BY-LAWS

The by-laws of a NPO are a key document and are a sort of guide to its internal management. It is strongly recommended to adopt them, although they are not mandatory by law. They form a contract between the NPO and its members, so that the provisions contained therein are binding on the NPO and those who have been admitted into it.

By-laws come into effect as soon as they are adopted by your BOD. They must then be ratified by the membership at the next General Assembly (GA). If they are not accepted by the members at the GA, they cease to be in effect at that time.

SAMPLE BY-LAWS

 

INTERPRETATION

Any interpretation of this constitution and cases not provided for in this document are subject to the provisions of Part III of the Companies Act.

 

GENERAL PROVISIONS

 

CORPORATE NAME

 

NAME

The name of the organization is “Club de sauvetage sportif [...],” hereinafter referred to as “the Club.”

 

INCORPORATION

The Club is a non-profit organization duly incorporated and registered on […] under the Companies Act of the Province of Quebec.

 

AFFILIATION

The Club is a member of Lifesaving Society—Quebec Branch and, as such, of Lifesaving Society Canada, the governing body of lifesaving sport in Canada. As such, the Club agrees to abide by all the rules of Lifesaving Society—Quebec Branch and Lifesaving Society Canada.

The Club may also affiliate with a regional lifesaving sport association, or any other association deemed appropriate.

 

COMPETENCE

The Club is a NPO recognized to govern and promote recreational and competitive lifesaving sport primarily within the territory of […] in accordance with applicable municipal by-laws.

 

OBJECTIVES

For purely athletic purposes and without intent of pecuniary gain to its members, the Club shall pursue the following objectives:

  1. To provide participants with an introductory lifesaving sport program based on both educational and recreational approaches.
  2. To provide participants with a comprehensive development program in competitive lifesaving sport.
  3. To provide an inclusive program for all ages and levels of development and performance.
  4. To encourage the involvement of volunteers.
  5. To provide a healthy and supportive work environment for the coaching staff.
  6. To ensure sound management in a transparent and ethical manner.

 

MISSION

In addition to the objectives above, the Club aims to:

  • To promote lifesaving sport
  • To increase public awareness of drowning prevention
  • To provide opportunities for participation in lifesaving sport competitions
  • To share the passion for lifesaving sport with its members through engaging and motivating activities.
  • To promote the learning, development and personal growth of lifesaving sport athletes

 

HEAD OFFICE

The Club’s head office shall be located at a place designated by a BOD resolution.

 

MEMBERSHIP

The Club shall have four types of members, registered, affiliated, voting and honorary:

  1. A registered member is a person who is registered as an athlete and has paid a registration fee to the Club.
  2. An affiliated member is an official at the provincial level or higher, not meeting the definition of a registered member, who is active according to Club criteria and is affiliated with the Club. An affiliated member may also be, upon BOD recommendations, a committed volunteer with expertise or experience useful to the development and operation of the Club.
  3. A voting member is a registered member aged 18 or over, an affiliate member or a registered member’s legal guardian.
  4. An honorary member is a person, whether a voting member of the Club or not, who is designated by voting members as such at an annual GA on the recommendation of the BOD, in recognition of their contribution to the Club. A voting member who is granted honorary membership shall retain the rights acquired as a voting member. However, an honorary member who is not a member of the Club has no dues to pay and therefore has no voting rights, although they may attend the GA. The title is awarded for life unless revoked for conduct deemed offensive to the Club.

 

ANNUAL DUES

The amount of the annual or sessional dues for registered members shall be established by the BOD and shall be payable on the date and in the manner determined by the BOD.

 

REGISTRATION CANCELLATION

Any cancellation of a participant’s registration must be sent in writing to the Club’s head office […]. The cancellation shall be effective on the first day of the month following the receipt of the notice or on the date specified in the notice.

 

FINAL PROVISIONS

 

FISCAL YEAR

The fiscal year shall be from […] to […] of the following year. 

 

FINANCIAL REPORT

The Club’s annual financial report, prepared by the treasurer, is adopted by the BOD and presented to members at the annual GA.

 

AUDIT

The Club’s books shall be submitted annually to an accounting firm for income tax filing purposes. The choice of the accounting firm is at the discretion of the BOD.

 

CONTRACTS

Contracts and other documents requiring the signature of the Club shall be approved in advance by the BOD and signed by the people designated for that purpose.

 

INTERPRETATION AND COMPLIANCE WITH THE BY-LAWS

Any dispute as to the interpretation of the by-Laws shall be resolved by the president, except at the annual GA, where disputes shall be decided by a majority vote of the BOD members.

 

AMENDMENT OF THE BY-LAWS

The BOD may, to the extent permitted by the Companies Act, amend, repeal, or re-enact the by-laws. Such amendments, repeal or new by-laws shall be effective immediately upon adoption and shall remain in effect until the next annual GA, at which time they must be ratified, to remain in effect.

 

EXPELLING A PROBLEM MEMBER

The BOD may, within the limits permitted by the Civil Code of Quebec (art. 313) expel a member whose behavior is deemed reprehensible. The grounds for expulsion are as follows:

  • Failure to comply with the rules of the Club
  • Loss of any of the qualifications for membership
  • Engaging in an illegal activity
  • Actions or words contrary to the mission of the Club, incompatible with the mission of the Club or which may be detrimental to the activities or reputation of the Club and/or its members.

The BOD shall establish a process for calling and hearing members, which shall be sent by registered mail to the member concerned and shall include a precise list of the allegations made. It should be noted that expulsion of a parent does not result in expulsion of his/her child.

 

DISSOLUTION OF THE CLUB

The club can only be dissolved by a two thirds vote of the voting members present, which must be at least fifteen members at an extraordinary GA or represent at least two thirds of the voting members of the club. In such a case, the GA mandates the BOD of the Club to dissolve the Club and relinquish the letters patent in accordance with the law. Upon such dissolution, the funds and properties of the Club shall be directed to an organization with a similar mission and/or values to those of the Club.

 

ADOPTED BY THE BOARD OF DIRECTORS ON […].

 

RATIFIED BY THE MEMBERS ON […] AT […], QUEBEC.