UPDATED – January 16, 2015
ONTARIO CHESS ASSOCIATION INC. – CONSTITUTION AND BYLAWS
The name of the Corporation is “Ontario Chess Association Inc.” hereinafter also referred to as “the Corporation.”
The objects of the Corporation are to:
(a) Foster and promote chess within Ontario;
(b) Direct, develop and administer programs to encourage the development of chess activity in leagues, clubs, schools and other groups whose objectives are compatible with the Corporation;
(c) Co-operate with leagues, clubs, schools and other groups in all matters pertaining to matches, tournaments, competitions, correspondence chess and other chess activities, at all levels within Ontario, whether affiliated with the Corporation or not;
(d) Direct, co-ordinate and supervise interleague championship matches and promote provincial championship tournaments, Youth, Senior, Women’s and Open Events, in accordance with the policies and procedures established by the Corporation;
(e) Mediate disputes between leagues and represent provincial interests in matters of national and international consequence;
(f) Raise and expend funds for the furtherance of the objectives of the Corporation;
(g) Maintain affiliation with the Chess Federation of Canada;
(h) Support provincial and national, funds and projects in furtherance of its objectives.
3. Office Address
The office of the Corporation shall be located at the address of the current President of the Corporation.
4. Non-profit Status
The Corporation shall operate without the purpose of gain for its members, and any profits shall be used to promote its objectives.
5. Directors Not Remunerated
The Directors of the Corporation shall serve as such without remuneration, and no Director shall directly or indirectly receive any remuneration from his or her position as such; provided that a Director may be paid reasonable expenses incurred by him or her in the performance of his or her duties as a Director in accordance with the Corporation’s policies relating to reimbursement of expenses.
6. Disposition of Property Upon Dissolution
Upon dissolution of the Corporation and after the payment of all its debts and liabilities, its remaining property shall be distributed or disposed of to charitable organizations that pursue their objectives in Ontario.
Article 1 General
1.1 Purpose – These Bylaws govern the general conduct of the Affairs of the Ontario Chess Association Inc., hereinafter also referred to as “the Association” or “the Corporation.”
1.2 Definitions – the following terms have these meanings for the purposes of these bylaws:
Auditor – an individual appointed by the Board of Governors at the Annual General Meeting to audit the financial accounts and records of the Corporation. The Auditor shall not be a Director or employee of the Corporation
Board – the Assembly of Ontario Chess Association Governors, who are the Board of Directors of the Corporation
Chess Federation of Canada – the national body which governs organized chess activities in Canada, hereinafter also referred to as the “Federation” or “the CFC”
Class A CFC Member – an individual elected or appointed pursuant to these Bylaws to serve as a voting member of the Chess Federation of Canada
Constitution – the Constitution of the Corporation, stating the Corporation’s objectives
Days – shall mean total calendar days, irrespective of weekends or holidays
Director – a Governor of the Association is a Director of the Corporation.
Executive Committee – The Committee comprising the President, the Vice-Presidents, the Secretary, the Treasurer, the Youth Co-ordinator and any Special Officers
Member – a member admitted under the provisions of Article 2 of these Bylaws.
Membership-fee rebates – monies paid to the Regional Affiliates in accordance with provisions of Articles 9.6 – 9.8
OCA Governor – Class A CFC Memberswill be the OCA Governors for the year for which they are elected, in addition to the President, who becomes a governor-at-large (if not already a governor).
Officer – an individual elected or appointed to serve as an Officer of the Corporation in accordance with these Bylaws
Ordinary Resolution – a resolution passed by a majority of the votes cast at a Meeting of the Board.
Regional Affiliate – a regional league or other regional association that organizes chess activities within a defined geographical area of Ontario and which is affiliated with the Ontario Chess Association
Regular Membership-fee equivalent – the formula used to determine the number of Class A CFC Members to be elected by each Regional Affiliate, as specified in Article 9.3 and Article 9.4
Special Resolution – a resolution passed by two-thirds of the votes cast at a Meeting of the Board.
1.3 Interpretation – In these Bylaws words denoting the male gender shall include the female gender.
1.4 Ruling on Bylaws – The Executive Committee shall have the authority to interpret any provision of these bylaws that is contradictory, ambiguous or unclear, provided that such interpretation is consistent with the objects of the Corporation. The Board can overrule an interpretation by the Executive Committee.
