Foothills Road Riders Association

By-laws

By-law #1: Definitions

a) The name of the Association is, and the and the word “Association” where it appears in these
by-laws shall mean and refer to, the “Foothills Road Riders Association”.
b) In these by-laws the the context otherwise requires, word importing the singular number of the
masculine gender shall include the plural number of the feminine gender, as the case may be,
and vice versa.
c) “The Executive” shall refer to the elected officers.
d) “Member” shall mean a person to whom this constitution and these by-laws apply.

By-law #2: Membership

a) Membership in the Association shall be comprised of the following classifications:

1. Individual
2. Associate
3. Family
4. Honorary
b) Any person over the age of 18 year, interested in the aims and objectives of the Association,
regardless of sex, creed, or colour, may upon paying the appropriate membership fee be a
member in good standing in the Association.
c) All members shall uphold, observe and conform to the by-laws, Rules and Regulations as set
forth from time to time by the Executive.
d) An individual member in good standing shall be entitled to attend, to vote, and to hold office
in the Association if duly qualified and elected pursuant to these by-laws.
e) Associate membership may be created by the Executive. An associate member shall have all
the rights, privileges and obligations of a voting member except that he shall not have voting
privileges nor be entitled to hold any elective office in the Association.
f) Family membership shall be any interested family group, who shall pay a membership, may
carry up to two votes, providing the member or members are eighteen years or older.
g) No member of the Association shall, merely by reason of membership, be or become liable for
any of the debts or obligations of the Association.
h) Upon the recommendation of the members, and by a vote of the eligible members at a meeting
of the Association, Honorary Membership may be conferred upon any person who has
rendered notable service to the Association. An Honorary Member shall have none of the
obligations of membership in the Association, be shall be entitled to all privileges except those
o presenting resolutions, making motions, voting, serving on standing committees, or holding
an elected position.
By-law #3: Resignation, Expulsion and Loss of Membership
a) A member may withdraw from the Association by tendering his or her resignation in
writing to the Secretary.
b) The Executive may under direction of the membership, give written notice, terminating
membership of a member for acting contrary to the Rules and Regulations of the
Association. The Executive shall give the individual an explanation for the termination of
membership upon request. The individual, if he so desires, shall have the right of appeal to
a General Meeting of members.
c) Membership dues shall be paid within sixty (60) days of the start of any fiscal year and if
not paid within such time, such member shall automatically cease to become a member of
the Association, but may be re-admitted to membership at any time upon payment of the
required fees.
d) Any member who resigns, is expelled, or withdraws from membership in the Association
shall forfeit all rights, claims, and interest, arising from or associated with membership.

By-law # 4: Meetings
a) An Annual General Meeting of the Association shall be held once in each year at such time
and at such place within the province of Alberta, and shall be decided upon by the
Executive, but within 2 months of the end of the fiscal year of the Association. The
purpose of the Annual General Meeting will be to elect members to vacant Executive
positions, appoint an auditor, receive reports and transact any other business. Notice of the
time and place of the Annual General Meeting shall be mailed to each member at least
fourteen (14) days before the holding of the meeting.
b) General meetings of the Association shall be held at such time and such place as decided
upon by the Executive. If the time and place of the next general meeting is not given at the
preceding general meeting or otherwise predetermined as to time and place by the
Executive and notified to the members of the Association, ten (10) days notice shall be
given to the members of the Association of a general meeting.
c) Special meetings of the Association may be called by the President, or by the Vice-
president or secretary, upon a written request signed by five or more members in good
standing or by three or more members of the Executive. Such special meetings and
business shall be confined to the items specified in such written request.
d) A written notice of the time and place of any Special meeting specifying the nature of the
business to be transacted shall be mailed to each member at least fourteen days (14) prior
to the date set for such Special meeting.

By-law #5: Quorum

a) A quorum for the transaction of business at any meeting of the members of the Association
shall consist of ten (10) members in good standing.
By-law #6: Voting
a) Each individual membership in good standing shall be entitled to one vote on any matter to
be voted upon by the Association.
b) Except where otherwise specified, motions shall be adopted by a simple majority vote with
the presiding officer having no vote. In the event of a tie, or under circumstances where a
decision cannot be made, the presiding officer will have the power to make the final
decision based on the best interests of the Association.
c) Voting shall be a show of hands or if requested, by secret ballot.

