Statement of Purpose and Bylaws for the

Team Edmonton Sports Association

1. Statement of Purpose

As stated in the “Application to Form a Society” filed with the Government of Alberta, and here expanded upon in more detail, the Team Edmonton Sports Association (henceforth, referred to as the Association) is committed to the following:

1.    To nurture and grow Gay, Lesbian Bisexual and Transgender (GLBT) sports and recreation through outreach, and be co-operative and inclusive in bringing together that community.

2.    To encourage and promote amateur games and exercises for the GLBT community, including an Edmonton team presence at national and international GBLT sports gatherings and events.

3.    To always strive for excellence in communication for the GLBT sports and recreational community.

4.    To develop and assist in the publicizing and financial support of GLBT sports and recreation in Edmonton – both teams and individuals – through various fund-raising efforts.

2. Association Bylaws

2a. Membership

1.    Membership fees in the Association shall be determined, from time to time, by the members at a general meeting. Any person residing in Alberta, and being of the full age of 18 years, may become a member by a favorable vote passed by a majority of the members at a regular meeting of the Association, and upon payment of the fee and receipt of the application form. Any person under the age of 18 years may in the same manner become a member upon payment of a reduced fee.

2.    Initial fee structure (at inception of the Association):

1.    Regular full membership: $20.00 per annum

2.    Student/Youth/Underemployed: $10.00 per annum

3.    Special Charter Membership (for first year of Association only): $62.50

3.    Any member wishing to withdraw from membership may do so upon a notice in writing to the Board of Directors through its Secretary. Memberships expire on the day of the Annual General Meeting (AGM), except those purchased prior to the first ever AGM, which shall be deemed valid up to the second Annual General Meeting.

4.    Any member upon a majority vote of all members of the Association in good standing may be expelled from membership for any cause which the Association may deem reasonable.

2 b. Board of Directors

1.    Board of Directors, Executive Committee or Board, shall mean the Board of Directors of the Association.

2.    The Board of Directors shall be constituted by the following members (each with terms of two years):

1.    The President

2.    The Vice-president

3.    The Treasurer

4.    The Secretary

5.    Up to Eight (8) Members-at-Large

3.    Election of the Board of Directors, of no more than 12 active members of the Association, shall be made every second year commencing at the first AGM which is open to all paid members of the Association. The said AGM/election meeting shall be announced at least one month (1 month) prior to voting taking place. A call for nominations will occur with the notice of meeting and nominations shall be registered with the secratary of the Board at least one full week prior to the meeting.  Any candidate intending to run may promote and announce her/his intention leading into the meeting.

4.    For details on the election process, please see Section “2.d Meetings”, below.

5.    The Board shall, subject to the bylaws or directions given it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the Association, and meetings of the Board shall be held as often as may be required, but at least once every three months, and shall be called by the President. A special meeting may be called on the instructions of any two members provided they request to the President in writing to call such a meeting, and state the business to be brought before the meeting. Meetings of the Board shall be called by at least 10 days notice via e-mailed to each member.

6.    A person appointed or elected a director becomes a director if they were present at the meeting when being appointed or elected, and did not refuse the appointment. They may also become a director if they were not present at the meeting but consented in writing to act as director before the appointment or election, or within ten days after the appointment or election, or if they acted as a director pursuant to the appointment or election.

7.    Any director or officer, upon a majority vote of all members in good standing, may be removed from office for any cause which the Association may deem reasonable.

2 c. Description of Duties

Generally, the Board shall manage the day-to-day affairs or the Association. Note that duties described in the descriptions below may, at the discretion of the particular officer involved, be delegated upon mutual agreement, to other Board members.

1.    President: The President shall be ex-officio a member of all Committees. He/she shall, when present, preside at all meetings of the Association and of the Board. In his/her absence, the Vice-President shall preside at any such meetings. In the absence of both, a chairperson may be elected at the meeting to preside.

2.    Vice President: In the absence of the President, the VP shall assume her/his duties at meetings, and will replace the President should he/she be removed from office until such time as an election may be held.

3.    Secretary: It shall be the duty of the secretary to attend all meetings of the Association and of the Board, and to take and hold accurate minutes of the same. In case of the absence of the Secretary, his/her duties shall be discharged by such officer as may be appointed by the Board. The Secretary shall have charge of all the correspondence of the Association and be under the direction of the President and the Board, and send all notices of the various meetings as required.