1.5 Conduct of Meetings – Unless otherwise specified, meetings shall be conducted according to Robert’s Rules of Order.
Article 2 Membership
2.1 Membership is open to residents of Ontario who are members of the CFC and support the Corporation’s objectives.
Categories of Membership
2.2 Categories of membership of the Corporation shall be in accordance with CFC categories
2.3 OCA membership fees for all categories of membership shall be 20% of corresponding CFC dues rounded to the nearest dollar figure.
Voting Rights of Members
2.4 Members do not vote directly on the affairs of the Corporation but exercise their voting privileges through their elected Governors. Through the regional affiliates, members shall elect class A CFC Members to represent the Province of Ontario, who then become the OCA Governors.
Article 3 Finance and Management
3.1 Fiscal Year – The fiscal year of the Corporation shall be April 1 to March 31, or such other period as the Board may from time to time determine.
3.2 Auditor – At each Annual General Meeting the Board of governors may appoint an Auditor.
3.3 Signing Authority – The President and the Treasurer shall have signing authority for all financial transactions, contracts and documents conducted in the name of the Corporation. All such transactions, contracts and documents shall require both signatures and once signed shall be binding upon the Corporation.
3.4 Property – The Corporation may acquire, lease and sell or otherwise dispose of securities, lands, buildings or other property, or any right or interest therein, for such consideration and upon such terms and conditions as the Board may determine.
3.5 Borrowing or Investing – The Corporation may borrow or invest funds upon such terms and conditions as the Board may determine.
3.6 Books and Records – The Executive Committee shall ensure that all books and records of the Corporation required to be kept by virtue of the Constitution, these Bylaws or any statute of law are regularly and properly kept.
3.7 Financial Institutions – The banking business of the Corporation or any part thereof shall be transacted with such banks, trust companies or other financial institutions as the Board may designate, appoint or authorize from time to time.
3.8 Annual Budget – The annual budget of the Corporation shall be prepared by the Treasurer and such Budget shall be presented at the Annual Meeting for approval by Ordinary Resolution of the Board within 30 days thereafter.
3.9 Limits on Financial Transactions – The Corporation shall incur no expenditure or liability in excess of one thousand dollars ($1,000.00) unless such expenditure or liability has been expressly authorized in the annual budget, or by a Special Resolution where at least one-half (1/2) of the Governors have voted.
Article 4 Governance
Composition of the Board of Governors
4.1 The Board of Governors of the Corporation shall consist of eligible Members elected or appointed by the Regional Affiliates of the Corporation, and the President, if not already a governor. One governor from each region will be a regional Vice-President.
Powers of the Board of Governors
4.2 Powers of the Corporation – Except as otherwise provided by law, the Constitution or these Bylaws, the Board exercises the powers of the Corporation and may delegate any of its powers, duties and functions.
4.3 Governance of the Corporation – The Board shall make policies and major administrative decisions concerning the affairs of the Corporation in accordance with the Constitution and these Bylaws. The executive committee shall manage the affairs of the Corporation in accordance with these policies and major administrative decisions.
4.4 Discipline – The Board shall establish policies and procedures relating to the discipline of Members and Regional Affiliates and shall have the authority to discipline Members or Regional Affiliates in accordance with such policies and procedures.
4.5 Dispute Resolution – The Board shall establish policies and procedures for resolving disputes within the Corporation or between Regional Affiliates, and all disputes shall be dealt with in accordance with such policies and procedures.
4.6 Employment of Individuals – The Board may employ or engage under contract such individuals as it deems necessary to carry out the work of the Corporation.
4.7 Election and removal of Officers – the Board shall elect Officers of the Corporation, and shall have the sole authority to remove Officers in accordance with procedures specified in these Bylaws.
4.8 Setting fees for membership – the Board shall set fees for membership.
4.9 Fees to be rebated to Regional Affiliates – the Board shall determine the proportion of fees to be rebated to Regional Affiliates.
Election of Directors
4.10 Any Member in good standing who is 18 years of age or older, who is a resident of Ontario and who otherwise fulfills all the requirements of law for serving as a Director is eligible for election or appointment to the Board of Governors.
