Amended May 24, 2025 

CONSTITUTION 

1. Name of Society: Victoria Masters Swim Club 

2. Mission Statement: To provide members of all abilities an opportunity to swim for fitness, recreation, and competition in a supportive and social environment that includes structured, professional, and attentive coaching. 

3. Victoria Masters Swim Club is a member-funded society. It is funded primarily by its members to carry on activities for the benefit of its members. On its liquidation or dissolution, this society may distribute its money and other property to its members. 

BYLAWS 

Article One – General 

1.1 These are the Bylaws of the Victoria Masters Swim Club (“the Club”) 

1.2 The Club shall be a Member of Masters Swimming Association of British Columbia and shall be subject to the published Bylaws, Rules & Regulations in declining order of authority of the following governing organizations: 

       1. Swimming Canada (“SNC”) 

       2. Swim BC 

       3. Masters Swimming Association of British Columbia (“MSABC”) 

Article Two – Meetings 

2.1 The Club must hold one Annual General Meeting of the membership annually, at a time and place determined by the Board of Directors. 

2.2 Each member of the Club will be notified of the Annual General Meeting by notice, at least 7 days prior to the meeting date. 

2.3 The order of business of the Annual General Meeting shall be: 

     a. Approval of Agenda 

     b. Approval of Minutes 

     c. Financial Report 

     d. Reports of Committees and Directors 

     e. New Business, Notices of Motions 

     f. Election of Directors

2.4 All motions presented to the membership will be carried by a majority of the votes cast. There shall be no proxy votes. 

2.5 The Club may hold any number of Special General Meetings required, or deemed appropriate by the Directors.

     a) A Special General Meeting of the Club: 

          i) may be called by the Board of Directors by its own motion, or 

          ii) shall be called by the Board of Directors upon receipt of a written request submitted to the Club by registered mail,             hand delivery, fax or e-mail, signed by members representing not less than ten per cent (10%) of the voting                                 membership, setting out the items of business to be conducted at the Special General Meeting

     b) The Special General Meeting shall be held within twenty-one (21) days of receipt of the  written request from the members. 

     c) Only the business set out in the notice to the Special General Meeting shall be considered. 

2.6 Business, other than the election of the chair of the meeting and the adjournment or termination of  the meeting, must not be transacted at a general meeting unless a quorum of voting members is present. 

2.7 The quorum for the transaction of business at a general meeting is 3 voting members or 10% of the voting members, whichever is greater. 

2.8 At a general meeting, voting must be by a show of hands, an oral vote or another method that  adequately discloses the intention of the voting members, except that if, before or after such a vote,  2 or more voting members request a secret ballot or a secret ballot is directed by the chair of the  meeting, voting must be by a secret ballot. 

2.9 The chair of a general meeting must announce the outcome of each vote and that outcome must be recorded in the minutes of the meeting. 

2.10 Voting by proxy is not permitted.

Article Three – Directors 

3.1 The Directors of the Club must be, at all times, members in good standing with the Club. The  positions on the Board of Directors are: 

     a. The Past President 

     b. President 

     c. Treasurer 

     d. Registrar 

     e. Secretary 

     f. Three (3) Directors at Large 

     g. Head Coach 

3.2 All Director positions up for election (see article 3.11) will be elected at each year’s AGM by the  majority of votes, with the exception of the Head Coach, who is selected by the Board of Directors, and contracted to the Club. 

3.3 Duties of Directors 

     a. The Past President shall ease the transition of duties between the current and past President. In addition he/she shall perform such other duties as may be assigned by the Board of Directors.  The Past President does not have voting rights at Directors’ Meetings. 

     b. The President shall preside at Directors’ Meetings and Annual General Meetings. The President will perform such other duties as are necessary to the proper conduct of the office. 

     c. The Treasurer shall maintain the financial books of the Club, including preparing financial statements and budgets, maintaining a bank account and making payments as required. 

     d. The Registrar shall maintain a register of swimmers, register swimmers with Swim BC, and collect annual fees from swimmers. 

     e. The Secretary shall keep the Club’s written records, issue notices of the meetings and keep minutes of all proceedings. 

     f. The Director(s) at Large may be assigned to serve on committees, or undertake special projects.

     g. The Head Coach shall report to the Board of Directors on matters relating to swimmers, practices, training, coaches       and any other matter deemed appropriate. 

3.4 The Directors shall meet at any time necessary to conduct business, so long as a quorum is present.  A quorum will be declared if a majority of the seven voting Directors are present. 

3.5 No Directors shall be paid for acting as a Director, but a Director shall be reimbursed for all expenses necessarily and reasonably incurred by him/her while engaged in the affairs of the Club. 

3.6 The Board of Directors may administer the affairs of the Club in all things and make or cause to be made for the Club any kind of contract, which the Club may legally enter into. 

3.7 The Board of Directors may enter into a contract for the purpose of hiring a coach. The Head Coach will serve as a non-voting Director. 

3.8 Any member of the Club may attend any Directors’ Meeting as an observer, subject to article 3.9. 

3.9 The Board of Directors may, at the President’s discretion, hold meetings, or parts of meetings as Board-only. For clarity, this right may also extend to excluding non-voting Board members from attending. 

3.10 If a Director becomes unable to serve as such, the Board of Directors may appoint an alternate to  fill her/his position until the next Annual General Meeting. 

