Constitution


CONSTITUTION (Rev. April 25, 2017)

ARTICLE ONE - NAME

  • The name of the organization will be THE BATTLEFORDS MINOR HOCKEY ASSOCIATION, INC.

  • Where the word, "Association", or the letters, "B.M.H.A.", appear in this document, they shall be taken to mean "The Battlefords Minor Hockey Association".

  • The Saskatchewan Amateur Hockey Association will be referred to, throughout this document, as the "S.H.A"

  • By "amateur", the Association intends the same meaning as given to the term by the S.H.A.

ARTICLE TWO - OBJECTIVE

It shall be the aim of the Association to provide a wholesome hockey experience not only for the youngsters participating, but also for the coaches, managers and league officials. The primary interest of the B.M.H.A. shall always be in the youngsters and not in their hockey ability. Accordingly, sportsmanship, fair play, good citizenship,friendly competition, enjoyment and full participation for all team members shall be the criteria used to judge the success of the hockey program.

The B.M.H.A. shall foster the belief that it is the prerogative of every player to have an equal opportunity to participate. All decisions of the Association shall be tempered with reason and with regard for the feelings of the individual and the team. It is our belief that this atmosphere will provide the greatest enjoyment and most wholesome experience for all concerned.

ARTICLE THREE - MEMBERSHIP

  • The registration fee of a player or official ( under 18)  registered in B.M.H.A. shall include membership fees of parents or guardians.

  • Any adult living within the Battlefords minor hockey centre, as defined under S.H.A. Regulations, and who pays the prescribed membership fee,as established annually, may participate fully in the affairs of the B.M.H.A.

  • Membership will be for the current hockey season only.

  • A member may be suspended or reinstated by a 2/3 majority vote at Membership Meetings.

  • The Board of Directors may grant membership to any individual who does not qualify under sections A and B, above, upon Battlefords Minor Hockey Association
    Constitutional Amendments

    ARTICLE 4 - OFFICERS
    B. Elections
    1.The Board of Directors of the B.M.H.A. shall consist of the President, Vice-President, Secretary, Treasurer, the Past President, and a minimum of ten (9) Directors, namely: 
    oDirector, Initiation Division 
    oDirector, Novice Division 
    oDirector, Atom Division 
    oDirector, Pee Wee Division (House) 
    oDirector, Bantam Division (House) 
    oDirector, Midget Division (House) 
    oDirector, Representative Hockey 
    oDirector, Officials 
    oDirector, S.H.A. Communication 
    oDirector , Female Division
    Director , AAA Midget Stars ( Board chair / person of ) 
    Director , AAA Female Sharks ( Board chair / person of ) 
    1.The President, Secretary and Director, Representative Hockey will each be elected for two year terms in even years. The Vice-President, Treasurer and Director, S.H.A. Communication will each be elected for two year terms in odd years. The remaining Directors, excluding the Director, Officials will each be elected for one year terms. 
    2.The Director, Officials will be chosen by the Referees’ Association in the Battlefords and presented to the Board of Directors for approval. 
    3.If an elected member is unable to fulfil his term of office, the Board of Directors shall appoint someone to fill the position until the next election. 
    4.If there are no nominations in any of the above elected positions, the Board of Directors shall appoint someone to fill the position or positions. 
    6. Members who are nominated for the BMHA Board of Directors membership must be in good standing at the time of elections . E.g. not suspended, etc. 
    Amendment will read:
    B. Elections
    1.The Board of Directors of the B.M.H.A. shall consist of the President, Vice-President, Secretary, Treasurer, the Past President, and a minimum of ten (10) Directors, namely: 
    oDirector, Initiation Division 
    oDirector, Novice Division 
    oDirector, Atom Division 
    oDirector, Pee Wee Division (House) 
    oDirector, Bantam Division (House) 
    oDirector, Midget Division (House) 
    oDirector, Representative Hockey 
    oDirector, Officials 
    oDirector, S.H.A. Communication 
    oDirector , Female Division
    Director , AAA Midget Stars ( Board chair / person of ) 
    Director , AAA Female Sharks ( Board chair / person of ) 
    2.The President, Secretary, Representative, Initiation, Novice, Atom, and female Directors will each be elected for two year terms in even years. The Vice-President, Treasurer, SHA Communication, Pee Wee, Bantam, Midget, and Officials Directors will each be elected for two year terms in odd years. The remaining directors, AAA Midget Stars and AAA Female Sharks will each be appointed by their respective board of directors in accordance with their policies and procedures. 