Method of Election
4.11 The Board shall be elected annually by Members through their Regional Affiliates, and each Regional Affiliate shall forward to the Secretary the list of individuals it has so elected at least seven (7) days prior to the Annual General Meeting.
Length of Term
4.12 All Governors shall serve for terms of one (1) year.
4.13 Whenever the position of a Governor becomes vacant for whatever reason, the Board may appoint a qualified individual to fill the vacancy until such time as a Governor is elected or appointed in accordance with these Bylaws.
Resignation and Removal of Governors
4.14 Resignation – A Governor may resign from the Board by presenting a notice of resignation to the President. The resignation shall become effective on the date the President receives the resignation.
4.15 Automatic Vacancy – The office of any Governor shall be vacated automatically if the Governor, without reasonable excuse, fails to attend two (2) consecutive meetings of the Board or, in the case of voting through electronic means, such as fax, e-mail or telephone, fails to vote or to give notice of abstention on three (3) consecutive Resolutions.
4.16 Removal – A Governor may be removed for cause by Special Resolution of the Board, provided the Governor has been given notice of the Special Resolution and the opportunity to be heard by the Board before such a Special Resolution is put to a vote.
Meetings of the Board
4.17 Types of Meetings – The Board shall hold an Annual General Meeting and may from time to time hold Meetings as necessary to carry out the Corporation’s work.
4.18 Call of Meeting – The meetings of the Board shall be at the call of the President or at the written request of any three (3) governors that is approved by a majority of the governors.
4.19 Notice – Written notice of Board meetings shall be given to all Governors at least fifteen (15) days prior to the date of the meeting.
4.20 Quorum – A quorum shall consist of a majority of Governors holding office.
4.21 Ordinary Resolution – Unless specified otherwise, questions shall be decided by Ordinary Resolution by e-mail vote, where the Chair of the meeting has an extra vote in the event of a tie vote, to cast the deciding vote.
4.22 Voting Procedures – The President shall chair meetings of the governors, but he may delegate such position as he sees fit. Unless specified otherwise, questions at Annual Meetings and General Meetings shall be decided by majority vote. The Chairperson will abstain on votes, except in the case of a tie vote, where the Chair of the meeting has an extra vote to cast the deciding vote. An abstention from voting shall not be counted as a vote. Voting shall be by show of hands unless a majority of Governors approve a secret ballot.
4.23 Adjournment – An Annual General Meeting or a Meeting may be adjourned from time to time and from place to place, but no business shall be transacted at an adjourned meeting other than the business left unfinished at the original meeting. When a General Meeting is adjourned for fifteen (15) days or more, notice of adjourned meeting shall be given as if it were a new meeting.
4.24 Meeting Format – Meeting can be conducted either face-to-face or on-line.
Voting by Internet e-mail
4.25 Any Board Member desiring a Board decision by means of Internet e-mail must prepare a resolution covering the matter in question and transmit it by e-mail to the Secretary, who shall refer it to the President.
4.26 When the President is satisfied the resolution is of a form suitable to be voted on by the Board, he shall direct the Secretary to transmit by e-mail a copy of the resolution (with an explanation) to all Governors for discussion, and/or amendment. The Governors shall return their written comments to the Secretary within five (5) days from the date of transmitting to them of the resolution, and the Secretary will refer these to the President.
4.27 Upon receipt of the Governors’ comments, and when the resolution (with alterations/amendments) has attained a form suitable to be voted on by the Board, the President shall direct the Secretary to transmit a copy of the ballot by e-mail to each Governor, along with a copy of any correspondence received relative to the matter. In the event alterations/amendments have been made, a copy of the amended resolution shall be transmitted with the ballot. The ballot shall provide for “yes”, “no”, and “abstain” votes.
4.28 The time provided for receiving votes is five (5) days from the date the ballot was e-mailed. The Governors shall complete the ballot, and return it by e-mail to the Secretary by the date and time specified for close of balloting.
4.29 When the Secretary has tallied the e-mail votes on any resolution considered by the Board, he shall notify the President and the Board of the results. If the vote decision grants approval, the vote shall be as valid and effectual as if passed at any Meeting of the Board, and shall be in force from the date specified for close of balloting. The Secretary shall retain the ballots until the next Annual Meeting for inspection by the outgoing Board.
