By-Laws

HLPOA By-Laws rev. June 2008

BY-LAW # 1, being a by-law to adopt a constitution for Horseshoe Lake Property Owners’ Association Inc.

WHEREAS at is deemed advisable to adopt a constitution setting forth the aims and projects for the corporation, qualifications for membership and other matters relating generally to the transaction of the affairs of Horseshoe Lake Property Owners’ Association Inc.:

BE IT ENACTED as a by-law of Horseshoe Lake Property Owners’ Association Inc. as follows:

Article I

Objects:
:
The aims and objects of the Corporation shall be:

1. To promote the cultural and social interests of residents and property owners on and in the vicinity of Horseshoe Lake, Township of Minden;

2. To promote the interests of, and advance plans for the advantage of residents and property owners on and in the vicinity of Horseshoe Lake;

3. To promote aquatic, social and other activities for the benefit of all residents and property owners on and in the vicinity of Horseshoe Lake;

4. To study and report on all municipal and provincial governmental plans affecting the residents or uses of property on or in the vicinity of Horseshoe Lake, and to make such representations as are deemed desirable to the various levels of government

Article II Membership:

1. Active membership shall be open to all property owners on or in the vicinity of Horseshoe Lake, and their spouses.

2. Associate membership may be granted to any person, including tenants, or corporation interested in the problems and welfare of the residents and property owners on or in the vicinity of Horseshoe Lake. Any application for associate membership shall be sponsored by two active members of the Corporation and approved by the board of directors of the Corporation.

Article III Board of Directors:

1. The Board of Directors shall consist of the officers of the Association, namely the president, vice-president, immediate past-president, secretary, membership secretary, treasurer, social convenor and a minimum of three, maximum of six directors without portfolio. (See Article VII).

2. Any active member of the Corporation whose annual dues are paid up for the year preceding the annual election, shall be eligible for election. Any directors whose term of office is expiring shall be eligible for re-election.

3. Any casual vacancy on the Board of Directors shall be filled upon the passing of a resolution by the Board appointing an active member to serve the balance of the term of the retired member. In the case of the past-presidency becoming vacant, an additional director shall be appointed by the board until the next annual meeting, then elected each succeeding year until the position is filled once again in the normal manner.

4. The Board of Directors may from time to time appoint ad hoc committees as it sees fit to deal with subjects of interest. The president or vice-president shall be a member of each committee; the committee shall report to the Board of Directors but the chair need not be a member of the Board.

5. The directors shall be elected at an annual general meeting to be held during the month of July each year. The officers shall hold office for a term of one year or until the next annual general meeting, which ever is appropriate.

Article IV Annual Dues & Special Assessment:

1. The annual fee for membership shall be such an amount as may be determined from time to time as a general meeting. Until altered, the annual fee for active members and associate members shall be twenty-five (25) dollars

2. The Board of Directors may from time to time establish a fee to be paid for participation in any activity sponsored by the Corporation.

3. The Board of Directors may from time to time pass a by-law providing for special assessment to raise funds for a special purpose of the Corporation, but such by-law shall not be effective nor shall such assessment become due and payable until such by-law is approved at a general meeting of the Corporation provided that notice of the proposed assessment is given.

4. Any member in default of payment of his/her annual dues or special assessment for more than three months shall be liable to suspension from the membership upon resolution passed by the Board of Directors at a meeting.

Article V Privileges of Membership:

1. All active and associate members together with all members of their families and invited guests shall be entitled to participate in all social activities of the Corporation save and except for restrictions of voting on any resolution, by-law or election of officers of the Corporation as stated in this constitution.

Article VI Notice of Meetings:

1. Notice of any annual meeting, or general meeting, of the Corporation shall be given by ordinary mail addressed to the last known address of all members at least fifteen (15) days before the day set for such meeting.

2. Notice of Board of Directors meeting shall be given in writing addressed to thedirector at his/her last known address at least ten (10) days before the date of the holding of such meeting, provided that if notice is given to any director by direct communication by telephone, personally or by wire, the requirement of notice in writing shall be waived. Such notice by direct communication may be given forty-eight (48) hours in advance of any meeting of the Board of Directors. Notice in writing shall be deemed to have been given on the day following the day on which it is mailed by prepaid ordinary mail.

