Article I - Name

The name of this non-profit organisation is: Sail Georgina Association Incorporated

Article II - Emblem

The emblem is as designated in the policy attached Appendix A.

Article III - Object

The primary objective of this Association is to follow our mission statement:

To promote sailing and safe boating throughout our community and to represent The Town of Georgina among other sailing clubs on Lake Simcoe.

Article IV - Membership:

1. Membership of Sail Georgina Association is open to any person with a genuine interest in furthering the Association’s purpose and reputation who completes the appropriate application forms, is approved by the Executive and pays the required dues. Membership includes spouses and dependent children.

2. Members in good standing and their spouses are entitled to vote at General Meetings and to serve on the Executive.

ARTICLE V - Officers

1. Officers

The Officers of the Association shall be and rank as follows:

• Commodore

• Vice-Commodore

• Rear-Commodore

• Treasurer

• Secretary

The Commodore, Vice-Commodore, and Rear-Commodore shall be the owner or joint-owner of a boat and shall have been a member in good standing for at least one year.All of the above named shall be considered the Flag Officers.

2. Election

The Officers shall be elected at the Fall General Meeting. Absentee or proxy ballots shall not be allowed.

3. Terms

• Terms of Office shall be for one year, commencing on January 1 of the year following the election meeting.

• The Commodore may be elected to the same Office for no more than two consecutive terms; however, the Commodore may be elected for a third term if no other suitable candidate is available.

• The Vice-Commodore and Rear-Commodore may be elected to the same Office for no more than two consecutive terms.

4. Executive Committee

The Executive Committee of the Association shall consist of:

• Commodore

• Vice-Commodore

• Rear-Commodore

• Treasurer

• Secretary

• Past Commodore

ARTICLE VI - Roles of the Officers

1. Commodore

It shall be the role of the Commodore to provide leadership and direction to the Association. The Commodore shall preside over all meetings of the Association and Executive; to call special meetings; to fill temporarily any vacancy by appointment until a meeting can be called to elect a new Officer; to appoint Chairs of the committees; and to see that any rules and regulations of the Association are enforced. The Commodore shall be ex-officio member of all committees except the nominating committee.

2. Vice-Commodore

It shall be the role of the Vice-Commodore to assist the Commodore in the discharge of his or her duties, and in their absence or in case of a vacancy to act as Commodore.

3. Rear-Commodore

It shall be the role of the Rear-Commodore to assist the Commodore and Vice-Commodore in the discharge of their duties and in their absence to act as Commodore.

4. Treasurer

It shall be the role of the Treasurer to keep an accurate account of all receipts and disbursements of the Association and all monies due it and bills contracted by it; to arrange for the safekeeping of all cash and securities; to make a report at least quarterly and at the Annual General Meeting of the receipts, expenditures and financial condition; to maintain a fully accessible file (paper or “cloud” storage) of all financial statements; submit to the Federal or Provincial Government any financial reports required; and to keep an accurate membership list.

5. Secretary

It shall be the role of the Secretary to keep a true record of all the proceedings of all the regular and special meetings of the Association and of the Executive; maintain a fully accessible file (paper or “cloud” storage) of all documents, records, reports and communications connected with Association business; to notify each member of all meetings and special meetings of the Association; and to perform such other duties of the Association as may from time to time be assigned by the Commodore or the Executive.

6. Past Commodore

It shall be the role of the Past Commodore to assist the Commodore in the discharge of his or her responsibilities, to advise the Officers of the association and to sit as a member of the Nominating Committee.

ARTICLE VII - Subcommittees

1. Standing Committees

Standing Committees may be established as required, and the Commodore shall appoint the Chairs of all Standing Committees.

2. Nominating Committee

Chaired by the Secretary and including the Past-Commodore and the Vice-Commodore, the function of the Nominating Committee will be to identify and recruit suitable candidates for all of the Offices of the Association and to present said candidates for the consideration of the membership at the Fall General Meeting.

Article VIII - Meetings

1. Regular Executive meetings may be held once each month, either in person or virtually and must be held at least quarterly. Any member of a Standing Committee may, at the request of the Commodore or Vice-Commodore, be asked to attend one of these meetings for reporting purposes but will have no vote at the meeting.

2. The Annual General Meeting is open to all members and shall be held in the Spring of each year. The complete financial statement for the previous year and the budget for the current year will be presented at this meeting. Members shall be given at least three (3) weeks written or e-mail notice of the Annual General Meeting.

3. The Fall General Meeting is open to all members and shall be held in the Fall of each year. The Executive for the following year will be elected at this meeting. Members shall be given at least three (3) weeks written or e-mail notice of the Fall General Meeting.

4. Special General Meetings may be called by the Executive Committee on seven (7) days’ notice.

5. The above General Meetings may be held virtually if an in-person meeting cannot be held.

Article IX - Quorum

1. The Executive Committee may operate with 50% of the Officers present. This will constitute quorum.

2. Annual General Meetings and Special General Meetings will require 25% of current membership to form a quorum.

Article X - Amendments

The Constitution may only be amended at a General Meeting of the membership. Constitutional amendments must be circulated to the membership and posted to the Association website not less than three (3) weeks before the General Meeting at which they are to be considered. For Constitutional Amendments, a 66% majority vote of eligible members in good standing present at the Meeting is required, provided quorum has been achieved.

Article XI - Signing Authority

The Association shall have three Officers with signing authority. These Officers shall include the Treasurer and two other members of the Executive Committee. To avoid even the appearance of a conflict of interest, no Officers with signing authority may be related or cohabiting.

All cheques/disbursements must be signed by two of the three Officers with signing authority. All monies are to be deposited in any Chartered Canadian Bank or Trust Company with Deposit Insurance.

Article XII - Financial Responsibilities

A complete financial statement for the year shall be presented at the Spring Annual General Meeting. The Association’s financial year end shall be October 31 of each year, and the statement presented at the Spring Annual General Meeting shall cover the period of the previous financial year. Prior to the meeting, a person who is not the Treasurer shall review and verify the statement is correct and the statement shall be presented to the Executive by the Treasurer.

Article XIII - Authority

No member of the Executive Committee or general membership has the authority to act unilaterally for any reason or business on behalf of the Association. The Executive must ratify all actions and decisions.

Article XIV - Insurance

For the protection of Sail Georgina Association and its membership, valid liability insurance including directors’ liability insurance, must be maintained at all times.

Appendix A - Emblem: