Constitution and Bylaws

SWRSA CONSTITUTION

As at January 8, 1996

Amended November 13, 2010

The By-Laws and Rules and Regulations deal with matters specific to the South-West Regional Soccer Association. Where there is a discrepancy between policies within and those of higher bodies, the policies of the governing body shall take precedence except where it is specifically noted that changes have been made to accommodate local concerns.

It is the right of the President/Chair of SWRSA to invoke the use of Roberts Rules of Order at his/her discretion during any meeting. (See 10.1)

BY-LAWS

ARTICLE 1: NAME

1.1 The name of the organization shall be the South-West Regional Soccer Association, hereinafter referred to as the District Association.

1.1.1 The District Association shall be a Member of the Ontario Soccer Association and shall follow the published rules of The OSA. The District Association is subject to the published rules in declining order of authority of the following governing organizations:

1. Canadian Soccer Association;

2. Ontario Soccer Association; and

3. The District Association.

ARTICLE 2: OBJECTIVES

2.1 The District Association shall have the following objectives:

To promote, develop and administer the game of soccer, both indoor and outdoor, in the District.
To represent and act on behalf of The Ontario Soccer Association, hereinafter referred to as The OSA, in the administration of OSA programs within the District.
To represent and act on behalf of its Member organizations and assist them develop and effectively administer soccer programs that promote the development of the mental, physical, social, and leadership skills of their Members.

ARTICLE 3: HEAD OFFICES

3.1 The Head Office of the District Association shall be in the City of Kitchener in the Province of Ontario.

ARTICLE 4: SEAL

4.1 The Seal, an impression of which is stamped in the By-Laws, shall be the Seal of the District Association. The Secretary / Administrator of the District Association shall have custody of the Seal.

ARTICLE 5: ORGANIZATION

5.1 The District Association shall be composed of members as hereinafter set out, and it shall be managed by a Board of Directors as stated in these By-Laws.

ARTICLE 6: MEMBERSHIPS

6.1 The District Association shall be composed of the following categories of Members.

6.1.1 Active Membership shall be open to clubs that meet the following criteria:

are properly constituted soccer clubs
have their headquarters in the District
operate within defined boundaries as set out in the Rules & Regulations

All Clubs shall have a Constitution which meets the minimum requirements for a Club Constitution in accordance with the OSA published Model Constitution.

A Club which meets the OSA definition of:

professional club which operates professional team(s) only
club which operates both professional and amateur teams
social club
service club
club operated by a municipality
club operated by a facility
club running a senior recreational league
for-profit club

can apply in writing for an exemption from any minimum requirement for a Club Constitution, subject to the approval of the Board of Directors of the both the District Association and The OSA.

6.1.2 Associate Membership, which shall be open to such organizations as District Leagues, school, college and university leagues, and referee, coach and trainer Associations, and other soccer oriented bodies.

6.1.3 Life Membership.

The Board of Directors may confer a life Membership upon a person.
Life Members are afforded all rights of Membership and shall have a voice but no vote at a general meeting of the District Association.

ARTICLE 7: MEMBERSHIP FEES

7.1 Annual membership fees for each category of membership shall be established by a majority of votes present at a General Meeting of the District Association.

Except where mandated by The OSA published rules, the annual Membership fees shall be set by the Board of Directors and ratified by the Membership at a general meeting of the District Association.

ARTICLE 8: ANNUAL GENERAL MEETING

8.1 The order of business at an Annual General Meeting shall be:

i) Roll Call
ii) Minutes of the Previous AGM
iii) Presidents Address
iv) Committee Reports
v) Registrar's Report
vi) Treasurer's Report and Financial Statements
vii) Amendments to the Constitution
viii) Auditor's Report
ix) Appointment of Auditors
x) Unfinished Business
xi) Roll Call
xii) Election of Board of Directors
xiii) New Business
xiv) Adjournment

8.1.1 The Annual General Meeting of the District Association shall be held on or before November 30 of each year. All members shall receive fourteen (14) days clear notice of the time and location of the meeting.

8.1.2 Clubs failing to attend the Annual General Meeting, without sending regrets three (3) days prior to, will be subject to a disciplinary fee as set by the Board of Directors. The Club will not be in good standing until such fee is paid. The fine will be equal to that of the membership fee.

8.1.3 All proposed amendments to the By-Laws shall be forwarded in writing to the District Association no later than thirty (30) days prior to the Annual General Meeting.

8.1.4 Copies of the proposed amendments to the By-Laws shall be sent to all members not less than fourteen (14) days prior to the Annual General Meeting at which they will be considered.

8.1.5 Amendments to the By-Laws will require a two-thirds (2/3) majority of votes present at the Annual General Meeting, unless otherwise required by Corporation Laws.

ARTICLE 9: SPECIAL GENERAL MEETING

9.1 A Special General Meeting may be called by the Board of Directors by its own motion.

9.2 A Special General Meeting shall be called within thirty (30) days following the receipt of a written request by members representing not less than one-third (1/3) of the eligible votes.

9.3 All Members shall receive seven (7) days clear notice of the date, time and location of any Special General Meeting.

9.4 Only the business for which the Special General Meeting has been called will be dealt with.

ARTICLE 10: RULES OF ORDER

10.1 All meetings of the District Association shall be conducted in accordance with Robert's Rules of Order insofar as they may apply.

ARTICLE 11: PRESIDING OFFICER

11.1 The President shall preside at all General Meetings of the District Association, and in his absence the Vice-President shall take the chair. The absence of both of these officers shall require the selection by the Board of Directors of a pro tem Presiding Officer.

ARTICLE 12: QUORUMS

12.1 A majority in terms of eligible votes of the Membership shall form a quorum at all General Meetings.

ARTICLE 13: VOTING

13.1 Those who shall be qualified to vote and take part at General Meetings of the District Association shall be the accredited delegates of organizations in membership.

13.1.1 The number of accredited delegates or votes allowed to organizations in membership shall be specified within the By-Laws.

13.2 Each active member shall be entitled to have all of its votes cast whether it is represented by one or all of its delegates, but not by any other member. The names of delegates or alternates must be submitted in writing prior to the meeting.

13.3 At all meetings of the District Association voting shall be by a show of hands, unless a poll is requested. Decisions shall be reached by a simple majority, unless otherwise required by the By-Laws of the District Association.

13.4 If a poll is required, an appointed scrutinizer shall total the votes and report same to the presiding Officer, who shall announce the results to the Assembly for record.

13.5 The President shall have a deciding vote only.

13.6 Members of the Board of Directors shall have a voice but shall not vote at any General Meeting.

13.7 Members of the Board of Directors may not sit as a voting delegate at any General Meeting.

ARTICLE 14: DELEGATES TO GENERAL MEETINGS

14.1 An Active Member of the Association shall be entitled to one (1) vote for each Forty dollars ($40) or part thereof, of registration fees retained by the District Association.

14.2 Each Associate Member shall be entitled to one (1) delegate or vote.

14.3 Each Life Member may introduce and debate any matter deemed relevant to the business of the District Association, but shall not vote.

ARTICLE 15: THE BOARD OF DIRECTORS

15.1 The business of the District Association shall be conducted by a Board of Directors comprised of: President, Vice-President and five Directors at Large.

15.2 The election of the Board of Directors shall be by a secret ballot at the District Association's Annual General Meeting. The position of Treasurer and Administrator shall be appointed by the Board of Directors.

15.3 The following shall be elected for a two (2) year term at the Annual General Meeting held in even-numbered years: President and three (3) Directors at Large.

15.4 The following shall be elected for a two (2) year term at the Annual General Meeting held in odd-numbered years: Vice-President and two (2) Directors at Large.

ARTICLE 16: MEETINGS OF THE BOARD OF DIRECTORS

16.1 The Board of Directors shall meet not less than monthly at the call of the President. A majority of members shall form a quorum at all meetings.

ARTICLE 17: MEMBERS OF THE BOARD OF DIRECTORS

17.1 The President shall preside at all meetings of the District Association and he/she shall have a deciding vote only.

17.1.1 The President of the District Association shall be District Representative to The OSA unless the President declines the position or is removed from the position by a majority vote of the Board of Directors.

17.1.2 In the event the President declines, or is removed from, the District Representative position, the Board of Directors, by majority vote, shall elect one of its Board Members to the position. The term of office of the District Representative will be in accordance with the published rules of the OSA.

17.2 The Vice-President shall be the senior officer next to the President, and he/she shall preside at all meetings in the Presidents absence. He/she shall have such other duties as prescribed.

17.3 The Administrator shall be responsible for the duties as described in the job description and other duties as prescribed.

17.4 The Treasurer shall be responsible for the fiscal affairs of the District Association. He/she shall be bonded in an amount set by the Board of Directors.

17.5 The Administrator shall be responsible for all aspects of player registration and transfers, trial permits and shall be a non-voting Council member.

17.6 The Board of Directors Member shall vacate his/her seat temporarily when matters pertaining to, or appear to pertain to, his/her area of club affiliation are being discussed.

17.7 The Board of Directors Members shall have such duties as prescribed.

17.8 The President and Vice-President must not be affiliated with any Club in Membership.

ARTICLE 18: VACANCIES / REMOVAL

18.1 The Office of a Member of the Board of Directors shall be vacated upon:

18.1.1 Resignation in writing.

18.1.2 If he/she becomes incapable of performing the business of the District Association.

18.1.3 If he/she absents himself/herself from two (2) meetings of the District Association.

18.1.4 If he/she be removed by resolution of the District Association for good and sufficient cause.

18.2 Should a vacancy occur on the Board of Directors, the Board of Directors may appoint a person to fill the vacancy until the next Annual General Meeting.

