EDSON FISH AND GAME ASSOCIATION AND GUN CLUB BYLAWS
AMENDED April 3, 2014
ARTICLE I – NAME
The name of this Association is the Edson Fish and Game Association and Gun Club which herein after shall be referred to as the “Association”.
a) Executive Council shall be the Board of Directors of the Association and shall mean the President, one Vice-President, immediate Past President, Secretary and Treasurer of the Association, as well as the Chair of each of the Standing Committees of the Association.
b) Standing Committees shall mean Membership, Environment, Trophy, Finance, Publicity, Range, Archery, and other committees as may be established by the Executive Council from time to time.
ARTICLE II – AFFILIATION
The Association may be affiliated with such other bodies or organizations as the Executive Council deems appropriate.
ARTICLE III – OBJECTS
The objects of the Association shall be:
a) The conservation of our fish, wildlife and natural resources and their management for the future.
b) The organization and education of junior members in the Association.
c) To encourage membership of any person or group which is interested in the conservation of our natural resources and the enjoyment of outdoor recreations.
d) To assist in education of the people of our province to enjoy now the values our wildlife and natural resources and to conserve them for the benefit of future generations.
e) To operate and maintain a Shooting Range providing facilities for target and recreational use of firearms and to teach and practice the safe use and proper care of firearms.
f) To preserve and protect firearms freedoms in Canada
g) To encourage sportsmanship and good relations between sportsmen and the general public.
h) To raise funds by membership, donations or otherwise for the purpose of carrying out the objects of the Association and providing the facilities necessary.
i) To promote generally the cause of the Fish and Game; and wildlife propagation, conservation and preservation and to encourage the study, gathering, and publishing of information on this subject for the benefit of the members of the Association and the public generally.
ARTICLE IV –VOTING MEMBERSHIP
a) Voting membership shall be available to those persons whose expressed aims are in accordance with the objects of the Association and who reside in Yellowhead County or the Town of Edson. Non-voting memberships shall be available to any other entity.
b) The annual year for the purpose of membership shall be from the first day of January to the thirty-first day of December in each year. Club memberships shall be made available on the 1st day of December for member purchase for the upcoming year. Access to facilities will begin on the first working day of the year following January 1st.
c) The membership fees for each year shall be established by the majority vote of the voting members present at the regular meeting in September of the preceding year.
d) The membership of the Association shall consist of those persons who have paid the membership fee as set in the manner prescribed in paragraph c) of this Article.
e) Voting Members of the Association shall be entitled to all the rights and privileges of the Association, including the right to be present and vote at all the Annual General Meetings and special meetings of the Association, and to hold office in the association. Non-Voting members shall be entitled to all the rights and privileges of the Association EXCEPTING the right to be present and vote at all meetings of the Association and to hold office in the Association.
f) Any member may at any time withdraw from the Association, and upon the member wishing to withdraw, notifying the Executive Council in writing to that effect, and on receipt of such notice by the secretary, the member shall cease being a member of the Association and his or her name shall be removed from the membership roster.
ARTICLE IV-A – MEMBERSHIP USE OF RANGE FACILITIES
a) The use of the range shall be available to those members who have paid the Membership fee as set in the manner prescribed in paragraph c) of Article IV and adhere to the rules and regulations set forth by the Executive Council. These will be enforced by the Range Chair and any appointed Range Officers and by the Executive Council for the Association.
b) Any infraction of these rules and regulations may result in the range use being curtailed until such person explains himself before the Executive council. The Executive Council will decide what action to take and decisions made by the Council are final.
