;
c) receiving reports of the activities of the Association during the preceding year;
d) receiving information regarding the planned activities of the Association for the current year;
e) receiving and approving the report of the Auditor of the Association from the previous year and a projected financial position for the current year;
f) appointment of the Auditor for the ensuing year;
g) consideration of any proposed amendments to the Letters Patent or By-laws of the Association;
h) transaction of any business which relates to the business of the Meeting referred to above, and notice and particulars of which are received by the Secretary in writing on or before 6:00 p.m. on January 15th, immediately preceding the Annual General Meeting;
i) election of the new Board;
7.2 Additional General Meetings of Members
In addition to the Annual General Meeting described in Article 7.1, a General Meeting of the Membership may be called at any time by a Resolution of the Board. The business to be transacted at a General Meeting shall be limited to that specified in the notice calling the General Meeting.
7.3 Notice
a) Annual General Meeting;
i) Notice of the date and location of the Annual General Meeting shall be posted in the Schomberg Arena by December 15. Such notice shall include a reminder, to the members, of the requirements of Articles 7.1 h) and 18.3 d).
ii) Notice of the Annual General Meeting to be held within the last fifteen (15) days of February in each year, shall set out the agenda, including particulars of any other business to come before the Meeting. The time and the place of the Meeting, and such notice shall be either hand delivered or mailed to all Members at the last known address recorded for such Members in the records of the Association. Such notice shall be posted in the Association Arena at least thirty (30) days prior to the date of the Meeting.
b) Additional General Meetings of the Membership;
Notice of any Additional General Meetings of the Membership shall be either hand delivered or mailed to all Members at the last known address recorded in the records of the Association. Such notice shall be posted in the Association Arena at least fifteen (15) days prior to the date of the Meeting.
c) Error or Omission in Notice;
No inadvertent error or omission in giving notice of any Annual General Meeting or Additional General Meeting of Membership or any adjourned Meeting, whether Annual or General, shall invalidate such a Meeting or make void any proceedings taken at such Meeting and any Member may at any time waive notice of any such Meeting and may ratify, approve and confirm any or all actions or proceedings taken at any such Meeting.
7.4 Quorum
A quorum for an Annual General Meeting or General Meeting shall be a minimum of 25 Members eligible to vote and present in person. No business shall be transacted in the absence of a quorum except to take measures to obtain a quorum, to establish the time to which to adjourn, or to take a recess.
7.5 Voting Procedures:
a) A majority of votes cast by Members entitled to vote, unless otherwise required by the Corporations Act or by the By-laws of the Association, shall decide every question proposed for consideration at Meetings of the Membership;
b) The Chair presiding at a Meeting of the Membership shall have a vote only in the event of a tie vote;
c) At the Meetings of the Membership, every question shall be decided by a show of hands, unless a specific count or unless a secret ballot is required by the Chair or requested by any Member entitled to vote. Whenever a vote by show of hands has been taken upon a question, unless a specific count or secret ballot is requested or required, a declaration by the Chair that a resolution has been carried or lost by a particular majority and an entry to that effect in the minutes of the Meeting is conclusive evidence of the fact without proof of the number or proportion of votes recorded in favour of or against the motion.
7.6 No Proxies:
Proxies will not be permitted. Members must be present in person at Additional General Meetings and Annual General Meetings of the Membership in order to exercise their voting rights in relation to matters coming before an Additional General Meeting or an Annual General Meeting of the Membership.
7.7 Adjournments
Any Meeting of the Members of the Association may be adjourned at any time and from time to time and such business may be transacted at such adjourned Meeting(s) as might have been transacted at the original Meeting(s) from which such adjournment took place. No notice shall be required of any such adjourned Meeting other than to those Members present in person at the adjourned Meeting. Such adjournment may be made notwithstanding that no quorum is present.
7.8 Chair:
In the absence of the President and the Vice-President’s, the Members entitled to vote and present at any Meeting of the Membership shall choose another Director as Chair and, if no Director is present or if all the Directors present decline to act as Chair, the Members present shall choose any Member present to be Chair.
BOARD OF DIRECTORS
8.1 Composition
a) Eligibility;
A Director:
i) shall be eighteen (18) or more years of age;
ii) shall not be of undischarged bankrupt or of unsound mind;
iii) shall be a Member of the Association at the time of his or her election or appointment;
iv) shall remain a Member of the Association throughout his or her term of office;
v) shall carry out volunteer screening as per policy and guidelines;
b) Number of Directors;
The affairs of the Association shall be managed by a Board, which shall consists of twelve (12) elected Directors and two (2) appointed Directors, and the immediate Past President.
c) Term of Office;
i) The Directors shall be eligible to be elected or appointed for terms of two (2) consecutive years each (unless resignation is submitted after 1 year).
ii) The elected Directors shall hold Office starting May 1st following their election at the AGM and the term shall expire after approximately two (2) years, ending April 30th.
iii) In order to establish a rotation of Directors on the Board, the election of Directors next following the implementation of this By-law shall provide for the election of six (6) Directors, “Slate A”, for a term of two (2) years each. And the election of six (6) Directors, “Slate B”, for a term of one (1) year each. Thereafter, a number of Directors equal to the number of Directors whose term is ending shall be elected for two (2) year terms each.
iv) If an Executive position is vacated after one (1) year of the two (2) year term the position shall be filled at the following Annual Meeting for the remaining one (1) year of the term.
Slate A Slate B
President 1st Vice President
2nd Vice President Treasurer
Secretary Ice Co-ordinator / OMHA Contact
Fundraising Co-ordinator Risk Management Director
Equipment Manager Chief Timekeeper / Gate Co-ordinator
Tournament Director Rep Tournament Director Local League
Technical Director Referee in Chief
Past President
d)
Change in Number of Directors;
The Association may by special resolution increase or decrease the number of its Directors. Any change in the number of Directors shall be in compliance with prevailing Ontario laws and regulations.
