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1. |
Name |
This club shall be
known as “Interior Swiss Club” (the Club). |
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2. |
Mission |
The Club’s
mission is to: |
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a) |
foster and
promote good relations and regular contact among the members; |
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b) |
organize
events and activities for the members; and |
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c) |
forward any
information received from the Swiss Consulate to the members. |
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3. |
Region |
The Club is
focussed primarily in the area known as the B.C. Interior. |
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4.
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History
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The Club was
founded on October 24, 1955 as Interior Swiss Society and was registered
under the Societies Act of B.C. It was deregistered by the Registrar
of Companies for failing to file annual reports in 1959 and that was
accepted at the AGM in 1960. Since then the Club has not reported to the
Registrar of Companies in Victoria. These bylaws have been completely
rewritten and will be submitted concurrently to the members with the
proposed name change to “Interior Swiss Club” at the AGM in 2004. |
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5.
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Membership
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Any person
interested in Swiss culture can apply to become a member of the Club and
upon acceptance by the directors is a member. Every member must comply with
these bylaws. |
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5.1.
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Individual
Membership |
All single
members between the age of 18 and 80 years old have to pay the Club’s annual
individual membership fee. |
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5.2.
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Family
Membership |
All couples
(without children, or with children younger than 18 years) have to pay the
Club’s annual family membership fee. |
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5.3.
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Honorary
Membership |
Any member who
is more than 80 years of age, and has been a member for five or more years,
becomes an honorary member and receives a free
membership. |
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5.4.
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Membership
Application |
Every
application for membership has to be in writing on a form provided by the
Club.
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5.5.
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Membership
Fees
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All membership
fees for the current year are due to be paid no later than the Club’s AGM
for that year. New members must have been members in good standing for not
less than 90 days prior to the Club’s AGM in order to be eligible to be
elected at that year’s AGM, or to have the right to vote at that year’s AGM. |
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5.6.
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Change of Membership
Fees |
Membership
fees may be changed at any time by a resolution passed at the AGM, without
prior notice of the motion having been sent to the members. The new
membership rates shall apply to all members for the following year(s), until
a resolution changing the fees is passed. |
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5.7.
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Membership resignation
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Any member can resign by delivering his/her written
resignation to any director or officer of the club at any time. If a
member's annual fees are not paid by August 31 of the year they are due,
his/her membership will automatically be cancelled. |
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6. |
Organization |
The club is governed in the
following
manner: |
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a) |
An Annual General Meeting (AGM) |
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b) |
A
board of Directors |
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c) |
Executive officers |
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d) |
Two auditors |
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e)
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Extraordinary General Meetings (EGM) (if called pursuant to the provisions
of these bylaws). |
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6.1. |
AGM |
a) |
The AGM shall
be held no later than April 30th annually. |
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b)
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The date and
agenda for the AGM shall be announced by the directors with not less than 30
days written notice to the membership. |
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c)
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No business
can be undertaken at the AGM unless a quorum of at least 10 members is
present in person. |
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d) |
The Club
directors, executive officers and auditors are elected at the AGM. |
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e)
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The previous
year’s financial statements, and the Club’s budget for the current year are
approved at the AGM. |
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f)
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Any changes to
the Club’s bylaws must be approved at the AGM, with the proposed changes
having been included with the written notice of the AGM provided to all Club
members. |
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g)
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Subject to 6.1
(b), any member can bring forward any business to be put on the agenda at
the AGM. |
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h)
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Subject to the
provisions of these bylaws, all business brought forward for or at the AGM
shall be decided at the AGM. |
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i)
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Subject to 5.5, every member 18 years of age or older has one vote, but no
member is entitled to vote unless all fees or dues then owing by him or her
to the Club have been paid.
Eligible vote:
Single membership one vote
Family membership two votes
Honorary membership single: one vote, family: two votes |
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j)
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At the AGM all
business is decided by a majority of votes cast by the members present in
person. Proxy voting is not allowed. All voting shall be open and by a
show of hands, except for the election of auditors, executive officers and
directors, which shall be taken by ballot. In the case of an equality of
votes at any meeting, the President shall have a casting vote in addition to
his/her regular vote as a member of the Club. |
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6.2.
