By-Laws of the Antigonish Golf & Country Club
The Club is incorporated by Chapter 125 of the Statutes of Nova Scotia, 1926, and shall be known as THE ANTIGONISH GOLF AND COUNTRY CLUB, hereafter referred to as the Club.
By-Law 1 Interpretation
1.01 In these By- Laws, words in the singular include the plural and words in the plural include the singular; words importing male persons include the female persons and words importing female persons include male persons.
1.02 All By- Laws, rules, terms of reference, and decisions by the Board of Directors (the Board), or actions or decisions of any other person in authority with respect to the activities of the Club, shall be in compliance with all laws of the Province of Nova Scotia. In particular, without limiting the generality of the foregoing, the activities of the Club shall be in compliance with the following Statutes of Nova Scotia: the Environment Act, the Human Rights Act, the Occupational Health and Safety Act, and the Labour Standards Code.
By-Law 2 Objectives
2.01 The objectives of the Club are:
- The promotion and encouragement of the game of golf.
- The establishment, maintenance, and operation of a golf and country club for the accommodation of members and their friends and to provide a club house and other conveniences, and generally to afford to members and their friends all the usual privileges, advantages, conveniences and accommodations of a recreation club.
By-Law 3 Board of Directors (the Board)
3.01 The government and management of all matters connected with the Club shall be vested in a Board, consisting of eight (8) to twelve (12) members to be elected each year at the Annual General Meeting, for a term of one year. Board members may be elected for a maximum of six consecutive terms, effective the Annual General Meeting following the 2022 golf season.
3.02 A member may rejoin the board after serving six consecutive one year terms by being off the board for a minimum period of one year.
3.03 The Board may fill any vacancy on the Board, during the year and determine the process to be used to fill the vacancy.
3.04 The Board of the club will also include the position of Past President. That position is not elected and non-voting, but will be filled by the member who was the President in the previous year and is no longer on the Board. The term of the Past President shall be for one year.
3.05 The Annual General Meeting shall elect a President, Women’s Division President, Vice-President, Secretary, Treasurer and the Chairs of the Standing Committees.
3.06 The President shall be the Chief Executive Officer of the Club. The President shall be an ex-officio member of all Standing Committees. In the absence of the President, the Vice-President shall perform the duties of the President.
3.07 Any Board member may be expelled for just cause by a two-thirds majority vote of the Board.
3.08 Executive – The Executive shall have as part of its function the arrangement of terms under which the General Manager, Course Superintendent and Business Manager are hired, and the supervision and review of their respective positions to be completed on a yearly basis.
3.09 The day-to-day governance and supervision of the Club, between Board meetings, shall be by the Executive. The Executive will be comprised of the President, Women’s Division President, Vice-President, Treasurer, and Secretary. All actions of the Executive will be in compliance with the Club’s By-Laws and Policies and will be reported to the Board at the next scheduled Board meeting for approval.
3.10 All members of the Executive Committee and the bookkeeper/accountant shall be signing officers. All financial transactions which require a signature must be signed by two signing officers.
3.11 The Board shall have the authority to borrow up to seventy thousand dollars (70,000) inclusive of the line of credit, without, the approval of the Membership.
3.12 The Secretary shall have the following duties:
- To keep a true record of all meetings of the Club and Board and ensure that all approved minutes of the Board are published on the Club’s web site.
- To notify members in a timely way of meetings of the Club in accordance with By-Laws.
- To preserve and keep on file all documents, records, reports and communications connected with the business of the Club, other than those, which fall under the jurisdiction of the Treasurer.
- To conduct all correspondence.
3.13 The Treasurer shall have oversight for all aspects of the financial management of the Club. The Treasurer shall work with the Executive Committee to safeguard the Club finances and ensure that financial oversight responsibilities are met. Staff, or any other contracted individual approved by the Board, may perform the work. Financial oversight will include:
- Ensuring that appropriate financial systems and controls are in place.
- Assist the Executive Committee, the General Manager, Business Manager and Course Superintendent with financial planning and budgeting.
- Financial reporting:
Prepare and present monthly reports on the Club’s financial position to the Board.
Prepare accounts for year-end and meet with the Certified Professional Accountant (CPA) as required.
Present the Club’s financial statements to the AGM.
- Banking, book and record keeping:
Oversee bank accounts.
Ensure the set up of appropriate systems for book keeping, payments, expenditures and petty cash, including the mandatory use of purchase orders for all expenditures.
Ensure that everyone handling money keeps proper records and documentation.
- Liaise with designated staff about financial matters.
In all of these areas, the Treasurer oversees, on behalf of the Board, that effective financial systems and procedures have been established and are being consistently followed and are in line with best practices and legal requirements.
By-Law 4 Meetings and Order of Business
4.01 All meetings of the Club shall be conducted pursuant to Roberts Rules of Order.
4.02 The Board shall make every effort to meet at least once a month. The Board shall decide the place and time of meetings. The President or Secretary will send out an agenda at least forty-eight hours prior to all regular meetings. All Board meetings will require a majority of Board members to form a quorum.
4.03 The Annual General Meeting of the Club shall be held on or before February 28 of each year. At such time the members will elect the Board for the ensuing year, shall appoint a Certified Professional Accountant (CPA) to perform a review engagement, approve the budget for the upcoming year, review and approve the review engagement report. If a Certified Professional Accountant (CPA) is not appointed at the AGM, the Board shall appoint a CPA for that fiscal year.
4.04 A Special Meeting of the Club shall be called by the President either when a majority of the Board deems it necessary or on receipt by the Secretary of a communication in writing and signed by at least
fifteen (15) voting members, stating a detailed reason and explanation for the meeting and a copy of the proposed motion. No other business can be added to the agenda. This meeting shall occur within twenty-one (21) days of receipt of the request.
4.05 Notice of this Special Meeting of the Club shall be given to members at least one week before the date of the meeting, together with the proposed motion. The notice of meeting will be distributed electronically and will also be posted manually at the golf course. Any accidental omission to give notice to any member shall not invalidate any resolution passed at any meeting.
4.06 All General and Special meetings of the Club, shall require a minimum of forty (40) voting members, to constitute a quorum.
4.07 Meetings may be held virtually as determined by the Board.
By-Law 5 Administration
5.01 The General Manager, the Superintendent and Business Manager shall, at all times abide by and comply, with the By-Law’s and Policies of the Club including the budget approved at the Annual General Meeting.
5.02 The day-to-day operation of the Club and the management and enforcement of these By-Laws, and any Policies of the Club shall be under the supervision of the General Manager at the direction of the Board.
By-Law 6 Membership
6.01 The membership classifications of the Club shall be set out in the membership policies of the Club.
6.02 Junior members are those as defined by the Nova Scotia Golf Association.
6.03 The Board, by unanimous vote may elect special members. Such membership shall include Honorary Membership and Lifetime Membership for members who have provided outstanding service and commitment to the Club.
By-Law 7 Player Conduct & Restorative Practices
7.01 The General Manager or their designate has the power to order the removal of any person from the premises for the remainder of the playing day if that person’s conduct while on the premises is improper, unbecoming or likely to endanger the welfare of the Club or its members. The General Manager will report his action to the Board and the reasons for doing so, at the next board meeting
7.02 The General Manager has the power to suspend a member or other person entitled to use the club, for conduct while on the club premises which is considered to be improper, unbecoming or likely to endanger a person on the club premises, for a period of up to five days (5). The General Manager will immediately notify the President or Alternate of any suspensions.
7.03 The General Manager may, if a club member is involved, also refer any such suspension to the Board for further action, by filing a request with the Board. Upon such a request the Board shall convene a special meeting of the Board to deal with the matter. The member shall be given notice of the meeting and be entitled to be heard and present evidence.
7.04 At the special meeting the Board may vote by not less than three-fourths of the total Board, to impose a further suspension or other penalty on the member. Any such suspension shall not exceed one year. The decision of the Board is final and By-Law 4.04 cannot be utilized to overturn this decision.
By-Law 8 Annual Dues
8.01 Annual Dues and Green Fees shall be recommended by the Board and presented to the membership at the Annual General Meeting for approval.
8.02 Members shall not play before they have paid their annual dues in full or have made arrangements to enrol in a payment plan as approved by the Board. The Board shall determine and make arrangements for a payment plan for annual dues from time to time.
8.03 A proportionate rebate may be refunded if members are forced to leave the area for employment. The same consideration shall be given for members who cannot play, because of serious injury or illness, with appropriate medical documentation. Each case will be reviewed individually on its own merit following the approved Policy of the Board.