PROCEDURE FOR ELECTION OF DIRECTORS
9.1 Nominations:
The election of Directors shall take place at the Annual General Meeting of the Membership. No election or appointment of a Board Member is effective without consent given in writing prior to the election or appointment. Nomination Forms for the Board shall be available each year from the Secretary by January 15th. A Nomination Form must be completed by all nominees and signed by two (2) nominators who are Members of the Association. Such completed form must be delivered to the Secretary fourteen (14) days prior to the AGM.
9.2 Board Positions:
The Board shall consist of the following:
a) President Elected - two (2) year term
b) 1ST Vice President Elected - two (2) year term
c) 2ND Vice President Elected - two (2) year term
d) Treasurer Elected - two (2) year term
e) Secretary Elected - two (2) year term
f) Ice Co-ordinator / OMHA Contact Elected - two (2) year term
g) Fundraising Co-ordinator Elected - two (2) year term
h) Risk Management Director Elected - two (2) year term
i) Equipment Manager Elected - two (2) year term
j) Chief Timekeeper / Gate Co-ordinator Elected - two (2) year term
k) Tournament Director Rep Elected - two (2) year term
l) Tournament Director Local League Elected - two (2) year term
m) Technical Director Appointed - two (2) year term
n) Referee in Chief Appointed - two (2) year term
o) Past President (immediate)
9.3 Election Procedures:
One (1) week prior to the AGM the secretary shall post in the Association arena a listing of all individuals who have been nominated for election to the Board. Such listing shall identify what position for which each nominee is seeking election. Nominations may also come from the floor at the Annual General Meeting.
9.4 Vacancies:
If a vacancy occurs in any Office, or if for any reason a Director is unable or unwilling to act in that capacity, a Board Meeting shall be held within thirty (30) days for the purpose of selecting a replacement Director from among the current Board of Directors or an eligible Association Member.
9.5 Termination
a) Removal of Director by Membership
Provided that notice specifying the intention to pass such resolution has been given with the notice of meeting, eligible voting Members of the Association, by a resolution passed by at least 2/3 of the votes cast at a General Meeting of Members may remove any Director before the expiration of his or her term of office, and, by a majority of the votes cast at that Meeting, may elect any person in his or her stead for the remainder of his or her term.
BOARD RESPONSIBILITIES
10.1 Governance:
The Board of Directors shall govern the Association in compliance with the objects, powers, by-laws and Policies of the Association, Rules of Operation and all applicable laws and regulations.
10.2 Board Meetings
a) Regular Board Meetings
Except as otherwise required by law, the Board may hold Meetings at such place or places as the President or, in his or her absence, the Vice-President, may from time to time determine. The Board shall meet not less than monthly and more, as the Board may deem advisable.
b) Special Board Meetings
Special Board Meetings may be called by the President or a Vice-President in the absence of the President or on petition in writing to the Secretary signed by any three Directors. Business transacted at a Special Board Meeting shall be limited to that specified in the notice calling the Meeting.
10.3 Notice of Board Meetings
a) Notice shall be communicated to all Directors of the Regular Board Meeting being held on a regular day or date of each month. A schedule of the year’s regular meetings will be determined at the May meeting.
b) Notice shall be communicated to all Directors at least four (4) days in advance of the meeting in the case of Special Board Meetings
c) Notice shall include a tentative agenda and a calendar of the year’s events & duties, in the case of a regular Board Meeting. In the case of a Special Board Meeting notice shall specify the business to be conducted.
d) No formal notice of any Board Meeting shall be necessary if all the Directors are present or if those absent signify their consent to the Meeting being held in their absence.
Error in Notice
No error or omission in giving notice for a Board Meeting shall invalidate such Meeting or invalidate or make void any proceedings taken at such Meeting, and any Director may at any time waive notice of any such Meeting and may ratify and approve of any or all proceedings taken or had thereat.
Adjournment of Board Meetings
Any Board Meeting may be adjourned at any time and from time to time and such business may be transacted at such adjourned Meetings as might have been transacted at the original Meeting from which such adjournment took place. No notice shall be required of any such adjournment.
Quorum
A quorum for a Board Meeting shall be eight (8) Directors. No business of the Board shall be transacted in the absence of a quorum.
Voting Rights
Each Director, present at a Board Meeting, including the Chair, shall be entitled to one (1) vote. The Chair shall have a second (2) vote in the event of a tie vote.
Voting Procedures
A majority of votes of the Directors present at a Board Meeting shall decide every question. Every question shall be decided in the first instance by a show of hands and, unless a secret ballot is demanded by a Director present, a declaration by the Chair that the motion has been carried or not carried and an entry to that effect in the minutes of the Meeting shall be sufficient evidence of the fact, without proof of the number or proportion of the votes recorded in favour or against such motion.
Remuneration
Directors shall serve without remuneration and no Director shall indirectly or directly receive any remuneration, salary or profit from the position of Director or for any service rendered to the Association; provided that, the Board of Directors may establish Policies relating to the reimbursement of Directors for reasonable expenses incurred in the performance of their duties as Directors of the Association.
Conflict of Interest
a) Every Director who directly or indirectly has an interest in a proposed or existing contract or transaction or other matter relating to the Association shall make a full and fair declaration of the nature and extent of the interest at a Board Meeting.
b) The declaration of a conflict of interest shall be made at the Board Meeting at which the question of entering into the contract or transaction or other matter is first taken into consideration or, if the Director is not at the date of that Board Meeting interested in the proposed contract or transaction or other matter, at the next Board Meeting held after the Director assumes the office.
c) After making such a declaration, no Director shall vote on such a contract or transaction or other matter, nor shall he or she be counted in the quorum in respect of such a contract or transaction or other matter.
d) If a Director has made a declaration of an interest in a contract or transaction or other matter in compliance with this Section, the Director is not accountable to the Association for any profit realized from the contract or transaction or other matter.
e) If a Director fails to make a declaration of interest in a contract or transaction or other matter in compliance with this Section, the Director shall account to and reimburse the Association for all profits realized, directly or indirectly, from such contract or transaction or other matter.