    3.The Director, Officials will be chosen by the Referees' Association in the Battlefords and presented to the Board of Directors for approval. 

    4.If an elected member is unable to fulfil their term of office, the Board of Directors shall appoint someone to fill the position until the next election. 
    5.If there are no nominations in any of the above elected positions, the Board of Directors shall appoint someone to fill the position or positions. 
    6.Members who are nominated for the BMHA Board of Directors membership must be in good standing at the time of elections. E.g. not suspended, etc. 

    7.Members who wish to be nominated for the BMHA Board of Directors must be in attendance at the election held at the Battlefords Minor Hockey Annual General Meeting

    8.Members who are elected to the BMHA Board of Directors must submit to a Criminal Record check prior to attendance at the next BMHA monthly meeting as per the BMHA bylaws.


    Amendment will read as follows:
    The Corporation shall indemnify a director of officer, a former director or officer, or a person who acts or acted at the Corporation's request as a director or officer of a body corporate of which the Corporation's directors or officers are members, or of which the Corporation is or was a shareholder or creditor and his/her heirs and legal representatives, against any liability resulting from any third party proceeding against such person (liability shall include without limitations, judgements, fines, penalties and amounts paid in the settlement) and any and all costs, charges and civil, criminal or administrative action or proceeding, or any appeal there from, to which he/she is made a party by reason of being or having been a director or officer of the Corporation or such body corporate, if: 
    ohe/she acted honestly and in good faith with a view to the best interests of the Corporation; and 
    oin the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he/she had reasonable grounds for believing that his/her conduct was lawful. 
    Costs, charges and expenses which are the subject of indemnification hereunder shall include all direct and indirect costs of any type whatsoever including any deductible solicitor / client cost incurred by-the person receiving indemnification. 
    Any indemnification provided for herein shall be promptly advanced to the person eligible for indemnification as the costs, charges or expenses are incurred by such person or when such person becomes subject to a liability as defined in this paragraph. In the event it is determined that the person is not entitled to by indemnify here under, the Corporation shall have the right to require the indemnified person to repay all amounts provided to such person pursuant to the indemnification. The burden of providing that indemnification or advances are not appropriate is on the Corporation.
    The Corporation shall further indemnify any person eligible for indemnification hereunder to the extent that this indemnification results in any tax liability accruing to such indemnified person.
    The Corporation may arrange for one or more policies of directors' and officers' liability insurance to be put in place at the expense of the Corporation and for the benefit of the Corporation and / or its directors and officers as the board of directors may from time to time determined.payment of the prescribed fee.

 

 

ARTICLE FIVE - EXECUTIVE

A. Membership

  1. The Executive shall consist of the President, the Vice-President, the Secretary, the Treasurer and the Past President.

  2. Where the immediate past president is unable or unwilling to serve on the Executive, the next most immediate past president will be appointed by the Board of Directors to serve on the Executive.

B. Duties

  1. The President shall:

    • call and preside at all Board of Directors, executive and membership meetings;

    • prepare and present an agenda for each meeting;

    • call and preside at all Discipline Committee meetings, except where he or she may be the subject of the meeting, in which case the Vice-President-will call the meeting;

    • call meetings of the Executive,as required, to deal with emergency problems of the Association,provided that minutes of all such meetings shall be presented at the next Board of Directors meeting;

    • pass rulings and judgements on any matter pertaining to the Association, provided that such rulings and judgements shall be in keeping with the objectives of the B.M.H.A.;

    • act as an ex-official member of all Committees of the B.M.H.A., with full voting privileges;

    • vote as he or she deems appropriate, but shall announce his or her intention to vote when the question is called.

  2. The Vice-President shall:

    • be responsible for the coordination of all fund raising activities in order that the priorities of the Board of Directors are provided for;

    • subject to the approval of the Board of Directors, appoint such members as may be required to assist with the duties involved in fund raising; and

    • assume the duties of the President during that officer's absence.

  3. The Past President shall:

    • attend and participate in all meetings of the Executive, the Discipline Committee, and the Board of Directors;

    • where neither the President or the Vice-President is available to act for the 
      B.M.H.A.,and it appears imperative that someone make a ruling or judgement for the Association, act in the place of the President, on behalf of B.M.H.A.

