Northwood C.C.

Constitution & Bylaws

CONSTITUTION

NORTHWOOD COMMUNITY CENTRE

2007

ARTICLE I — NAME:

The organization shall be known as Northwood Community Centre Inc., hereinafter referred to as the "Centre".

ARTICLE 2 IDENTIFICATION:

The Centre shall be identified with the colours of:

Green, White, Black accents when necessary

(Green must be present) for all sports.

All Club Jackets shall be: The same colors as above.

The Centre shall be identified with the logo as shown in Appendix 1 of the

Constitution.

ARTICLE 3— PURPOSE:

The purpose of the Centre is to provide a broad range of recreational and leisure activities for persons of all ages resident within the designated areas as defined in Article 6, through the management and operation of the facilities and grounds.

ARTICLE 4—OBJECTIVES:

The objectives of the Centre shall be:

4.1 To plan and initiate or conduct a variety of recreational and leisure activities suited to the needs and requirements of the residents of the designated area.

4.2 To communicate with the residents of the designated area so as to determine their needs for recreational and leisure activities, and to insure that they are aware of the activities and programs being offered by the Centre.

4.3 To administer and operate the Centre in accordance with the Operating Responsibilities as approved by the GCWCC and the City of Winnipeg Community Services Department.

4.4 To prepare budget, financial and activity reports for presentation to the City of Winnipeg Community Services Department.

4.5 To promote activities through which funds may be raised to support the activities of the centre.

4.6 To plan for the continued operation of the Centre and its programs through recruitment and training of volunteers.

4.7 To provide delegates to and support the programs and policies of the District Community Centres Board and the General Council of Winnipeg Community Centres.

ARTICLE 5— DEFINITIONS:

5.1 The Centre shall be defined to include an active governing board, as defined in Article 5.2 and 5.3 and hereafter called Directors.

5.2 The Executive Committee of the board shall include:

1) Immediate Past President

2) President

3) 1st Vice President Ways & Means Chairperson

4) 2nd. Vice President/Publicity & Personnel

5) Treasurer

6) Secretary

5.3 The Board of Directors may include any of the following to a minimum of six (6) as defined in By-Laws:

7) Premises Chairperson

Lotteries Chairperson - Bingo

Program Director

10) Canteen Chairperson

11) Sports Director/Equipment Manager

12) Hall Rentals

As required as defined in By-Laws

13) Nevada Chairperson

14) Hockey Convenor

15) Soccer Convenor

16) Softball Convenor

17) Baseball Convenor

5.4 Associate membership (as per Article 7.5)

ARTICLE 6- BOUNDARIES

The Centre shall serve the residents within the boundaries as defined by the City of Winnipeg, including any Satellite Centres.

ARTICLE 7— MEMBERSHIPS

7.1 The membership of the Centre shall normally consist of those persons residing within the boundaries as specified under Article 6.

7.2 Those persons not residing within the Centre’s designated boundaries must apply for associate membership at a regular monthly meeting. Membership application must be in person or in writing.

7.3 All Associate Memberships are for a one (1) year term, if approved by the board at a regular monthly meeting. After 3 consecutive years to become a lifetime member.

7.4 All residents of the City may use the facilities and take part in the programs provided by the Centre, but the Centre shall be specifically concerned with meeting the needs of those residents residing within their designated boundaries.

7.5 Associate Members are persons residing outside the Centre’s boundaries and been approved at a regular monthly board meeting.

ARTICLE 8- FISCAL YEAR:

The fiscal year end of the Centre shall be from the first day of January to the last day of December.

ARTICLE 9— GOVERNMENT:

9.1 The business and affairs of the Centre shall be managed by a Board of Directors consisting of not less than seven members including the Executive Committee, which have been elected at the annual Meeting of the Membership.

9.2 The Executive Committee shall consist of at least four Officers; being the President, Past President, Vice-Presidents(s), Secretary and Treasurer.

9.3 In the event of a vacancy, the board may appoint a qualified member to fill the vacancy(s) for the remaining term of office. Such appointment(s) must have the majority approval of the assembled Board of Directors. Should a vacancy not be filled from within the Board, a Special General Meeting of the Membership shall be called to fill the vacancy(s)

9.4 All members of the age of majority may attend, vote or stand for election at the Annual Meeting of The Centre.

9.5 The office of a Director shall be vacated upon the occurrence of any one of following events:

(a) vacant by death;

(b) resignation in writing to the Board;

9.6 Any Director may be removed from their elected or appointed position by a two-thirds majority vote of the entire remaining Board of Directors upon the occurrence of any one of the following events:

(a) failure by the director to attend any three consecutive regular monthly meetings of the Board;

(b) failure by the Director to disclose a conflict of interest;

(d) Where the director in question (to be removed) can present evidence in his/her defense.

