RCUC Bylaws
PART 1 – INTERPRETATION
1. a. In these bylaws, unless the context otherwise requires,
i. “Club” means the members and Directors who together constitute the
RCUC;
ii. “Society Act” means the Society Act of the Province of British
Columbia
from time to time in force and all amendments to it;
iii. “Registered address” of a member means his/her address as recorded
in the register of members;
iv. “Directors” means the directors of the club for the time being;
b. The definitions in the Society Act and the date these bylaws become effective
apply to these bylaws;
PART 2 – MEMBERSHIP
3. The members of the Club are the applicants for incorporation of the club, and those
persons who subsequently have become members, in accordance with these bylaws
and, in either case, have not ceased to be members.
4. Membership is on a yearly basis and is recognized as a separate dollar fee payable
to the club.
(i). An individual may be a member of the club without joining a league or
actively participating in the playing of volleyball during an organized league.
(ii). Notwithstanding the above, an individual may, from time to time, be granted
a “Life Membership” in the Club.
5. “Life Membership” is a designation which may be granted an individual by the
Directors to recognize the contribution of such said individual to the Association.
The designation is recognized by the club by waiving the yearly designated club
fee. (This does not waive the payment of fees related to the participating in league
play.)
6. Every member shall uphold the constitution and comply with all bylaws.
7. The amount of the membership fee shall be determined by the directors.
8. A person shall cease to be a member:
a. Upon the conclusion of the membership year; or
b. Upon being expelled.
9. a. A member may be expelled by a resolution of the directors and passed by a
majority vote of the Directors.
b. The notice of the resolution shall be accompanied by a brief statement of the
reason for the proposed expulsion.
c. The person who is the subject of the proposed resolution shall be given an
opportunity to be heard at the meeting of the Directors before the resolution
is
put to a vote.
10. All members are in good standing except a person who failed to pay the current
annual membership fee or any other debt due and owing by them to the club. That
person shall be deemed to be not in good standing so long as the debt remains
unpaid.
PART 3 – Directors
11. a. The Directors may exercise all the powers and perform all the acts which are
not by these bylaws or by statute prohibited.
b. No rule, made by the club in general meeting, invalidates a prior act of the
directors that would have been valid if that rule had not been made.
12. a. The Directors shall be composed of two co-Chairs, Vice Chair, Secretary,
Treasurer, Webmaster, and Marketing and Sponsorship Director. The
positions of Treasurer, Webmaster, and Marketing and Sponsorship Director
shall be made by appointment by the incoming Directors.
b. The number of directors comprising the Directors is at minimum three (two
co-Chairs and a vice-Chair) with the other positions being filled on a yearly
basis. Directors can cover more than one position if agreed upon by the
directors.
13. a. The Chair shall preside at all meetings of the club and of the Directors,
unless the members or Directors otherwise decide.
b. The co-Chairs are the Chief Directors officers of the club.
14. The Vice-Chair shall carry out the duties of the Chair during the Chair’s absence.
15. The Secretary shall:
a. Conduct the correspondence of the club;
b. Issue Notice of Meetings of the club and Directors;
c. Keep minutes of all meetings of the club and Directors;
d. Have custody of all records and documents of the club except those required
to be kept by the Treasurer; and
e. Maintain the register of members.
16. The Treasurer shall:
a. Keep such financial records, including books or account, as are necessary to
comply with the club Act; and
b. Render financial statements to the Directors, members and others when
required.
17. Each member of the Directors shall hold office for the fiscal year of the club unless
removed from the Directors by a 75% majority of all directors.
a. The Notice of the Directors Resolution for removal of a Director shall be
accompanied by a statement of the reasons for the removal.
b. The Director who is the subject of the proposed Director’s Resolution for
removal shall be given an opportunity to be heard at the Director’s Meeting
prior to a vote being taken on the removal Resolution.
18. Elections for the Directors shall occur at the Annual General Meeting unless another
date is determined by the Directors. This date shall be on or before the Annual
General Meeting of the club – prior to the conclusion of the term of the Directors.