ARTICLE V – EXECUTIVE COUNCIL
The governing body of the Association shall be the Executive Council.
a) The Executive Council shall have full control of the management of the Association subject to the direction of the Annual General Meeting of the Association.
b) The Executive Council of the Association may administer the affairs of the Association and all things and make or cause to be made for the Association in its name, any kind of contract which the Association may lawfully enter into and save as hereinafter provided generally may exercise all and such other powers and all such other acts and things that the Association is by its bylaws or otherwise authorized to exercise and do. Without in any way derogating from the foregoing, the Executive Council are expressly empowered from time to time to purchase, hold, lease or otherwise acquire, alienate, sell, exchange or otherwise dispose in shares, stocks, rights, and/or other property moveable or immovable, real or personal including leasehold interests, or any right or interest therein owned by the Association, for such consideration any upon such terms and condition as they may deem advisable. All above mentioned powers shall be subject to general policies laid down by the membership at general meetings.
ARTICLE VI – DUTIES OF THE EXECUTIVE
a) The Executive of the Association shall be composed of the President, the Past-Present, Vice-President, the Secretary, the Treasurer, and the Chair of each of the Standing Committees of the Association.
b) The President, the Vice-President, the Secretary, the Treasurer and the Chair of all Standing Committees shall be elected by a majority vote of the membership attending the Annual General Meeting. The Vice-President prior to the election must express willingness to proceed up to and accept the Presidency. The Executive shall hold office for one year, unless re-elected.
c) The Executive Council of the Association shall be composed of voting members of the Association in good standing who have been actively engaged in the work of the Association’s committees for a period of at least six (6) months prior to their election. Executive Council may be appointed at any Annual Meeting or Executive Council by a majority vote of those present. A Executive Council member shall cease being an Executive Council Member at the time he/she ceases to be member of the Association, or when he/she misses three (3) Executive Council meetings without first advising the President of an acceptable reason for non-attendance.
d) Intentionally left blank
e) In the event that the President is unable to perform his duties for any reason, the Vice-President shall assume the office and duties of the President.
f) Vacancies in the elected positions on the Executive shall be filled by appointment of the Executive until the next Executive Council meeting when the vacant office shall be filled by a majority vote of the Executive Council present at the meeting.
g) Five members of the Executive Council present in person shall constitute a quorum at a duly constituted meeting of the Executive Council
h) Meetings of the Executive shall be called as required at the discretion of the President on at least 48 hours notice to all members of the Executive. Five members of the Executive present in person shall constitute a quorum at a duly constituted meeting of the Executive.
i) Intentionally left blank.
j) Unless authorized at any Annual General Meeting, or Executive Council meeting of the Association, and after notice thereof has been given no officer or member of the Association shall receive any remuneration for his services to the Association.
k) Every Executive Council Member of the Association shall be deemed to have assumed office on the express understanding and agreement and condition that every Executive Council Member of the Society and its Heirs, executors and administrators and estate and effects respectively shall be from time to time and at all times therein be indemnified and saved harmless out of the funds of the Society from and against all costs changes and expenses whatsoever which such Executive Council Member sustains or incurs in or about any acts, suits or proceedings which is brought, commenced or prosecuted against him for or in respect of any act, deed, matter or thing whatsoever made, done or permitted by him or any other Executive Council member in or about the execution of duties of his or their office, and also from and against all other costs, changes and expenses which he sustains or include in or about or in relation to the affairs thereof, except such cost, charges or expenses as are occasioned by his own wilful neglect or default.
l) Every member of the Association, not being a Executive Council Member, may apply for membership in one or more of the committees established by Article I b) and such member of the Association shall be deemed a member in good standing of that Committee having attended three (3) meetings of that Committee and participated in the activities of the Committee. Membership in a Committee shall cease upon the resignation of the member from the Committee or the Association, or in the event of the member failing to attend three (3) consecutive meetings of the Committee without having been excused by the chairman or the secretary for failing to attend Committee meetings.