9.6.1 A motion to remove a director must be presented at the meeting of the Board before the meeting which will consider the motion.

9.6.2 The meeting considering the motion to remove must have a quorum without counting the director who brought the motion, or the director who is the subject of the motion, neither of whom may vote on the motion.

9.6.3 The motion to remove and the reasons for the motion must be mailed to the Director being removed no later than seven (7) days prior to the meeting dealing with the dismissal.

9.7 The Board of Directors are to serve without remuneration. No Director may directly or indirectly receive any profit from their position as Director. A Director may be reimbursed for reasonable expenses incurred by them in the performance of their duties, and may be paid reasonably for any duties they perform under contract to the Centre.

9.8 On any occasion in which a Director, or a spouse or dependent of a Director, has a personal material or other substantial interest in any contract or transaction to which the Centre is a party, it is hereby deemed that this director has a conflict of interest and shall disclose such interest at the time. The Director shall refrain from speaking to or voting on the resolution approving the transaction.

ARTICLE 10-EXECUTIVE COMMIITTEE POWERS:

The Executive ‘Committee shall have the power to do all things necessary for the successful operation of the Centre, thus be empowered to:

10.1 Administer the funds of the Centre in such manner and for such purposes as it may decide are beneficial to the well-being and advancement of the objectives of the Centre, provided that same are not contrary to the general policy of the City.

10.2 To commence any new form of activity or sport considered desirable by the Membership or in like manner discontinue any form of activity or sport being conducted under the auspices of the Centre.

10.3 Expel or suspend from the Centre any person guilty of misconduct or any infraction of the rules and regulations of the Centre.

10.4 To ensure that the Centre is operated on a non-political and non-sectarian basis.

10.5 Notwithstanding any other provisions of the Constitution, appoint committees, either standing or temporary, prescribe their duties, powers and duration thereof. The executive committee may also appoint the Committee Chairperson. All Committees shall be responsible and accountable to the Board of Directors.

10.6 To appoint advisors to the Board as it deems necessary and appropriate. The Board of Directors shall ratify such appointments.

10.7 Subject to ratification by the Board, the Executive Committee shall make such rules and regulations regarding the use of the Centre facilities as they may deem necessary.

ARTICLE 11-ELECTIONS:

11.1 Election of the Board of Directors shall be held at the Annual General Meeting of the Centre.

11.2 Two months before the Annual Meeting, the President will appoint a nominating committee which shall consist of no more than three members, two of which shall be members of the Board. The Chairman of the nominating committee will ensure that a slate of officers will be prepared and presented’ at the Annual Meeting. Nominees must express their willingness to stand either by being present at the elections or by written consent.

11 .3 Additional nominations from the floor will be accepted by the Chair of the Annual Meeting.

11 .4 The Chair of the Annual Meeting shall appoint at least two scrutineers who will; distribute the ballots, make an official count, announce the results at the meeting through the Chair and destroy all ballots.

11 .5 The elected Board of Directors shall take office at the first regular board meeting to be held within seven (7) days of the Annual General Meeting.

ARTICLE 12-TERMS OF OFFICE:

12.1 Each director shall normally be elected for a one-year term. At each annual meeting all directors on the incumbent board shall retire, but, if qualified, shall be eligible for re-election.

ARTICLE 13— MEETINGS:

13.1 The Board of Directors including the Executive Committee will meet at least once a month except during the months of July and August. July and August meetings will be held at the discretion of the Executive Committee. Notice of meetings including minutes of the previous meeting and a preliminary agenda shall be mailed to each Board member at least seven days prior to the meeting.

13.2 The Executive Committee will meet at the call of the President. Minutes of the Executive Committee Meeting will be presented at the first Board of Directors meeting following the Executive Meeting. Notice of the meeting will be mailed to the Executive Officers at least seven days prior to the meeting.

13.3 Special General Meetings may be convened by the President, or by a minimum of one-third of the Board of Directors or by fifteen members in good standing of the Centre. Written requests must be acted upon within thirty days of receipt of the request. Such requests shall state clearly the nature of the business proposed to be transacted. A special meeting shall consider only those matters which are identified in the notice of meeting. Notice of the meeting including the agenda shall be given to the membership at least 14 days prior to the meeting. Such notice may be given by way of advertisement in the community newspaper or a community centre newsletter and shall be prominently displayed on the Centre’s bulletin board.

