HANG GLIDING & PARAGLIDING ASSOCIATION
OF ATLANTIC CANADA
BY-LAWS
1999
1 INTRODUCTION
The Hang Gliding & Paragliding Association of Atlantic
Canada (HPAAC), formerly known as the Hang Gliding Association
of Newfoundland (HPAN) was founded as a not for profit,
volunteer organization registered with the Registry of Joint
Stocks in St. Johns, Newfoundland on December 19, 1979.
On May 17, 1998 the name was changed to the Hang Gliding & Paragliding
Association of Atlantic Canada to recognize the participation
of pilots from the four Atlantic provinces.
This set of By-Laws is intended to provide operating guidelines
for the Hang Gliding & Paragliding Association of Atlantic
Canada, it's Officers and Directors with a clear understanding
of the following:
- roles and responsibilities
- lines of communication
- policy and procedure.
Questions regarding interpretation of the contents of this
document should be directed to the President of the Hang
Gliding & Paragliding Association of Atlantic Canada.
These Bylaws will be updated as necessary. Any comments,
suggestions, or criticisms will be welcomed and should be
sent in writing to the President of the Hang Gliding & Paragliding
Association of Atlantic Canada.
The official agent for the HPAAC is the President of the
Association.
The Hang Gliding & Paragliding Association of Atlantic
Canada is the Atlantic Region chapter of the Hang Gliding
and Paragliding Association of Canada.
2 MANDATE
The aim of the Hang Gliding & Paragliding Association
of Atlantic Canada is to promote the safe enjoyment of the
sports of hang gliding and paragliding, to promote public
awareness of these sports in Atlantic Canada, and to promote
the achievement of excellence through responsible participation
in these sports.
MISSION STATEMENT
The mission of the Hang Gliding & Paragliding Association
of Atlantic Canada is to:
- Promote the safe enjoyment of hang gliding and
paragliding in Atlantic Canada by:
- ensuring that certified instructors are available
and thus
- ensuring certified testing for the rating of Atlantic
Canada pilots is provided
- identifying safe, controlled flying sites
- Promote a good public awareness of hang gliding
and paragliding in Atlantic Canada.
- Promote hang gliding and paragliding through public
awareness shows and demonstrations
- Promote a respect amongst the membership for the
landowners rights and wishes.
- Promote excellence in the sport by:
- providing programs which promote pilot development
and skill growth.
3 MEMBERSHIP
3.1 Eligibility for Membership
Membership in the Hang Gliding & Paragliding Association
of Atlantic Canada is open to any individual provided they
uphold the rules of the Hang Gliding & Paragliding Association
of Atlantic Canada and pay the prescribed fees by the established
date.
3.2 Members
There shall be three membership categories for the Hang
Gliding & Paragliding Association of Atlantic Canada.
Full Member
A full member is a currently paid up member of the Hang
Gliding and Paragliding Association of Canada. Full membership
includes
- use of all Hang Gliding & Paragliding Association
of Atlantic Canada controlled sites and equipment
- eligibility to hold Hang Gliding & Paragliding
Association of Atlantic Canada Executive office
- voting rights
- includes subscription to all Hang Gliding & Paragliding
Association of Atlantic Canada publications.
Associate Member
- A student who while under instruction is not required
to be a member of the HPAC for insurance purposes. A student
wishing to use HPAAC flying sites must be under instruction
at the time of use.
- An interested supporter who wishes to contribute
to the affairs of the HPAAC.
Associate membership includes
- limited use of Hang Gliding & Paragliding Association
of Atlantic Canada controlled sites and equipment (with
a certified instructor and a full Hang Gliding & Paragliding
Association of Atlantic Canada member providing direct
supervision for the insurance policy to be in effect)
- subscription to the Atlantic Inflight newsletter
Honorary Member
The Hang Gliding & Paragliding Association of Atlantic
Canada Executive shall accept nominations for "honorary" membership
for any individual having made a significant contribution
to the development of the sports of hang gliding and paragliding
in Atlantic Canada. The entitlements of any such appointment
shall be determined by the Executive on an individual basis
and shall include but not be limited to the following:
- no associate membership fee shall be required
- subscription
to the Atlantic Inflight newsletter
- entitlement of honorary membership will be reviewed
by Executive after three years
- entitlement to vote at AGM
A permanent record of "honorary" members shall
be maintained by the Association.