19. a. The Directors may at any time, and from time to time, appoint a member to
fill a vacancy in the Directors.
b. A Director so appointed holds office only until the conclusion of the next
following Annual General Meeting of the club, but is eligible for re-election at
the meeting.
20. No act or proceeding of the Directors is invalid only by reason of there being less
than the prescribed number of Directors in office.
21. No Director shall be remunerated for acting as a Director, but shall be reimbursed
for all expenses reasonably incurred in the affairs of the club.
22. Only an Officer or Officers of the club, so determined by previous resolution as
having signing authority, shall have the right to legally bind the club and then only
under a resolution, directing them to do so, passed by the Directors.
PART 4 – ELECTIONS
23. Notice of election of the new Directors shall be made to the membership through
announcements on League nights four weeks prior to the date determined by the
Directors OR by posting the date and time of the election on the League’s website
OR through a combination of both.
24. Any member in good standing is eligible to put forward their name for any position
on the Directors to the Elections Committee, but shall do so only for one position on
the Directors. The incoming Directors may appoint a member in good standing to
any position not filled during the election process, which may include current
members of the Directors.
25. The Directors shall form a committee of general members overseen by the chairs to
act as the “Elections Committee” in order to:
a. Collect the names of those members including those members currently on
the Directors, who wish to be considered for office.
b. Coordinate the election night which allows for each candidate to address the
membership.
c. Oversee the ballot process for the election of the Directors.
d. Maintain the security and privacy of the balloting process and the ballot box.
e. Count the ballots on-site of the election process unless otherwise prohibited
by external constraints, in which case the ballot box is to be moved
unopened to a predetermined location for the counting of the ballots.
f. The Chairs, or any person designated by the Chairs, shall not participate in
the “Election Committee” duties once elections start, unless he is not
contesting any position on the Directors or his election had been proclaimed
by acclamation.
g. Results of the election are to be announced on election night and posted on
the RCUC website, once all ballots are counted and a final decision has been
reached by the Elections Committee.
h. Names may be put forward for the positions of Treasurer and Webmaster but
the appointment of these positions shall be made by the incoming Directors.
(See paragraph 12)
26. An election may be by acclamation; otherwise, it shall be by ballot.
PART 5 – MEETING OF DIRECTORS
27. The Directors will meet together to dispatch business as they see fit.
28. Unless otherwise fixed, quorum shall be a majority of the Directors then in office.
29. The Directors may delegate any, but not all, of their powers to committees as they
think fit.
30. a. Issues arising at the meeting of the Directors shall be decided by a majority
of votes.
b. In case of an equality of votes, the Chairs have the final say. If no consensus
is reached, it must be readdressed.
31. No resolution proposed at a meeting of the Directors need be seconded and the
Chairs may move or propose a resolution.
32. A resolution in writing, signed by all of the Directors and placed within the Minutes,
is as valid and effective as if regularly passed at a meeting of the Directors.
PART 6 – MEETINGS OF MEMBERS
33. a. General Meetings shall be held at the same time and place, in accordance
with the club Act, that the Directors decide.
b. Every General Meeting, other than an Annual General Meeting, is an
extraordinary Meeting.
34. The directors may, when they think fit, convene an extraordinary general meeting.
35. a. Notice of a General Meeting shall specify the place, day and hour of the
meeting and, in the case of special business, the general nature of that
business.
b. The accidental omission to give notice of a meeting, or the non-receipt of a
notice, by any of the members entitled to receive notice does not invalidate
the proceedings of that meeting.
36. The first Annual General Meeting of the club shall be held not more than 15 months
after the date of incorporation and after that an Annual General Meeting shall be
held at least once in every calendar year and not more that 15 months after the
holding of the last preceding Annual General Meeting.
37. a. A member in good standing present at the meeting is entitled to one vote.
b. Voting by show of hands, or by secret ballot, if so requested or it so dictated
by the Chairs.
c. Voting by proxy is not permitted, except when express permission is granted
by the Directors.
38. a. No resolution proposed at a meeting need be seconded and the Chairpersons
of a meeting may move or propose a resolution.
b. In case of an equality of votes, the Directors vote. In case of an equality of
votes within the directors, the Chairs have the final say. If no consensus is
reached, it must be readdressed.