Indemnification of Directors
Every Director of the Association and his or her heirs, executors, administrators and estate and effects respectively shall from time to time be indemnified and saved harmless by the Association from and against:
a) all costs, charges and expenses whatsoever that he or she sustains or incurs in or about any action, suit or proceeding that is brought, commenced or prosecuted against him or her for and in respect of any act, deed, matter or thing whatsoever, made, done or permitted by him or her in or about the execution of the duties of his or her office; and
b) all other costs, charges and expenses that he or she sustains or incurs in or about or in relation to the affairs thereof, except such costs, charges or expenses as are occasioned by his or her own wilful neglect or default; provided that, no Director of the Association shall be indemnified by the Association in respect of any liability, costs, charges or expenses that he or she sustains or incurs in or about any action, suit or other proceeding as a result of which he or she is adjudged to be in breach of statute unless, in an action brought against him or her in his or her capacity as a Director, he or she has achieved complete or substantial success as a defendant;
c) the Association may purchase and maintain such insurance for the benefit of its Directors as the Board may from time to time determine;
Confidentiality
Every Director of the Association shall respect the confidentiality of matters brought before the Board for consideration in camera.
10.13 Rules of Operation
Notwithstanding any other provision contained in this By-law, the Board shall have the power to pass without any confirmation or ratification by the members of the Corporation all necessary rules and regulations as they deem expedient related in any way to the operations of the Corporation, including, without limitation, the conduct of members, member teams and guests, provided such rules and regulations are not otherwise inconsistent with the letters patent of the Corporation or this By-law.
The Rules of Operation should not deal with such things as: qualification, admission, transfer, classes and termination of memberships; qualification and election of Directors; meetings of Directors and/or members; appointment and duties of officers; execution of documents; establishment of and procedures for committees; auditors and fiscal year-end; and amending by-laws, which matters are more properly dealt with in the By-laws. Rules of Operation should strictly deal with only those day-to-day matters directly affecting the member teams and players such as hockey jerseys, tournaments, player and parent conduct and discipline, harassment and abuse, referees and officials, player release, equipment and ice time to name a few
DIRECTORS & RESPONSIBILITIES OF DIRECTORS
Elected / Appointed Directors:
a) The Elected Directors shall be the President, 1ST Vice President, 2ND Vice President, Treasurer, Secretary, Ice Co-ordinator / OMHA Contact, Fundraising Co-ordinator, Risk Management Director, Equipment Manager, Chief Timekeeper / Gate Co-ordinator, Tournament Director Representative, Tournament Director Local League.
b) The Appointed Directors shall be the Technical Director and the Referee in Chief and shall be appointed following the Annual General Meeting by the New Board of Directors.
c) The previously elected President shall become the Past President.
Assistants to Directors
The Board of Directors may appoint such assistant(s) to Directors of the Association as the Board may determine by Resolution from time to time.
Eligibility for Office:
a) The President must have served on the Board for at least two (2) years, in any previous years, before being elected to this position.
b) The Association shall endeavour to nominate as Treasurer a Director who has employment experience and/or skills in accounting procedures.
Term of Office
The elected Directors shall hold Office starting May 1st following their election at the AGM and the term shall expire after approximately two (2) years, ending April 30th and as subject to Section 8.1c).
Termination of Directors
a) Removal for Cause
The Board, by resolution approved by two-thirds (2/3) of the Directors present, may remove any Director for cause before the expiration of his or her term of Office.
b) Resignation
A Director may resign his or her Office by submitting a letter of resignation to the President of the Association.
b) Absenteeism
Unless otherwise determined by the Board, the absence of a Director from three (3) consecutive Board Meetings or the absence of a Director from four (4) out of any eight (8) consecutive Board Meetings shall be deemed to be a resignation of the said Director from the Board. By resolution of the Board, Directors may be relieved of the above.
Vacancies in Office
If a vacancy occurs in any Office, or if for any reason a Director is unable or unwilling to act in that capacity, a Board Meeting shall be held within thirty (30) days for the purpose of selecting a replacement Director from among the current Board of Directors or an eligible Association Member.
Responsibilities of Directors
a) President;
The President shall:
i) represent the Association in the Community;
ii) act as Chair of the Board, the Executive Committee, and at all Meetings of the Membership;
iii) exercise general supervision of the Association in accordance with Policies determined by the Board;
iv) be a Member of all committees and sub-committees of the Association;
v) report regularly to the Board on matters of interest;
vi) delegate tasks as necessary;
vii) be the alternate delegate for the SRMHL, and attend as many meetings as possible;
viii) be responsible for the organization of the Year End Banquet including all trophies and awards, and the appointment of all volunteers required;
ix) be the liaison between the Board of Director of the Schomberg Cougars and the SMHA;
x) assist in the transition of duties to the incoming President;
b) 1st Vice President;
The 1st Vice-President shall:
i) assume the duties of the President in the absence for any reason of the President;
ii) be the alternate delegate for the OMHA & YSMHL, and attend as many meetings as possible;
iii) oversee the complete operation of the Representative (Rep) Teams;
iv) appoint the members of the Representative Hockey Operations Committee;
v) be the liaison between the Rep Teams and the Board;
vi) if selected as the head coach of a representative team, vacate their responsibilities to the second vice president for that division only
vii) prepare and report to the Board on the operations of the Rep Teams at the monthly meetings;
viii) assist in the scheduling and rescheduling of all Rep team games;
ix) assist in scheduling OMHA and League playdowns working with the Rep teams & the Ice Co-ordinator / OMHA Contact;
x) ensure the notice for receipt of Coach Applications is duly posted per the Rules of Operation 7.3;
xi) ensure that each Rep Team receives a copy of the Official Rule Book of Hockey Canada and the OMHA Manual of Operations;
xii) enforce the rules, regulations, and procedures;
xiii) inform the Referee in Chief, Chief Timekeeper, and Ice Co-ordinator of the Rep Teams requirements;