  4. The Secretary shall:

    • keep records and reports of all Association business;

    • circulate minutes of all Executive, Board of Directors and Membership Meetings;

    • act as correspondent for all Association business;

    • be responsible for all promotions associated with B.M.H.A.

    • keep records of changes to the Constitution and to the Policy Manual; and

    • have available an adequate supply of the following: constitution; policy manual; referee game sheets; and other stationery required by the Association.

  5. The Treasurer shall:

    • collect, or arrange for the collection of, all fees and dues;

    • record and deposit all Association revenues;

    • keep accurate accounts of all Association expenditures;

    • deliver a monthly financial report to the Board of Directors;

    • have the Association's books examined or audited annually, according to the instructions of the Board of Directors, provided, however, that the fiscal year shall be from July 1 to June 30

  6. Signing Officers:

    • The signing officers shall be any two of the following:

    • Treasurer , President , Vice President , Office Manager

ARTICLE SIX - BOARD OF DIRECTORS

A. The Board of Directors

  1. The Board of Directors shall:

    • conduct the business of the Association in its entirety, authorize all expenditures and have control of all minor hockey personnel registered with the Association;

    • do its utmost to ensure that all personnel of the Association exercise fair and sportsman- like conduct in promoting the game of hockey for player sand for the Association. The Board may take any action necessary to encourage and promote this policy;

    • remove and replace any Member considered to be acting in a manner prejudicial to the aims and objectives of B.M.H.A., or to be seriously neglecting his or her duties, provided that such action is in the form of a motion supported by a 2/3 majority of those Board Members present at a meeting of the Board;

    • replace any Member of the Board who misses three consecutive regular meetings without adequate reason, or who resigns;

    • appoint persons to various committees as required;

    • select Managers, Coaches and Assistant Coaches who are both competent and prepared to support the aims and objectives of the Association.

B. Directors of Each Hockey Division

  1. The Director shall:

    • coordinate the selection of teams within his or her division, and give final approval to the teams selected;

    • attend all meetings of the Board of Directors, Discipline Committee meetings which pertain to his or her division, and Membership Meetings;

    • act as liaison between his or her division and the Board of Directors;

    • ensure that his or her division operates according to the aims and objectives of the Association;

    • at the start of hockey season, distribute and review with all coaches of their division, the Constitution and Policy Manual of the B.M.H.A; and,ensure that each coach is in possession of the C.H.A. rule book and the S.H.A. Constitution, Bylaws and Regulations; and

    • provide a written report for his or her division at the Annual Meeting.

C. The Director of Officials

  1. The Director shall:

    • act as Referee-in-Chief of B.M.H.A.;

    • determine and/or approve procedures to be followed in assigning officials, so that all officials have an equitable opportunity to officiate in games at levels where they are competent;

    • subject to the overriding authority of the Board of Directors, appoint such coordinators of officials as he or she considers necessary to assist in the assignment and payment of officials, and report the names of these coordinators to the Board of Directors;

    • be responsible to ensure a satisfactory method for payment of officials;

    • conduct a development and supervisory program for referees and linesmen, but especially for the Level One officials, provided, however, that all costs associated with such a program must receive prior approval from the Board of Directors;

    • act as liaison between the B.M.H.A. and any referees' association in the Battlefords.

D. The Director, S.H.A. Communication

  1. The Director shall:

    • notify the S.H.A. of the executive officers elected annually;

    • take steps to have team registrations and player certifications completed correctly and submit them to the S.H.A., in accordance with S.H.A.regulations and bylaws;

    • ensure that any changes to players lists are submitted to S.H.A. in accordance with S.H.A. requirements;

    • assist Directors in matters related to the affiliation of players, and submit such affiliation lists as may be required;

    • whenever possible, represent B.M.H.A. at S.H.A. Annual Meetings and any other meetings of the S.H.A. where the presence of B.M.H.A. is required; and

    • provide such advice related to S.H.A. matters as may be requested by Board Members or other members of B.M.H.A.