13.4 An Annual Meeting will be held during the month of April in each Calendar year. The annual meeting shall be convened for the purpose of reporting the year’s activities and the election of officers. Notice of meeting by way of classified advertisement in the local newspapers and/or the community centre newsletter shall be given to the membership at least 30 days prior to the meeting.

13.5 Committee Meetings will be held as required and will be held at the discretion of the Committee Chair. The Chair will provide a report to the Board of Directors at the next regularly scheduled meeting.

13.6 All regular meetings of the Board shall be open to the public. Any member wishing to appear on the agenda must give notice to the President at least seven (7) days prior to the meeting. The Executive Committee will have the right to deny any such request with written notification stating the reasons for the denial.

ARTICLE 14- QUORUMS:

14.1 The quorum for transaction of business at a regular or special meeting of the board shall consist of not less than a simple majority of the directors in office at the time.

14.2 The quorum for the transaction of business at a Special General Meeting shall be not less than fifteen members of the Centre including five members of the board.

14.3 The quorum for the transaction of business at an Annual Meeting shall be not less than fifteen voting members.

14.4 Meetings shall be adjourned and no business conducted if there is no quorum within thirty minutes after the scheduled time of the meeting.

ARTICLE 15—VOTING PRIVILEGES:

15.1 At regular or special meeting of the Board of Directors each Board member in attendance with the exception of the President shall have one vote. The President may only vote in the event of a tie or under parliamentary procedures.

15.2 At the Annual Meeting or any Special General Meeting of the Centre each member of the age of majority in attendance shall be entitled to a vote.

1 5.3 All motions with the exception of amendments to the Constitution and Bylaws shall be approved by a simple majority.

15.4 All amendments to the Constitution and By-Laws shall require a minimum of two-thirds majority.

15.5 The Chair may at his/her discretion require any contentious issue to be voted on by ballot.

15.6 No proxy votes will be allowed.

ARTICLE 16— ADVISORY STATUS TO THE BOARD:

The Executive Committee may appoint advisors to the Board as it deems necessary and appropriate. ‘Such appointments shall be ratified by the Board by a simple majority vote.

ARTICLE 17— FINANCE

17.1 The Board shall administer all funds and securities of the Centre and present an Annual Financial Review at the Annual Meeting.

17.2 An annual budget shall be submitted to the board for approval no later than one month following the Annual General Meeting.

17.3 All funds raised by or on behalf of, or under the auspices of the Centre must have prior approval of the Board.

17.4 All funds and securities of the Centre shall be deposited in the name of the Centre with a recognized financial institution which shall be selected by the Board.

17.5 All financial documents and contracts shall carry a minimum of two signatures as approved by resolution of the Board.

17.6 All cheques, agreements, contracts, letters and other documents shall be signed by the Treasurer and President, or Treasurer and 1st Vice President.

17.7 No person shall incur an expense or commitment on behalf of the Centre unless authorized by the Board of Directors or by the membership at an Annual Meeting.

17.8 The Board of Directors are authorized to incur such expenses as necessary for the continued operation of the Centre.

17.9 Expenses or commitments in excess of the authority in 17.8 shall be submitted for approval in the following manner; the project must be approved in principle by a two-thirds majority of the entire Board; the president will appoint an ad-hoc committee to study the feasibility of the project who will provide a detailed written report to the Board within 60 days; upon acceptance and approval of the report by a two-thirds majority of the Board a Special General Meeting must be called within 60 days at which time the report will be submitted to the membership for a two-thirds majority final approval.

17.10 The books and records of the Centre shall be open to inspection by the members at all times, upon reasonable notice to the Board.

17.11 The Board shall annually appoint auditors to review the accounts of the Centre, whose report shall be presented to the members at the Annual Meeting and filed with the City of Winnipeg, Community Services Department. The, person(s) appointed auditors shall not include a person who is a director of the Centre. The accountant(s) are to be paid an amount decided on by the Board.

17.12 All floats and monies shall be returned to Treasurer at end of the fiscal year. All monies received must be turned over to the Treasurer weekly.

ARTICLE 18 -AMENDMENTS:

18.1 Amendments to the Constitution may be made at the Annual Meeting. All amendments must be received in writing by the membership no later than 21 days prior to the meeting.