xiv) submit to the Treasurer all team OMHA rosters by October 1st;
xv) be available to assist any Director requiring assistance in the completion of his or her functions;
xvi) chair the Representative Hockey Operations Committee and the Coach Selection Committee;
xvii) assist in the transition of duties to the incoming 1st Vice President;
xviii) carry out other duties as assigned by the Board, the Executive Committee, or the President;
c) 2nd Vice President;
The 2nd Vice-President shall:
i) oversee the complete operation of the Local League Teams;
ii) appoint the members of the Local League Hockey Operations Committee;
iii) be the liaison between the Local League (LL) Teams and the Board
iv) if selected as the head coach of a local league team, vacate their responsibilities to the first vice president for that division only
v) prepare and report to the Board on the operations of the Local League at the monthly meetings;
vi) be the primary delegate for the Simcoe Region Minor Hockey League, attending all meetings possible;
vii) assist in the scheduling and rescheduling of all Local League games and playdowns;
viii) inform the Referee in Chief, Chief Timekeeper, and Ice Co-ordinator of the Local League Teams requirements;
ix) ensure that each Local League Team receives a copy of the Official Rule Book of Hockey Canada, the OMHA Manual of Operations, and Simcoe Region Minor Hockey League Rule Book;
x) submit to the Treasurer all Local League team rosters by October 15;
xi) enforce the rules, regulations, and procedures;
xii) chair the Local League Hockey Operations Committee;
xiii) assist in the transition of duties to the incoming 2nd Vice President;
xiv) carry out other duties as assigned by the Board, the Executive Committee, or the President;
d) Treasurer;
The Treasurer shall:
i) ensure adherence to and implementation of financial policies in the financial administration of the Association;
ii) ensure the submission of the books of account to the Auditor of the Association at the end of the financial year;
iii) present a Report of the Auditor from the previous year and a projected financial position for the current year to the Membership at the Annual General Meeting;
iv) provide financial statements at monthly Board Meetings;
v) co-ordinate and keep record of registration; by October 1 and updates as necessary prior to the AGM;
vi) shall provide a list of registered members in good standing to the Secretary
vii) be responsible for monitoring and documenting gate receipts;
viii) evaluate, review, and recommend financial policy to the Board and to the Executive Committee;
ix) ensure that all necessary and appropriate insurance has been purchased;
x) appoint the members of the Registration Committee;
xi) chair the Registration and Budget Committees;
xii) assist in the transition of duties to the incoming Treasurer;
xiii) carry out other duties assigned by the Board, the Executive Committee or the President;
e) Secretary;
The Secretary shall:
i) record or delegate the recording of the minutes of General Meetings of the Membership, Board Meetings, and Executive Committee Meetings and ensure that Association records are regularly and properly kept and all business is conducted in accordance with any applicable statute or law, the Letters Patent and By-laws and the Policies and procedures established by the Board or by the Membership;
ii) post all minutes, once passed by the Board, in the Arena;
iii) post any changes to the existing By-Laws (Rules of Operation) in the Arena;
iv) ensure the proper custody of the Association's corporate seal, corporate minutes and resolutions and other corporate records and documents;
v) be responsible for receiving and distributing all correspondence received or sent by the Association and all communications within the Association;
vi) recommend policy to the Board regarding internal and external communications of the Association;
vii) maintain the membership (as referred to in Section 6.2) and team lists;
viii) assist in the transition of duties to the incoming Secretary;
ix) carry out other duties as assigned by the Board, the Executive Committee or the President;
f) Ice Co-ordinator / OMHA Contact;
The Ice Co-ordinator shall:
i) co-ordinate all ice times and schedules;
ii) be the primary contact for the OMHA and delegate for the YSMHL, attending all meetings possible;
iii) be the liaison between the YSMHL, the Rep Teams and the Board;
iv) be responsible to co-ordinate and process the OMHA Rosters and Players cards;
v) be the liaison between the Representative Teams and the Local League Teams for ice schedules;
vi) schedule OMHA and League playdowns working with the Rep teams & 1st Vice President;
vii) obtain and distribute to all teams a copy of the Official Rule Book of Hockey Canada and the OMHA Manual of Operations;
viii) prepare and report to the Board on the operations of the YSMHL at the monthly meetings;
ix) chair the Ice Scheduling Committee;
x) assist in the transition of duties to the incoming Ice Co-ordinator / OMHA Contact;
xi) carry out other duties as assigned by the Board, Executive Committee, or the President;
g) Fundraising Co-ordinator;
The Fundraising Co-ordinator shall:
i) chair and supervise all association approved fund-raising projects;
ii) present a financial statement within fourteen (14) days after completion of fundraising projects;
iii) actively pursue fundraising projects on behalf of the Association;
iv) organize the team pictures;
v) organize all SMHA clothing sales;
vi) solicit team sponsors & co-ordinate with the Equipment Manager;
vii) appoint the members of the Fundraising Committee;
viii) provide financial statements at monthly Board Meetings;
ix) prepare and report to the Board on the finances and status of all fundraising projects at the monthly meetings;
x) maintain records on contacts, costs etc. to be given to incoming Fundraising Co-ordinator
xi) chair the Fundraising and Sponsorship Committee;
xii) assist in the transition of duties to the incoming Fundraising Co-ordinator;
xiii) carry out other duties as assigned by the Board, Executive Committee, or the President;
h) Risk Management Director;
The Risk Management Director shall:
i) implement and enforce all OMHA Risk Management Programs;
ii) be aware of the confidential nature of information concerning SMHA Members, Members of other Associations, Referees, and Directors;
iii) endeavour to protect the privacy and rights of individual’s identity and information (verbal and/or written) given to the Risk Management Director or the Discipline & Ethics Committee from casual observation of unauthorized persons;
iv) establish and maintain procedures with respect to clearance of all volunteers required to complete a volunteer police screening report;
v) carry out volunteer screening as per policy and guidelines;
vi) assist as requested with implementation of Risk Management Programs;
vii) monitor adherence by the Board to all existing Policies and inform the Board with respect to any inconsistencies between existing Policies and a proposed policy;
viii) be clear as to what is to be regarded as confidential information and not divulge any such information without the expressed approval of the individuals concerned