3.3 Approval of Membership
New members of the Hang Gliding & Paragliding Association
of Atlantic Canada shall be approved as follows:
- Complete applications for membership, shall
be submitted in writing to the Secretary or Executive
or Executive appointee.
- The Hang Gliding & Paragliding Association
of Atlantic Canada Executive reserves the right to reject,
accept, or revoke any individual application for membership.
3.4 Responsibilities of Membership
Members shall abide by the Hang Gliding & Paragliding
Association of Atlantic Canada By-Laws, rules and policies
and procedures, as well as adhering to current Transport
Canada regulations.
Each member shall pay any/all prescribed fees, dues or indebtedness,
as established by the Executive.
3.5 Removal of Membership
The Hang Gliding & Paragliding Association of Atlantic
Canada Executive shall have the power to expel or suspend
any member from the Association whose conduct shall have
been deemed, by the Executive, to be improper, unbecoming
or likely to endanger the interests or reputation of hang
gliding or paragliding or who willfully commits a breach
of the By-Laws.
The Executive (through the Safety Officer) may, after issuing
a warning, declare that the member shall stand suspended
or expelled from the Association from the date stated in
the resolution of the Executive meeting.
Any member who withdraws or is expelled from the Association,
shall forthwith forfeit all rights arising from or associated
with membership in the Hang Gliding & Paragliding Association
of Atlantic Canada.
Upon failure of any member to pay any fees, dues, subscriptions
or indebtedness, the Hang Gliding & Paragliding Association
of Atlantic Canada may cause the name of said member to
be removed from the membership roles.
Said member may be reinstated to the membership upon such
evidence as the Hang Gliding & Paragliding Association
of Atlantic Canada Executive may consider necessary and/or
acceptable.
All expelled or suspended members have the right to appeal
any expulsion or suspension order, and may appear before
the Executive to state their case and the reasons for their
actions. The Executive may choose to reinstate the member
in question. During the appeal process, said member shall
stand suspended from participation in all Hang Gliding & Paragliding
Association of Atlantic Canada activities.
3.6 Membership Fees
Membership fees for each membership category, including
a "pro-rating" schedule, will be established by
the Executive at the AGM of any given year to be in effect
for the upcoming season. Membership fees are required in
order to be a member of HPAAC. In order to be a Full Member
of HPAAC, membership in HPAC must be current.
Any member in good standing with the HPAC shall be considered
to be a member in Full of the HPAAC . His/her membership
dues will be paid by the HPAC so long as the policy of transfer
of membership funds is upheld by either/or/ or both the
HPAC and the HPAAC.
4 EXECUTIVE OFFICERS
The executive officers of the HPAAC shall consist of
- President
- Vice President
- Treasurer
- Secretary
- Safety Officer
- Newsletter Editor
The office of Secretary and Treasurer may be combined.
The office of either Secretary or Treasurer may be combined
with the Vice President but not both. Safety Officer and
Newsletter Editor may be combined with other positions as
well. Only full members shall be eligible for appointment
to the offices of President, Vice-President, Secretary,
Treasurer, Safety Officer and Newsletter Editor.
4.1 The President
As the Chief Executive Officer of the Hang Gliding & Paragliding
Association of Atlantic Canada, the President shall be directly
responsible to the membership to provide leadership in the
areas of policy, planning, implementation and administration.
The President shall be a member of the Association and shall
be elected annually.
4.2 The Vice-President
The Vice-President is responsible for assisting the President
in the discharge of his duties as may be required and in
his absence to exercise his powers and duties. The Vice-President
shall be elected annually.