39. a. No business, other than the election of a Chairperson and the adjournment
or termination of the meeting, shall be conducted at a general meeting at
the time when a quorum is not present.
b. Quorum is 10% of voting members present or 15 voting members (the
lesser of the two) that the members may determine at a general meeting.
40. At all Annual General Meetings of the club, the following items of business shall be
attended to:
a. Meeting shall be called to order.
b. Treasurer’s financial statement and report.
c. Chairs’ reports, if any.
d. Other reports.
e. Elections of Directors.
f. General business and operations of the club.
41. If within 45 minutes from the time appointed for a General Meeting a quorum is not
present, the meeting, if convened on the requisition of individual members, shall be
terminated; but in any other case, it shall stand adjourned to a time and location
determined by the members in good standing present in the following week, and if
at that meeting, a quorum is not present within 30 minutes from the time
appointed for the meeting, the individual members present constitute a quorum.
42. If at a General Meeting:
a. There is no Chair, Vice Chair or other Director present within 15 minutes
after the time appointed for holding the Meeting; or
b. The Chairs and all other Directors present are unwilling to act as Chair, then
the individual members present shall choose one of their own to be Chair.
43. a. A General Meeting may be adjourned from time to time and from place to
place, but no business shall be transacted at an adjourned meeting other
than the business left unfinished at the meeting from which the adjournment
took place.
b. When a meeting is adjourned for 10 days or more, notice of the adjourned
meeting shall be given as in the case of the original meeting.
c. Except as provided in this bylaw, it is not necessary to give notice of an
adjournment or of the business to be transacted at an adjournment general
meeting.
PART 7 – MANAGEMENT OF FUNDS
44. a. The funds of the club not required for immediate use may be put on deposit
in a bank or may be invested in such manner as the Directors may from time
to time determine.
b. All cheques, bills of exchange or other orders for the payment of money,
notes or other evidences of indebtedness issued in the name of the club shall
be signed by such Officer or Officers of the club and in such manner as shall
from time to time be determined by resolution of the Directors.
c. The Directors shall cause true accounts to be kept of:
i. All sums of money received and expended and the matters in respect
of which the receipts and expenditures took place;
ii. Assets and liabilities ; and
iii. All other transactions affecting the financial position of the club.
d. The Directors shall lay before the members of the club at each Annual
General Meetings financial statement showing income and expenditures
during the preceding fiscal year.
e. The fiscal year shall terminate on the 31st day of May.
PART 8 – BORROWING
45. In order to carry out the purpose of the club the directors may, on behalf of the
club, raise or secure the payment or repayment of money in the manner they
decide, and, in particular, but without limiting the foregoing, by the issue of
debenture.
46. No debenture shall be issued without the sanction of a special resolution.
47. The members may, by special resolution, restrict the borrowing powers of the
directors, but a restriction imposed expires at the next Annual General Meeting.
PART 9 – AUDITOR
48. This part applies only where the club is required or has resolved to have an auditor.
49. The first auditor shall be appointed by the directors who shall also fill all vacancies
occurring in the office of the auditor.
50. At each Annual General Meeting, the club shall appoint an auditor to hold office
until the auditor is re-elected or a successor is elected at the next Annual General
Meeting.
51. An auditor may be removed by ordinary resolution.
52. An auditor shall be promptly informed in writing of appointment or removal.
53. No director and no employee of the club shall be the auditor.
54. The auditor may attend general meetings.
PART 10 – NOTICE TO MEMBERS
55. A notice may be given to a member, either personally or by mail to the member’s
registered address.
56. A notice sent by mail shall be deemed to have been given on the second day
following that on which the notice is posted, and in proving that notice has been
given it is sufficient to prove the notice was properly addressed and put in a
Canadian post office receptacle.
57. a. Notice of a general meeting shall be given to
i. Every member shown on the register of members on the day notice is
given; and
ii. The auditor, if Part 9 applies.
b. No other person or organization is entitled to receive a notice of a general
meeting.