CARIBOU CURLING CLUB
ARTICLES OF ASSOCIATION
1. For the purpose of registration the number of members of the club is declared to be unlimited.
2. The Articles shall be construed with reference to the provisions of the Companies Act, being chapter 168 of the Revised Statutes of Newfoundland, 1952, and amendments thereto, and terms used in these Articles shall be taken as having the same respective meanings as they have when used in the said Act, and amendments thereto.
3. The Club is established for the purpose expressed in the Memorandum of Association.
4. Membership in the Club shall consist of four classifications:
(a) and (b) A curling member is one who has been approved by the Executive as such and is entitled to full membership and to all privileges of the Club including the right to vote.
(c) A social member is one who has all the privileges of the Club rooms, excluding the right to vote or to hold executive office.
(d) A junior member is a person under the age of 19 who is eligible to compete in school boy/girl curling. This membership shall be limited to curling privileges.
5. The first members of the Club shall be signatories to the Memorandum of Association and these Articles.
6. Election of members:
(a) All members of every class shall be approved by the Executive , and prior to becoming a member of the Club, the proposed member must have reached the age of 19 and must have his/her application approved by two-thirds (2/3) of those at an Executive Meeting.
(b) Candidates shall apply in writing upon a form provided for that member’s purpose.
(C) Candidates shall not be entitled to the privileges of the Club until they have paid the prescribed dues or made arrangements as referenced in Article 7(a).
(d) Membership fees shall be such as the Membership decides at a General Meeting.
7. (a) The Annual Dues shall be payable on or before the start of the first draw in each membership year. In lieu of full payment, any curling member may elect to provide the Club with three post-dated cheques, to be received on or before the start of the first draw, the final payment to be made on or before 20th of December. Persons who choose to become curling members after this date must pay in full on or before their first draw. The Executive may, however, in cases of special hardship, exercise a reasonable discretion in regard to the payment of Annual Dues.
(b) Any curling member whose annual dues are unpaid by the start of his first draw or have not provided post-dated cheques, shall cease to exercise the privileges of membership; but shall nevertheless continue to be liable to the Club until his obligation as a member for said year are paid.
(c) Proportionate rebate to members may be considered by the Executive. Each case will be dealt with on its merits on application made for rebate.
8. Expulsion of Members. The Executive shall have power by a vote of two-thirds (2/3) of those present at a meeting of the Executive to expel or suspend from Membership, for such time as the executive may decide, any member whose conduct on the Club’s premises, unbecoming, or likely to endanger the welfare of the Club, or for failing to pay dues or any indebtedness to the Club for which he is liable or who has violated or neglected to observe any by-law rule, or regulation of the Club, or any resolution, rule, or order of the Executive or of any other Committee of the Club. No member shall be expelled, suspended or tried for any such offense without being first notified of the charges against him or her and being given an opportunity to be heard by the Executive at a meeting called for the purpose. Such notification shall be sufficient if sent to the member’s usual place of business or residence by registered mail at least five days prior to the meeting at which the charges are to be heard.
9. The executive of the Club shall have power to admit any person under nineteen years of age to use in common with the members of the Club all the premises and property of the Club on such terms and conditions as the Executive may from time to time determine and with or without the payment of any entrance fee or annual subscription.
10. Every curling member in good standing shall be entitled to attend and vote at every General Meeting of the Club. Every curling member in good standing may be a candidate for any elected office of the Club. No vote or proxy shall be allowed or accepted at any meeting of the members of the Club or Executive.
11. An annual meeting shall be held each year, not later than May 31st. The fiscal year of the Club shall be held May 1 to April 30. The day, hour and place of such meeting shall be fixed by the Executive and notice thereof shall be made by advertisement in any newspaper published in the area advising such a meeting is called or by written notice thereof to each member at his last known address at least seven days before the meeting. Quarterly meetings may be held thereafter and notice thereof shall be at the discretion of the Executive. The above mentioned meetings shall be called ordinary meetings.