4.3 The Secretary
The Secretary shall have charge of the minutes of the Association
and shall attend all sessions the Board of Directors and
or the members and record all facts and minutes of all proceedings
in the book kept for that purpose. He shall give or cause
to be given all notices of meetings of the Association or
of the Board of Directors or committees of the Association
w;-en directed or as authorized by this by-law so to do.
He shall be custodian. of the seal of the Association, of
any/ and of the books, papers' records, correspondence,
contracts and other documents belonging to the Association
which he shall deliver only when authorized by resolution
of the Board of Directors or by the President to such person
as they or he shall direct. He shall keep a correct list
of the members of the Association and of their addresses.
The books and records shall be kept in the principal office
of the Association and shall be open to the inspection of
any member of the Board of Directors on reasonable notice.
The Secretary shall perform such other duties as the terms
of his engagement call for or the Board of Directors may
from time to time require of him. The Secretary shall be
elected by the active membership of the Association.
4.4 The Treasurer
The Treasurer is responsible for designing, implementing
and monitoring financial plans and programs for the Hang
Gliding & Paragliding Association of Atlantic Canada.
The Treasurer shall be a member of the Executive and elected
biannually. The Treasurer shall be the custodian of the
funds of the Association. and shall keep full and accurate
accounts of all receipts and disbursements of the Association.
He shall cause to be deposited with a chartered bank to
the credit of the Association ail monies received. He shall
disburse the funds of the Association under the directions
of the Board of Directors and shall render to the Board
of Directors whenever required of him an account of all
his transactions as Treasurer and of the financial position
of the Association. He shall hold safe against loss from
any cause such bonds, debentures or other valuable papers
as may come into the possession of the Association.
4.5 The Safety Officer
The Safety Officer is responsible for recording all accidents/incidents
which occur at HPAAC flying sites. The Safety Officer shall
analyze accidents/incidents and report back to the general
membership with analysis and safety recommendations on a
regular basis. The Safety Officer will file all accident/incident
reports with HPAC.
4.6 Newsletter Editor
The Newsletter Editor is responsible for putting out Atlantic
Insight the "official" newsletter of the Hang
Gliding & Paragliding Association of Atlantic Canada
on a regular basis.
5 BANKING AND FINANCIAL ARRANGEMENTS
5.1 Bank Account
The bank account of the Association shall be kept at such
bank or banks as the Board of Directors may choose.
All funds or securities of the Hang Gliding & Paragliding
Association of Atlantic Canada shall be deposited in such
bank, or banks, or other institutions legally carrying on
services similar to a bank, as the Executive may from time
to time direct.
5.2 Responsibility
All matters pertaining to the finances of the Hang Gliding & Paragliding
Association of Atlantic Canada come under the direct supervision
of the Treasurer, who is responsible to report regularly
to the President and Executive.
5.3 Fiscal Year
The Hang Gliding & Paragliding Association of Atlantic
Canada fiscal year shall begin January 1 and end December
31 of the same year.
5.4 Signing Authority
Signing authority for disbursement of funds required to
carry on the business of the Hang Gliding & Paragliding
Association of Atlantic Canada shall reside with any two
of the following individuals: the Treasurer and President
and when the President is unavailable the Vice-President
will sign on behalf of the President.
The Treasurer is authorized to make all deposits on behalf
of, and in the name of, the Hang Gliding & Paragliding
Association of Atlantic Canada, and to take receipt of bank
statements and paid vouchers.
5.5 Budget Process
The Hang Gliding & Paragliding Association of Atlantic
Canada operates on an annual budget approved by the Executive.
Since the Hang Gliding & Paragliding Association of
Atlantic Canada is a non-profit corporation it is not desirable
to budget for a profit, however, neither is it acceptable
to budget for a loss. The budget is, therefore, intended
to adequately fund the Hang Gliding & Paragliding Association
of Atlantic Canada programs so they can function on an ongoing
basis, in both the short and long term, within the realities
of projected revenues.