ix) prepare and report to the Board on the Risk Management Programs at the monthly meetings;
x) chair the Discipline and Ethics Committee;
xi) assist in the transition of duties to the incoming Risk Management Director;
xii) carry out other duties as assigned by the Board, Executive Committee, or the President;
i) Equipment Manager;
The Equipment Manager shall:
i) provide a budget for the equipment needs for the upcoming season;
ii) recommend the equipment needed considering quality and safety factors;
iii) be authorized to purchase equipment based on the receipt of open tenders in conjunction with the budget;
iv) arrange for handling, storage, repairing, cleaning, and inventory of equipment;
v) be responsible to order and co-ordinate the team sponsor patches;
vi) prepare and report to the Board on the equipment and budget status at the monthly meetings;
vii) chair the Purchasing and Equipment Committee;
viii) assist in the transition of duties to the incoming Equipment Manager;
ix) carry out other duties as assigned by the Board, Executive Committee, or the President;
j) Chief Timekeeper / Gate Co-ordinator;
The Chief Timekeeper /Gate Co-ordinator shall:
i) collect the gate receipts and provide weekly statements & deposits to the treasurer;
ii) schedule timekeepers for all games, playdowns, and tournaments;
iii) conduct training of new timekeepers;
iv) schedule gate persons for all playoff games;
v) be responsible to organize payments to Referees & Timekeepers and provide detailed team by team reports for disbursements received from the treasurer;
vi) prepare and report to the Board on the budget status and issues at the monthly meetings;
vii) assist in the transition of duties to the incoming Chief Timekeeper/Gate Co-ordinator;
viii) carry out other duties as assigned by the Board, Executive Committee, or the President;
k) Tournament Director Representative Teams;
The Tournament Director Representative Teams shall:
i) organize tournaments for Representative divisions as dictated by availability of ice time and teams;
ii) provide a budget including income, disbursements, and sponsors;
iii) arrange for selection and purchase of trophies & awards;
iv) provide referee, timekeeper and ice requirements to the Chief Timekeeper/Gate Co-ordinator, Referee in Chief and Ice Co-ordinator;
v) organize all volunteers required to operate the tournament;
vi) keep an accurate record of all income & disbursements for each event and provide a detailed report with-in fourteen (14) days following each event;
vii) prepare and report to the Board on the budget status and Rep Tournaments at the monthly meetings;
viii) assist in the transition of duties to the incoming Tournament Director Representative Teams;
ix) carry out other duties as assigned by the Board, Executive Committee, or the President;
l) Tournament Director Local League Teams;
The Tournament Director Local League Teams shall:
i) organize tournaments for Local League divisions as dictated by availability of ice time and teams;
ii) provide a budget including income, disbursements, and sponsors;
iii) arrange for selection and purchase of trophies & awards;
iv) provide referee, timekeeper and ice requirements to the Chief Timekeeper/Gate Co-ordinator, Referee in Chief and Ice Co-ordinator;
v) organize all volunteers required to operate the tournament;
vi) keep an accurate record of all income & disbursements for each event and provide a detailed report with-in fourteen (14) days following each event;
vii) prepare and report to the Board on the budget status and LL Tournaments at the monthly meetings;
viii) assist in the transition of duties to the incoming Tournament Director Local League Teams;
ix) carry out other duties as assigned by the Board, Executive Committee, or the President;
m) Technical Director;
The Technical Director shall:
i) liaise with the 1st Vice President and the 2nd Vice President for the purpose of establishing, implementing, and evaluating on ice and off ice technical development programs;
ii) liaise with the OMHA concerning the coach mentor program;
iii) be responsible for the teams in the Initiation Program;
iv) keep the Initiation Program teams apprised of the OMHA requirements;
v) recruit and train volunteers to perform the functions required for technical development;
vi) liaise with the Referee In Chief;
vii) organize and operate all Coach, Trainer, and Referee clinics per the OMHA guidelines;
viii) provide a budget including income and disbursements;
ix) keep an accurate record of all income & disbursements for each event and provide a detailed report with-in fourteen (14) days following each event;
x) prepare and report to the Board on the budget status and on all programs at the monthly meetings;
xi) assist in the transition of duties to the incoming Technical Director;
xii) carry out other duties as assigned by the Board, Executive Committee, or the President;
n) Referee In Chief;
The Referee in Chief shall:
i) ensure there are qualified referees in place to officiate all games;
ii) ensure refereeing complaints are addressed and resolved in a timely fashion;
iii) recruit, train, monitor and evaluate performance of referees in conjunction with the OMHA Supervisor of Referees;
iv) schedule referees for games and tournaments;
v) attend and represent SMHA at the York Simcoe Referee In Chief meetings;
vi) maintain a current knowledge of all OMHA rules and advise Coaches and Directors on interpretations or issues, and of new rules;
vii) prepare and report to the Board on the rule changes and issues at the monthly meetings;
viii) liaise with the Technical on Referee requirements;
ix) assist in the transition of duties to the incoming Referee In Chief;
x) carry out other duties as assigned by the Board, Executive Committee, or the President;
o) Past President;
The Past President shall:
i) chair the Nominations and Elections Committee;
ii) be available to assist any Director requiring assistance in the completion of his or her functions;
iii) carry out other duties as assigned by the Board, Executive Committee, or the President;
COMMITTEES OF THE BOARD
12.1 Nothing in this by-law shall be construed to limit the ability of the Directors and/or Membership of the Association from abolishing or creating Standing Committees by by-law or from establishing such ad hoc committees or subcommittees by Directors' Resolution as may be desired or required from time to time.
12.2 Standing Committees:
The following committees shall be Standing Committees of the Executive:
a) Executive Committee;
b) Representative Hockey Operations Committee;
c) Local League Hockey Operations Committee;
d) Budget Committee;
e) Nominations and Elections Committee;
f) Ice Scheduling Committee;
g) Purchasing and Equipment Committee;
h) Registration Committee;
i) Fundraising and Sponsorship Committee;
j) Discipline and Ethics Committee;
k) Coach Selection Committee;
12.3 Conflict of Interest
Members of the SMHA are required to declare a conflict of interest in matters where their vote could potentially result in their own personal benefit, financially or otherwise. Members shall not vote in such instances and shall remove themselves from the room prior to any discussion. The Board will make a ruling where the question of a conflict of interest arises.