4.30 All Governors shall provide the Secretary with an e-mail address. Communication among Governors by full text e-mail is official. Communication to the general membership becomes official after it has been posted on the Corporation’s website for fifteen (15) days.
Executive Officers and Special Officers
4.31 Officers – the Officers of the Corporation are the President, Vice-Presidents, Secretary, Treasurer and Youth Co-ordinator.
4.32 Duties – The duties of the Officers are as follows:
a) President: The President is the Chief Executive Officer of the Corporation. He shall chair all meetings of the Board or of the Executive Committee. He shall preside at all meetings of the Corporation and of the Board of Governors. He shall have the general and active management of the affairs of the Corporation. He shall see that all orders and resolutions of the Board of Governors are carried into effect.
The President shall be elected from Regional Vice-Presidents
b) Vice-Presidents: Each regional affiliate elects a regional Vice-President. The Vice-Presidents ensure communication between their respective affiliates and the OCA Executive. The Vice-President must be a governor. Vice-Presidents can occupy positions of Secretary, Treasurer and Youth Co-ordinator.
The Executive will choose one regional Vice-President to be the Executive-Vice president. The Executive Vice-President shall, in the absence or disability of the President, perform the duties and exercise the powers of the President and shall perform such other duties as shall from time to time be delegated to him by the Board or by the President.
c) Secretary: The Secretary shall have custody of and be responsible for the safekeeping of all books, records, correspondence, and other documents pertaining to the affairs of the Corporation, other than those required to be kept by the Treasurer. He shall perform duties incidental to the offices of a recording/corresponding/general secretary, and without limiting the generality of the foregoing, he shall conduct all routine correspondence on behalf of the Corporation; refer to the President matters from correspondence that require consideration of the Board or any Officer; and perform other duties in connection with his Office when requested by the Board or President.
d) Treasurer: The Treasurer shall keep and maintain all account books of the Corporation, which shall contain all receipts and disbursements, and shall have custody of all such books of account, bank books, cancelled cheques, vouchers, statements, and other documents pertaining to the accounts of the Corporation. He shall provide a quarterly financial statement to the Board of Governors. He shall furnish information about the financial situation of the Corporation; annually, as of the last day of the fiscal year, (March 31st), or as set at the discretion of the Board/Executive. He shall file a copy of each report over his signature with: 1. the Secretary; and, 2.with the Auditor appointed by the Board, submitting for examination all records that the Auditor may require in order to effect an appropriate examination and in order to issue a certificate; prior to, or within thirty (30) days following the Annual Meeting, prepare a budget for the fiscal year.
e) Youth Co-ordinator: The Youth Co-ordinator shall organize, or arrange to have organized, the Ontario Youth Chess Championship. He shall also perform duties necessary to promote chess among both primary and secondary school students. He shall liaise between the Youth Co-ordinators of the Regional Affiliates, and the Youth Co-ordinator of the Chess Federation of Canada. Prior to, or within thirty (30) days following the Annual Meeting, he shall present to the Treasurer an operational budget for the Youth activities, which shall be incorporated into the general budget prepared by the Treasurer.
f) Special Officers: Special Officers are Members appointed by the Board or by the Executive Committee if this power is delegated by the Board, to discharge duties that require special attention which cannot reasonably be expected from any of the Executive Officers. Special Officers have equal voting rights in the Executive Committee in all Corporation affairs, except when being elected or appointed by the Board or by the Executive Committee. The number of Special Officers shall not exceed four (4).
4.33 Executive Committee – The Executive Committee shall comprise the Officers and Special Officers of the Corporation. The Executive Committee shall oversee implementation of Board policies and decisions during intervals between Annual Meetings and shall perform other duties set out in these Bylaws or assigned by the Board.
4.34 Powers of the Executive Committee – In addition to any other powers that may be delegated by the Board, the Executive Committee shall have authority to make decisions relating to:
a) the participation of Ontario teams or individual players representing Ontario in national events and the selection of team members or individual players
b) selecting organizers, determining location and place, and granting permission to hold Ontario championships
c) establishing rules for tournament or match play held under the auspices of the Corporation
d) resolving disputes, problems or grievances brought to the attention of the Corporation
e) adjudicating disputes or complaints brought to the attention of the Corporation by Members or Directors arising from the conduct of the affairs of the Corporation, Regional Affiliates or any Member
4.35 Other Committees – The Board may establish other committees necessary for managing the affairs of the Corporation. Members of such committees shall be appointed by the Board or by the President where the Board delegates this power to the President.
4.36 Quorum – a quorum for any committee shall be the majority of its voting members.
4.37 Procedures for Conduct of Committee Meetings – The Executive Committee shall establish specific procedures for the conduct of its meetings, provided that these procedures shall not conflict with the Constitution and these Bylaws.
Conflict of Interest
4.38 A Governor, Officer, Special Officer or member of any Committee who has an interest, or may be perceived to have an interest, in a proposed contract or transaction with the Corporation shall disclose such interest to the Board or to the Committee; shall not vote or speak in debate of such contract or transaction; and shall otherwise comply with all requirements of law respecting conflict of interest.
Article 5 – Provisions Relating to Annual Meetings
5.1 Date of Annual Meetings: The Corporation shall hold an Annual General Meeting no later than sixty (60) days after the end of each fiscal year, at a time and place determined by the Executive Committee.
5.2 Quorum: A quorum shall consist of at least fifty-one percent (51%) of the votes eligible to be cast either in person or by proxy.
5.3 Voting: All matters to be decided by the Annual Meeting shall be decided by majority vote, except as provided hereinafter in Article 5.4.
5.4 Any amendment to the Constitution or to these Bylaws shall be approved by at least a two-thirds (2/3) majority of the votes of those present and entitled to vote, including proxy votes.
5.5 Agenda: The agenda of the annual meeting shall be as follows:
A. Matters for the outgoing Board
1) Call to Order and announcement of Board members present and verification of proxies
2) Reading of the Minutes of the last Annual Meeting
3) President’s Report
4) Executive Vice-President’s Report
5) Secretary’s Report
6) Treasurer’s Report
7) Youth Co-ordinator’s Report
8) Special Officers’ Reports
9) League Reports
10) Auditor’s Report
11) Other business raised by the outgoing Board
12) Ratification of the new members of the Board
B. Matters for the incoming Board
13) Election of Officers and Special Officers
14) Consideration of any Special Resolutions, including proposals to amend the Constitution and Bylaws
15) Appointment of Auditor
16) Listing of the Class A CFC Members as elected in the regional affiliates by the CFC Members of the region
17) Review of chess activity in Ontario and proposed activity for the next fiscal year
19) New business
20) Other business
Article 6 Tournament Bidding
6.1 In evaluating bids for important events in Ontario sponsored by the OCA, a factor shall be whether the bidder has made every effort to provide:
(1) good playing conditions for the participants; and
(2) good viewing conditions for the spectators.
Consideration shall be given to the standards for Important Events in Canada, in Section 6- of the CFC Handbook.
6.2 It is preferable that bids for OCA Sponsored tournaments be submitted one year in advance if at all possible.
6.3. Commencing in 2013 the Ontario Open will rotate in the following order: EOCA, GTCL, SWOCL and NOCL. By October 1st of the previous year, the League that is due to hold the Ontario Open must present to the OCA Executive a concrete plan or bid for the event. If the deadline is not met, or if the League elects to pass on their turn, an open bid process will be initiated. All Leagues will be invited to submit their bids for the event, with a deadline of December 1st. The OCA Executive will evaluate all submitted bids and award the event no later than January 1st. The awarding of an Ontario Open via the open bid system does not in any way affect the regular rotation of the event.
Article 7 Indemnification
7.1 Shall Indemnify – The Corporation shall indemnify and hold harmless out of the funds of the Corporation each
Governor and Officer from and against any and all claims, demands, actions or costs that may arise or be incurred as a consequence of occupying the office or performing the duties of a Governor or Officer.
7.2 Shall Not Indemnify – The Corporation shall not indemnify a Governor or Officer or any other individual for acts of fraud, dishonesty or bad faith.
7.3 Insurance – the Corporation may purchase and maintain insurance for the purposes of indemnification specified in Article 7.1, as the Board may determine.
Article 8 Notice
8.1 Written notice – In these Bylaws, written notice shall mean notice that is hand-delivered, provided by mail or courier, faxed or e-mailed to the official registered address of the Corporation, to Governors, to Officers or to Members, as the case may be.
8.2 Date of Notice – Date of notice shall be the date on which receipt of the notice is confirmed verbally where the notice is hand-delivered; by fax or e-mail where the notice is faxed or e-mailed; in writing where the notice is couriered; or in the case of notice provided by mail, five (5) days after the date on which the mail is postmarked.
8.3 Error in Notice – The accidental omission to give notice of a meeting of the Board, the failure of any Governor to receive notice, or an error in the notice that does not affect its substance shall not invalidate any action taken by the meeting.
Article 9 Regional Affiliates
9.1 In order to be maintained or admitted as a Regional Affiliate of the Association, all current Regional Affiliates and regional organizations seeking admission as a Regional Affiliate shall satisfy the following requirements:
a) The executive of the Regional Affiliate shall include at least three (3) Members of the Association in good standing.
b) The Regional Affiliate shall, at least seven (7) days before each Annual General Meeting of the Association, present a list of names of individuals elected to become Governors of the Association and Class A CFC Members. Should an OCA Governor vacate, the Executive of the regional affiliate from which the governor was appointed shall be responsible to designate a replacementGovernor. They shall communicate the name to the OCA Secretary within 15 days of the governor vacating. Failing this, the OCA President can name the replacement Governor.
c) When organizing or sanctioning tournaments and matches to be rated by the Chess Federation of Canada, the Regional Affiliate shall ensure that such tournaments and matches are conducted in full compliance with the policies, general regulations, tournament rules and match rules stipulated by the Chess Federation of Canada.
d) Any person participating in any chess tournament sponsored under the auspices of the Association or a Regional Affiliate must be a member of both the Association and the Chess Federation of Canada, so long as the Association is affiliated with the Federation.
9.2 Wilful or continued failure to comply with the conditions set out in Article 9.1 may result in a Regional Affiliate’s expulsion from the Association, provided that such expulsion shall be by Special Resolution of the Annual Meeting or Meeting of the Board of Governors.
9.3 Regional Affiliates recognized as of May 21, 2004 shall retain such status unless and until such recognition is revoked or surrendered.
9.4 Regional Affiliate status shall be granted at the Association’s Annual Meeting by a simple majority of the votes cast by those present or voting by proxy or in an e-mail vote of the Governors by a simple majority vote of decisive votes cast where at least half of the Governors cast votes.
9.5 Upon admission, the Regional Affiliate shall obtain the right to elect Governors to the next incoming Board of Governors and to receive Membership-Fee Rebates effective as of the date of the next semi-annual distribution of rebates.
9.6 As of January 16, 2015, the following were Regional Affiliates of the Ontario Chess Association:
a) The Eastern Ontario Chess (EOCA) that includes cities/towns of Almonte, Amherstview, Arnprior, Belleville, Bloomfield, Braeside, Brockville, Carleton Place, Carp, Cobourg, Cornwall, Deep River, Gananoque, Gloucester, Greely, Hawkesbury, Kanata, Kingston, Little Britain, Lunenburg, Lyn, Lyndhurst, Madoc, Manotick, Merrickville, Nepean, North Lancaster, Odessa, Omemee, Orleans, Ottawa, Pembroke, Perth, Peterborough, Picton, Prescott, Renfrew, Richmond, Smiths Falls, Stirling, Stittsville, Trenton, Vanier, Wolfe Island
b) Greater Toronto Chess League (GTCL) that includes cities/towns of Acton, Ajax, Aurora, Barrie, Blackstock, Bolton,
Bowmanville, Bradford, Brampton, Campbellville, Collingwood, Concord, Don Mills, Downsview, East York, Elmvale, Etobicoke, Georgetown, Gormley, Islington, Keswick, Lisle, Maple, Markham, Midhurst, Midland, Millbrook, Mississauga, Moonstone, Newcastle, Newmarket, North York, Oshawa, Penetanguishene, Pickering, Port Perry, Rexdale, Richmond Hill, Scarborough, Shelburne, Stouffville, Sunderland, Thornhill, Toronto, Tottenham, Unionville, West Hill, Weston, Whitby, Willowdale, Woodbridge, York
