Irricana Beiseker Soccer Association – Bylaws
Article 1: General
1) Purpose – These Bylaws relate to the general conduct of the affairs of Irricana Beiseker Soccer Association, not yet a society incorporated under the Alberta Societies Act. The IBSA shall be affiliated with and under the jurisdiction of Big Country Soccer Association, Alberta Soccer Association, and the Canadian Soccer Association, and shall be subject to the rules and regulations of these bodies.
2) Definitions – the following terms have these meanings in these Bylaws
a) Act – the Alberta Societies Act, as amended from time to time and any legislation that may be substituted therefore.
b) Association – Irricana Beiseker Soccer Association
c) Auditor- an individual appointed by the members at the Annual General Meeting to audit the books, accounts, and records of the association for report to the members at the Annual General Meeting.
d) Board – the Board of Directors of the Association.
e) Days – will mean days irrespective of weekends and holidays.
f) Director – an individual elected or appointed to serve on the Board pursuant to these Bylaws.
g) Officer – the President, Vice- President, Treasurer, and Secretary who have been elected or appointed pursuant to these Bylaws
h) Ordinary Resolution – a resolution passed by not less than 50% of the votes cast at a meeting of a committee, or a meeting of the members.
i) Registrar – means the Registrar of Corporations, Deputy Registrar of Corporations appointed under the Alberta Business Corporations Act
j) Special Resolution - a resolution passed by no fewer than 3/4 of the members who are entitled to vote at a meeting for which no fewer than 14 days notice is given.
3) No Gain for members – the Association will be carried out without the purpose of gain for its members and any profits or other accretions of the Association will be used to promote its objectives.
4) Ruling on Bylaws – except where noted in the Act, the Board will have authority to interpret any provision that is contradictory, unclear, or ambiguous provided such interpretation is consistent with objectives of the Association.
Article 2: Membership
1) Classes – The Association has 1 class of membership, ordinary members. Ordinary members are people from the community that are in good standing with the Association.
2) Qualifications – a parent or legal guardian of any of the players in the Association or any volunteer 18 years old or older.
3) Duration and dues – dues are included in the fees paid to play in the association and they last for 1 year.
4) Discipline – A member may be suspended or expelled by a) Failing to pay fees. b) Violating the code of conduct of the Association.
5) Privileges – Subject the these Bylaws and other governing documents of the Association members may be entitled to the following privileges:
a) to hold office.
b) to vote.
c) to attend and participate in the meetings and affairs of the Association.
d) participate in sanctioned competitions/activities, training camps, and clinics held by the Association, as well as Big Country Soccer Association.
Article 3: Annual General Meeting
1) Annual General Meeting – will be held once per year.
2) Location and Date – the location and date of the Annual General Meeting will be determined by the Board. The Annual General Meeting will be held no later than March 31 st of each calendar year.
3) Notice – Notice of the Annual General meeting will be posted on the Association's website at least 30 days prior to the meeting as well as on it's Facebook group. Written notice of the meeting will be sent out via email to all members at least 30 days in advance. Notice will contain a proposed agenda and any reasonable information to permit Members to make informed decisions.
4) Agenda – the agenda for the Annual General meeting will include:
a) Call to order.
b) Appointment of Scrutineers.
c) Approval of the agenda.
d) Declaration of any Conflicts of interest.
e) Adoption of Minutes from the previous Annual Meeting.
f) Board and Committee Reports.
g) Budget Approval.
h) Report of Auditors.
i) Appointment of Auditors.
j) Business as specified in the meeting notice.
k) Amendments to the Bylaws and Rules.
l) Election of new Directors.
5) New Business – Any member who wishes to have new business placed on the agenda will give the board written notice at least 72 hours prior to the meeting.
6) Scrutineers – At the beginning of each meeting the board may appoint 1 or more scrutineers who are responsible for ensuring the votes are properly cast and counted.
7) Voting Privileges - Each Ordinary member shall only be given 1 vote.
8) Determination of Votes – Voting will be determined by a show of hands, in writing or orally unless a secret or recorded ballet is requested by a majority of those members voting.
9) Majority of Votes – Except as otherwise provided in the Act or these Bylaws the majority of the votes of the members present will decide each issue. In the case of a tie the President shall have the deciding vote.
Article 4: Governance
1) Composition of the Board – the Board will consist of 4 to 5 Directors
b) Vice President
e) Director at Large (optional)
2) Eligibility – Anyone 18 years of age or older can be nominated for election of a director.
3) Nominations – Nominations for each director will come from the floor. Nominations can be done in writing in the event that the nominee is unable to attend the Annual General Meeting. Each written nomination needs to include the nominee's signature to consent to the nomination.
4) Incumbents – Incumbents are allowed to seek re-election.
5) Election – the elections of the Directors shall take place as follows
a) The President and Secretary will be elected by the voting members at the Annual General Meeting of the even years.
b) The Vice President and Treasurer will be elected by the voting members at the Annual General Meeting of the odd years.
