Co-op Rules (full page)

Rules of the Barnet Sailing Cooperative

Preliminary

  1. In these rules, unless the context requires otherwise, words importing to the singular imply the plural, and vice versa, and words importing the masculine gender include females and words importing persons include corporations; “Act” means the Cooperative Association Act; and “call”, “director”, “extraordinary resolution”, “memorandum”, “rules” and “officer” have the meanings assigned to them by the act.

Membership

    1. Any person at least 19 years of age may be admitted to membership by applying in writing to the officers who may accept, refuse or postpone it. Payment for the share must accompany the application.

    2. No person shall be admitted to membership until a sailing permit is made available where no present member in good standing has applied for available sailing permits.
    3. Joint membership can be given to couples living together in marriage or common-law. Joint memberships will be considered as one membership with one share.
    1.  The annual membership fee is set by majority vote of the membership before February of each year.
    2. A member may withdraw from the Cooperative by notifying the officers. No refund of fees will be made. The executive may also consent to a withdrawal in any other case where it seems just and equitable.
    3. If a current member has not paid their membership fees for the sailing year by November 1st of that year, then the member will be suspended from all Cooperative activities and will receive written notice of expulsion.

Shares

  1. Shares may not be transferred.

  2. All shares in the Cooperative shall be paid for in full. The minimum number of shares shall be one and the maximum number of shares shall be one.

  3. The officers may make calls on the members for any money unpaid on their share, and a call shall be deemed to have been made at the time when the resolution of the officers making the call was passed.

  4. The officers may make calls on the members for any moneys unpaid on their sailing fees.

  5. Every person whose name is entered on the register of members shall without payment be entitled to a certificate under the seal of the association specifying the shares held by him and the amount paid up. No shares shall be issued jointly.

  6. The Cooperative shall have a lien on a member’s share for a debt due to it by him.

  7. If a member fails to pay any call on the day appointed for payment, the directors may at any time after serve a notice on him requiring payment within 14 days from the date of the notice of so much of the call as is unpaid.

  8.  If the requirements of a notice are not complied with, any share in respect of which the notice has been given may at any time after, before the payment required by the notice has been made, be forfeited by a resolution of the directors to that effect.

  9. A forfeited share may be sold or otherwise disposed of on terms and in a manner the directors think fit, and at any time before a sale or disposition the forfeiture may be cancelled on terms the directors think fit.

  10. A person whose shares have been forfeited shall cease to be a member in respect of the forfeited shares, but shall remain liable to the Cooperative for all money, which at the date of forfeiture was presently payable by him to the Cooperative.

  11. Members retiring from the Cooperative may redeem their share (up to the initial cost) by applying in writing to the executive.

General Meetings

  1. The first general meeting must be held in the third month from the date of incorporation at a time and place as determined by the directors. An annual general meeting shall be held at such time and place as determined by the directors and officers.

  2. The directors and officers may at any time, and shall, on a written request signed by 1/5 or more of the members, call a special general meeting. A request will set forth the object of the meeting, and be deposited at the registered office with the secretary or one of the directors. If the directors or officers do not call the meeting within 7 days of the deposit of the request, the requester’s may call the meeting themselves.

  3. At least 14 days notice must be given of every meeting dealing with extraordinary resolutions, and of the annual general meeting. The notice must specify the time and place of the meeting, and the general nature of any extraordinary resolutions or special business. The same notice must be given for general meetings. The written notice must be given to all members by mail or in person.All extraordinary resolutions shall be submitted in writing to the executive prior to the Annual General Meeting or any Special General Meetings. The executive must notify all members of the deadline for these submissions. Enough time should be allowed for the executive (or an appointed committee) to study and make a recommendation on the proposed addition, change or deletion. The parameters of this executive committee shall be to determine compatibility of the motion with the coop goal of ‘affordable cooperative sailing’, as well as its effectiveness, fairness, necessity, simplicity, wording and any other criteria which the executive or membership deems to be required.

  4. No business shall be transacted at any meeting unless at least ¼ of all members is present in the room, but shall never be less than 10 members present at all times.

  5. The president shall chair every meeting. If there is no chairman present within 30 minutes of the scheduled start of a meeting, the members present may select an officer as a chairman.

  6. If within one hour from the appointed time for a general meeting a quorum is not present, the meeting shall be dissolved if convened on a requisition, or adjourned to the same time and place in the next month. If a quorum is then not present for the adjourned meeting, the members then present shall constitute a quorum, providing there is never less than 10 members present at all times.