12.4 Executive Committee
a) The Executive Committee shall be chaired by the President, and shall consist of the 1st Vice-President, the 2nd Vice President, the Secretary, the Treasurer, the Past President and the Risk Management Director and shall be responsible for the day to day management of the affairs of the Association, including monitoring of all Committees to ensure all Policies of the Association are being complied with.
b) The Executive Committee shall:
i) during the intervals between the Board Meetings, take action in relation to any matter of any nature within the power and the authority of the Board, which requires immediate attention before the date of the next Board Meeting. Such action shall not involve any change of policy or the authorization of unbudgeted expenditures, and any action taken shall be submitted to the Board for ratification at the next Board Meeting;
ii) review recommendations and proposals prior to such recommendations or proposals being submitted to the Board for Resolution;
iii) present a report regarding the activities of the Executive Committee to the Board;
iv) submit to the Budget Committee an estimate of revenues and expenditures of the Executive Committee for the next fiscal year of the Association;
v) recommend policy to the Board regarding management and administrative issues related to the Association;
vi) deal with any other matters assigned to it by the Board or by the President;
12.5 Representative Hockey Operations Committee:
a) The Representative Hockey Operations Committee shall consist of the 1st Vice President, as Chair, and shall consist of the Representative Hockey Team Managers and Directors as appointed.
b) The Representative Hockey Operations Committee shall:
i) operate the Representative Hockey Program pursuant to the Policies of the Association;
ii) establish and monitor Policies relating to Representative Hockey Operations provided that such Policies shall be and remain consistent with all other Policies of the Association and approved by the Board;
iii) recruit and train volunteers to perform the functions required to operate the Representative Hockey Operations;
iv) represent and promote the interests of the Association in relation to any Representative Hockey involvement of the Association with any other local minor hockey associations or leagues;
v) submit to the Budget Committee in each year an estimate of revenues and expenditures of the Representative Hockey Operations Committee for the next fiscal year of the Association;
vi) present a report regarding Representative Hockey Operations to the Board;
vii) select Ad-Hoc committees as required;
viii) recommend policy to the Board regarding Representative Hockey Operations;
12.6 Local League Hockey Operations Committee:
a) The Local League Hockey Operations Committee shall consist of the 2nd Vice President, as Chair, and shall consist of Local League Team Managers and Directors as appointed.
b) The Local League Hockey Operations Committee shall:
i) operate the Local League Hockey Program pursuant to the Policies of the Association;
ii) establish and monitor Policies relating to Local League Hockey Operations provided that such Policies shall be and remain consistent with all other Policies of the Association and approval by the Board;
iii) recruit and train volunteers to perform the functions required to operate the Local League Hockey Operations;
iv) submit to the Budget Committee in each year an estimate of revenues and expenditures of the Local League Hockey Operations Committee for the next fiscal year of the Association;
v) present a report regarding Local League Hockey Operations to the Board;
vi) select Ad-Hoc committees as required;
vii) recommend policy to the Board regarding Local League Operations;
12.7 Budget Committee:
a) The Budget Committee shall consist of the Treasurer, as Chair, and shall consist of one (1) member of the Representative Hockey Operations Committee, one (1) member of Local League Hockey Operations Committee, Fundraising Co-ordinator, Equipment Manager, Chief Timekeeper / Gate Co-ordinator, Tournament Director Representative Teams, Tournament Director Local League Teams.
b) The Budget Committee shall:
i) prepare a budget for the Association for the next fiscal year for submission to the Board for approval at the July Board meeting;
ii) liase with all Committees of the Board to receive estimates of revenues and expenditures for the next fiscal year of the Association for purposes of preparing the Budget;
iii) finalize schedule of budget submissions from all committees on an annual basis;
iv) recommend policy to the Board regarding financial budgeting and planning;
12.8 Nominations and Elections Committee
a) The Nominations and Elections Committee consist of the Past President, as Chair, and shall consist of one (1) member of the Representative Hockey Operations Committee, one (1) member of the of Local League Hockey Operations Committee, and Directors as appointed.
b) The Nominations and Elections Committee shall:
i) solicit nominations for each Board position, which is to become vacant for nominations at the Annual General Meeting;
ii) be responsible for conducting the annual election of Directors in accordance with the provisions contained in this By-Law;
iii) submit to the Budget Committee each year an estimate of revenues and expenditures of the Nominations and Elections Committee for the next fiscal year of the Association;
iv) present a report regarding Nominations and Elections to the Board;
v) recommend policy to the Board regarding Nominations and Elections;
12.9 Ice Scheduling Committee:
a) The Ice Scheduling Committee shall consist of the Ice Co-ordinator, as Chair, and shall consist of one (1) member of the Representative Hockey Operations Committee and one (1) member of Local League Hockey Operations Committee, and Directors as appointed.
b) The Ice Scheduling Committee shall:
i) assess the ice requirements for the Association and shall enter negotiation with the Arena to meet these needs;
ii) apportion the ice and times in a fair and equitable manner;
iii) work with the 1st Vice President and 2nd Vice President in determining the ice budget;
iv) present a report regarding Ice Scheduling to the Board;
v) recommend policy to the Board regarding Ice Scheduling;
12.10 Purchasing and Equipment Committee:
a) The Purchasing and Equipment Committee shall consist of the Equipment Manager, as Chair, and shall consist of one (1) member of the Local League Hockey Operations Committee, one (1) member of Representative Hockey Operations Committee, the Treasurer, Fundraising Co-ordinator, and Directors as appointed.
b) The Purchasing and Equipment Committee shall:
i) recruit and train volunteers to perform the functions required for purchasing and equipment;
ii) maintain an inventory of all equipment owned by the Association;
iii) solicit bids and purchase hockey equipment, as required;
iv) maintain and repair all equipment owned by the Association;
v) solicit bids and arrange the purchase of awards;
vi) act as the Purchasing Agent for the Association with respect to all Association purchases;
vii) submit to the Budget Committee in each year an estimate of revenues and expenditures of the Purchasing and Equipment Committee for the next fiscal year of the Association;
viii) present a report regarding purchasing and equipment to the Board;
ix) recommend policy to the Board regarding purchasing and equipment;
12.11 Registration Committee:
a) The Registration Committee shall consist of the Treasurer, as Chair, and shall consist one (1) member of the Representative Hockey Operations Committee, one (1) member of the of Local League Hockey Operations Committee, the Secretary, Ice Co-ordinator / OMHA Contact, and Directors as appointed.