12. Special or extraordinary general meetings may be held at any time if deemed necessary by the Executive and notice of such meetings may be given in the same manner as -in Article 11 herein with respect to the annual meeting.
13. Twenty-five members of the Club, or fifteen percent, whichever is the lesser, shall constitute a quorum at any meeting of the Club.
14. The Executive shall on receipt of a requisition made in writing by not less than ten (10) members convene a special or extraordinary general meeting. Such requisition must be signed by all the requisition and deposited with the Secretary. Notice of the meeting so called shall be given in the same manner as in Article 12 herein with respect to the Annual meeting.
15. On receipt of the requisition the Executive shall be forthwith proceed to convene an extraordinary General Meeting. If the Executive does not proceed to cause a General Meeting to be held within 21 days from the date of the requisition being so deposited, the requisitions, or any other Club member may themselves convene a meeting.
16. All business shall be deemed special that is transacted at an extraordinary meeting, and all that is transacted at any ordinary meeting, with the exception the consideration of the account, balance sheet, the ordinary reports of the Executive and Auditor, the election of Officers and Executive.
17. No business shall be transacted at any General Meeting unless a quorum of members is present at the time when the meeting proceeds to business.
18. A curling member of the club shall be entitled to one vote at every meeting of the Club and in event of a tie; the President or presiding Officer shall be entitled to a second or deciding vote.
19. If, within one-half hour from time appointed for the meeting, a quorum of members is not present, the meeting, if convened upon the requisition of the members, shall be dissolved. In any other case it shall stand adjourned to the same day in the following week at the same time and place and if, at the adjourned meeting, a quorum of member’s is not present within one-half hour of time appointed for the meeting the members present shall be a quorum.
20. The President and failing him the Vice-President, shall preside as chairman at every meeting of the Club or Executive. If there is no such chairman or if at any meeting he is not present within fifteen minutes of the time fixed for holding the same, the members present may choose someone of their number to be chairman of the meeting.
21. The Chairman may, with the consent of the members present adjourn the meeting from time to time and from place to place but no business shall be transacted at any adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.
22. At any General Meeting, unless a poll is demanded by at least one third of the members personally present, a declaration by the Chairman that a resolution has or has not been carried, and an entry to that effect in the book of proceedings of the Association shall be conclusive evidence of the fact, without proof of the number of proportion of the votes recorded in favor of or against the resolution.
23. If a poll is demanded in the manner aforesaid, the same shall be taken in such manner as the Chairman directs, and the result of the poll shall be deemed to be the resolution of the meeting at which the poll was demanded.
24. The Auditor or Auditors of the Club shall each year, before the Annual General Meeting, and at any other time at the request of the Executive, audit the books, accounts and balance sheet of the Club and shall for that purpose have access to all books, documents, securities and receipts of the Club. For the purpose of any such audit the Treasurer shall give the auditors such assistance as they may require.
25. The election of officers and other Directors of the Club shall take place in the following manner:
(a) A nominating Committee, consisting of a minimum of three curling members of the Club, shall be appointed by the Executive not less than fourteen days prior to the holding of the Annual General Meeting in each year, for the purpose of nominating officers and directors, who, when chosen, shall be recommended to the Club for election at the Annual General Meeting.
(b) A list of the candidates chosen by the nominating committee, named in alphabetical order, shall be posted -in a conspicuous place in the Club House for at least seven days -immediately preceding the Annual General Meeting.
(c) Any two curling members of the Club present at the Annual General Meeting may nominate any other member for one or more of the offices for which candidates have been chosen by the nominating committee, and such nominees shall be voted upon by the members present at the meeting.
26. The Executive of the Club shall consist of a Past President, a President, Vice- President, Secretary, Treasurer, and a minimum of three Directors.
27. The Executive of the Club shall be elected at the Annual General Meeting of the Club excluding the Past President who shall be immediate Past President of the Cub.