5.6 Financial Controls
The Executive shall, immediately following the election
of officers each year, appoint a Treasurer to sign cheques
and other banking documents pertinent to Hang Gliding & Paragliding
Association of Atlantic Canada. The signatures of two (2)
officers are required on every document.
The President shall have record of all budgets and expenditures.
She/he shall not approve any expenditures in excess of budgeted
amounts, or for unbudgeted items.
Authority to commit funds for expenditures, not within the
final budget, rests with the Executive, or their duly appointed
representatives, and then only on specific terms.
The Executive may commit funds for expenditures not within
the final budget, for immediate or emergency needs only,
up to the amount of five hundred dollars ($500).
The Treasurer may suspend any or all program activity pending
a meeting of the Executive if anticipated revenues are not
forthcoming and cannot be guaranteed in advance of project
implementation.
The Treasurer may not approve any expenditures or reassignment
of funds within the final budget for functions not included
in budget considerations previously approved by the Executive.
No advance payment for budgeted items may be made without
the approval of the Executive. Any advances must be requested
in writing.
Cheques should be originated (be proposed) by the Treasurer,
who shall keep a record of all budgets and expenditures.
No expenditures shall be made which have not been approved.
5.7 Audit
An auditor may be appointed every year by the members at
the annual general meeting. It shall be the duty of the
auditor to audit the books, vouchers and accounts of the
Association to certify to the correctness of the balance
sheet, to examine the securities in the possession of the
Treasurer, and to certify as to the reasonableness of the
valuation at which the assets of the Association are carried.
The remuneration of the auditor shall be fixed by the Board
of Directors. The Board of Directors may fill any casual
vacancy in the office of the auditor.
6 MEETINGS
6.1 Executive Committee
With the exception of Executive Members, attendance at Executive
meetings will be by invitation only.
The Executive shall meet at such times and places as may
be necessary. Meetings may be held using electronic communication.
Any member of the Executive has the right to call an Executive
meeting.
A quorum of the Executive shall be three (3)
6.2 Annual General Meeting
There will be a Hang Gliding & Paragliding Association
of Atlantic Canada Annual General Meeting, the date having
been set at the previous AGM.
All bonafide full members of the Hang Gliding & Paragliding
Association of Atlantic Canada are eligible to vote at the
Annual General Meeting.
Notice of the Annual General Meeting stating the place,
date, time and business to be transacted shall be forwarded
by the Secretary to all members at a reasonable time prior
to the meeting.
Any proposed changes to the By Laws of the Association shall
accompany the written notice of the Annual General Meeting.
Accidental omission to give notice of any meeting to any
member shall not invalidate any resolution or By-Law, or
any proceeding taken at such meeting.
The order of business at the Annual General Meeting shall
be as follows:
- Roll Call of Officers
- Adoption of Minutes
- Business arising from Minutes
- President's Report
- Reports of Executive Officers
- Election of Officers
- Resolution and By-Laws Amendments
- New Business
- Installation of Executive Officers
- Adjournment
Nominations for Executive Officers will be accepted from
the floor at the Annual General Meeting.
6.3 Special General Meeting
A Special General Meeting may be called at any time by the
Executive, or upon receipt of a written requisition from
members representing at least one third (1/3) of the eligible
voting members. Upon receipt of such requisition, the Secretary
shall call a Special General Meeting by written notice forwarded
to the members of the Hang Gliding & Paragliding Association
of Atlantic Canada. Such notice shall indicate the business
to be transacted as outlined in the written requisition
received from the members requesting the meeting, or as
directed by the Executive. Such notice shall also state
the date, time and location of the meeting and shall be
received by members ad reasonable time in advance of the
stated meeting. Such meetings may occur electronically.
6.4 Notice
No public notice or advertisement of any annual general
meeting or special general meeting shall be required, nor
shall it be necessary to send to the members any reports,
statement or balance sheet, but verbal or written notice
of the time and place of every such meeting shall be given
to each member at least three days before the time fixed
for the holding of such meeting. Notice of a special general
meeting shall include the business which is to be transacted
at such meeting.
