References:

The bylaws of River Heights Community Association Inc. were written with reference to the Articles of Incorporation and the following documents.

• Government of Saskatchewan "Non-profit-Corporations-Act-1995" Web Site
• Non-profit-Corporations-Act-1995 (PDF)
• N-4.2 Reg 1 - Non-profit Corporations Regulations, 1997 (PDF)
• Non-Profit Organization Tutorial
• Provincial Publications Related to Non-Profit Organizations

This Bylaw relates generally to the affairs of the Corporation.

Article 1 - Interpretation

• 1.1 In this Bylaw and all other Bylaws of the Corporation, unless the context otherwise requires:
  • a) "Act" means The Non-Profit Corporations Act of Saskatchewan, or its successor, as from time to time amended;
  • b) "Articles" means the Articles of Incorporation filed pursuant to the Act, as from time to time amended or restated;
  • c) "Board" means the Board of Directors of the Corporation;
  • d) "Corporation" means River Heights Community Association Inc.;
  • e) "Members" means the members of the Corporation;
  • f) "Ordinary Resolution" means a resolution passed by a majority of votes cast;
  • g) "Special Resolution" means a resolution passed by two-thirds votes cast.
• 1.2 In the event of any question as to the meaning or interpretation of any Article of this or any other Bylaw of the Corporation, the interpretation of the Bard of Directors shall be final and conclusive.

Article 2 - Objectives

• 2.1 The Corporation has been incorporated to serve the Neighbourhood within the City of Saskatoon known as River Heights, with boundaries as depicted on the map attached hereto as Schedule A.
• 2.2 The objects of the Corporation are:
  • a) To promote and assist in the development of the educational, recreational and social well-being of the residents within the Neighbourhood;
  • b) To encourage a sense of community and work to improve the quality of life of the people in the Neighbourhood;
  • c) To promote, develop and organize recreational, educational, and social programs, facilities and sites by:
    • i. Working in cooperation with the City of Saskatoon Leisure Services Department;
    • ii. Working in conjunction with the Catholic and Public School Boards, and other organizations and agencies.

Article 3 — Membership

• 3.1 Membership shall be open to any individual or family.
• 3.2 Membership fees shall be paid annually at a date not later than stipulated by the Board of Directors. These fees shall be set annually by the Board of Directors.
• 3.3 Membership fees shall be paid annually for the term commencing August 1 and ending July 31 and must be paid before participating as a member in any organized activity.
• 3.4 Upon payment by an individual of the required fee, each member of his/her immediate family (including all dependents whether related or not), resident in the household, shall be considered a member in good standing. A Member in good standing is entitled to the rights and privileges of membership.
• 3.5 Members in good standing shall be given priority to participate in association activities over non-members.
• 3.6 Fees for activities shall be set by the Board of Directors upon recommendation from the Directors in charge of activities and shall be paid prior to commencement of each organized activity.
• 3.7 Membership cards shall be issued yearly.
• 3.8 A Member is not liable in his individual capacity for any debt or liability of the Corporation.

Article 4 — Board of Directors

• 4.1 The business of the Corporation shall be managed by a Board of Directors duly elected by the voting membership.
• 4.2 Directors shall be elected at the Annual General Meeting of the Corporation in such number as the Directors shall determine, but in sufficient number to include the following:
  • President
  • Vice-president
  • Secretary
  • Treasurer
  • Program Coordinator — Adults' Programs
  • Program Coordinator — Childrens' Programs
  • Social Coordinator
  • Communications Coordinator
  • Sports Coordinators (as required)
  • Rink Coordinator (as required)
  • Civics Coordinator (as required)
  • Volunteer Coordinator (as required)
  • Director-at-Large Coordinator (as required)
  St. Anne's School and Ecole River Heights School liaisons will be elected by their respective parent-teacher councils, and will be appointed Directors of the Corporation for a one-year term, subject to approval by the Board of Directors. If the Nothern Heights Parent Centre has a volunteer who is willing to act as liaison, that person will be appointed as a Director of the Corporation for a one-year term, subject to approval by the Board of Directors.
• 4.3 In addition to the Directors elected or appointed pursuant to Article 4.2, the Area Recreation Consultant of the Leisure Services Department of the City of Saskatoon shall be an ex-officio member of the Board.