28. (a) Meetings of the Executive shall be held monthly, provided however that the President may convene an executive meeting at any time if deemed expedient. Notice of all such meetings shall be given to each curling member of the Executive either personally or by post at least one day before such meeting is convened and in addition, copies of such notices will be posted on the club bulletin board.
(b) Any member in good standing may attend an executive meeting as an observer and may address the meeting at the discretion of the Executive.
29. Four members of the Executive shall constitute a quorum at any meeting of the Executive.
30. (a) Should any vacancy occur in any of the offices of the Club between the election of officers and December 31st a special meeting of the Club may be called for the election of such new officer or officers with the exception of the positions of Directors who shall be appointed by the executive – See Article 41.
(b) If a vacancy occurs after December 31st, the Executive may appoint a President or other position.
31. The President, or in his absence, the Vice-President, shall preside at all meetings of the Executive.
32. The Vice-President shall, in the absence of the President or when otherwise called upon, perform the duties of the President and shall be expected at all times to assist the President on conducting the affairs of the Club.
33. The Secretary shall keep an accurate record of all proceedings at all meetings of the Club and Executive, conduct the correspondence of the Club, preserve a correct register of the members and perform all other duties pertaining to the office of the Secretary.
34. (a) The Treasurer shall keep the accounts of the Club receive all funds belonging to the Club, keep the same deposited in some chartered bank and shall make disbursements only with the consent of the President or Vice-President. All such disbursements shall be made by cheque signed by the treasurer and one other Executive member as specified by the Executive members. The Treasurer shall collect the fees payable by members, and any other revenues accruing to the Club and perform all duties pertaining to the office of Treasurer. The Treasurer shall submit for audit all accounts annually to a Certified Public Accountant, a Chartered Accountant or an Audit Committee approved by the Executive and a statement of same shall be submitted to the Club at the annual meeting.
35. (b) Treasurer and bar waiters may be bonded in an amount to be determined annually by the executive.
36. The Executive of the Club shall exercise all such powers and do all such things as may be exercised or done by the Club save such as are by these Articles or by a statute for the time being in force, requires to be exercised or done by the Club in General Meetings.
37. The Executive shall have the power to appoint any employee, deemed by them to be necessary for the proper management and operation of the Club.
38. The Executive may terminate the services of any employee at any time for cause without notice if it appears to the Executive to be necessary and advisable for the benefit and welfare of the Club so to do.
39. The Executive may at any of its meetings appoint sub-committees from the members to carry out duties or to conduct such business as the Executive shall deem expedient for the proper handling of the affairs of the Club.
40. The Executive may borrow for the purposes of the club any sum or sums of money not exceeding -in total five thousand dollars ($5, 000. 00) in any one year by mortgage of any property of the Club or by the issue of promissory notes or bills or exchange. Except as aforesaid, all powers of the Club to borrow upon mortgage or otherwise, issue debentures, or securities of the Club shall be exercised only by the Club in General Meeting
41. At every subsequent annual meeting of the Club the Executive shall retire from office. They shall thereupon be eligible for re-election at the same or any other annual general meeting of the Club with the exception of the positions of Directors who are elected for a three-year period. If, at any time, a Director’s position becomes vacant prior to the completion of the three-year term, the Executive shall appoint a replacement for the balance of the term.
42 The Executive shall adopt such means as they deem sufficient to bring to the notice of the members of the Club all by-laws, rules and regulations, provided that no by-laws, rule or regulation shall be inconsistent with or shall effect or repel anything contained in the Memorandum or Articles of Association, and that any by-laws, rule or regulations may be set aside by a special resolution of a General Meeting of the Club.
43 The Seal of the Club shall not be affixed except by the authority of a resolution of the Executive, and in the presence of at least two members shall sign every instrument to which the Seal of the Club is so affixed in their presence.
Changes to the Constitution may be introduced by submitting the proposed changes in writing to the Executive and posted in the Club House fourteen (14) days before calling a meeting of the General Membership.
September 13, 1973
Revised: May 1, 1978
Revised: March 12, 1987
Revised : May 28, 2011