ARTICLE VII – DUTIES OF OFFICERS
a) The President shall preside at all General or Special meeting of the Association at which he is present, shall serve as chairman of the Executive Council, shall exercise general supervision over the affairs and activities of the Association, and serve as a member ex-officio on all standing committees.
b) The Vice-President shall assume the duties of the President in his absence, and any duties delegated to him by the Executive Council from time to time.
c) The Secretary shall handle all correspondence during his term of office, and maintain the records of the Association, assist in promoting its membership, arrange for general and special meetings and the publishing of notices required under the terms of the bylaws thereof, The Secretary shall keep the Minutes of all meetings of the Association and generally assist the Executive Council to ensure the smooth and efficient conduct the Association’s business.
d) The Treasurer shall receive and collect all fees and other income of the Association and keep and have custody of the books of account of the Association and shall pay all claims which have been duly approved by resolution of the Executive Council. The Treasurer shall maintain regular books of account and complete records of all monies received and disbursed by the Association and shall be responsible for the preparation of all financial statements of the affairs of the Association during his term of office.
ARTICLE VIII – CUSTODY AND USE OF THE SEAL OF THE ASSOCIATION
a) There shall be a Seal of the Association, an impression of which is made on these By-Laws. The Seal shall be affixed to all contracts or other written documents or instruments to which the Deal of the Association is required to be affixed under signatures of such Executive Council of the Association as may be prescribed by the Resolution o f the Executive Council authorizing the use of the Seal.
b) The common Seal of the Association shall be under the control of the Executive Council, and the responsibility for its custody and used from time to time shall be determined by the Executive Council
ARTICLE IX – FUNDS
a) All Association funds shall be credited to the current or such other special accounts of the Association as may be authorized from time to time, and shall be paid out only on resolution approved by the Executive Council. All cheques issued in the name of the Association shall be signed by any two of the President, the Past President, the Vice President and the Treasurer, or by such other members of the Executive authorized by resolution of the Association to sign in the place of the President or Treasurer.
b) The Executive Council may authorize committees to spend annually Association funds up to the specified amount and to carry on committee transactions within the limits of their monetary authorization without further reference to the Executive Council.
ARTICLE X – PROPERTY OF THE ASSOCIATION
a) The Association shall hold all property, income arising there from acquired by it, by possession, gift, bequest, or otherwise, in trust for the objects and purposes for which the Association is incorporated.
b) For the purpose of carrying out the objects of the Association, the Executive Council may borrow or raise or secure the payment of monies in such manner as they see fit, and in particular by the issue of debentures, providing debentures shall not be issued without the sanction of a special resolution of the Association.
c) The Executive Council may from time to time: (i) Borrow money on the credit of the Association and (ii) Issue, sell or pledge security to the Association, (iii) Charge, mortgage, hypothecate or pledge all or any debt, right, powers, franchise or undertaking, so secure any security or any money borrowed or the debts or any other obligation or liability or the Association providing that debentures shall not be raised without the sanction of a special resolution of the Association.
d) From time to time the Executive Council may authorise any Executive Council Member, Officer or employee of the Association or any other person to make arrangements with reference to the monies borrowed or to be borrowed as aforesaid and as to the terms and conditions of the loan thereof with power to vary or modify such arraignments, terms or condition and to give such securities for any monies borrowed or remaining due by the Association as the Executive Council may authorize and generally to manage, transact and settle the borrowings of money by the Association.
e) The Executive Council may from time to time appoint such officers and agents and authorize the employment of such other persons as they deem necessary to carry out the objects of the Association, and such authority and shall perform such duties as from time to time may be prescribed to the Board.
ARTICLE XI – MEETINGS
a) The Executive Council meetings of the Association shall be held once a month. The time and place of the meetings of the Association shall be decided by the President in consultation with Executive and at least 48 hours notice to the time and place of the general meeting of the Association shall be given to the members.
b) There shall be at least one general meeting of the Association each year which shall be a recorded meeting. All members of the Association shall be given at least 48 hours notice of the time and place of the calling of such meetings. Any other meetings of the Association shall be called a Special Meeting and the purpose for which such meeting is being called shall be designated to membership in the notice calling the meeting.
c) Twenty members present in person shall constitute a quorum at the Annual General Meeting of the Association.
d) No resolution shall be passed at any meeting of the Association at which there is not a quorum.
e) In the event that any member of the Executive Council fails to attend three consecutive Executive Council meetings of the Association without having been excused by the President or Secretary for valid reason for such non-attendance then at the fourth such non-attendance without excuse, the President shall declare the Executive Council post held by that person to be vacant and the Executive Council shall then deal with the filling of that post in the same manner in which vacancies are dealt with elsewhere in these bylaws.
f) Members may attend Executive Council meetings but do not have a vote.
