TMHA Resources - Constitution and By-Laws

TERRACE MINOR HOCKEY ASSOCIATION CONSTITUTION
Registered February 18, 1983
With amendments April 7, 1997 April 24, 1989 & May 1, 2000

1. The name of the Society is the Terrace Minor Hockey Association, herein referred to as
the Association.

2. The purposes of the Society are:

a. To promote and generally encourage organized minor hockey within Terrace and the
surrounding area; to encourage all citizens to assume their share of responsibility, and
to participate in the support of minor hockey. To promote good citizenship and
sportsmanship amongst members of the Association.

b. For the purposes aforesaid, to acquire and operate on a non-profit basis, properties of
all kinds and to provide facilities and prizes in the furtherance of such organized
sport.

c. To accept grants, funds, subscriptions or donations from any person or persons,
society, association, organization or corporate body to assist in financing of the said
project.

d. To administer funds, grants, gifts or other assets, real or personal, received or
acquired by the Association.

e. To do all other things incidental or conducive to the attainment of the above objects
or any other item.

 

BY-LAWS

1. This provision was previously unalterable and shall remain unalterable. To ensure that the
Association be non-political and non-sectarian, and that all activities be carried out in a
truly democratic manner.

 

MEMBERSHIP

2. Membership is defined as any parent or guardian identified in the registration records for a Terrace Minor Hockey Association (herein referred to as TMHA) player for the current
season.

3. The members of the Society shall be the subscribers to the constitution and of these
bylaws and those persons admitted membership in conformity with these bylaws.

4. a) Any other person of the full age of eighteen (18) years and being of good character,
may become a member of the Society upon payment of such initial membership fee as
shall be determined from time to time by the Executive, and such annual fee for
membership in the Society as shall be determined from time to time by the Executive.
Any person who has made an outstanding contribution to the welfare of the Society may
be elected to honorary membership by a simple majority of the Annual Meeting upon the
recommendation of the Executive.

5. Every member shall be bound by and submit to the constitution and the bylaws of the
Society.

6. No membership shall be transferable.

7. The annual membership dues will be determined by the board prior to the opening of
registration for the coming year. The annual dues, if any, shall be payable before the 31st
day of December in each year.

8. A member may be expelled from the Society by the passing of a Special Resolution.

9. Any member shall be at liberty to resign from the Society on his written application to
that effect.

10. A member is not in good standing if the member fails to pay the member's annual
membership dues, if any, and the member is not in good standing for so long as those
dues remain unpaid. A member shall cease to be a member of the Society on having been
a member not in good standing for six (6) consecutive months.

11. A person ceasing to be a member of the Society shall not in any way be relieved from any
liability to the Society for dues theretofore owing, or other obligations incurred prior to
his ceasing to be a member of the Society.

12. “Special Resolution” means:
a) a resolution passed at a general meeting by at least 2/3 of the votes cast by the voting
members, which must be cast in person.

13. Amendments or alterations to the Constitution and/or Bylaws may be made by special
resolution, subject to the Societies Act. The Secretary must receive, in writing (email
acceptable), the proposed alterations or amendments thirty (30) days prior to the general
meeting and shall communicate in writing each such proposed alteration or amendment to
each member fourteen (14) days prior to the general meeting. A special resolution will
require a two-thirds (2/3rds) majority of members entitled to vote as are present, providing
always that a quorum has been formed.

 

GENERAL MEETINGS

14. An Annual General Meeting must be held once every calendar year and coincide with
any date requirements provided by BC Hockey or Hockey Canada.

15. Notice of the Annual General Meeting shall be given to members in good standing who
have provided an email address to the Society, not less than fourteen (14) days prior to
the date set for the Annual Meeting. In addition, the Annual General Meeting date will be
posted on the Society’s website no less than twenty-one (21) days prior to the date of the
event.

16. At least fourteen (14) days notice in writing of all General Meetings shall be given to
members and, in the case of special business, the general nature of the business shall be
specified in the notice of the General Meetings.

 

QUORUM

17. A quorum at any General Meeting shall consist of at least twenty-five members in good
standing present including the current executive. In the event of there not being a quorum
at any Annual or Special Meeting within one half hour from the time mentioned in the
notice, the meeting stands adjourned to the same day in the next week, at the same time
and place, and if, at the continuation of the adjourned meeting, a quorum is not present
within 30 minutes from the time set for holding the continuation of the adjourned
meeting, the voting members who are present constitute a quorum for that meeting. In the
event the location or time can not remain the same, email notice will be provided to the
membership within 24 hours of the adjourned meeting and will include the new date,
time, and location. This new information will also be posted on the Society’s website
within 24 hours of the adjourned meeting.

18. Every member of the Society in good standing shall have one (1) vote at all Annual,
Special General and General Meetings of the Society.

 

EXECUTIVE

19. The affairs of the Society shall be managed by an Executive not to exceed 11 people,
consisting of the following positions:
a. President
b. First Vice President
c. Second Vice President
d. Secretary
e. Treasurer
f. 6 Elected directors who will be assigned one or more of the following portfolios
(Head Coach, Registrar, Equipment Manager, Risk Management, Ice Coordinator,
and Sponsorship). If qualified directors are not elected for the positions of Head
Coach and Registrar, these positions will be appointed by the President.
g. Referee-in-Chief – appointed by the President of the Society.

20. No person shall be eligible for election to an Executive position unless he is a member of
the Society in good standing or a former member of the Society.

21. The Executive shall have power to make regulations governing the affairs of the Society.

22. Questions arising at any meeting of the Executive and Directors shall be decided by a
majority of votes. In case of an equality of votes, the Chairperson shall not have a second
or casting vote in addition to the vote to which he may b e entitled as a member.