b) The Registration Committee shall:
i) recruit and train volunteers to perform the functions required for registration;
ii) establish registration forms and procedures;
iii) conduct registration for all applicants eligible to participate in Association Ice Hockey Programs;
iv) maintain a register of receipts regarding all registration fees received by the Association and forward all monies promptly to the Treasurer for deposit to the credit of the Association;
v) maintain a current registration list of all players including mailing addresses, telephone numbers and Parent/Guardian name(s);
vi) supply to the Directors of Representative Hockey Operations and House League Hockey Operations current registration information in a timely fashion;
vii) ensure that all players are registered with the OMHA;
viii) communicate any changes in registration immediately to Directors or other individuals who are affected by such change;
ix) submit to the Budget Committee in each year an estimate of revenues and expenditures of the Registration Committee for the next fiscal year of the Association;
x) present a report regarding Registration Operations to the Board;
xi) recommend policy to the Board regarding registration;
12.12 Fundraising and Sponsorship Committee:
a) The Fundraising and Sponsorship Committee shall consist of the Fundraising Co-ordinator, as Chair, and shall consist of one (1) member of the Local League Hockey Operations Committee, one (1) member of Representative Hockey Operations Committee, the Treasurer, and Equipment Manager.
b) The Fundraising and Sponsorship Committee shall:
i) recruit and train volunteers to perform the functions required for sponsorship for the Association;
ii) set up an accurate recording system covering income and disbursements relating to sponsorship for delivery to the Treasurer;
iii) actively pursue new sponsorship projects;
iv) manage and supervise current sponsorship endeavours;
v) submit to the Budget Committee in each year an estimate of revenues and expenditures of the Sponsorship Committee for the next fiscal year of the Association;
vi) present a report regarding sponsorship to the Board;
vii) recommend policy to the Board regarding sponsorship;
12.13 Discipline & Ethics Committee:
a) The Discipline & Ethics Committee shall consist of the Risk Management Director, as Chair, and shall consist of one (1) member of the Local League Hockey Operations Committee, one (1) member of Representative Hockey Operations Committee, the OMHA Contact, the Referee in Chief, and the Secretary.
b) The Discipline & Ethics Committee shall:
i) implement and enforce all OMHA Risk Management Programs;
ii) review all complaints and situations received by the SMHA Board toward Team Officials, Players, Directors, Parents, On and Off Ice Officials, etc. that fall under the guidelines of the OMHA Risk Management Programs;
iii) be permitted to communicate information about individuals of concern (complainant or respondent) only to other members of the Discipline & Ethics Committee;
iv) avoid a conflict of interest. If a member of the Discipline & Ethics Committee is involved with or related to a Member concerned in an investigation, they shall be excused for the length of that investigation;
v) ensure the finding resolution or processing of the complaint has been done in a fair and unbiased manner;
vi) obtain and follow the latest OMHA guideline on Dispute Resolution and Harassment and Abuse Complaint Procedure;
vii) report all appeals, to decisions made by the Committee, to the Board for review;
viii) carry out other duties as assigned by the Board, Executive Committee, or the President;
12.14 Coach Selection Committee:
a) The Coach Selection Committee shall consist of the 1st Vice President as Chair, and include the OMHA Appointee, the President, the 2nd Vice President, the OMHA contact, a parent representative from the IP to Atom age, and a parent representative from the Peewee to Juvenile age. The Board shall select the parent representatives. Newly elected Directors shall assume their duties on the Coach Selection Committee as of March 1st and assume the balance of their duties per 11.4.
b) The Coach Selection Committee shall:
i) conduct the proceedings per the Rules of Operation 7.3;
ii) exclude any head coach applicants from being a member of the Coach Selection Committee and the President will appoint a replacement to the committee;
iii) exclude the spouse of a head coach applicant from being a member of the Coach Selection Committee and the President will appoint a replacement to the committee;
12.15 Standing Committee Procedure
a) All Standing Committees, created as per 12.1, shall comply with all bylaws, guidelines, Policies and procedures of the Association as determined by the Board of Directors or the Membership of the Association, from time to time, and also shall comply with all requirements of the OMHA, the OHF, HC, and, if applicable, any other hockey organizations with which Association teams are participating.
b) Meetings:
Each Standing Committee shall meet at the call of the Chair but shall meet not less than four times per year.
c) Notice:
Notice of all Meetings of Standing Committees shall be communicated to all Members of the standing committee at least seven (7) days prior to the Meeting, except that such notice may be waived by consent of all Members of the Standing Committee.
d) Quorum:
A quorum for a Standing Committee shall be a majority of the Members of the Standing Committee.
e) Voting Rights:
Each Member of a standing committee present at a Meeting shall be entitled to one vote; In the case of an equality of votes, the Chair shall have a second or casting vote.
f) Minutes:
Standing Committees shall maintain and keep minutes of their Meetings and shall report to the Board at regular intervals and at any other time upon request by the Board.
g) Annual Report:
Each Standing Committee shall prepare an Annual Report of the matters for which it is responsible to be presented to the Membership at the Annual General Meeting of the Association.
12.16 Sub-Committees and Ad Hoc Committees
The Standing Committee procedure also shall govern the procedure of all sub-committees and ad hoc committees of the Assoc
EXECUTION OF DOCUMENTS
Execution of Documents:
The Board may from time to time appoint any Director or Directors or any person or persons on behalf of the Association, either to sign documents generally or to sign specific documents. The corporate seal of the Association, when required, shall be affixed to documents executed in accordance with the foregoing.
Books and Records:
The Board shall ensure that all necessary books and records of the Association required by the By-laws of the Association or by any applicable statute are regularly and properly maintained and any contracts or agreements are filed for safekeeping with the Secretary of the Association. At the conclusion of the year-end the financial reports, committee reports, and Board minutes are to be filed in the SMHA office.
FINANCIAL YEAR
The financial year of the Association shall terminate on the 30th day of April in each year.
BANKING ARRANGEMENTS
Banking Resolution:
The Board shall designate, by resolution, the Directors (minimum two (2)) and other persons authorized to transact the banking business of the Association, or any part thereof, with the bank, trust company, or other corporation carrying on a banking business that the Board has designated as the banker of the Association, to have the authority to set out in the resolution, including, unless otherwise restricted, the power to:
a) operate the accounts of the Association with a bank or a trust company;
b) make, sign, draw, accept, endorse, negotiate, lodge, deposit or transfer any of the cheques, promissory notes, drafts, acceptances, bills of exchange and orders for the payment of money;
c) issue receipts for and orders relating to any property of the Association;
d) authorize any officer of the bank or trust company to do any act or thing on behalf of the Association to facilitate the business of the Association.
Deposit of Securities
The securities of the Association shall be deposited for safekeeping with one or more banks, trust companies or other place or places of safekeeping to be selected by the Board. Any and all securities so deposited may be withdrawn, from time to time, only upon the written order of the Association signed by such Director or Directors, agent or agents of the Association, and in such manner as shall be determined from time to time by resolution of the Board, and such authority may be general or confined to specific instances. The institutions which may be so selected as custodians of the Board shall be fully protected in acting in accordance with the directions of the Board and shall in no event be liable for the due application of the securities so withdrawn from deposit or the proceeds thereof.
BORROWING BY THE ASSOCIATION
1 Borrowing Power:
Subject to the limitations set out in the Letters Patent, Supplementary Letters Patent, By-laws or Policies of the Association, the Board may by Resolution authorize the Association to:
a) borrow money on the credit of the Association;
b) issue, sell or pledge securities of the Association; or
c) charge, mortgage, hypothecate or pledge all or any of the real or personal property of the Association, including book debts, rights, powers, franchises and undertakings, to secure any securities or any money borrowed, or other debt, or any other obligation or liability of the Association.
Borrowing Resolution:
From time to time, the Board may authorize any Director of the Association or any other person to make arrangements with reference to the monies so borrowed or to be borrowed and as to the terms and conditions of any loan, and as to the security to be given therefore, with power to vary or modify such arrangements, terms and conditions, and to give such additional security as the Board may authorize, and generally to manage, transact and settle the borrowing of money by the Association.
NOTICE
Computation of Time:
In computing the date when notice must be given under any provision of this By-law requiring a specified number of days' notice of any Meeting or other event, the date of giving the notice is included, unless otherwise provided.
Omissions and Errors:
The accidental omission to give notice of any Meeting of the Board or Members or the non-receipt of any notice by any Director or Member or by the auditor of the Association or any error in any notice not affecting its substance does not invalidate any resolution passed or any proceedings taken at the Meeting. Any Director, Member or the Auditor of the Association may at any time waive notice of any Meeting and may ratify and approve any or all proceedings taken thereat.
Method of Giving Notice:
Whenever under the provisions of this By-law of the Association, notice is required to be given, such notice may be given either personally or by telephone or by depositing same in a post office or a public letter box, in a postage paid sealed envelope addressed to the Director or Member at his or her address as the same appears in the records of the Association. Any notice or other documents so sent by mail shall be deemed to be sent at the time when the same was deposited in a post office or public letter box as aforesaid. For the purposes of sending any notice, the address of any Director or Member shall be his or her last address in the records of the Association.
PASSING AND AMENDING BY-LAWS
The Board and a member in good standing may recommend amendments to the By-laws of the Association from time to time, to the Membership. If the Board intends to discuss amendment of the By-laws of the Association at a Board Meeting, written notice of such intention shall be sent by the Secretary to each Director not less than ten (10) days before such Meeting. Where such notice is not provided, any recommendation to amend the By-laws may nevertheless be moved at the Meeting and discussion and voting thereon adjourned to the next Meeting for which written notice of intention to pass or amend such By-laws shall be given.
A By-law or an amendment to a By-law recommended by the Board shall be presented for adoption at the next Annual General Meeting of the Members of the Association. The notice of such Annual General Meeting shall refer to, describe and explain the By-law or amendment(s) to the By-law to be presented at the Meeting of the Members.
b) A motion to amend the By-laws recommended by the Board or proposed by a Member at a General Meeting of Members called for that purpose must be approved by a two-thirds vote of the Members present at such General Meeting.
c) The Members at the General Meeting of Members may confirm the proposed By-law or amended By-law as presented or amend or reject the proposed By-law or amended By-Law.
d) Any Amendment to the By-laws by a member must be in writing, signed by a member in good standing and received by the Secretary of the Association on or before 6:00 p.m. January 15 immediately preceding the Annual General Meeting.
e) All members in good standing shall have access to any proposed amendments to the By-laws, seven (7) days prior to the Annual General Meeting at a place as stated in the original meeting notice
REPEAL OF PRIOR BY-LAWS
Repeal:
All prior By-laws of the Association, including the document entitled the "Constitution and By-Laws, Rules and Regulations 2002-2003" of the Association are hereby repealed.
Provison:
The repeal of all prior By-laws of the Association shall not impair in any way the validity of any act or thing done pursuant to any such repealed by-law.
RULES OF PROCEDURE
The Rules contained in the most current edition of "Procedures for Meetings and Organizations" by M.K. Kerr and Hubert W. King shall govern the rules and procedures to be used in conducting the Meetings and affairs of the Association in all cases to which they are applicable, and in which they are not inconsistent with the By-laws or other governing documents or laws affecting the Association.
EFFECTIVE DATE
This By-law shall come into force without further formality upon its enactment after approval by the Members of the Association as hereinbefore set out.
The foregoing By-law No. 1 is hereby enacted, ratified, sanctioned, confirmed and approved without variation by the affirmative vote of the Members of the Association at the Annual Meeting of the Members of the Association duly called and held at Schomberg Arena in the Town of Schomberg, Ontario, and at which a quorum was present on the 10th day of February, 2004.
President – Robert Hunt Secretary – Debbie Edwards