CANADIAN TEAM HANDBALL FEDERATION

Transcription

1 Fédération Canadienne de Handball Olympique Canadian Team Handball Federation , rue Jacob-Nicol, Sherbrooke (Québec), Canada, J1J 4E5 CANADIAN TEAM HANDBALL FEDERATION CONSTITUTION Final Version To be approved

2 ARTICLE 1: GENERAL 1.1 NAME The Name of the Association shall be the Canadian Team Handball Federation, here in after referred to as the "Federation". 1.2 NATIONAL OFFICE LOCATION The location of the National Office of the Federation shall be determined in a Membership General Meeting or in a Management Committee meeting as deemed appropriate. 1.3 LANGUAGES The official languages of the Federation are English and French. 1.4 FISCAL YEAR Unless otherwise determined ina Membership General Meeting, the fiscal year-end of the Corporation shall be March AIMS AND OBJECTIVES The aims and objectives of the Federation are as follows: A) To promote, encourage and develop the widest participation and the highest proficiency in the game of Team Handball in Canada; B) To develop or assist in the development of training programs for players, teams, coaches, officials or other interested persons; C) To make recommendations to the appropriate sponsoring agencies and government authorities and solicit, collect and otherwise acquire funds for the purpose of operation; D) To establish and maintain relationships with other Team Handball and sport associations in Canada and elsewhere to further the purposes of the Federation and Team Handball in Canada; E) To choose, organize, train and enter into appropriate competitions, Canadian select teams and to define the levels of competence or qualifications required for such activity or representation; F) To establish and apply rules and regulations covering all members of the Federation; G) To sanction, promote or assist in promotion of national and international tournaments, championships, competitions, demonstrations, and events to do with Team Handball; H) To gather and communicate information relevant to the aims and objectives of the Federation. 1.6 RULES TO BE USED IN SPECIAL SITUATIONS: In the event that matters arise that aren t expressly provided for in those by-laws, Robert s Rules of Order will be used.

3 ARTICLE 2: MEMBERSHIP 2.1 CATEGORIES OF MEMBERSHIP A) ACTIVE MEMBERSHIP Each recognized Provincial Association shall be entitled to membership in the Federation. Only one association per province and/or territory shall be recognized by the Federation and that Association must abide by the provisions of the by-laws of the Federation. The Association will be recognized in one of those categories: - Full member 3 votes in assembly - Associate member 2 votes - Affiliate member 1 vote B) HONOURARY MEMBERSHIP The Federation may, by a majority vote in a Membership General Meeting, appoint honorary members that may be corporation or individual. Such honorary members may be exempt from all fees, dues, and assessments, but may not hold office or vote at any meeting of the Federation. Nomination of candidates for honorary membership shall be submitted to the Chief Operating Officer (COO) of the Federation. 2.2 CONFERRAL OF MEMBERSHIP A) Application for membership by not previously recognized organisations shall be submitted in writing to the Chief Operating Officer (COO) of the Federation at least one month prior to any Membership General Meeting of the Federation. B) Membership will be conferred upon an applicant by a majority vote at any general meeting of the Federation. The prospective member must be present for the general meeting, though he cannot be present for the vote on the request for membership. Being accepted, the new member will participate to further votes. 2.3 TERMINATION OF MEMBERSHIP A) Any member may withdraw from the Federation by delivering a written resignation to the Chief Operating Officer (COO) of the Federation. The Federation shall recognize the resignation of the member upon payment of all outstanding dues and assessments. B) Any member who is considered to be inimical to the welfare of the Federation may be expelled by a special vote of the members present (75% of the number of vote available in that assembly the member concerned won t have right to vote on that motion) and voting at any general meeting of the Federation. The information about that vote has to be included in the

4 document of convocation, and the member concerned should have an opportunity to express his explications to the assembly. ARTICLE 3: GOVERNANCE 3.1 MANAGEMENT COMMITTEE: The Management Committee is the principal instance authority governing the Federation. There are 5 officers in the committee: the President, three Vice-Presidents: Officials, Coaches, National Teams, and a Treasurer. 3.2 FIELDS OF ACTION AND JURISDICTION OF THE COMMITTEE: A) Powers of the Corporation: Except as otherwise provided in the Act or this bylaw, the Committee has the powers of the Federation and may delegate any of its powers, duties and functions. B) Managing the Affairs of the Federation -- The Committee may make policies and procedures for managing the affairs of the Federation in accordance with the Law and this bylaw. C) Discipline: The Committee may make policies and procedures relating to discipline of Members, and shall have the authority to discipline Members in accordance with such policies and procedures. D) Dispute Resolution: The Committee may make policies and procedures relating to management of disputes within the Federation and all disputes shall be dealt with in accordance with such policies and procedures. E) Employment of Persons: The Committee may employ such persons as it deems necessary to carry out the work of the Federation. F) Interpretation of Bylaw: Except as provided in the Law, the Committee shall have the authority to interpret any provision of this bylaw which is ambiguous or unclear. G) Duties: The duties of the Officers are as follows: 1) President: He shall be responsible for the general supervision of the affairs and operations of the Federation, shall preside the General Meetings (annual and special) of the Federation and the meetings of the Management Committee. and shall perform such other duties as may from time to time be established by the Management Committee; 2) Vice-Presidents: Officials, Coaches and National Teams: They are responsible of policies and planning of activities in their fields and they participate in the Technical Committee wich duties should be:

5 a) Make programmation for national team; b) Nominate the Head coaches and staff for the national teams; c) Look for the soon and long development program for national teams all categories; d) Supervise and observe how the evolution in International Hand Ball could influence the development of Canadian Hand Ball; e) Run handball clinics for players, coaches and referees in Canada. 3) Treasurer: He presents to all instances of the Federation the financial results and follows all the accounting actions made on a day to day base. He participates on every financial decision in the Federation s operations. 3.3 ELECTION AND APPOINTMENT OF OFFICERS IN THE MANAGEMENT COMMITTEE: A) Eligibility: Any individual who is 18 years of age or older and who has the power under law to contract may be nominated as Officer. In the following rules, only the president and the three Vice-Presidents are nominated by election in a General Meeting. The treasurer is appointed by the rest of the Management Committee for the time period determined by the Committee. B) Nomination: Nominations for Officers to be elected shall be called at the time that the notice of the General Meeting is given. Such nominations must be accompanied by the candidate willingness to stand for election expressed in writing. If the majority of the members approve, additional nominations may be accepted from the floor, provided that the candidate is present and indicates his willingness to stand for election. Nominations forms must specify the position for which the person is being nominated. C) Election: The election of Officers shall take place at the General Meeting by those Members present and eligible to vote. D) Terms of office: Elected Officers shall serve terms of two years and shall hold office until their successors have been duly elected in accordance with this bylaw, unless they resign, are removed from or vacate their office. There will be rotation in those elections (2 different Officers every 2 years). On year one, the President and the V.P. Coaches will be elected, and on year 2, the V.P. Officials and the V.P. National Teams will be elected. E) Election Procedures: Elections shall be conducted by ballot. The nominees for the position of Officer receiving the greatest number of votes shall be elected. In the event of a tie between two or more nominees, subsequent ballots shall be conducted until such time as the tie is broken. F) Resignation: An Officer may resign from the Committee at any time by presenting his or her notice of resignation. This resignation shall become effective the date on which the request is approved by the Committee.

6 G) Vacate Position: The office of any Officer shall be vacated automatically: 1) If the Officer is found by a Court to be of unsound mind; 2) If the Officer, without reasonable excuse, fails to attend three consecutive meetings of the Management Committee; or 3) Upon the Officer s death. G) Removal: Officers may be removed as follows: 1) An elected Officer may be removed by Special Resolution voted unanimously by the other Officers in the Management Committee, provided the Officer has been given notice of and the opportunity to be present at such a meeting. There will be a vote for replacement of that Officer or of a temporary Officer nominated by the Committee at the next Membership General Assembly. 2) An appointed Officer may be removed at any time by the body which appointed them. H) Vacancy: Where the position of an elected Officer becomes vacant for whatever reason, the Management Committee may appoint a qualified individual to fill the vacancy for the remainder of the vacant position s term of office. 3.4 MEETINGS OF THE MANAGEMENT COMMITTEE: A) Number of Meetings: The Management Committee shall hold a minimum of three meetings per year, in person or via electronic means. B) Call of Meetings: The meetings of the Management Committee shall be at the call of the President or at the call of the COO if three (3) Officers, members of the Committee, make a written request for such a meeting. C) Notice: A reasonable period of time before each meeting of the Management Committee, the COO shall send to each Officer a notice of the meeting together with the agenda of the business to be transacted at the meeting. D) Quorum: A quorum shall be 3 Officers. E) Chair: If the President is absent from the meeting, he shall decide who presides over the meeting. F) Voting: Voting at Management Committee meetings shall be as follows: 1) Questions shall be decided by majority vote; 2) A tie vote fails; 3) Except where there exists a conflict of interest, no Officer shall abstain from voting.

7 G) Closed Meetings: Meetings of the Management Committee shall be closed to Members and the public except by invitation of the Committee. Any Officer may request that the COO be excused from any portion of any meeting. H) Telephone or Skype Meetings: Where a majority of the Officers agrees, a meeting of the Management Committee may be held by telephone conference call or by a Skype conference. Where any Officer is unable to attend a meeting, reasonable effort shall be made to include the Officer in the meeting by means of telephone or Skype. Officers who participate in a meeting by conference call or Skype are considered to have attended the meeting 3.5 OTHER COMMITTEES A) Appoint Other Committees: The Management Committee may appoint annually such other Committees as it deems necessary for managing the affairs of the Federation. B) Terms of Reference: The Management Committee shall establish the terms of reference and operating procedures for all Committees, and may delegate any of its powers, duties or functions to any Committee. C) Vacancy: When a vacancy occurs on any Committee, upon a recommendation of the Committee Chairperson the Management Committee may appoint a qualified individual to fill the vacancy for the remainder of the Committee s term. D) Ex-officio Members: The President and COO shall be ex-officio (non-voting) members of all Committees of the Federation. E) Removal: The Management Committee may remove any member of any Committee. 3.5 REMUNERATION All Directors, Officers and members of Committees shall serve their term of office without remuneration except for reimbursement of expenses in accordance with policies approved by the Management Committee. ARTICLE 4: MEMBERSHIP GENERAL MEETINGS 4.1 ANNUAL MEETING: A) Location and Date -- The Federation shall hold a Membership Annual Meeting at such date, time and place as determined by the Management Commitee.

