SPRINGFIELD TENNIS CLUB
CONSTITUTION & BYLAWS
Affiliation with City of Mississauga
This amended constitution was presented and adopted at the 2020 Annual General Meeting held on March 11th, 2021 and supersedes the original constitution dated September 17th, 2010.
1.0 Name and Location
1.1 Springfield Tennis Club is incorporated in Ontario as a “Not for Profit Corporation Without Share Capital”. Springfield Tennis Club shall hereinafter be referred as “Club”
1.2 The Club’s court and clubhouse is located at 3325 The Credit Woodlands, Mississauga Ontario L5C 2J8
2.0 Ownership and Operation
2.1 The Club’s tennis courts and clubhouse are the property of the City of Mississauga and the rights and responsibilities inherent to the ownership remain with the City of Mississauga.
2.2 As a precondition of operation, the Club is an affiliate with the City of Mississauga, administered by the Sports Unit, Recreation and Parks Division, Community Services Department, and will enjoy the support and services of the department as described in their “Policy Document”. In exchange, the club shall be operated within the confines and limitations set out in the above document.
3.0 Mission/ Objective
3.1 MISSION: to provide affordable outdoor tennis play for Mississauga residents where our residents can enjoy opportunities for a vibrant, healthy, social lifestyle in tennis play.
3.2. The Club’s prime objective is to conduct organized fun & competitive tennis, social events, tennis lessons and summer camps to the residents of Mississauga.
3.3 The Club is to be managed as a community volunteer organization.
4.1 The Club consists of the group of persons who by registration and payment of their “Membership Fee” are voting “Members” or non-voting “Registrants” of the Club and who together form the “Membership” of the Club.
4.2 The Club will direct and manage its activities on behalf of the Membership by a Board of Directors (BODs). The BODs elect annually an Executive Committee (EC) which comprises of a minimal of five BODs - President, Vice President, Treasurer, Membership, Communications - who functions to execute decisions in a timely manner.
4.3 The EC may be supplemented by volunteer members as required to manage certain aspects of the Club as approved by the BODs.
5.1 Classification – There shall be four classes of members:
i) Junior (non-voting member under the age of 18 on Jan 1st of the year in which they apply for membership, as the case may be)
ii) Adult (voting member over the age of 18)
iii) Senior (voting member over the age of 65)
iv) Registrant Adult/Senior (non-voting member over the age of 18)
5.2 A minimum of 80% of the total membership must be Mississauga residents.
5.3 Use of the courts is restricted to members and genuine paid guests.
5.4 Membership expires on April 1st each year. 5.5 Membership fees shall be determined by the EC annually.
5.6 The EC may, prior to the acceptance of applications for membership in any year, limit the number of members to be accepted. However, the previous year’s members will be given the opportunity to renew their membership prior to the acceptance of new members before May 15th.
5.7 Refusal – Members must abide by the club’s Code of Conduct (refer to policy). The EC may revoke or refuse membership to any person whose previous conduct in the Club is incompatible with the mission/ purpose of the Club. Refer to Policy Governance P3.
5.8 Complaint Resolution: all issues regarding a club member, policies or procedures must be submitted in writing by email to the EC within 30 days of the occurrence. The President/Vice President, Communications-Secretary will convene a meeting with EC to discuss the matter. A resolution will be decided and communicated to the complainant within 15 business days.
6.0 Board of Directors (BODs)
6.1 All BODs must be members of the Club and be volunteers.
6.2 The BODs must be made up at least 80% Mississauga residents.
6.3 BODs members are given a discount on their membership fee per year. A majority vote (50% +1) of the BODs will set the fee amount of discounted membership per year.
6.4 BODs are elected by the secret ballot by and from the membership either at the Annual General Meeting (“AGM”) each year or in a special membership meeting called by the President and/or two other Board Directors for that purpose.
6.5 Any member over 18 years who has agreed to their nomination at the meeting or beforehand in writing/email can be nominated for any EC position. The member does not have to be present at the AGM to be elected. Nominees must be members in good standing for no less than 60 days preceding the election.
6.6 The BODs duties begin when they are elected, but the actual legal changes in the BODs shall be instituted by the current or outgoing BODs as soon as possible and consistent with the legal requirements to do so.
6.7 Outgoing BODs who have not been re elected and incoming new BODs shall attend all Board meetings until such time as the changes to the Board have been formally implemented. Outgoing BODS may not implement measures, without the concurrence of the incoming BODs except where not to do so would result in a significant negative breach of the responsibilities such as those having significant financial environment, or health and safety consequences.
6.8. Vacancies – Vacant Board positions may be filled by the BODs on an interim basis until the next AGM, provided there is a majority agreement. In the event of a vacancy the BODs may approve another current executive member to hold a second position on the committee. A general notice must be given to the membership declaring a vacancy and opening the position for election to the BODs.
6.9 Removal of a BOD – A Director member may be removed when sufficient cause exists. A majority (50% +1) of the BODs, by agreement, may convene a regular executive meeting and once convened for that specific purpose, the dismissal a BOD member requires the unanimous approval of those EC attending the meeting. A voluntary removal of a BOD will provide a signed letter or resignation to the EC.
6.10 DUTIES of the BODs are:
PRESIDENT: This position is available to members who served on the Board for a minimum period of one year. The President co-ordinates all activities of Club and City and reside at all meetings of members and of the Executive. The President shall see that all orders and resolutions are carried into effect. The President shall act as liaison with the City’s Community Development Coordinator, Sports Unit.