23. The quorum for the transaction of business at a directors' meeting is a simple majority of
the directors

24. The Executive and Directors may meet together for the dispatch of business, adjourn, and
otherwise regulate their meetings as they think fit.

25. The Executive and Directors may delegate any of the powers to committees consisting of
such member or members of the Society as they think fit and appoint a Chairperson
thereof. The members of any committee formed shall, in the exercise of the powers so
delegated, confirm to any regulations that may be imposed on them by the Executive. The Chairperson of each committee so appointed shall be required to attend Executive
Meetings upon request and to report plans which must be approved by the Executive.

26. The President or, in his absence, the First-Vice President of the Society, shall preside as
Chairperson at any General Meeting of the Society and at any Meeting of the Executive.
If at any meeting of the Society, or of the Executive, the President or First-Vice President
is not present within fifteen (15) minutes after the time appointed for holding the
Meeting, the members or Executive, present shall choose someone of their number to be
the Chairperson, as long as quorum is maintained.

27. Any member of the Executive who is absent for four (4) consecutive Meetings without a
reason acceptable to the majority of the Executive shall cease to hold office.

28. Any casual vacancy occurring in the Executive may be filled by the Executive from the
membership of the Society in good standing, but any member so chosen shall retain
office only so long as the vacating Executive Member would have retained office if no
vacancy had occurred.

29. No Executive Member or Director shall receive any remuneration for his office, but he
may, upon resolution of the Directors, be reimbursed for any expense incurred to the
benefit of the Society, subject to the approval of the majority of the Executive.

30. A resolution, in writing, signed by all Executive Members, shall be as valid and effectual
for all purposes as if it had been passed at a Meeting of the Executive Duly called and
constituted.

 

BORROWING POWERS

31. For the purposes of carrying out the objects of the Society, the Executive may borrow or
raise any sums of money from any bank, banks, or persons or corporations which may be
selected by the Executive, upon the issue of debentures or mortgages or otherwise and on
such terms as they think proper to execute all acts and deeds necessary, PROVIDED
ALWAYS that such action shall be taken only upon the passing of an Special Resolution.

32. Notwithstanding the preceding paragraph, the Executive may, for the purposes of
carrying out the objects of the Society, borrow or raise any sum or sums of debentures,
bonds, or other securities, provided no debenture shall be issued without the sanction of a
Special Resolution.

 

POWER TO ACQUIRE PROPERTY

33. For the purpose of carrying out the objects of the Society, the Executive may purchase,
take on lease of in exchange, hire, or otherwise acquire and hold any real or personal
property or any interest therein, and may mortgage, let, improve and develop the same
and erect and maintain any necessary buildings or structures thereon. This can only be
done through a vote of the executive with two-thirds (2/3) of the executive voting in
favour of the acquisition.

 

MEMBERSHIP IN OTHER ORGANISATIONS

34. The Society may, if authorised to do so by a Special Resolution, subscribe to, become a
member of, and co-operated with another Society or Association, whether incorporated or
not, whose objects are in whole or in part similar to its own objects.
35. This provision was previously unalterable. This Association shall be affiliated with the
BC Hockey and shall operate in a manner consistent with the BC Hockey Constitution,
Bylaws, Regulations and Rules. This provision can only be altered through Special
Resolution with 100%, unanimous vote in favour of alteration.

 

BANK

36. Accounts shall be kept in the name of the Society at the bank or banks selected by the
Executive.

37. The Executive may authorize, from time to time, such person or persons as they think
necessary to transact the Society’s banking with the said bank and to sign and execute on
behalf of the Society all documents, securities, agreements, promised and pledges.

 

AMENDMENTS

38. The constitution and bylaws of the Society shall not be altered or added to except by
Special Resolution of the Society. Notice of a proposed amendment shall be duly entered
in the minutes and a copy of the Society’s current bylaws will be posted on the Society’s
website.

 

DUTIES OF THE SECRETARY

39. It shall be the duty of the Secretary of the Society or, in his absence, of any member who
may be appointed to act as the Secretary by the Chairperson of any General Meeting or
Executive Meeting, to prepare and retain custody of minutes of the proceedings of the
Society and of the Executive.

40. It shall be the duty of the Secretary of the Society to file or cause to be filed with the
Registrar of Companies any information or documentation required by the Registrar of
Companies.

 

ACCOUNTING INFORMATION

41. The treasurer of the Society shall keep or cause to be kept true accounts with respect to
the following:

a. All sums of money received and expended by the Society and the matters in
respect of which such receipt or expenditure takes place.
b. All sales and purchases of goods by the Society.
c. The assets and liabilities of the Society.

42. The Statements of account of the Society shall be open to inspection by the members
during such times as the Executive shall designate.

43. The fiscal year of the Society shall end on the 30th day of April in each year, and the
financial statement of the Society’s affairs for presentation to the members at the Annual
General Meeting shall be made up to that date.

 

DISSOLUTION OF THE SOCIETY

44. This provision was previously unalterable. Upon wind-up or dissolution of the Society
the assets remaining after the payment of all costs, charges and expense properly incurred
in the wind-up, including the remuneration of a liquidator, and after payment to any
employees of the Society of any arrears of salaries or wages, and after payment of any
other debts of the Society, shall be distributed to a charitable organization, or
organization, as defined in the British Columbia society Act, which shall be designated
by the Board of Directors. The clause is only alterable through Special Resolution with
100% unanimous vote in favour of alteration.
IN WITNESS WHEREOF we, the several persons whose names and addresses are
subscribed hereto, and desirous of being formed into a Society and have hereunto set our
hands and affixed our seals this 8th day of September, A.D., 1982