8 B) Agenda -- The agenda for the Annual General Meeting shall include: A. Vote on agenda by the membership B. Opening address by the President C. Introduction of the delegates D. Appointment of two members to check the official minutes, together with the President E. Confirmation that the meeting has been properly convened F. Amendment to the list of officers and members G. Confirmation of the minutes of the preceding membership general meeting H. Annual Reports I. Financial statement and Auditor's Report J. Vote on approval of accounts K. Election L. Election of the Auditor or Auditors M. Determining the membership fees for the next year, and fixing the budget N. Fixing the program and allocation of events O. Proposals submitted to the meeting P. Fixing the place and date of the next Annual General Meeting Q. Other business C) Notice -- Written notice of the General Meeting, together with the Agenda, shall be given to all Members at least 45 days prior to the date of the meeting. D) New Business Any Member who wishes to have new business placed on the Agenda shall give written notice to the COO at least 10 days prior to the meeting date. E) Quorum Active Members from 5 recognised provincial associations shall constitute the quorum at an General Meeting. F) Number of votes Regular votes at General Meetings will be determined by a normal majority: the number of votes over 50% of the number of present members. G) Closed Meetings General Meetings shall be closed to the public except by invitation of the Board. ARTICLE 5: FINANCE AND MANAGEMENT 5.1 BANK: The banking business of the Federation shall be conducted at such financial institution as the Management Committee may designate. 5.2 AUDITORS: At each Annual General Meeting the Members shall appoint an auditor. Then the Management Committee will decide if a complete audit of the books, accounts and records of the Federation will be performed or if a simple analysis report will be. The auditor shall hold office until the next AGM.

9 5.3 SIGNING AUTHORITY: The following Officers (the president and the treasurer) of the Federation and the COO shall have signing authority for all financial transactions conducted in the name of the Federation. All such transactions shall require two signatures, one of which shall be the Treasurer except where the Treasurer is not available. The president will replace the treasurer signature. 5.4 EXECUTION OF AGREEMENT: All written agreements entered into in the name of the Federation shall be signed by two Officers or other persons authorized to do so by the Management Committee. 5.5 PROPERTY: The Federation may acquire, lease, sell or otherwise dispose of securities, lands, buildings or other property, or any right or interest therein, for such consideration and upon such terms and conditions as the Management Committee may determine. 5.6 BORROWING: The Federation may borrow funds upon such terms and conditions as the Management Committee may determine, but if that borrowing exceeds $, those terms and conditions have to be approved by an electronic vote of members (regular majority). 5.7 TRUST FUND: The Federation may enter into an agreement with a financial institution to create a trust fund, the income from which shall be used for the benefit of Handball in Canada. The trust fund shall be managed in accordance with policies and procedures established by the Management Committee. 5.8 BOOKS AND RECORDS: The Management Committee shall ensure that all books and records of the Federation required to be kept by the Law, this bylaw are regularly and properly kept. ARTICLE 6: INDEMNIFICATION 6.1 SHALL INDEMNIFY: The Federation shall indemnify and hold harmless out of the funds of the Federation each Officer from and against any and all claims, demands, actions or costs which may arise or be incurred as a result of occupying the position or performing the duties of an Officer. 6.2 SHALL NOT INDEMNIFY: The Federation shall not indemnify an Officer or any other person for acts of fraud, dishonesty, or bad faith. 6.3 INSURANCE: The Federation shall purchase and maintain insurance for the benefit of its Officers, as the Management Committee may determine. ARTICLE 7: AMENDMENT OF BYLAWS 7.1 SPECIAL RESOLUTION: This bylaw may only be amended, revised, repealed or added to by a Special Resolution of the Members in a General Meeting. 7.2 NOTICE: The 30 days written notice of the Membership General Meeting of the Federation must include details of the proposed resolution to change the bylaw.

10 7.3 REGISTRATION: The amended by-law shall take effect after acceptance by the Minister of Industry of Industry Canada or a successor or replacement agency. ARTICLE 8: DISSOLUTION Upon the dissolution of the Federation, any funds or assets remaining after paying all debts shall be distributed to an incorporated, non-profit Canadian organization as determined by the Management Commitee. ARTICLE 9: NOTICE 9.1 WRITTEN NOTICE: In this bylaw, written notice shall mean notice which is handdelivered or provided by mail or courier to the address of record of the Federation, Officer or Member, as the case may be. 9.2 DAYS: In this bylaw, the number of days specified for giving notice shall mean total days, irrespective of weekends or holidays. 9.3 ERROR IN NOTICE The accidental omission to give notice of a Meeting of the Officers or the Members, the failure of any Officer or Member to receive notice, or an error in any notice which does not affect its substance shall not invalidate any action taken at the Meeting.