ARTICLE 6 - BOARD OF DIRECTORS
E. Indemnity of Directors and Officers:
Currently reads as:
1.The Corporation shall indemnify a director of officer, a former director or officer, or a person who acts or acted at the Corporation's request as a director or officer of a body corporate of which the Corporation's directors or officers are members, or of which the Corporation is or was a shareholder or creditor and his/her heirs and legal representatives, against any liability resulting from any third party proceeding against such person (liability shall include without limitations, judgements, fines, penalties and amounts paid in the settlement) and any and all costs, charges and civil, criminal or administrative action or proceeding, or any appeal there from, to which he/she is made a party by reason of being or having been a director or officer of the Corporation or such body corporate, if: 
ohe/she acted honestly and in good faith with a view to the best interests of the Corporation; and 
oin the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he/she had reasonable grounds for believing that his/her conduct was lawful. 
Costs, charges and expenses which are the subject of indemnification hereunder shall include all direct and indirect costs of any type whatsoever including any deductible solicitor / client cost incurred by-the person receiving indemnification. 
Any indemnification provided for herein shall be promptly advanced to the person eligible for indemnification as the costs, charges or expenses are incurred by such person or when such person becomes subject to a liability as defined in this paragraph. In the event it is determined that the person is not entitled to by indemnified hereunder, the Corporation shall have the right to require the indemnified person to repay all amounts provided to such person pursuant to the indemnification. The burden of providing that indemnification or advances are not appropriate is on the Corporation.
The Corporation shall further indemnify any person eligible for indemnification hereunder to the extent that this indemnification result in any tax liability accruing to such indemnified person.
The Corporation may arrange for one or more policies of directors’ and officers' liability insurance to be put in place at the expense of the Corporation and for the benefit of the Corporation and / or its directors and officers as the board or directors may from time to time determined.




Amendment will read as follows:
The Corporation shall indemnify a director of officer, a former director or officer, or a person who acts or acted at the Corporation's request as a director or officer of a body corporate of which the Corporation's directors or officers are members, or of which the Corporation is or was a shareholder or creditor and his/her heirs and legal representatives, against any liability resulting from any third party proceeding against such person (liability shall include without limitations, judgements, fines, penalties and amounts paid in the settlement) and any and all costs, charges and civil, criminal or administrative action or proceeding, or any appeal there from, to which he/she is made a party by reason of being or having been a director or officer of the Corporation or such body corporate, if: 
ohe/she acted honestly and in good faith with a view to the best interests of the Corporation; and 
oin the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he/she had reasonable grounds for believing that his/her conduct was lawful. 
Costs, charges and expenses which are the subject of indemnification hereunder shall include all direct and indirect costs of any type whatsoever including any deductible solicitor / client cost incurred by-the person receiving indemnification. 
Any indemnification provided for herein shall be promptly advanced to the person eligible for indemnification as the costs, charges or expenses are incurred by such person or when such person becomes subject to a liability as defined in this paragraph. In the event it is determined that the person is not entitled to by indemnify here under, the Corporation shall have the right to require the indemnified person to repay all amounts provided to such person pursuant to the indemnification. The burden of providing that indemnification or advances are not appropriate is on the Corporation.
The Corporation shall further indemnify any person eligible for indemnification hereunder to the extent that this indemnification results in any tax liability accruing to such indemnified person.
The Corporation may arrange for one or more policies of directors' and officers' liability insurance to be put in place at the expense of the Corporation and for the benefit of the Corporation and / or its directors and officers as the board of directors may from time to time determined.
F. Conflict of Interest

 

1. For the sake of clarification it should be noted that a conflict of interest is not an accusation. It is a situation one finds oneself in. What matters is how the conflict of interest is dealt with. Most often the integrity of BMHA Board members or employees is not at issue. What is at issue is the integrity of the decision-making process of the Board of Directors. The conflicted individual may try their very best to keep their conflicted interests separate, but from the Board's perspective they cannot know for sure that is the case, and therefore must ensure the decisions they are making are in the best interests of the BMHA membership.

2. A conflict of interest is any situation in which the BMHA Board of Directors or their paid employees attempt to promote a private or personal interest, either for himself/herself or some other person(s) which results or might appear to result in:

a. Interference with the objective exercise of his/her responsibilities with the Board or the operations of BMHA in any way.

b. Gaining an advantage by virtue of his/her position on the BMHA Board of Directors or some other position of BMHA.

3. Due to the nature of a volunteer's or a paid employee's responsibilities, it may be necessary in some cases, to restrict the activities of the individuals serving as volunteers or paid employees to ensure a conflict of interest does not or does not appear to exist.

a. Paid employees of BMHA will not serve as voting members of the BMHA Board of Directors.