18.2 Amendments to the by-laws may be made at the Annual Meeting or a Special Meeting of the Board of Directors. Notice of motion for amendments shall be made at any regular or special meeting of the Board.

18.3 Amendments to the Constitution shall require a minimum of two-thirds majority of the members in attendance at the Annual Meeting.

18.4 Amendments to the by-laws shall require a minimum of two-thirds majority of the Board members in attendance.

ARTICLE 19—INDEMNIFICATION:

Every Director or officer of the Centre or other person who has undertaken or is about to undertake any liability on behalf of the Centre and their heirs, executors, administrators and estate, respectively, shall at all times be indemnified and saved harmless out of the bunds of the Centre from and against:

(a) all costs, charges and expenses whatsoever ‘which such Director, officer or other person sustains or incurs in or about any action, suit or proceeding which is brought or prosecuted against him/her for or in respect of any act, deed, matter or thing whatsoever made, done or permitted by him/her in or about the execution of the duties of his /her office except such costs, charges or expenses as are occasioned by his own willful neglect.

(b) all other costs, charges and expenses which he/she sustains or incurs in or about or in relation to the affairs thereof, except such costs, charges or expenses which he/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/her own willful neglect.

ARTICLE 20— WINDING-UP:

Members of the Centre do not have and cannot have any personal interest in the Centre’s property. If the Centre is dissolved or disbanded, any assets left after all liabilities have been satisfied must be turned over to the City of Winnipeg Community Services Department.

ARTICLE 21 — INTERPRETATION:

In the event of any dispute as to the meaning of any article heretofore or hereafter passed, the interpretation of the Executive shall be final and conclusive.

ARTICLE 22— ROBERTS RULES OF ORDER:

In the event procedures are not identified, Roberts Rules of Order shall apply.

STATEMENT OF APPROVAL

This Constitution approved at the Annual General Meeting

held on May 6, 2007 supersedes all previous Constitutions.

President Secretary

________________________ ____________________________

NORTHWOOD COMMUNITY CENTRE BY-LAWS

2005

1.0 BOARD OF DIRECTORS

1.1 Immediate Past President shall

- act in an advisory capacity to the Executive

- not make motions

- not have the right to vote

be chairperson of the nominating committee

1 .2 President shall

- preside over all General Meetings and Regular Meetings

- supervise overall affairs of the "Centre"

- votes only to break a tie

be an ex-officio member of all committees

1.3 1st Vice President/Ways and Means Chairperson shall

- assume the duties of the President in absence of same

supervise fundraising such as carnivals, socials, raffles, silent auctions, etc.

1 .4 2nd Vice President/Publicity shall

- assume duties of the President in absence of President and 1st Vice President

be chairperson of publicity including all facets of advertising, posters, newsletters, notices to area schools and stores and media, and shall generally keep the public informed on all events and activities.

1.5 Treasurer shall

- receive and deposit all monies of the "Centre" to bank account designated by Executive

- pay from the "Centre’s" funds all bills approved by the Executive

- submit a financial report at monthly meetings

- present a tentative budget and consolidated Financial Report at the Annual General Meeting

- keep books and records open to inspection of members at all reasonable times with given notice.

- submit a copy of the annual Financial Report to the Lord

Selkirk/West Kildonan Community Parks and Recreation Branch.

1.6 Secretary . shall

- inform all members of meetings and properly record minutes of

same

- handle correspondence according to Executive directions.

1.7 Premises Chairperson shall

-- be responsible for the general operation and maintenance of buildings and properties. Overseer of ice, baseball & soccer field maintenance

- maintain an up to date inventory of all furnishings

- be responsible for all keys and cutting of same

- record all functions, reservations and rentals

- be responsible for the purchasing of cleaning and maintenance supplies

This position is handled in close cooperation with the Parks & Recreation Branch of the City of Winnipeg, as well as with the inside city caretaker

1.8 Bingo Chairperson shall

- operate and supervise all Bingo’s sponsored by the "Centre"

- organize volunteer help for same

1.9 Program Chairperson shall

- organize, supervise and advise the Youth Group

- be responsible for youth dances, talent shows, field days and other youth related activities

when necessary, solicit volunteer help for such activities

1.10 Canteen Chairperson shall

- be responsible for the operation of and the purchasing for canteen

be responsible for soliciting ,volunteer staff when necessary or has the right to appoint a Volunteer Coordinator

1.11 Sports Director/Equipment Manager shall

- supervise all sports programs and their respective convenors

- be responsible for the purchasing of equipment and storage of all sports equipment, supplies, uniforms, etc., with approval of Executive

- issue and collect such sports supplies, uniforms, and equipment to their respective convenors

- represent "Centre" at assigned meetings

- advise Premises Chairperson when games are being played, so ice or fields may be readied by Premises.

1.12 Hall Rental shall

To book all functions (inside and out) and rentals, in close cooperation with Premises Chairperson, in order to book proper amounts of staff and supplies and post all functions on calendar in office as soon as they are booked, and to order coke, ice, coffee, etc., as needed for the functions.

1.13 As Required:

Nevada Chairperson , shall

- be responsible for the purchasing, selling and general control of Nevada tickets

- assist the 1st Vice President when requested in fundraising ventures.

1.14 As Required:

Hockey, Soccer, Softball, and Baseball, Convenors shall

- work in close cooperation with the Sports Director in effectively running the respective Programs

- be responsible for the distribution/collection of equipment, uniforms, etc., to/from players, to be returned to Sports Director at end of

each season.

- solicit volunteer’s help, i.e. Coaches, driving, etc., within the guidelines of the Coaches Awareness Programs.

2.0 No soliciting shall be done in the name of the Executive without express consent of the Executive.

3.0 No member of the Executive or any committee shall incur or authorize any expenditure on behalf of the "Centre" other than normal operating purposes without express consent of the Executive.

4.0 Without the approval of the Executive, petty cash shall be allotted to any chairperson for the performance of his/her duties. Bills and receipts are to be presented to the Treasurer when allotment is spent or at the end of said Chairman’s term of duty.

5.0 Any person found to be guilty of willful damage or theft within the building or on the premises shall be required to make restitution.

6.0 All Executive shall give a verbal report at each monthly meeting with the exception of Nevada, Bingo and Premises. These three positions shall give a written monthly statement at each executive meeting. These reports to be given to the Treasurer prior to the meeting.

7.0 Prior to each sport season, (with a minimum of one month) each convenor must present a budget for the upcoming season. Each convenor must be able to justify his/her requests and not exceed his/her budget’. Should he/she need more money, he/she must make a presentation to the Executive body for approval before any additional money is spent.

8.0 People with outstanding registration will not be allowed to play any sports out of Northwood until their outstanding registration is paid, effective September 1, 1992.

8.1 All unpaid fees after the third game results in suspension of player until fees are paid unless other arrangements have been made.

8.2 A family discount will apply where more than two children reside in the same household, each child thereafter will pay half the registration fee.

8.3 All Sports: If a person quits the team before three league games are played, 50% of the registration fee will be refunded, after three games no refund will apply.

9.0 Outside teams not affiliated with Northwood to be charged a user fee starting in 1994.

10.0 Executive discount for Hall Rental: After one year of executive service with Northwood ‘C.C. and 80% attendance at board meetings an executive member of the Board of Directors in good standing is entitled to one (1) hall rental discounted at [COST] (the complete cost of the expenses the Centre incurs, i.e. setup and take down, mix bartenders, etc.) while in their 2nd year of service. IE: wedding, birthday, anniversary, family reunion, wedding social or shower.

1. Discount is not retroactive.

2. Applies to immediate family members only.

3. If there is a hall rental booking for your request

date, the executive member does not have first priority.

4. Security deposit is applicable.

10.1 Bartenders for functions held at the "Centre" are to be done on a rotation basis by Executive members. This is to be done by Hall Rental Chairperson.

10.2 After three consecutive years of service, the executive member is to be made a lifetime member.

10.3 Any socials booked on Friday nights in the gym shall receive a

$100.00 discount from the regular fees.

11 .0 Rental fees will not be charged for Youth Sports meetings held at the "Centre".

12.0 Members At. Large (Non-Voting Positions)

These members are to assist the various Board of Directors in their duties. These positions do not have voting rights at Directors’ Meetings. The Executive Committee shall appoint individuals to the following positions, as per Article 10.6 of the constitution:

Bingo Co-Chair

Canteen Co-Chair

Basketball Convenor

Ringette Convenor

13.0 Each Board member can make purchases up to $150.00 without the Board’s approval, provided they present three (3) written estimates to the Board afterwards.

STATEMENT OF APPROVAL

These By-Laws approved at the monthly meeting held on April 3, 2005 supersedes all previous By-Laws.

President Secretary