6) Decision – Elections will be decided in accordance to the following:
a) 1 valid nomination – Winner declared by acclamation.
b) 2 or more valid nominations – Winner is the nominee that has the most votes. In the event of a tie the nominee with the fewest votes is eliminated and another round of voting takes place. If there are only 2 nominees left in the election and it is still tied, the winner will be decided by the Board of Directors by resolution.
7) Elected Directors Terms – Elected officials will serve 2 year terms.
8) Resignation – A Director may resign at any time by providing written notice to the board.
9) Removal – A Director may be removed by Special Resolution at General Meeting or Special Meeting provided they are given the opportunity to be present and be heard at that meeting.
10) Vacancy – The Board may appoint a qualified person to fill a Board vacancy until the next Annual General Meeting.
11) Meeting of the Board – Board meetings will be held at any time and place as determined by the President or the majority of the Board members.
12) Notice of meetings – Board members will be given 7 days notice of board meetings via email, unless all Board members agree to the meeting.
13) Voting – Each Board member present will be given 1 vote. In the event of a tie the President will resolve it.
14) Powers of the Board – Except where provide by the Act or these Bylaws the board shall have the power to implement policies, procedure and rules for the following:
a) Managing the affairs of the Association.
b) Registration of members.
c) Discipline of members.
d) Manage disputes of the members.
e) Manage the financial affairs of the Association.
15) Duties of the Board members – The President will:
a) Be responsible for the general supervision of the affairs and operations of the Association. b) Preside as the Chair at the Annual General Meeting and meetings of the Board
c) Be the official spokesperson for the Board) Attend Big Country Soccer Association Meeting as the representative of Irricana Beiseker Soccer Association.
d) Deal with Parents and Coaches concerns and complaints.
e) Get Beginning of Year signs,advertising and notices prepared.
f) Have Signing authority.
g) Perform other duties as needed.
16) The Vice President will:
a) Support and assist the President in their duties.
b) Recruit and manage Coaches
c) In absence of the President have the authority to perform the duties of the President
d) Have a signing authority. e) Perform other duties as needed.
17) The Treasurer will:
a) Ensure the proper accounting records as required by the Act.
b) Collect and record all funds received by the Association.
c) Record all checks for expenditures and retain cancelled checks and receipts.
d) Deposit all monies received by the Association.
e) Supervise the management and disbursement of funds of the Association.
f) When required provide the Board with an account of financial transactions and financial position of the Association.
g) Assist with the Association's audit.
h) Prepare and submit Society Annual Return to Alberta Registries.
i) Have a signing Authority.
j) Perform other duties as needed.
18) The Secretary will:
a) Be responsible for the documentation of all amendments to the Association's Bylaws.
b) Ensure that all official documentation and records are properly kept.
c) Update the registration forms.
d) Cause to be recorded the meeting minutes of the Annual General Meeting and the Board meetings.
e) Perform other duties as the Board needs them to.
19) Remuneration – All board members are volunteers. They will receive one 50% soccer registration reimbursement for their efforts as well as reimbursement of reasonable expenses that are approved by the Board.
20) Conflict of Interest – Any Board member who has interest, or who may be perceived to have interest in a proposed contract or transaction with the Association will disclose fully and promptly the nature and extent of such interest to the Board and as the case may be will refrain from voting or speaking in debate on such contract or transaction. They will otherwise comply with the requirements of the Act regarding conflict of interest.
Article 5: Finance and Management
1) Fiscal Year – The fiscal year of the Association will be from January 1st to December 31st , or such period that the Board may from time to time determine.
2) Bank – The banking business of the Association will be conducted at such financial institutions as the Board may designate.
3) Auditors – At each Annual General Meeting the members will appoint an auditor to the books, accounts and records of the Association. The auditor will hold office until the next Annual General Meeting. The auditor will not be an employee or Director of the Association. The audited financial statement will be filed in accordance with the requirements of the Act. The auditors report and a copy of the Annual Financial Statement will be reviewed at the Annual General Meeting.
4) Books and Records – the necessary books and records of the Association will be properly kept. They are available to the members by appointment with the Treasurer.
Article 6: Amendment of Bylaws
1) Voting – These Bylaws may only be amended, revised, repealed or added at an Annual General Meeting so that members may vote on it. Upon affirmative vote and in registration in accordance with the Act, any amendments, revisions, addition or deletion will be effective immediately.
2) Notice in Writing – Notice will be delivered via email to the current email list of the Association 21 days or more before the Annual General Meeting it will be presented in.
Article 7: Dissolution
1) Dissolution – In the event of dissolution, the Association will comply with the requirements of the Act.
Article 8: Indemnification
1) Will Indemnify – The Association will indemnify and hold harmless out of the funds of the Association each Director, their heirs, executors and administrators from and against any and all claims, demands, actions or costs which may arise or be incurred as result of occupying the position of Director.
2) Will not Indemnify – The Association will not indemnify a Director or any other person for acts of fraud, dishonesty or bad faith.
Article 9: Adoption of these Bylaws.
1) Ratification – These Bylaws will be ratified by a Special Resolution of the Members of the Association present and entitled to vote at a Annual General Meeting of Members duly called and held on March 15, 2021.
For minutes from previous meetings, please contact us and we will gladly share the minutes.