Whenever, under the provisions of the by-laws, notice is
required to be given/ such notice may be given verbally
or in, writing, either personally or by depositing same
in a post office or public letter box in a postpaid, sealed
envelope addressed to the member, director, or officer at
his address as the same appears on the books of the Association.
6.5 Quorums
A quorum to conduct business, at all Annual General Meetings
or Special meetings of the Hang Gliding Association of Atlantic
Canada shall be three of the Executive plus three members
with the President having the deciding vote.
6.6 Voting
All voting shall be done by a show of hands, except for
the election of Executive Officers, unless one member requests
a secret ballot. Votes shall be counted by the President
and verified by the Secretary.
The election of Executive Officers shall be done by secret
ballot.
All voting shall be by simple majority unless otherwise
provided for by the By-Laws.
The President shall not normally be entitled to vote, except
in the event of a tie when the President shall cast the
deciding vote.
A motion/resolution shall be passed when two thirds (2/3)
of those present vote in favour of it.
An amendment to By-Laws shall be passed when three quarters
(3/4) of those present vote in favour of it.
6.7 Rules of Order
Roberts Rules of Order shall be the official rules of order
for all meetings of the Hang Gliding & Paragliding Association
of Atlantic Canada.
6.8 Election of Officers
Election of Executive Officers shall take place at the Annual
General Meeting.
Both existing and incoming officers and representatives
may vote for Executive Officers.
Executive Officers may vote for themselves.
The change of Executive Officers shall take place as the
last item of business at the Annual General Meeting.
To be elected/appointed to any position on the Hang Gliding & Paragliding
Association of Atlantic Canada Council/Executive, an individual
must be a member in good standing of the Association.
7 INJURIES/LIABILITIES/ASSETS
7.1 Injuries
Neither the Hang Gliding & Paragliding Association of
Atlantic Canada, it's Officers, Directors, Representatives,
Committee, Chairpersons, nor members shall be held responsible
for injuries sustained by any person/pilot at any Hang Gliding & Paragliding
Association of Atlantic Canada event.
The Hang Gliding & Paragliding Association of Atlantic
Canada will endeavor to assure that all safety precautions
are followed at Hang Gliding & Paragliding Association
of Atlantic Canada events/activities. The Hang Gliding & Paragliding
Association of Atlantic Canada will support the use of safety
equipment (i.e. helmets, parachutes, etc.) and will adhere
to the rules and regulations as set out by the Hang Gliding
and Paragliding Association of Canada.
7.2 Liabilities
No director or officer for the time being of the Hang Gliding & Paragliding
Association of Atlantic Canada shall be liable for the acts,
receipts, neglects or defaults of any other director, officer,
or employee or for joining in any receipt or act for conformity
or for any loss, damage or expense sustained by the Hang
Gliding & Paragliding Association of Atlantic Canada
through the insufficiency or deficiency of title to any
property acquired by the Hang Gliding & Paragliding
Association of Atlantic Canada or for or on behalf of the
Hang Gliding & Paragliding Association of Atlantic Canada
or for the insufficiency or deficiency of any security in
or upon which any of the moneys of the Hang Gliding & Paragliding
Association of Atlantic Canada shall be placed out or invested
or for any loss or damage arising from the bankruptcy, insolvency
or tortuous act of any person including any person with
whom any moneys, securities or effects of the Hang Gliding & Paragliding
Association of Atlantic Canada may be lodged or deposited,
or for any loss, conversion, misapplication or misappropriation
of or damage resulting from any dealing with any moneys,
securities or other assets belonging to the Hang Gliding & Paragliding
Association of Atlantic Canada or for any other loss, damage
or misfortune whatsoever which may occur in the course of
the execution of the duties of his respective office or
trust or in relation thereto unless the same shall be occasioned
as a consequence of his own wrongful and willful act, neglect
or default.