c) Northern Ontario Chess League (NOCL) that includes cities/towns of Atikokan, Englehart, Fort Frances, Geraldton, Haileybury, Hearst, Kapuskasing, Kenora, Kirkland Lake, Mattice, New Liskeard, Rainy River, Sandy Lake, Shoal Lake, South Gillies, Terrace Bay, Thunder Bay, Whitedog, Burk’s Falls, Byng Inlet, Callander, Copper Cliff, Corbeil, Hanmer, Huntsville, Lively, M’Chigeeng, Nobel, North Bay, Parry Sound, Sault Ste. Marie, Sturgeon Falls, Sudbury, Valcaron
d) Southwestern Ontario Chess League (SWOCL) that includes cities/towns of Ailsa Craig, Ancaster, Arkona, Bayfield, Belle River, Brantford, Breslau, Burlington, Cambridge, Chatham, Conn, Corunna, Crystal Beach, Denfield, Dorchester, Drayton, Dundas, Durham, Dutton, Fergus, Flesherton, Fonthill, Fort Erie, Grimsby, Guelph, Hamilton, Halton Hills, Harrow, Kitchener, Lakeside, Listowel, London, Lucan, Lynden, Mar, McGregor, Milton, Niagara Falls, Oakville, Owen Sound, Petrolia, Port Colborne, Port Elgin, Ripley, Ruthven, Sarnia, Smithville, St Catharines, St. George, Stoney Creek, Stratford, Tecumseh, Thornbury, Thorndale, Thorold, Wallaceburg, Waterdown, Waterloo, Welland, West Lorne, Windsor, Winona, Woodstock
Election of Class A Chess Federation of Canada Members by Regional Affiliates
9.7 Once the Corporation receives the Certificate from the CFC setting out the number of Class A CFC members allotted to Ontario, the Executive shall determine the number of these members to be elected in each Regional Affiliate, and shall immediately so notify the Regional Affiliate. Each member of the Corporation who is also a member in good standing of the CFC shall have a vote for the Class A CFC members from their region (and not multiple regions), as may be determined by the Regional Affiliate.
9.8 The membership-fee equivalents shall be calculated according to current formula used by the CFC.
9.9 Each Regional Affiliate shall be entitled to elect or appoint one (1) Class A CFC Member for each fifty (50) Regular Membership-fee equivalents who reside within the designated boundaries of the Regional Affiliate. Where a region ha s less than 50 members, it shall be entitled to one CFC Governor. Where the number of available Ontario governorships exceeds the above formula, the additional governorships shall be allocated in accordance with which Regions have the greater percentage of part Regular Membership-fee equivalent. These Class A Members will be as well the OCA Governors.
9.10 The Association shall pay annually to each Regional Affiliate an amount not less than membership-fee rebates in proportion to the number of regular membership-fee equivalents within the boundaries of the Regional Affiliate, provided that the Regional Affiliate satisfies the provisions of Article 9.1.
9.11 The number of Members shall be calculated using league locations specified in Article 9.6 and a database of CFC Members with mailing addresses on file with the CFC office.
9.12 The OCA League Rebates for 2009-10 and beyond shall be set at fifty (50) percent of the membership revenue received from the Chess Federation of Canada in respect of that annual period, distributed proportionally, with all cheques to be rounded up to the nearest $10.
Article 10 Amendment of Constitution and Bylaws
10.1 Special Resolution – The Constitution and Bylaws of the Corporation may be amended, revised, repealed or added to only by a Special Resolution at an Annual Meeting or a General Meeting for which proper notice has been given.
10.2 Notice of Amendment – The notice of the Annual Meeting or a General Meeting shall include details of the proposed resolution to amend the Constitution and Bylaws.
Article 11 Adoption of Constitution and Bylaws
11.1 Ratification – this Constitution and Bylaws were ratified by a Special Resolution of the General Meeting on January 16, 2015.
11.2 Repeal of Previous Constitution and Bylaws – By ratifying this Constitution and Bylaws, the Association repeals all prior Constitution and Bylaws provided that such repeal does not invalidate any action done pursuant to the repealed Constitution and Bylaws.
[ Note : Declared passed by e-mail vote of the OCA Governors, by OCA President, Ilia Bluvshtein, on January 16, 2015.]