By- Law 9 Financial Year
The Financial year of the Club shall begin on the first day of November and end on the last day of October in the succeeding year.
By – Law 10 The Standing Committees:
The Chair of each standing committee shall be a member of the Board. Every attempt shall be made to ensure that every committee has a minimum of two members, with the Women’s Division represented on all standing committees. Standing Committee Chairs may confer with the General Manager, Superintendent and Business Manager as needed. The Board may establish other committees, as it deems necessary or expedient.
10.01 Match Committee – The Match Committee shall have responsibility to regulate and control all approved Club matches and competitions and to award prizes. It shall determine and alter from time to time, the handicaps of members. It shall select all Club teams. It shall make, amend and enforce local rules, and interpret and apply the same, as well as the Rules of Golf. It shall also be responsible for the care and upkeep of trophies and the updating of trophies annually. The Chair of the Match Committee shall act as Captain of the Club and have charge of the golf course during all competitions. The Chair’s decision as to any questions arising during a Club match shall be final.
10.02 Clubhouse Committee – This Committee will oversee the operations of the Clubhouse, including the kitchen and bar.
10.03 Greens and Fairways Committee – The Greens and Fairways Committee shall oversee the golf course grounds and all approved matters relating to the maintenance and improvement of the golf course grounds.
10.04 Junior Committee – The Junior Committee will be responsible for the Club’s Junior Program, including tournaments and regulation of the game of golf for the Junior Membership, subject to approval of the Board. The Junior Chair may appoint members or other volunteers to assist the committee.
10.05 Women’s Committee – The Women’s Committee shall have as its function to ensure that the point of view and concerns of the women members of the course are considered and addressed by the Board and the other standing committees of the Board. The chair of the Women’s Committee shall be called the Women’s President.
10.06 The Standing Committees of the Board shall attempt to meet at least once a month during the playing season. The transactions of all Committees shall be reported to the Board at the first meeting thereafter for final approval.
By – Law 11 Nominating Committee
11.01 The Board shall appoint a Nominating Committee on or before October 1 of each year. The Nominating committee shall consist of a minimum of three members, two of whom shall be non-Board members.
(a) The Nominating Committee shall submit to the Board a list of all nominees for each position on or before December 1 of each year.
(b) At least 30 days prior to the Annual General Meeting this list of candidates for each position for the Board shall be communicated to all members by the Board.
By-Law 12 Rules of Golf
The Rules of Golf as adopted by Golf Canada shall govern all golf played at the Club, except insofar as the same may be modified by local rules adopted by the Board.
By-Law 13 General
13.01 Employees of the Club shall not have voting privileges, unless they paid a full membership.
13.02 The Club shall not be responsible for the loss of property of members or their guests, and green fee members or for any damage or injury sustained by them or their property in or about the Club premises.
By-Law 14 Rights and Privileges of Members and Guests
14.01 All members in good standing of the Club shall have all the rights and privileges of the Club, except as specified in other sections of the By- Laws.
14.02 Only fully paid Adult Members, Intermediate Members and Student Members aged nineteen (19) and over shall be entitled to take part in the management of the Club, call a special meeting, and attend meetings.
14.03 Junior members shall not be entitled to take part in the management of the Club or vote on motions. The General Manager as directed by the Board shall enforce the hours of play of junior members. Notwithstanding, the above juniors may compete in the Club Championship.
By-Law 15 Complaints
All complaints must be made in writing to the Secretary and be signed by the member registering the complaint. The Secretary shall submit all complaints to the Board whose decision or action thereon shall be final.
By-Law 16 Amendment of By-Laws
These By-Laws may be amended, repealed, altered or added to, by a minimum of two-thirds vote of the members present at any Annual Meeting or at any Special Meeting called for that purpose. Notice, in writing, of any change in these By-Laws to be proposed at any Annual General or Special Meeting must be left with the Secretary at least three weeks before such meeting. The Secretary shall cause any such notice to be advertised at least two weeks prior to the meeting.
By-Law 17 Applicability of By-Laws (By-Law 16)
These By-Laws have been passed at a duly called meeting of the Club on June 20, 2022 and shall be deemed to repeal all previous By-Laws of this Club.