By-law #7: Executive

a) The affairs of the Association shall be manage and conducted by the Executive which shall
consist of elected Officers. No elected Officer shall receive a salary or remuneration for
action as such, but may receive such compensation for the expenses incurred in office as
may be approved by the Association.
b) The Executive shall be elected at the annual General Meeting of the Association from
among members of the Association in good standing.
c) The term of office for the Executive shall be for one (1) year.
d) A member of the Executive shall cease to be a member of the Executive:
1. At the time he ceases to be a member of the Association by his resignation in
writing or otherwise ceases to qualify as voting member in good standing.
2. At the option of the Executive when he absents himself from three or more
consecutive meetings of the Executive without reasonable cause.
3. By resolution passed by 75% of the voting members of the Association present, and
entitled to vote, voting at a Special Meeting called for that purpose.
e) Interim vacancies on the Executive may be filled for the unexpired term through
appointment by the Executive.
f) A quorum of the Executive shall be a majority of Executive members for the transaction of
business. Questions arising at any meeting of the Executive shall be decided by a majority
of these members of the Executive present, the Presiding Officer having voted.
g) Meetings of the Executive shall be held at such time and at such places as the Executive
may from time to time determine. A meeting of the Executive may be convened by the
President or any three members of the Executive at any time. Notice of such meetings shall
be communicated to each member of the Executive not less than two (2) days before the
meeting is to take place.
h) The executive may appoint a day or days in any month or months for regular meetings at
an hour to be named and notice of such regular meetings need not be given. meeting of the
Executive may be held at any time without formal notice if all Members of the Executive
are present or those absent have waived notice or signified their consent to the meeting
being held in their absence.
By-law #8: Powers of the Executive and Duties of the Executive
a) To purchase or take on lease or in exchange, hire and otherwise acquire and hold, sell,
dispose of, or otherwise, deal with any real and personal property and rights or privileges,
as the Association may decide at any General Meeting and in particular, any land,
buildings, immovable, chattels, furniture and equipment.
b) To obtain, collect and receive money and funds by way of contributions, donations,
subscriptions, legacies, grants or any other lawful methods and to receive gifts of property
of any and every description for use towards furtherance of the objects of the Association.
c) To invest in such manner as may be prescribed by law, and as may be determined, from
time to time, by the Executive, and any monies of the Association not immediately
required to meet expenses.
d) To appoint standing committee chairmen, and chairmen for such committees as may be
deemed necessary, from time to time, by the Executive. Such chairmen may be selected
from among members of the Executive or members of the Association not then serving on
the Executive.
e) To hire and approve the employment and salaries of such personnel as may be decided
upon by the Executive as necessary for the better carry out of the objects of the
Association.
f) To borrow or raise or secure payment of money in such manner as it thinks fit, and in
particular by the issue of debentures, but by this power shall be exercised only under
authority of the Association and in no case shall debentures be issued without the sanction
by a special resolution.
g) In addition to the foregoing, the Executive shall have and exercise all powers permitted by
law and necessary for the conduct of the affairs of the Association.
h) The Executive shall see that all necessary books and records of the Association required by
the by-laws of the Association, or by statute, are regularly and properly kept.
i) As duty shall be an obligation of each member of the Executive to attend each meeting of
the Executive. Any member of the Executive who misses three consecutive meetings of
fifty percent of those meeting in any six month period without just cause or without
notification may be replaced by the Executive in accordance with by-law # 7 (e).
j) To do such other things and make such decisions and policies as are agreed necessary in
the furtherance of the objects of the Association.
By-law #9: Officers and Duties
a) The officers of the Association shall consist of:
1. One (1) President
2. One (1) Vice-President
3. One (1) Secretary/Treasurer (or one of each)
4. Four (4) Area Representatives
b) The PRESIDENT shall be the executive head of the Association and shall project to the
direction of the Executive, carry out the general policy of the Association. He shall, if
present, preside at all meetings of the Association membership and Executive when
deemed necessary by him. The President shall be a member ex-officio of all committees.
The President shall perform other duties as may from time to time be determined by the
Executive. The president shall be available for consultant in the year immediately
following this term.
c) The VICE-PRESIDENT assists the President and assumes the Presidents duties in the
absence of the President.
d) The SECRETARY shall keep an accurate record and minutes of all meetings of the
Executive and of the Association. He shall ensure that minutes of such meetings are
maintained in a book for that purpose and that all such records and books of the
Association are made available to the Association office and will receive, acknowledge
and reply to correspondence as advised by the President and will maintain records of all
correspondence received and sent. The Secretary shall perform such other duties as may
from time to time be determined by the Executive.
e) The TREASURER shall ensure that a full and accurate account of all receipts and
disbursements of the Association are maintained in proper books of account and that all
funds are deposited in the name of the Association in such bank or banks as are, from time
to time, designated by the Executive. He shall also ensure that disbursements of funds are
made according to the directions of the Executive and that proper vouchers for such
disbursements are maintained. He shall ensure that financial transactions of the
Association. are rendered regularly to the Executive and to the Association. The Treasurer
shall perform such other duties as may from time to time be determined by the Executive.
f) The AREA REPRESENTATIVES are community area representatives responsible for
conveying policies and directives/information of the executive and/or Association.
g) Except as previously provided for in these by-laws, all vacant positions of the Executive
shall be elected a the Annual General Meeting.
By-law #10: Election
a) the election of all persons running for the Executive shall be conducted by secret ballot if
requested or by a show of hands in the following order:
I. Election of the President
II. Election of the Vice-President
III.Election of the Secretary
IV.Election of the Treasurer
V. Election of the Area Representatives
b) The candidates receiving the most votes in each of the above categories shall be declared
elected to that office.
c) In the event of a tie with respect to any election, such tie shall be resolved by a re vote.
d) The outgoing Executive shall continue to hold office until the close of the Annual General
meeting, at which their successors have been duly elected.