Article VII Duties of Directors:

1. President and Vice-president:
The president shall, when present, preside at al meetings of the members of the Corporation and of the Board of Directors. The president shall also be charged with the general management and supervision of the affairs and operations of the Corporation. The president with the secretary or other officer appointed by the Board for the purpose shall sign all by-laws and membership certificates. During the absence or inability of the president, the duties and powers may be exercised by the vice-president, and if a vice-president or such other director as the Board may from time to time appoint for the purpose, exercises any such duty or power, the absence or inability of the president shall be presumed with reference thereto.

2. Secretary:
The secretary shall be ex-officio clerk of the Board of Directors. The secretary, or person performing the usual duties of a secretary, shall attend all meetings of the Board of Directors and record all facts and minutes of all proceedings in the books kept for that purpose. The secretary shall be the custodian of the seal of the Corporation and of all books, papers, records, correspondence, contracts and other documents belonging to the Corporation which he/she shall deliver up only when authorized by a resolution of the Board of Directors to do so and to such person or persons as may be named in the resolution, and he/she shall perform such other duties as may from time to time be determined by the Board of Directors.

3. Treasurer:
The treasurer, or person performing the usual duties of a treasurer, shall keep full and accurate accounts of all receipts and disbursements of the Corporation in proper books of account and shall deposit all moneys or other valuable effects in the name and to the credit of the Corporation in such bank or banks as may from time to time be designated by the Board of Directors. The treasurer shall disburse the funds of the Corporation under the direction of the Board of Directors, taking proper vouchers therefore, and shall render to the Board of Directors at the regular meetings thereof or whenever required of him/her an account of all transactions as treasurer, and of the financial position of the Corporation. He/she shall also perform such other duties as may from time to time be determined by the Board of Directors.

4. Membership Secretary:
The membership secretary shall keep a record of all members, their payment of dues and their addresses. He/she shall perform such other duties as may from time to time be determined by the Board of Directors.

5. Social Convenor:
The social convenor shall be responsible for conducting social activities held for the benefit of the membership.

6. Additional Directors without Portfolio:
The additional directors shall perform such duties as may be determined by the Board from time to time.

Article VIII Seal of the Corporation:

1. The seal of the Corporation, an impression whereof is stamped in the margin hereof, shall be the seal of the Corporation.

Article IX Execution of Documents:

1. Deeds, transfers, licences, contracts and engagements on behalf of the
Corporation shall be signed by either the president or vice-president and by the secretary, and the secretary shall affix the seal of the Corporation to such instruments as require the same.

2. Contracts in the ordinary course of the Corporation’s operations may be entered into on behalf of the Corporation by the president and secretary or by any person authorized by the Board

3. Three directors shall have signing authority for banking purposes, as determined by the Board from time to time, two of whom shall sign.

Article X Books and Records:

1. The directors shall see that all necessary books and records of the Corporation required by the by-laws of the Corporation or by any applicable statute or law are regularly and properly kept.

2. Two persons to audit the book shall be appointed by the Board of Directors. The books shall be audited each fiscal year, immediately prior to the annual meeting.

Article XI Amendments to the Constitution:

1. Amendments to this Constitution shall require the consent of two-thirds of those active members present and voting at the annual meeting or at a meeting to be called for the purpose of considering such amendments. Proposed changes must be circulated with the notice of the calling of the meeting.

Article XII Quorums:

1. A quorum at a meeting of the Corporation shall be twenty-five (25) paid up active members. A quorum of the Board of Directors shall be five (5) directors.

Article XIII Voting:

1. All votes at meetings of the Board of Directors and at any general meeting of the Corporation, shall be by a show of hands unless a secret ballot shall be demanded by at least two (2) members present at such meeting. Each active member shall be entitled to one vote.

Article XIV Fiscal Year and Term of Office:

1. The fiscal year of the Association shall be from June 1 to May 31 of the succeeding year.

End of the By-Laws