  7. The chairman may, with the consent of a meeting at which a quorum is present, and shall if so directed by the meeting, adjourn the meeting.  No business may be transacted at an adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.

  8. The order of business at an annual general meeting shall be: 
    1. Meeting called to order
    2. Notice convening meeting to be read 
    3. Minutes of preceding meeting to be read and disposed of 
    4. Review of business arising out of minutes.
    5. Reports of standing and special committees 
    6. Reports of officers and directors 
    7. Reports of the auditor
    8. Elections of officers and directors 
    9. Special business 
    10. New business

Voting

  1. On a show of hands or on a poll, every member present in person shall have only one vote.

  2. The chairman at any general meeting shall have a second vote in the event of a tie.

  3.  A member in arrears or with a call on his share may not vote for directors or officers or at any general meeting.

  4. In a vote by show of hands, the declaration of the chairman shall be conclusive evidence of the result unless one or more members upon declaration of the result demand a poll, at which time a poll shall be taken immediately.

Officers and Directors

  1. The number of officers shall be set in general meetings, but may never be more than ten, nor less than three including a president and treasurer. The number of directors shall be set in general meetings and shall never be more than twelve or less than three. A member not in arrears with a call on his share may hold one or more officer’s or director’s positions.

  2. At each annual general meeting, the officers and directors for the following year shall be elected by the members, but any casual vacancy may be filled up by the existing officers or directors.

  3.  If a meeting to elect officers or directors is adjourned due to lack of a quorum, and the adjourned meeting also lacks a quorum, the members then present shall constitute a quorum providing there is never less than 10 members present at all times.

  4. The Cooperative may, by extraordinary resolution, remove any officer or director before the expiration of his term, and may appoint another in their stead.

  5. Every officer and director must be at least 19 years of age and hold the required number of shares not in arrears with a call on his shares.

  6. The position of officer or director shall be vacated if the officer or director
    1. ceases to be a member
    2. fails to pay his permit fee
    3. ceases to hold the required number of shares 
    4. is concerned or participates in any profit from the Cooperative
    5. is absent from 3 consecutive regular meetings without the consent of the other officers or director

      with the provision that (iv) shall not apply if the officer fully discloses the nature of such profit as soon as they become aware of it and does not vote in any matter concerning that subject, and if they do vote, that vote shall not be counted.

  7. The business of the Cooperative shall be managed by the officers who may pay from its funds the expenses of its incorporation, and exercise all its powers subject to the Act and its rules.

  8. The officers may delegate any of their powers to committees consisting of members not in arrears with a call on their shares, and these committees shall, in the exercise of their delegated powers conform to the rules imposed upon them by the officers, and the rules of the Cooperative.

  9. The officers shall cause minutes to be kept of all meetings consisting of: 
    1. the names of all officers present
    2. the number of members present 
    3. the details of all resolutions and proceedings that occur 

      Every officer present shall sign his name to those minutes.

  10. The officers shall keep proper registers of the members, officers and directors, and shall in all other respects comply with the Act.

  11. All meetings of the officers and directors will be held within the province, and the quorum necessary for the transaction of business shall not be less than one quarter of the total number of officers and directors.

  12. Officers and directors may meet together for the dispatch of business, adjourn and otherwise regulate their meetings as they see fit. Questions arising at these meetings shall be determined by a majority of votes with the chairman having a second vote in the event of a tie. An officer or director may at any time call a meeting of officers or directors.

  13. A resolution signed by all the officers shall have the same force and effect as if passed at a duly constituted meeting of officers.

Financial

  1. Every officer having receipt or charge of money shall before entering in their duties give security considered necessary by the members.

  2.  An annual budget shall be presented to the membership by the directors before the end of February each year. The acceptance of the budget shall require a majority vote. No expenditure, not included in the approved budget, shall exceed the cost of one year’s annual family sailing permit plus $100, without an ordinary resolution. In the event of an emergency, a meeting of the directors shall be called. At the meeting, the directors, at their discretion, may approve spending of more than the allotted amount in order to protect the best interest of the Cooperative.

  3. The officers may, at their discretion, raise or borrow or secure the payment of money for the purposes of the Cooperative, but no debentures shall be issued, nor shall the amount at any one time owing in respect to money raised, borrowed or secured exceed the amount of capital raised without the sanction of an extraordinary resolution.