By-Law # 11: Committees

a) The Executive may appoint such Standing and Special committees as it may deem
necessary.
b) The Executive will appoint chairmen of such committees.
c) All committee chairmen must submit the names of their committee members to the
executive for approval.
d) The committees shall meet as required at the call of the chairman.

By-law #12: Exercise of Borrowing Power

a) The Executive, through the approval of the general membership, may borrow such
amounts and on such terms considered desirable for the purpose of the Association.

By-law #13: Auditor

a) The books, accounts, and records of the Secretary/Treasurer shall be audited at least once
each year by a duly qualified accountant or by two members of the Association (Excluding
the Secretary/Treasurer) elected for that purpose at the Annual General 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 General Meeting of the Association.
By-law #14: Amendments
a) The by-laws may be repealed, amended, or added to at any Annual General meeting of the
Association, or at a Special Meeting called for that purpose, by a 75% majority vode of the
membership in good standing.
b) Notice of such motions shall be given in writing to the secretary who in turn shall send the
resolutions to the members, not less than twenty-one (21) days prior to the Annual or
Special Meeting, and shall also incorporate the time and place of such meeting.

By-law #15: Financial Year

a) The fiscal year for the Association shall be the calendar year ending December 31st and, at
the end of same, the books shall be immediately audited.

By-law #16: Signing Officers

a) The signing officers for the Association shall be any two of the President, Treasurer, or
Executive member in good standing approved by the the Executive.
b) No money shall be drawn from any Association Bank Account except by cheque or draft
duly signed by two of the approved signing officers.
c) The Secretary/Treasurer in consultation with the other signing authorities has the power to
transfer moneys from current account to savings or from savings to current account as they
see fit for financial expediency.

By-law #17: Inspection of Books and Records

a) The financial records of the Association may be inspected by any member of the
Association at any time, upon giving reasonable notice and arranging a mutually
satisfactory time with the officer or officers responsible for the financial records.

By-law #18: Dissolution

a) In the event of dissolution, all assets after payment of liabilities will be distributed to one
or more voluntary charitable organizations as decided upon by the the Association.

Amendments
a) December 07, 2001: No two persons from the same family may hold executive positions
at the same time. If two members of the executive merge, as a family, one member must
step down.
b) December 07, 2001: There will be no smoking at meetings.