4. If an employee of the Board or a volunteer suspects that a conflict of interest or an appearance of a conflict of interest exists, or has the potential to develop he/she must inform the Board of Directors. The Board as a whole will decide if a conflict of interest or appearance of conflict of interest actually exists by a 2/3 majority vote of those board members present at a regular or special meeting.

  1. Any BMHA Board of Directors or employees found in an actual or potential conflict of interest must immediately remove themselves from any discussions, voting or decision making where the conflict has been identified. Failure to do so will result in disciplinary action by the BMHA Board.

 

 

ARTICLE SEVEN - MEETINGS

A. Membership Meetings

  1. At least one membership meeting shall be held each year; the Spring meeting shall be the Annual Meeting of B.M.H.A.

  2. Notice of meetings must be placed in the local paper for two consecutive weeks prior to the date of the meeting.

  3. A quorum shall consist of 15 members.

  4. Meetings shall be conducted according to Robert's Rules of Order (Revised).

B. Board of Directors Meetings

  1. The Board of Directors shall meet at least once a month during the hockey season.

  2. Special meetings of the Board of Directors may be called by the President,acting on a motion of the Executive to that effect, provided, however,that 48 hours shall elapse between the call for a meeting and the meeting itself.

  3. Any five (5) members of the Board may call a special Board meeting to deal with a specific issue only. A letter of notice to the President must include the purpose for the meeting and the signatures of five Board Members. The President shall call the meeting within five days of receiving the notice; however, all five members who signed the request for the meeting must attend, or the meeting shall be void.

  4. A quorum of the Board of Directors shall be a simple majority of all members of the Board.

  5. Meetings of the Board of Directors shall be open to the public, except that:

    • Directors and Members of the Executive will be the only ones permitted to vote; and

    • no visitor will be permitted to address the Board except by prior arrangement with the President.

C. Executive Meetings

  1. The President may call meetings of the Executive as required to deal with emergency problems of the Association.

  2. The minutes of all Executive Meetings shall be presented to the next Board of Directors Meeting.

D. Discipline Committee Meetings

  1. The President shall call Discipline Committee meetings as required according to the terms set forth in the B.M.H.A. Policy Manual.

E. Special Meetings

1. The BMHA Board of Directors will call a joint meeting with the AAA Stars Board of Directors before both of their AGMs allowing sufficient time to draft and publish Notices of Motion if required should items of discussion require a change to either constitution. The purpose of the meeting is to review the previous year's operation, discuss and amend if necessary the AAA Stars Constitution and their Memorandum of Agreement.


 

ARTICLE EIGHT - POLICY MANUAL

A. Establishment of and Amendment to Policy

  1. The Board of Directors shall establish and maintain a Policy Manual to govern the day-to-day affairs of the Association.

  2. Policy and regulations included in the Policy Manual may only be changed by a 2/3 majority vote of the total Board of Directors.

  3. In establishing policy, the Board of Directors shall consider carefully the wishes and directions of the Membership Meetings.

B. Contents of Policy Manual

  1. The Policy Manual of the B.M.H.A. shall contain policy and regulations with respect to:

    • membership fees;

    • registration fees and procedures;

    • playoffs;

    • discipline;

    • team structures;

    • development teams;

    • drafting procedure;

    • officials fees and clinics;

    • amendments to rules;

    • tournament participation;

    • travel expenses;

    • coach selection and clinics;

    • sponsors (procedures and rates);

    • equipment and equipment manager;

    • other policies and regulations as required.

ARTICLE NINE - AMENDMENTS TO THE ARTICLES OF THE CONSTITUTION

The articles of this constitution shall be amended as follows:

  1. Amendments shall be made only at the annual membership meeting of the Association.

  2. Written notice of motion for amendments must be given to the Secretary of the Association not later than four (4) weeks prior to the Annual Meeting.

  3. The Secretary shall advertise notice of the proposed amendments in the local paper for two consecutive weeks prior to the annual meeting.

  4. At the annual meeting, a 2/3 majority of members present will be required to carry the motion.

ARTICLE TEN - DISSOLUTION

In the event that the Battlefords Minor Hockey Association should be dissolved by a 2/3 majority vote of those members present at an Annual Meeting, the Board of Directors will prepare a plan for distributing all funds and assets among deserving sports organizations within the Battlefords. Said plan will be presented, amended as required and ratified at a final Membership Meeting called for that purpose,whereupon the Board of Directors shall resign and cease to represent and act for the Battlefords Minor Hockey Association. 

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