3.11 The Directors’ terms of office are as follows: 

     a. Past President: 1 year, however may move to Member at Large 

     b. President: 2 years, 

     c. Treasurer: 2 years, 

     d. Registrar: 2 years

     e. Secretary: 2 years 

     f. Member(s) at Large: 1 year 

Article Four – Financial Reports and Assets 

4.1 The Board of Directors shall present a financial report at each Annual General Meeting. 4.2 The report shall be prepared by the Treasurer and must be reviewed by at least one other Director. 

4.3 In the event that the Club ceases to exist, all remaining assets, at the discretion of the Board of Directors, may be transferred to a like or similar organization or charity. 

Article Five – Membership 

5.1 Swimmers shall be deemed to be members in good standing of the Club in any given year upon submission of an application to the Club, full payment of the annual fee, and subsequent approval by the Board of Directors. 

5.2 The Directors may allow guests, visitors, and new members to train with the Club at their discretion. 

5.3 The Board of Directors may set a maximum number of members permitted to train with the Club at any given time. The maximum number of swimmers must be set before the start of the season, and will be voted on by members at the Annual General Meeting if modified from the previous year. 

5.4 Any conflicts arising between members should be managed through the Club’s Conflict Resolution Process. The Conflict Resolution Process must be made available to any member upon request. 

5.5 A member of the Club may be removed or suspended from the Club for any reason deemed necessary. The Board of Directors, in conjunction with the coaching staff, should ensure that the Club’s Conflict Resolution Process has been adhered to, as applicable and where possible before the removal or suspension of a swimmer is tabled for a vote. The removal or suspension must be voted on and passed by a majority of the Board of Directors. Upon removal or for the duration of a suspension, such individual will lose all rights and privileges attached to membership including any elected or appointed position as a director. 

5.6 Before the Board of Directors vote on whether to remove or suspend a member from the Club, the Board of Directors will provide the reason(s) to the member being considered for removal or suspension. The member will be given a reasonable opportunity to respond. 

5.7 A member is not in good standing if the member fails to pay the member’s annual fees, and the member is not in good standing for so long as those fees remain unpaid. 

5.8 A voting member who is not in good standing 

     (a) may not vote at a general meeting, and 

     (b) is deemed not to be a voting member for the purpose of consenting to a resolution of the voting members. 

5.9 Every member must uphold the Constitution and comply with these Bylaws. 

5.10 Every member must adhere to the Code of Conduct, and Lane Etiquette Guide, as applicable. The Board of Directors must retain the Code of Conduct, and Lane Etiquette Guide, as approved by the Board of Directors, and post these on the Club’s website. 

5.11 The Board of Directors may, at any time, issue any additional rules or policies in order to ensure the effective operation of the Club and its interests. Every member must adhere to any such rules or policies, as applicable. 

5.12 The Club’s annual fees shall be set by the Board of Directors and ratified by the membership at a General Meeting of the Club.

5.13 There are four (4) classes of Membership: 

     a) Active Members. Active Members, upon payment of annual membership fees to the Club, are permitted to regularly attend a full slate of scheduled practices. Active Members are accorded all of the rights and privileges of a Member under these bylaws as stated in section 5.14 below 

     b) Limited-access Pass Members. Limited-access Pass Members, upon payment of sessional membership fees to the Club (with multiple sessions available to the Limited Access Pass Member per annual season), are permitted limited access to scheduled practices. Limited-access Pass Members are accorded all of the rights and privileges of a member under these bylaws as stated in section 5.14 below. 

     c) Lifetime Members. Lifetime Members are occasionally visiting swimmers (i.e. non-active and non-Limited Access Pass Members) that are held in high esteem by the Club that are permitted to swim with the Club without paying any membership fees to the Club. Lifetime Members are appointed by the Board of Directors, and approved by Members at an Annual General Meeting. Lifetime Members are accorded all of the rights and privileges of a member under these bylaws as stated in section 5.14 below. 

     d) Affiliate Members. Affiliate Members are those who are registered with the appropriate provincial and/or national swimming sport organizations under the Club’s name but do not pay any membership fees to the Club and are therefore not permitted regular access to the Club’s schedule practice.  Affiliate Members may, however, attend the occasional practice as a visiting swimmer without paying any membership fees to the Club.  Affiliate Members are permitted all of the rights and privileges of a member under these bylaws as stated in section 5.14 below, with the exception of voting at general meetings. 

5.14 Members shall be accorded the following rights:   

     a) To swim at the Club’s coached practices, at the appointed time and place; 

     b) To be governed in accordance with the Club’s bylaws, Code of Conduct, and Lane Etiquette Guide; 

     c) To participate in Club sanctioned programs such as swim camps, special events, dryland training, and socials; 

     d) To compete in any sanctioned competition under the banner of “Victoria Masters Swim  Club”;

     e) To attend and vote, in accordance with the Bylaws, at all general meetings; 

     f) To participate in the Club’s Insurance Plan, as applicable. 

Article Six – Indemnity 

6.1 Members of the Board of Directors or other servants to the Club, their heirs, executors,  administrators and estate and effects respectively shall be indemnified and saved harmless at all  times by the Club against all costs, losses and expenses incurred by them respectively in or about the  discharge of their respective duties, except such as happens from their own respective wilful neglect  or default.