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Bylaws

MISSION STATEMENT AND CONSTITUTION

Mission Statement: The promotion, development and governance of rugby within Alberta in accordance with the By-Laws of Rugby Canada and the laws of the game of rugby

Constitution Aims & Objectives:

Governance The formulation and administration of rules and regulations governing the operation of the sport of rugby within Alberta

The administration of fixtures, provincial competitions, representative matches and international tours in and out of Alberta, together with any other matters which Rugby Alberta shall deem necessary, including the administration, development and promotion of provincial representative teams

Development To plan, organize and co-ordinate the development of the game with the member unions and clubs to ensure that the growth of the grass roots organizations, schools, communities and post-secondary schools, etc., is maintained

To introduce and improve technical programs, using coaching methods and techniques and other ideas that could enhance the standard of play in the game

To ensure that standards for refereeing and interpretations of the laws are established so as to improve the development and quality of refereeing throughout Alberta

Promotion To establish and maintain a planning process for the provincial organization

To liaise and cooperate with other rugby bodies including Rugby Canada

To liaise and cooperate with sport governing bodies and outside agencies

To search for and secure whatever funds are available for the support of the game

In general, to promote all aspects of rugby in the spirit of the game

RUGBY ALBERTA
BY-LAWS

MEMBERSHIP

1. Any Sub - Union or its affiliated clubs in Alberta may be a member of the society. For the purposes of these by-laws, referees and referee societies are deemed members of their local unions. No clubs application for membership shall be unreasonably refused, once accepted by the applicable sub-union

2. There shall be no membership fee. Levies will be made upon members from time to time by the society.

3. Any member may be expelled for cause upon a vote of the officers of the society carried by a 2/3 majority of those present and voting at a meeting of which notice of such a vote shall have been duly given in writing. Resignation of membership requires a written submission to the President.

OFFICERS

4. The officers are President, VP Finance & Administration, VP Representative Programs, VP Internal Development, VP Marketing & Sponsorship. The officers shall be elected from the members, and removal from office will be concurrent with those elections. Officers may be removed from office for failure to follow the direction of the membership by a special resolution of the Board of Directors.

5. The President shall be an ex-Officio member of all committees. He/she shall, when present, preside at all meetings. In his/her absence, the VP Finance & Administration shall preside at any such meetings, and in the absence of both, a Chairman may be elected by the meeting.

DIRECTORS

6. a) 5 officers are elected for 2-year terms from the membership at the AGM for the following positions:
President
VP Finance & Administration
VP Representative Programs
VP Internal Development
VP Marketing & Sponsorship
VP Referees (Appointed)

The President, VP Representative Programs positions will alternate in terms with the other three positions

b) 1 representative from each member union; non-elected / voting
Edmonton Rugby Union; Calgary Rugby Union; Alberta Minor Rugby Association
c) Immediate Past President; non-elected / non-voting

7. The society shall act entirely through its officers, who shall have full power of delegation either to one or some of their number or to others. The officers shall, subject to by-laws and directions given them by a majority vote at any meeting properly called and constituted, have full control and management of the business and affairs of the society, and meetings shall be held as often as the business of the society shall require, and shall be called by the President or VP Finance & Administration.

A special meeting may be called on the instructions of any two officers, provided they request the President in writing to call such a meeting and state the business to be brought before the meeting. Meetings of the officers shall be called by reasonable notice in writing, email or by telephone. Any four officers shall constitute a quorum, and meetings may be held without notice if a quorum is present, provided, however, that any business transacted at such meetings shall be ratified within ten days by a meeting called by the other members for the specific ratification of such business, otherwise to be null and void.

8. The member unions may appoint a new representative at any time to fill a casual vacancy from their union.

VP FINANCE & ADMINISTRATION

9. The VP Finance & Administration will ensure that a recording secretary shall attend all meetings and keep accurate minutes thereof. He/she shall have charge of the seal of the society, which seal whenever used shall be authenticated by the signatures of the VP Finance & Administration and the President or VP Finance & Administration or President and one of the other directors. In the case of the absence of the VP Finance & Administration, his/her duty shall be discharged by such other director as the directors may appoint. The VP Finance & Administration shall have charge of all the correspondence of the society and be under the direction of the President and directors.

