(referred to in this document as “The Club”)
Initially adopted at inaugural AGM, 30 January 2005. Changes approved at the AGM of 29 January 2006. Sections in italics indicate changes approved at the AGM of 27 January 2013. Changes approved at the AGM of 23 January 2022. Changes to quorum made 2024 AGM of 19 Jan 2025.
- The Club shall be known as Bytown Walkers Club de marche, and shall operate as a not-for-profit organization with its headquarters in Ottawa, Ontario.
2. The Club exists to provide an affiliation for competitive walkers in the Ottawa area, and to hold activities designed to promote fitness walking and competitive walking. To further these objectives, the Club shall maintain a club membership with Athletics Ontario (AO). Club members must become individual members of AO, choosing from the available membership options at their own discretion.
3. The membership shall consist of regular and student members and electronic (e)-members and is open to both residents and non-residents of the Ottawa area upon payment of the membership fee approved each year.
The Club Board of Directors may name Guest and Honorary Members. A Guest Member is appointed for the current membership year in order to further club objectives. An Honorary Member is named sine die as a recognition of outstanding contributions to the Club or to the sport of walking.
4. The Club’s affairs shall be conducted, from the adjournment of one Annual General Meeting to the adjournment of the next, by a Board of Directors, consisting of the following positions: President, Registrar, Treasurer, Technical Director, and up to three Directors at Large, who may be assigned specific tasks by majority vote of the Board. The President, Registrar, Treasurer and Technical Director are known as the Executive.
The Executive is empowered to conduct Club business in the event, that it is impractical to wait for a decision to the next Board of Directors meeting. When this is done, decisions shall be recorded in the minutes of the next Board of Directors meeting. The Club’s signing officers shall be named from the Executive.
5. (a) With the exception of the Technical Director, all Board of Directors positions are elected at the Annual General Meeting (AGM),and serve until the end of the AGM two years after their election. Elections shall be held each year, with the positions of President, Treasurer, and one Director at Large elected in one year, and the positions of Registrar and any other Directors at Large in the following year.
(b) Nominations for Board of Directors positions shall be submitted to the Executive, no later than 14 days prior to the AGM. Nominations shall then be circulated to all members no later than seven days prior to the AGM. Nominations from the floor of the AGM may be made only if no nominations have been received under the terms of this section.
(c) Membership on the Board shall be limited to three consecutive terms. Board membership may not be resumed for one Club year following the expiry of a third consecutive term. If the need arises to fill a vacancy between elections, this one-year period may be waived by a two-thirds majority of a Special General Meeting.
6. The Technical Director is appointed by the Board of Directors at its first meeting, which shall normally immediately follow the Annual General Meeting (AGM). At the AGM, the outgoing Board of Directors shall present a motion recommending a Technical Director to serve until the adjournment of the next AGM. The result of this motion is submitted to, but is not binding upon, the incoming Board of Directors. The Technical Director position can be made up of one or more members of the coaching team.
7. The Board of Directors is responsible for the conduct of all regular Club business. This includes, but is not limited to, developing Task Descriptions for Board Members, developing Club By-laws and Operating Procedures, setting membership fees, maintaining accurate records of Club business and finances, and determining Club activities consistent with its objectives.
8. (a) The Board of Directors shall normally meet monthly, but must meet at least six times yearly. Meetings are normally held during the weekend, including Friday evening, that begins with the first Friday of each month.
(b) Should a vacancy occur on the Board of Directors, the remaining members may appoint a replacement member. Should the number of replacements in any one year exceed two Executive members, or three Board members in total, a Special General Meeting shall be called to confirm all remaining members and fill vacancies by election.
9. The Club’s membership and financial year shall be from 1 January to 31 December.
10. The Club shall hold one Annual General Meeting (AGM) per year and may hold Special General Meetings at any time except during a period of 30 days before or after the AGM. The quorum for all General Meetings shall be one-third (1/3) of all regular members.
11. A Special General Meeting may be called by the Board of Directors, or by the membership by written notice presented to the Board of Directors at least two weeks before the proposed date of the meeting. The number of signatories to that written notice shall equal the number of members in good standing required for a quorum. The written notice shall include the proposed agenda, which shall be circulated to the membership no later than seven days before the proposed date of the meeting. The Board of Directors shall confirm the meeting on the date proposed whenever possible.
12. (a) The Annual General Meeting (AGM) shall be held in the City of Ottawa on a date between 01 November and 31 January. The date is to be decided by the Board of Directors, and to be announced to the membership at least 60 days in advance.
13. (b) The AGM agenda, election information, and motions proposing changes to the Constitution, By-Laws, Operating Procedures or other club activities, shall be in the hands of the membership no less than 30 days before the date of the meeting. Regular, e-members (when in virtual attendance) and Student members may vote at the Annual General Meeting (AGM). Guest and Honorary Members may participate in all AGM activities, but may not vote.
14. (a) Changes to the Constitution are made only at the Annual General Meeting, or at a Special General Meeting called specifically for the purpose. To be approved, these changes require a two-thirds majority of the votes cast. Abstentions are not counted as votes cast.
(b) Changes to the By-Laws, Operating Procedures, and votes on other business may occur at any General Meeting or at any meeting of the Board of Directors. To be approved, these items require a simple majority of votes cast. Abstentions are not counted as votes cast.
15. (a) Members’ motions for consideration at the Annual General Meeting (AGM) shall be submitted to the Executive no later than 14 days prior to the AGM and shall be circulated to the membership no later than seven days prior to the AGM.
(b) Motions submitted later than 14 days prior to the AGM shall be considered “Notices of Motion”. Discussion of Notices of Motion may take place at the AGM, but they will be voted on at the first or second Board of Directors meeting, or, in the case of changes to the Constitution, at the next AGM, or Special General Meeting called specifically for the purpose.
16. The Agenda for the AGM shall be as follows:
Welcome, Introductions, and Clarification of Voting
Adoption of Agenda
Adoption of the Minutes of the previous AGM
Executive and Other Directors’ Reports
Discussion and Adoption of Executive Actions for previous year
Presentations, Awards and Recognition
Voting on duly-presented Motions to amend the Constitution and By-Laws
Motion to recommend a Technical Director for the coming year
Voting on other duly-presented Motions
Other Business
Election of Board of Directors
Adjournment
17. The Board of Directors may appoint ad hoc committees to consider matters deemed to require advice or action. Committee members shall report to the Board and hold their office as determined by the Board.
Definitions
Fitness Walking
The regular and structured participation in endurance walking activities, with the general goal of improving one’s walking ability.
Competitive Walking
The preparation for, and participation in, endurance activities where prowess is measured by time or distance, with the general goal of improving one’s walking ability and performance.
Competitive walking includes Race Walking (defined below), but also includes walking as normally accepted, where strict compliance to the World Athletics (WA) rules is not required, or where other definitions and rules may apply.
Race Walking
The event in Track and Field Athletics defined
and described in TR54.2 of the World Athletics (WA) Competition and Technical Rules.
The event is presently under the jurisdiction of Athletics Canada in Canada, working through its member athletics associations in each province and territory. In Ontario, the Athletics Canada member association Athletics Ontario.
Bytown Walkers Club de marche 