Article 5 — Election of Directors

• 5.1 Directors shall be elected at the Annual General Meeting specifically to fill the offices listed in Article 4.2.
• 5.2 Directors shall be elected to office for a two-year term. The President and Vice-President shall be elected for a one-year term, it being the intention that a person elected as Vice-President shall serve for one year as Vice-President, then progress to President for one year.
• 5.3 The Directors shall appoint a nominating committee of three members at least 30 days prior to the Annual General Meeting, which committee shall endeavor to identify at least one nominee for each vacant office. Nominations will also be accepted from the floor at the Annual General Meeting.
• 5.4 Each member in good standing, who resides in River Heights, is 18 years of age or over, and who is actually present at the Annual General meeting, shall be entitled to one vote. If any Member so requests, election for any office shall be by secret ballot.

Article 6 — Powers of the Board of Directors

• 6.1 The Board shall have power to do all things necessary for the successful operation of the Corporation, and be empowered to:
  • a) Administer the funds of the Corporation in such manner and for such purpose as it may decide are beneficial to the well-being and advancement of the objectives of the Corporation;
  • b) Commence or discontinue any form of activity or sport being conducted under the auspices of the Corporation;
  • c) Expel any member for unbecoming conduct, or failure to carry out his/her duties as an elected officer, or infraction of any rules and regulations of the Corporation;
  • d) Suspend from the Board any Director who is absent for 3 consecutive meetings and has not, on request, given satisfactory explanation to the President;
  • e) Accept any resignation and appoint any member of the Corporation to fill any vacancy occurring for the balance of the term of office;
  • f) Ensure that the objectives of the Corporation are carried out and that the Corporation operates on a non-political, non-sectarian basis. The objectives of the Corporation shall be carried out without pecuniary gain to its members; and any profits or accretions of the Corporation shall be used in promoting its objectives;
  • g) Appoint committees, either standing or temporary (ad hoc) and prescribe their duties, powers, and duration thereof;
  • h) Make such rules and regulations regarding the use of the Corporation's facilities, equipment, and supplies as they deem necessary.
• 6.2 Six Directors shall constitute a quorum to conduct meetings of the Board.
• 6.3 Business meetings of the Board of Directors shall be conducted at least 10 times per year on a monthly basis.
• 6.4 Only elected and appointed Directors of the Corporation (Excluding ex-officio members of the Board) are entitled to vote at meetings of the Board of Directors.
• 6.5 All questions before the Board shall be determined by majority vote.
• 6.6 Any director of the board who shall, for any reason, cease to hold office shall turn over to the Board all documents, records, books, funds, or Corporation property.
• 6.7 A Director is entitled to receive notice of and to attend and be heard at every meeting of the Board.
• 6.8 Any Director may be removed from office by Ordinary Resolution of the Members present at a special meeting or annual meeting.

Article 7— Meetings

• 7.1 There shall be an Annual General Meeting of the Corporation in each calendar year to be held in the month of September, the date to be fixed by the Board of Directors.
• 7.2 The Annual General Meeting is open to all residents within the Neighbourhood who are Members or who apply at the Meeting to become Members.
• 7.3 In addition to the Annual General meeting, Special Meetings of the Members of the Corporation shall be held in the following circumstances:
  • a) When deemed advisable by the Board of Directors;
  • b) When requested in writing by not less than 20 members. The request must clearly state the nature of the business proposed to be transacted at such meeting. The meeting shall be held not less than 20 and not more than 30 days after receiving the request;
  • c) All notices of Special Meetings shall state specifically the business proposed to be discussed at such Special Meeting and no other business shall be transacted.
• 7.4 Members shall be publically notified of the time and place of Annual or Special Meetings not less than 15 days or more than 50 days before the meeting.
• 7.5 Not less than 10 Members shall constitute a quorum of any Annual or Special Meeting of the Corporation.
• 7.6 The order of business for the Annual Meeting shall be:
  • a) Notice of the meeting;
  • b) Minutes of the previous Annual meeting to be read and adopted;
  • c) Business arising from Minutes of previous Annual Meeting;
  • d) Correspondence;
  • e) Reports of the Board of Directors and Committees;
  • f) New business;
  • g) Election of Directors; and
  • h) Adjournment
• 7.7 All meetings of the Board of Directors shall be open to general attendance but presentation of motions and voting rights shall be restricted to Members of the Board.