4.    Treasurer: The Treasurer shall keep a record of all the members of the Association and their e-mail addresses, and collect and receive the annual dues or assessments levied by the Association. The Treasurer shall be responsible for the deposit of same in whatever Bank, Trust Company, Credit Union or Treasury Branch the Board may order. He/she shall properly account for the funds of the Association and keep such books as may be directed. He/she shall present a full detailed account of receipts and disbursements to the Board whenever requested and shall prepare for submission to the Annual Meeting a statement duly audited of the financial position of the Association and submit a copy of same to the Secretary for the records of the Association. The Office of the Secretary and Treasurer may be filled by one person if any annual meeting for the election of officers shall so decide.

5.    Members-at-Large: Eight members at large – if possible given membership of the Association – shall be elected, with voting privileges on the day-to-day running of the Association. The members are to represent as best as possible the interests of the GLBT community.

2 d. Meetings

1.    This Association shall hold an AGM on or before September 30th in each year, of which notice in writing to the last known email address of each member shall be sent 30 days prior to the date of the meeting. At this meeting there shall be elected a Board of up to 12, and at least 8, active members of the society. That board will, in turn, appoint a President, Vice-President, Secretary, Treasurer, and up to eight Members-at-Large.. Terms shall be two years in length. The officers and members so elected shall form a Board, and shall serve until their successors are elected and installed.

2.    The 2007 board serves on an interim basis only and shall seek ratification at the first possible AGM. The board members elected at the first AGM shall be deemed to begin serving their first 2-year term following that AGM.

3.    No board members shall serve for more than 4 consecutive terms of 2 (two) years in duration, and no executive board member shall serve more than 2 (two) consecutive terms in the same position.

4.    Where a member is off the board for 1 year, they are deemed to have not served at all, and will be eligible for the same full terms outlined in section 2.d.3 above.

5.    Any vacancy occurring during the year shall be filled on an interim basis by a vote of the Board and shall be ratified at the next AGM, provided it is so stated in the notice calling such meeting. Any member in good standing shall be eligible to any office in the Association.

6.    A general meeting of the Association may be called at any time by the Secretary upon the instructions of the President or Board by notice in writing via email to each member, eight days prior to the date of such meeting. A special meeting shall be called by the President or Secretary upon receipt of a petition signed by two-thirds of the members in good standing, setting forth the reasons for calling such meeting. Notice to the President of such a meeting shall be made by regular mail to the registered mailing address for the Association. Notice from the President to members of the said meeting shall be made by email.

7.    8 members in good standing, or 50%+1 of paid members (whichever is smaller) shall constitute a voting quorum at any Annual General Meeting. For meetings of the Board itself, 5 members shall constitute a quorum.

2 e. Voting

1.    Any member who has not withdrawn from membership nor has been suspended nor expelled shall have the right to vote at any meeting of the Association. Such votes must be made in person, and not by proxy or otherwise.

2.    Where a quorum is not reached at any meeting of the Association, the Board shall exercise its right to administer the operating and funding of the Association and make decisions on funding and administration of programs and events as they relate to the groups and individuals who are members, with the clear requirement of informing all members, via e-mail, of any decisions taken.

2 f. Remuneration and Borrowing Powers

1.    The Board is voluntary, but can hire employees to provide services or products to the association.

2.    The Association shall not borrow or raise or secure the payment of money in any manner. This does not preclude the normal day-to-day contractual relationships engaged in for the purposes of managing the Association.

2 g. Issuing of Payments and Funds

1.    All payments made to groups, or purchases made by the Association, shall be done by cheque or withdrawal from a bank account established by the Association, and these cheques or withdrawal slips will require at least two (2) signatures of four executive members of the Board. Signatory members shall include the President, Vice President, Treasurer and Secretary ONLY.

2 h. Auditing

1.    The books, accounts and records of the Secretary and Treasurer shall be audited at least once each year by a duly qualified accountant or by two members of the society elected for that purpose at the Annual Meeting. A complete and proper statement of the standing of the books for the previous year shall be submitted by such auditor at the Annual Meeting of the society. The fiscal year of the society in each year shall be August 1st to July 31st. The AGM will be held within 60 days of the fiscal year-end.

2.    The books and records of the society may be inspected by any member of the society at the Annual Meeting or at anytime upon giving reasonable notice and arranging a time satisfactory to the officer or officers having charge of same. Each member of the Board shall at all times have access to such books and records.

2 i. Bylaws

1.    These Bylaws may be rescinded or changed or added to by a “Special Resolution” voted on at a general meeting, and passed by 2/3 majority of active members.

2 j. Seal of the Association

1.    The Association shall not maintain a seal.