10. The VP Finance & Administration shall also keep a record of all members and directors of the society and their addresses, send all notices of the various meetings as required and shall make the levies, monies levied to be promptly turned over to the Rugby Alberta office for deposit in a chartered bank, Treasury Branch or Trust Company as hereinafter required.

11. The VP Finance & Administration shall receive all monies paid to the society and shall be responsible for the deposit of same in whatever bank, Treasury Branch or Trust Company the directors may order. He/she shall properly account for the funds of the society and keep such books as may be directed. He/she shall present a full detailed account of receipts and disbursements to the directors whenever requested and shall prepare as soon as may be after the year end of the society a statement duly audited as hereinafter set forth of the financial position of the society and submit a copy of the same for the records of the society.

The VP Finance & Administration, in consultation with the board, shall prepare a financial plan to be presented at the AGM.

AUDITING

12. The books, accounts and records of the VP Finance & Administration shall be audited at least once annually by a duly qualified accountant or by two other directors. A complete and proper statement of the standing of the books for the previous year shall be submitted by the auditor to the directors as soon as may be after the year end of the society, which will be October 31st


13. The books and records of the society may be inspected by any officer or director of any member of the society at all reasonable times. Every director of the society shall at all times have access to such books and records.

MEETINGS

14. Members will be represented by the officers of the society who belong to the member unions and their clubs. All meetings and resolutions of the officers will be deemed meetings and resolutions of the society. Meetings may be called by any two officers or by the President alone.


15. The Annual General Meeting (AGM), shall be held in December, with 2 weeks prior notice. Membership will be notified by mail, e-mail or fax. There will be reports from all officers, including a financial statement and as well an election of officers and appointment or re-appointment of honorary officers or directors if any, and any other of the usual business of a general meeting. A quorum for the AGM shall consist of 50% of registered representatives plus one.


16. "Each member union and club will designate and forward to the Rugby Alberta office, in writing, prior to the AGM, who will be their authorized member representative(s) in attendance at the meeting. No one person can be authorized by more than one Club, Union or combination of the two. Each member Club shall be entitled to 1 vote per male, female and junior component in the club based on the previous season, to a maximum of 3 votes, at each annual or special general meeting of the society. Voting by proxy will not be permitted. Individual members of member unions and their clubs mat attend and take part, but voting will be restricted to designated representatives only.


17. The proceedings at meetings are entirely within the control of the officers. Unless there is an officers' rule to the contrary at any meeting where there is an equality of votes, the Chairman shall have a casting vote in addition to his/her own and a resolution in writing signed by all the officers shall be effective as a resolution of the officers as if passed at a meeting duly held on the day and date expressed in the writing. No proxies.

HONORARY APPOINTMENTS

18. The Board may appoint such honorary officers as it wishes. Honorary officers may attend and take part in meetings but may not vote. They do not have to be notified of meetings. They can be appointed for as short or as long a time as the officers may determine and may be removed at will, but in any case, their appointment (except in the case of life members) ceases immediately before the AGM.

RULES

19. The officers may make, alter and rescind rules from time to time governing their proceedings and as well rules for the regulation of members and of rugby generally in Alberta, provided that they are consistent with these by-laws, the spirit and the laws of Rugby Union and IRB rulings.

REMUNERATION

20. Unless authorized at any meeting and after notice of same shall have been given, no officer or other functionary of the society shall receive any remuneration for his/her services. The officers may at any time and without notice authorize the payment of reasonable expenses.

BORROWING POWERS

21. For the purpose of carrying out of its objects, the society may borrow, raise or secure the payment of money in such manner as it thinks fit. The issue of debentures as the officers may from time to time decide requires special resolution of the membership.

BY-LAWS

22. These by-laws may be rescinded, altered or added to by a special resolution of the society. A special resolution is one passed by a majority of not less than 3/4 of members present at a meeting of which notice specifying the intention to propose the resolution as a special resolution has been duly given (3 weeks prior notice). For the purposes of this clause, all officers shall be deemed members of the society. A quorum for a special meeting will consist of 50% of the registered representatives plus one. A special meeting requires written notification to membership by mail, e-mail or fax 30 days prior to meeting date.


Dated this December 5th 2004