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Board of
Directors |
a)
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The board of
directors shall consist of no more than 10 members, including the executive
officers. |
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b) |
The directors
are elected at each AGM for a one year term. |
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c)
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Subject to
5.5, any member of the Club who is 18 years of age or older can be elected
to the board. |
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d)
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All directors
and executive officers serve on an honorary basis without remuneration,
except for re-imbursement of certain out-of-pocket costs incurred for the
Club. |
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e)
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In the
interest of promoting a diversity of ideas on the board, only one person
from any couple or family can be elected to the board. |
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f)
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A director can
assume responsibility for any task on behalf of the Club and shall report to
the President. |
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g)
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Any director,
including the executive officers, can resign by giving written notice to the
executive officers of the Club. If the President wishes to resign, he/she
shall give written notice to the remaining directors, including the
executive officers. |
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h)
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A director
shall inform the executive officers not less than 30 days prior to the AGM,
as to whether or not he/she would like to let his/her name stand for
re-election. |
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i)
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All directors
are expected to take part at all board meetings throughout the year unless
they are ill, travelling or otherwise unable to attend and notify the other
directors that they will be absent. If a director misses three board
meetings without reasonable explanation, he/she can be asked to resign if a
majority of the directors pass a resolution to that effect. |
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6.3.
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Executive
Officers |
a)
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The Club’s
executive officers, who will also serve as directors, are elected at the AGM
for two year terms. |
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b)
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c) |
The executive
officers are responsible for managing the Club’s affairs. |
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d)
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At least three
executive officers shall be authorized to sign documents and cheques on
behalf of the Club. |
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e)
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At least two
of the authorized executive officers are required to sign documents and
cheques to conduct any business on behalf of the Club. |
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f) |
The President
reports on behalf of the board of directors to the members at the AGM. |
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g)
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The Treasurer
is responsible for managing the Club’s financial affairs and will present
the Club’s financial statements, and the budget for the current year, to the
members at the AGM. |
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h) |
The Secretary
is responsible for taking minutes of all board meetings. |
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i)
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Copies of all
financial statements, budgets, minutes and other Club records shall be
retained by the President and Secretary of the Club, and delivered to their
successors when they cease to be executive officers of the Club. |
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j)
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The conduct of all meetings shall follow the “Robert’s Rules of Order” (http://www.robertsrules.com/).
The
rules contained in the current edition of Robert's Rules of Order
Newly Revised shall govern the club in all cases to which they are
applicable and in which they are not inconsistent with these bylaws and any
special rules of order the club may adopt. |
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6.4.
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Auditors
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a)
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The Club shall
elect two auditors from the members at each AGM to serve for one year terms. |
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b)
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The auditors
shall examine the Club’s financial statements and all documents related to
these statements. |
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c) |
The auditors
shall report directly to the members at each AGM. |
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6.5.
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EGM
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An EGM shall
be called by the President upon receipt of a petition, signed by not less
than one third of the Club members in good standing, setting forth detailed
reason(s) for calling such a meeting together with the wording for any
resolution(s) which are proposed to be voted on at the EGM. Notice of such
an EGM shall be sent to all members in the same manner as an AGM. |
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7.
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Dissolution
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The Club shall
not be dissolved as long as ten (10) members vote for the continuation of
the Club. Any motion for dissolution shall be subject to the same
formalities as those applying to a motion for amendment or change to these
bylaws. In the event of the dissolution or winding up of the Club, all of
the remaining assets of the Club, after payment of its liabilities, shall be
distributed as determined by a majority of the board of directors of the
Club. |
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8.
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Acceptance
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These bylaws,
having been duly approved and adopted by the members in good standing at the
AGM of March 21, 2004, become operative and effective as of March 21, 2004,
and shall be binding upon all members of the Club. |
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9.
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Signatures
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Lilly Senn,
President
10008 Coldstream Creek Rd., Coldstream, V1B 1C9 |
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Al
Klopfenstein, Vice & Past President
13618 Ponderosa Way, Vernon, V1B 1A4 |
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Elisabeth
Reymond, Treasurer/Membership
13616 Ponderosa Way, Vernon, V1B 1A4 |
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Karen Cleland,
Secretary
14151 Juniper Drive, Coldstream, V1B 2E5 |
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Witnesses
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Peter Wyss,
member
7827 Hudson Road S.E., Salmon Arm, V1E 2P9 |
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Walter
Ambauen, member
5450 - 20 Avenue S.E., Salmon Arm, V1E 1X6 |