The following is our incredibly exciting constitution and bylaws to prove that we are a legitimate non-profit society in the province of British Columbia. If you’re interested in joining our lively membership, the following is our purpose and methodology.

CONSTITUTION

Article 1:  NAME

The name of the society is Friends with Wine Society

 Article 2: PURPOSES  

The purpose of this Society shall be:

  1. To increase awareness and understanding of wine through educational events.
  2. To organize wine related events.
  3. To educate in the language and culture of wine.
  4. To encourage the responsible, sensible, and informed consumption of fine wine.

Article 3: PLACE OF OPERATION

The operations of the Society are to be chiefly carried out in British Columbia. This provision is alterable.

Article 4: DISSOLUTION

On the dissolution of the Society, all assets belonging to the Society shall be placed in the care of the British Columbia Wine Appreciation Society. If that is not possible, the assets will be distributed to qualified wine related societies as the Board of Directors may designate. This article shall be unalterable.

BYLAWS

Membership, Dues, and Expenditures

a) Any person may become a Member on application and on payment of an annual fee to the Treasurer. The fee for full membership, to be levied from each Member annually, shall be determined by the Executive of the Society and set by motion at the Annual General Meeting. Members in good standing shall receive the newsletter of the Society. The fee for full membership shall be fully reviewed, with respect to the costs of operating the Society, by the Executive and recommendations of the fee shall be put forth to the membership at the Annual General Meeting every year.

b) Members may withdraw from the Society upon giving notice in writing to the President or Secretary.

c) A Member whose annual fees are in arrears automatically loses membership in the Society, and the Executive is empowered to expel any Member for unseemly conduct.

d) No person under the legal drinking age in British Columbia shall be admitted as a member.

e) The Executive, at an Annual General Meeting, may award an Honorary Membership to any member.

f) Voting Proxies are not allowed under any circumstances.

Annual Meeting

a) The Annual General Meeting of the Society shall be called in November each year by the President, at a time and place approved by the Executive. The public at large and Members shall be notified of the time and place of the Annual General Meeting at least twenty-four days prior to the meeting.

b) Five Members shall constitute a quorum at the Annual General Meeting, only those in good standing being entitled to vote.

Special Meetings

a) Regular meetings may be held by electronic communications, ie: e-mail, conference call, and computerized media.

b) Meetings of the Executive of the Society shall be held at any time and at any place at the discretion of the Executive. Officers of the Society shall be notified at least seven days prior to each such meeting.

c) Extra-special annual meetings of the Society may be held at any time or at any place, the time and place being approved of and decided upon by three quarters of paid Members presented as a petition.

Directors and Officers

a) The Officers of the Society shall consist of President, Vice-President, Secretary, Treasurer, and three Directors. These officers shall comprise the Executive with full powers to act on behalf of the Society within the bounds of the B.C. Societies Act and of this constitution and to appoint committees as necessary. Elections shall be held once a year at the Annual General Meeting with nominations closing 15 days prior to the Annual General meeting.

b) The office of President shall not be held by the same member for more than three consecutive terms.

c) The President, Vice-President, Secretary, Treasurer and three Directors shall be elected for two-year terms of office; election of the Secretary, Treasurer and one Director shall alternate in years with election of the three remaining Directors. Each shall remain in office for two Annual General Meetings or until a successor has been elected.

d) The Officers shall act without remuneration.

e) No elected officer can be held personally responsible or libel for actions of paid employees of the Society. Basic rights of Volunteers are to be protected within the B.C. Societies Act and Laws of Canada.

f) The Executive may and at any time, and from time to time, appoint a member as Director to fill a vacancy in the Directors.

g) All directors shall be required to complete the Licensee “Serving It Right” program in order to serve as a director. A new director has ninety days to complete the program or cease being a director.

Duties of the Officers shall be:

a) The President or designated alternate shall preside at all meetings and act ex-officio on all committees. He/she shall have primary responsibility for the program and arrangements of the Annual General Meeting.

b) The Secretary shall maintain a record of all meetings and act as a custodian of all Minute books and correspondence.

c) The Treasurer shall receive and disburse all funds, prepare the annual financial statement, file a copy of the same with the Registrar of Companies as required under the Societies Act. The Treasurer shall have the use and custody of the seal of the Society.

d) The other Officers of the Society shall assist with the conduct of the Society’s business as and when called upon.

e) The Executive shall have power to meet expenses required in the normal operation of the Society business. Such expenditures shall be subject to subsequent ratification of the auditor.

Bylaws

a)  On being admitted to membership, each member is entitled to, and the society must give the member without charge, a copy of the newsletter, financial statement and constitution/bylaws of the society.

Alterations

a) The bylaws may be altered or amended only at the Annual General Meeting of the Society by the approving vote of three-fourths of the Members present and in good standing. Such alterations must be made by notice of motion, which shall have been sent to the Secretary, and a copy of such been forwarded to Members at least 15 (fifteen) days prior to the Annual General Meeting.

Borrowing Powers

a) No Officers or group of Members shall be entitled to borrow money in the name of the Society without the prior consent of the Executive and three-fourths of the Members present and in good standing at the Annual General Meeting or a Special Annual Meeting.

Audit of Accounts

a) The accounts shall be audited by an honorary auditor appointed at the Annual General Meeting each year.

b) An auditor may be removed by ordinary resolution. An auditor must be promptly informed in writing of the auditor’s appointment or removal.

c) The auditor must not be a director or employee of the society.

d) The auditor is encouraged to attend annual general meetings.

Notices to Members

a) A notice must be given to a member, either personally or by email to the member’s registered address. A notice sent by email is deemed to have been given on the second day following the day on which the notice is posted, and in proving that notice has been given, is sufficient to prove a receipt of notice.