Article 8— Financial Affairs

• 8.1 All fees, revenues and grants payable to the Corporation shall be held in an account kept in the name of the Corporation at such financial institution as the Board may determine, and all financial obligations incurred by the Board in the name of the Corporation shall be paid therefrom.
• 8.2 All cheques, drafts and other negotiable or non-negotiable instruments shall be sufficiently signed when signed by any two of the President, Treasurer, and one other Director designated by the Board.
• 8.3 All property of the Corporation shall be the responsibility of the Board and the Board shall see that a correct inventory of property is kept.
• 8.4 The fiscal year of the Corporation shall be August 1 to July 31.
• 8.5 The Board shall, before the end of each fiscal year, appoint an auditor or accountant who is not a Member of the Board. It shall be the duty of the auditor or accountant to examine all books and records of the Corporation and prepare a financial statement of the Corporation to be submitted to the Board for presentation at the Annual General Meeting.
• 8.6 A monthly, written financial statement shall be presented at each meeting of the Board.
• 8.7 Directors shall submit all expenditures over $100.00 which are not included in the approved annual budget to the Board for prior approval. If, however, prior approval at a regular meeting of the Board is not possible, a request in writing approved by three Members of the Board shall be as valid as a resolution passed in a duly called meeting of the Board.
• 8.8 All expenditures over $7,500.00 shall be submitted for approval at a General or Special Meeting of the Members.
• 8.9 No Director or officer of the Corporation shall have the power to pledge the credit of the Corporation or to enter into a contract or an agreement on behalf of the Corporation, unless the transaction has been approved by the Board or, in case of an obligation or contractual liability in excess of $7,500.00 by the Members.
• 8.10 The Corporation may, where deemed necessary, waive, reduce or rebate activity fees or membership fees of any Member.

Article 9— Co-operation with Other Organizations

• 9.1 The Corporation shall co-operate with other organizations in the City of Saskatoon having similar duties and powers, and, subject to the Articles and Bylaws of the Corporation, may do such things as it considers necessary in co-operating with those organizations.
• 9.2 The Corporation shall, for the purpose of admission to its programs and activities, honour memberships of other community associations in the City of Saskatoon, as decided by the Board of Directors.

Article 10— Amendments

• 10.1 Directors may, by resolution, make, amend or repeal any Bylaws that regulate the activities of the Corporation.
• 10.2 Bylaws, amendments or repeals are effective from the day of the resolution or the Directors.
• 10.3 All changes in bylaws must be presented to the next meeting of Members, who may confirm, reject, or amend the Bylaws, amendments or repeals.
• 10.4 Proposed changes to the Bylaws must be detailed in the notice of the next meeting of the Members.
• 10.5 Amendment to the Articles of the Corporation may be made only by Special Resolution of the members at a meeting of the members, notice of which meeting detailed the proposed amendments.

Article 11 — Indemnity

• 11.1 The Corporation shall indemnify any Director or Office of the Corporation for liability incurred by such Director or Officer directly as a result of honestly and in good-faith carrying out his or her duties.

Article 12 — Dissolution

• 12.1 If the Members resolve that the Corporation can no longer function as a viable organization, then dissolution may be considered. This action should be implemented only after it has been concluded that no future purpose for the Corporation's existence can be identified. (The Corporation may instead resolve to suspend activities until enough interest is shown to make it viable again.)
• 12.2 Upon dissolution, all remaining assets shall be donated to a charitable corporation or registered charity identified and approved by the Members at the same meeting as dissolution was approved, and no resolution to approve dissolution of the Corporation shall be effective unless it specifies such a charitable corporation or registered charity.

ENACTED by the Members of the Corporation at a special meeting held at St. Annes' School on the 8th day of April 1997.

                                         ______________________________
                                         President
																
CONFIRMED by the Board of Directors on the 8th day of April 1997.

                                         ______________________________
                                         Secretary or Treasurer