Every person in his capacity as a director, officer, employee,
or agent of the Hang Gliding & Paragliding Association
of Atlantic Canada and every person who has undertaken or
is about to undertake any liability on behalf of the Hang
Gliding & Paragliding Association of Atlantic Canada
and his executors, administrators, estate, heirs and assigns
shall, from time to time and without unreasonable delay,
be respectively indemnified and saved harmless out of the
funds of the Hang Gliding & Paragliding Association
of Atlantic Canada from and against:
- All costs, charges and expenses whatsoever which
he sustains or incurs in any action, suit or proceeding
which is commenced against him in respect of any act,
deed, matter or thing whatsoever made, done or permitted
by him in the executive of the duties of his office, employment
or agency or in respect of any such liability; and
- All other costs, charges and expenses which
he sustains or incurs in relation to the affairs of the
Association, except such costs, charges or expenses as
are occasioned by his own willful act, neglect or default.
7.3 Property/Assets
The Hang Gliding & Paragliding Association of Atlantic
Canada shall maintain a current inventory of Association
assets/property which shall be reviewed annually by the
Hang Gliding & Paragliding Association of Atlantic Canada
Executive.
The Hang Gliding & Paragliding Association of Atlantic
Canada shall carry adequate replacement insurance coverage
for the aforesaid property/assets.
8 AMENDMENTS
8.1 By-Laws
The By-Laws may only be amended by the Hang Gliding & Paragliding
Association of Atlantic Canada Executive at the Annual General
Meeting or at regular meetings of that body. A copy of proposed
amendments must be circulated in advance of the meeting
where they will be considered, with the notice and agenda
for said meeting. An amendment to the By-Laws will not be
valid unless approved by seventy five (75) percent of the
members present at such meeting.
When the Hang Gliding & Paragliding Association of Atlantic
Canada Executive deems it to be in the best interest of
the Hang Gliding & Paragliding Association of Atlantic
Canada, exceptions may be made to the Policies and Procedures
herein for specified time periods.
8.2 Policy and Procedures
The Executive Committee is responsible for reviewing the
Policy and Procedure Manual and maintain currency with the
Hang Gliding & Paragliding Association of Atlantic Canada
operating procedure. Specifically:
- Review the current Policy and Procedure Manual
and make amendments where needed.
- Review current Hang Gliding & Paragliding
Association of Atlantic Canada operating standards and
recommend inclusion into the Policy and Procedure Manual
where needed.
9 SITE MANAGEMENT
The Executive Committee is responsible for all matters dealing
with Hang Gliding & Paragliding Association of Atlantic
Canada approved flying sites. These responsibilities include
but are not limited to maintaining a liaison with all site
owners, physical site maintenance and finding and developing
new sites.
10 NEWSLETTER / PILOT HANDBOOK
The Executive is charged with the responsibility of providing
publications designed to communicate to the Hang Gliding & Paragliding
Association of Atlantic Canada membership, news, information,
and other items of interest, to keep the hang gliding community
informed of Hang Gliding & Paragliding Association of
Atlantic Canada programs, competition activities and services.
11 FUND RAISING
The Executive of the Hang Gliding & Paragliding Association
of Atlantic Canada is responsible for raising discretionary
revenue to assist in the general operation of the Association.
Discretionary funds are raised through the sale of T-shirts,
jackets, pins, etc. and through funds raised at Bingo's.
12 RECOGNITION
It is the policy of the Hang Gliding & Paragliding Association
of Atlantic Canada to recognize and acknowledge outstanding
achievement in both its athletes and volunteers. Recognition
will be given in four main areas:
- Safety Award
- Pilot Achievement
- Volunteer Contribution
- Special Situations
13 DISSOLUTION
In the event of the Hang Gliding & Paragliding Association
of Atlantic Canada being dissolved, the monies and assets
of the Association shall be dispersed amongst the member
clubs in direct proportion to the fees/assessments paid
by each club.