ARTICLE XII – ORDER OF BUSINESS
a) Any meetings of the Association or Executive Council may be adjourned at any time and from time to time such business may be transacted at such adjourned meeting as might have been transacted at the original meeting from which such adjournment may be made notwithstanding that no quorum is present.
b) Votes of members shall be given personally. At any meeting of the Association, excepting meetings of the Executive Council each member represented in person shall have one vote.
c) No member shall be entitled to vote at any meeting unless all subscriptions presently payable by him in respect to his membership in the Association have been fully paid.
d) Voting may be by show of hands unless a ballot is demanded by any member.
a) As far as is practical the order of business at all meetings shall be as follows:
1) Call to order
2) Reading of the Minutes
3) Financial Report
5) Report of Committees
6) Unfinished business
7) Miscellaneous and new business
b) In general, the major item of business to be transacted at the Annual General meetings shall be the election of the Executive Council and the discussion of and voting on any resolutions and recommendations from the Executive Council regarding the By-Laws of the Association.
ARTICLE XIV – AMENDMENT OF THE BYLAWS
a) The bylaws of this Association may be amended, altered, revised, added to, deleted from or repealed by a three-fourths (75%) majority of the members present at any Annual General or Special meeting of the Association, provided that there is a quorum of 20 member present in person at such meeting at which such vote is taken and provided that at least 21 days notice has been given to the members of the Association of the time and place of the meeting at which the matter of changing the Bylaws is to be considered and of the substance of such change.
ARTICLE XV – AUDITING
a) The books, accounts and records of the Secretary and Treasurer shall be audited by an individual acceptable to the Executive Council at least once every year. A complete and proper statement of the standing of the books for the previous year shall be available in the Association Office at all times. December 31 in each year shall be the end of the fiscal year of the Association.
b) The books and records of the Association may be inspected by any member of the Association at the Annual General Meeting provided for herein or at any time satisfactory to the officer or officers having charge of same. Each member of the Executive shall at all time have access to such books and records.
c) The Executive Council shall annually appoint an Executive Council Member to review the books of the Association and to report their findings to the Executive Council
ARTICLE XVI – NEWS LETTER
a) The Association may publish a Newsletter or Magazine or a Web Page to be published from time to time for distribution to the general membership of the Association, and any notice of the meetings published therein either of a meeting of the members of the Association or of the Executive Council of the Association or of any committee established by these By-Laws shall be deemed properly constituted notice of that meeting subject to the By-Laws herein.
ARTICLE XVII – SUSPENSION OF MEMBERS
a) Executive Council shall have the power by a vote of three-fourths (75%) of those present to expel or suspend any member who conduct shall have been determined by the Executive Council to be improper, unbecoming or likely to endanger the interest or reputation of the Association or who wilfully commits a breach of the By-Laws of the Association. No member shall be expelled or suspended without being notified of the change or complaint against him or without having first being given an opportunity to be heard by the Executive Council at a meeting called for such purpose if he/she so desires.
b) Any member who resigns, withdraws or is expelled from the Association shall forthwith forfeit all right, claim and interest arising from or associated with membership in the Association.
ARTICLE XVIII –POWERS
a) The powers authorized by the Society’s Act shall apply to the Association except and to the extent that the same may be consistent with the powers herein set forth, but none of the power authorized by the Society’s Act shall be deemed to be lessened or restricted, as regards the Association by reason of anything in there By-Laws contained.
DATED this 3 day of April, 2014
Ken Williamson, President
Ryan Hall, Secretary