ARTICLE 19: AUDITORS

19.1 The accounts of the District Association shall be audited annually, following the end of the fiscal year on August 31.

19.2 The Auditors shall be appointed by the delegates at the Annual General Meeting.

ARTICLE 20: STANDING COMMITTEES

20.1 The District Association may constitute such Committees as it deems necessary to ensure the efficient administration of its affairs, including;

20.1.1 Standing Committee on Soccer Development.

It shall be the duty of this Committee to be responsible for the development of players, coaches and referees at all levels of competition.

20.1.2 Standing Committee on Competition.

It shall be the duty of this committee to regulate all matters dealing with the establishing and maintaining of all cup competitions and tournaments coming under the jurisdiction of this Association.

20.1.3 Standing Committee on Appeal and Discipline.

It shall be the duty of this Committee to investigate the validity of all appeals made to this Association, and to hear all valid appeals and render a decision. The Committee shall investigate any complaints made respecting any member of the District Association who is alleged to be guilty of any misconduct. They shall render a decision after such investigation.

ARTICLE 21: DISCIPLINE

21.1 All discipline of players, clubs or team officials, and game officials reported for misconduct shall be under the control of the District Association, except as otherwise stipulated, with right of appeal to the Ontario Soccer Association.

21.1.1 Cases involving physical assault of a game official shall be handled as per the Rules and Regulations of the OSA.

ARTICLE 22: OTHER REGULATIONS

22.1 The District Association may make such miscellaneous Rules and Regulations as may be deemed necessary to promote, develop and govern the game of soccer.

22.2 The District Association may impose such other regulatory measures as it deems necessary for the efficient administration of the playing structure of the game within its jurisdiction.

22.3 No such regulation may violate the individual's rights and freedom, except as may be required to protect the rights and freedom of any other individual and ensure the stability of the basic structure of the game.

22.4 Playing Out Criteria
Promotion and relegation of Mini, Youth or Senior Competitive teams as defined in the OSA Policies and Procedures.

22.5 If any member of a team's, coaching staff, upon leaving a Club, becomes involved with another Club the same or following year, he/she may not be on the staff of a team in the same year group or immediately above (Youth Clubs or Youth to Senior Only). If such individual(s) wishes to appeal to the District Association on the basis of extraordinary circumstances, the appeal will be heard within two (2) weeks.

ARTICLE 23: MONIES OWING

23.1 All monies owing to the Association shall be due and payable within thirty (30) days of invoicing unless otherwise stipulated. Penalties for late payment shall be 2% per month, or as established by the Executive Committee.

RULES AND REGULATIONS

Amended November 13, 2010

RULE 1. MEMBERSHIP

1.1 Active and Associate Membership

To remain in good standing, each active and associate Member shall:

1.1.1 Comply with the Constitution and By-Laws of the Association.

1.1.2 Remit all outstanding monies to this Association.

1.1.3 Notify the District Association of your Club's Annual General Meeting fourteen (14) days prior to its date.

1.1.4 File on a SWRSA form any change of its officers or of any change of address with the District Association, in writing, within fourteen (14) days of the change or after its Annual General Meeting whichever comes first.

1.1.5 File a copy of its financial statement with the Association, within fourteen (14) days after its Annual General Meeting subject to the following size test based on financial statements of the previous year:

1.1.5a Audited, as defined by the Canadian Institute of Chartered Accountants (CICA), by a public accountant if the Club's annual gross revenue is greater than or equal to $150,000 or the Club has greater than or equal to 1000 registered players; or

1.1.5b Reviewed by Public Accountant, Certified General Accountant or a Certified Management Accountant through a Financial Review Engagement, as defined by CICA, if the Club's annual gross revenue is less than $150,000 but greater than or equal to $100,000, or the Club has less than 1000 but greater than or equal to 500 registered players; or

1.1.5c Signed with a Notice to Reader prepared by a Public Accountant, Certified General Accountant or a Certified Management Accountant less than $100,000 but greater than or equal to $10,000.00.

1.1.5d Completed by the Treasurer or designate, if the Club's annual gross revenue is less than $10,000.

NOTE: Clubs are still required to follow applicable legislation related to filing income tax returns. Incorporated Clubs are still required to follow audit guidelines in accordance with the legislation as outlined in the Corporations Act of Ontario which currently requires any Incorporated Club with income over $100,000 to perform an audit.

1.1.6 Apply for membership annually on a form provided by the District Association and received when registering indoor players or, if not registering indoor players, by the annual general meeting. A Late Penalty may be charged for any membership payment received late, that being after the annual general meeting. The club membership terminates on December 31 if the organization fails to submit its form for membership renewal or fails to provide the required membership renewal criteria. See Appendix B.

1.1.7 The application for membership must be accompanied by the required membership fee, together with a copy of the applicant's constitution and a list of its current officers. The SWRSA membership year is September 01 to August 31.

1.1.8 Membership that is terminated due to failure to renew membership in accordance with this Policy by the date stipulated may be reinstated with the approval of the SWRSA Board of Directors after all membership renewal criteria is met.

1.2 Life Membership

1.2.1 Life Members shall be admitted from time to time at the discretion of the Association.

1.2.2 The admission of a Life Member shall require the affirmative vote of at least two-thirds (2/3) of the votes present at the Annual General Meeting of the District Association. No incumbent Officer of the District Association shall be eligible for nomination to Life Membership.

1.2.3 All Life Membership nominations shall be submitted in writing thirty (30) days prior to the Annual General Meeting. Nominations may be submitted by an Executive Board Member, or by an Active or Associate Member.

RULE 2. League

2.1 Definition

A League is an organization operating with a Board of Directors.

2.2 Affiliation

Leagues shall affiliate with the District Association and be subject to the Constitution and By-Laws of the governing organization.

2.3 Requirements

Each L6 and above League must annually register with SWRSA, in accordance with SWRSA and OSA Published Rules. The Annual Membership Fee, as approved yearly by the Membership, is due on or before the SWRSA Annual General Meeting or, in the case of a new League, prior to the commencement of their season. Any membership fee paid after December 31 of the current year may include an administrative fee. See Appendix B.

It is imperative that a League define its Membership Year in its By-Laws or Policies, that the League have a termination date by which all membership renewal criteria must be completed and that the League define when dues are due.

When registering annually, a League must provide the following information:

1. The address, telephone and fax numbers and e-mail address of the League;

2. The name, address, telephone number(s), fax number(s) and e-mail address of each member of the League's Board of Directors and their position in the League;

3. A copy of the League's last published Constitution plus copies of any amendments approved since its last publication; and

4. Other information as required by the District Association.

Notwithstanding Rule 2, final approval of a League will be based on the decision of the SWRSA Executive Committee, based on the provisions of Rule 2.3.

2.3 LEAGUE REGISTRATION LEVELS

Level 1 (L5) District League

A Level 1 (L5) District league operates under the jurisdiction of the District Association, to provide League competition for officially registered Competitive Teams.

2.3.1 To maintain its affiliation in good standing, a league shall:

2.3.2 Hold its Annual Meeting on or before December 31 of each year.

2.3.3 File a copy of its Constitution and a list of its Elected and Appointed Officers with the District Association within fourteen (14) days of its Annual General Meeting.

2.3.4 File a copy of its financial statement with the Association within fourteen (14) days after its Annual General Meeting.

1.1.5c Signed with a Notice to Reader prepared by a Public Accountant, Certified General Accountant or a Certified Management Accountant less than $100,000 but greater than or equal to $10,000.00.

1.1.5d Completed by the Treasurer or designate, if the Club's annual gross revenue is less than $10,000.

NOTE: Leagues are still required to follow applicable legislation related to filing income tax returns. Incorporated Clubs are still required to follow audit guidelines in accordance with the legislation as outlined in the Corporations Act of Ontario which currently requires any Incorporated Club with income over $100,000 to perform an audit.

2.3.5 A Level 1 District League shall not govern an area, but will control, for League purposes only, its member teams.

2.3.6 All players in a Level 1 District League must be registered as Competitive players on forms supplied by the District Association, except as hereinafter provided.

2.4 Level 2 (L6, L7) District League

A Level 2 (L6, L7) District League operates under the jurisdiction of the District Association to provide competition for officially registered Recreational Teams.

2.4.1 A Level 2 (L6, L7) District League shall register with the District Association, and shall be subject to the Constitution of the District Association.

2.4.2 To maintain its affiliation in good standing, a League shall:

2.4.3 Hold its Annual General Meeting on or before December 31 of each year.

2.4.4 File a copy of its Constitution and a list of its Elected and Appointed Officers with the District Association within fourteen (14) days of its Annual General Meeting.

2.4.5 File a copy of its financial statement with the Association within fourteen (14) days after its Annual General Meeting.

1.1.5c Signed with a Notice to Reader prepared by a Public Accountant, Certified General Accountant or a Certified Management Accountant less than $100,000 but greater than or equal to $10,000.00.

1.1.5d Completed by the Treasurer or designate, if the Club's annual gross revenue is less than $10,000.