IMMEDIATE PAST PRESIDENT: mentor the President
VICE PRESIDENT: shall in the absence of the President, perform the duties and exercise the powers of the President and shall perform such other duties as may be prescribed by the EC.
TREASURER: This position is available to members who served on the Board for a minimum period of one year. The Treasurer administers all financial transactions of the Club and shall 4 have the custody of the funds of the Club and keep full and accurate accounts of receipts and disbursements in books belonging to the Club. He/she shall deposit all monies and other valuable effects in the name and to the credit of the Club. He/she shall disburse the funds of the Club as may be ordered by the EC taking proper vouchers for such disbursements, and shall render to the President and the EC, whenever they may require, an account of all his/her transactions as Treasurer and of the financial position of the Club, sign proper accounting methods. He/she shall also perform such other duties as may be prescribed by the EC.
COMMUNICATIONS/SECRETARY: is responsibility for taking minutes of meetings and will liaison with the Membership Director to manage, prepare, distribute the newsletter or any communication memos such as advertisement events through the Club’s website, clubhouse bulletin board and in any local media.
MEMBERSHIP: is responsibility of collecting dues and issuing membership cards/ and or identification to each paid up member. Update the membership list and provide summary at the AGM. She/ he will liaison with Communications/Secretary Director to manage, prepare, distribute the newsletter or any communication memos such as advertisement events through the Club’s website, clubhouse bulletin board.
TOURNAMENT DIRECTOR: shall arrange and manage all tournaments for members.
JUNIOR DEVELOPMENT DIRECTOR: is responsible for organized junior tennis play.
SOCIAL DIRECTOR: is responsible for all social events.
HOUSE LEAGUE DIRECTOR(s): is responsible for the weekly house league matches organized.
LAKESHORE LEAGUE DIRECTOR: is responsible for any Lakeshore League activities
7.1 The BODs will administer the day-to-day affairs of the club in the best interest of the Membership and the EC will function to make final decisions in a timely manner.
7.2 The EC may not dispose of any significant assets of the Club nor borrow for or finance any projects without express consent of members evidenced by a resolution passed at a meeting of members duly called for that purpose.
7.3 Pro Tennis Coach Position: This position is a contract paid position and application(s) are accepted and reviewed annually by the BODs. Applicants must include their resume, professional tennis certification, proof of insurability (certificate of insurance) and provide a Model Agreement that outlines its goals/mission/approach/compensation/metrics. The decision to hire for this position shall be at the discretion of the Board.
7.4 An EC Director may enter in contracts or purchase items or services on behalf of the Club as authorized at an EC meeting.
7.5 Signature on Documents; cheques, contracts, and documents or any instrument in writing requires approval & signature from the Treasurer and the President or Vice President. All cheques, contracts, documents (includes electronic signatures) and instruments in writing so signed and approved shall be binding upon the Club without any further authorization and formality.
7.6 Privacy of Information: BODs, volunteers and paid staff will maintain strict confidentiality in their professional dealings with one another and members. Unless required for compliance with the rules and regulations of the City of Mississauga, the club upon request, shall keep all collected personal information from its members confidential.
7.7 Dissolution of Club: A resolution for dissolution of club requires a majority vote by member at a Special General Meeting or at the Annual General Meeting (AGM). The net assets after payment of all debts shall be transferred to a similar club or clubs determined by majority vote of the members or be transferred to the Corporation of the City of Mississauga to be held in trust for at least ten years for use by another club.
7.8 Unforeseen Circumstances: In the event of a natural disaster or unforeseen circumstances such as a pandemic and/or reconstruction of courts and/or clubhouse, the EC has the authority to close the Club for the entire or part of the season. In the year of this natural disaster or unforeseen circumstances, the membership will be maintained for the following season(s) until the club is reopened.
7.9 The BODS shall determine the date and location of Annual General Meeting (AGM) for members of the Club. The members of the Club shall elect the BODs for the ensuing year and a report will be provided by the EC.
7.10 Special General Meeting of the Club may be called at any time by order of the President or by three members of the EC on notification to the Communication/Secretary Director.
7.11 Notice of AGM and agenda call out items shall be posted on the Official website of the Club and/or board at the Club fourteen (14) days prior to the meeting.
I. Annual General Meeting (AGM) - Any number of adult and senior members present at AGM a quorum provided that all members have been notified via notice on website and bulletin board at clubhouse at least two weeks prior to the meeting. An election of BODs is elected for the ensuring year and receive a report from the BODs. The AGM shall be held at the end of the tennis season.
I. BODs/ Executive Meetings: The quorum at the meeting is the larger of 50% of the Board or five EC members, including the President or the President’s delegate. 6
II. Voting: Each member shall be entitled one vote at any meeting. All questions (other than an amendment of the Constitution) at meetings shall be decided by majority of the votes casted. In the event of an equality of votes, the President shall have a second or casting vote.
III. The use of proxies by the Board is permitted on votes at the AGM. Prior to the vote, the Board requires 14 days notification.
IV. A BOD who can benefit financially from any decision of the Board must first declare or disclose a “Conflict of Interest” (policy #P2) in the matter under discussion and refrain from expressing any views and influence on voting matter. The definition of Conflict of Interest extends to benefits that would be received by BOD’s spouse and children as well. The BOD will be required to leave the meeting under this circumstance.
8.0 CONSTITUTION AMENDMENT
Amendments is done only by a resolution passed by a majority vote of members at the AGM. A copy of the proposed resolution shall be included with the notice of AGM (14 days prior).