  4.  The officers shall cause true accounts to be kept of:
    1. all money received and expended
    2. the matter for which receipts and expenditures take place
    3. the assets and liabilities of the Cooperative

  5. These accounts shall be kept at the treasurer’s office, and may for temporary purposes be kept at some other place as the officers see fit, and shall at all reasonable times be open to the inspection of the officers and members.

  6. One or more auditors must be appointed by the Cooperative at its first general meeting and at every annual general meeting, but a casual vacancy in the office of auditor may be filled by the directors, but no officer may act as auditor.

  7.  At every annual general meeting, the officers shall produce to the members the profit and loss account and balance sheet prepared by the officers in accordance with the Act, along with any auditors reports, all of which shall be read to the members present and available for their inspection. Every member present shall be supplied with a free copy of the Financial Statements.

  8. The directors may invest Cooperative funds into insured deposits, Guaranteed Investment Certificates from a national bank or into government issued bonds.

  9. The directors shall declare any profits brought forward as a result of investment. There will be no dividends paid on any share. Any surpluses must be used for the operation of the Cooperative.

Disputes

  1. Disputes arising out of the affairs of the Cooperative between the Cooperative or an officer or director, and any member or person who was a member not less than six months before, or any person claiming through a member, or claiming under these rules shall be referred to a committee of three members of the Cooperative. The president and the aggrieved person shall each nominate one member, and the third member shall be selected by the two nominated. The decision reached by the committee shall be final and binding on all parties and may be enforced on application to Supreme Court under the Act. All three members of the committee must be members of the Cooperative.

  2.  A notice under the Act or these rules shall be in writing and may be given by the cooperative to any member either personally or by sending it by registered post to their registered address.

  3. When a notice is sent by post, service of the notice shall be effected by properly addressing, prepaying and posting a letter containing the notice, and unless the contrary is proved, to have been effected at the time at which the letter would be delivered in the ordinary course of the post.

Sailing Permits

  1.  The Cooperative shall not have more than (75) sailing permits allocated in one year, with the membership having the right to limit the number of permits as it sees fit. Sailing permits are broken into two categories; single and joint.
  2. A single sailing permit entitles the member to 300 hours of shared sailing on a Co-operative vessel. A joint sailing permit entitles the member to 400 hours of shared sailing per family. Should the member expend his hours before the end of the membership year, he may acquire additional hours by buying increments of one-quarter of the annual permit fee. A joint sailing permit can be given to couples living together in marriage or common-law. Any children under the age of nineteen shall be considered as part of the family.
  3.  Members will not be charged for sailing hours spent instructing, nor will members be charged for hours spent on promotional or public relations duties or Cooperative business.
    1.  All members with sailing permits are required to contribute a minimum amount of hours of work to the operation and maintenance of the Cooperative. Members who are unable to contribute the minimum hours of work required will be deemed not in good standing and upon written notification from the Cooperative, have their sailing permits suspended until such time as the minimum requirements are met. 
    2. A percentage of the annual minimum number of hours required must be completed by April 30th or prior to being approved for a long term booking, whichever comes first, or the member will be deemed as not in good standing and will have their sailing permits suspended until such time as the minimum requirements are met. Upon written request by the member and approval by the executive, additional fees may be charged in lieu of hours not worked.
    3. The minimum number of hours required to be contributed by members with sailing permits, the percentage to be completed by April 30th or prior to being approved for a long term booking and the additional fees to be charged in lieu of hours worked are set by majority vote of the membership each year.
  5. Members with sailing permits may, at their request, have their permit suspended by applying in writing to the executive. In the event the person wants to regain his sailing permit at a later date, then that member would not have to repay such items as initiation fees or capital assessments, however all missed assessments must be paid before a sailing permit is issued.

Members Without Sailing Permits

  1. Members, who have requested to have their sailing permits suspended, can attend Cooperative social events. If the member wishes to regain his sailing permit, priority will be given according to date of original membership.

Fees

  1.  All fees, including the cost of sailing permits, are set by majority vote of the membership each year.

    1. Permit fees are due in full on October 1st of each year. The sailing year shall begin on November 1st and end on the last day of October of the following year. If a current member has not paid his fees for the sailing year by November 1st of that year, then the sailing permit will be offered to the next available member. If the member pays his fees after November 1st, he may be issued a non-sailing permit until such time a sailing permit is available.
    2.  For all permit holders as of January 2005, the annual membership fees shall be due on October 1st. The balance of their dues shall be payable by the first of February. If the existing member has not paid the annual membership fees by November 1st, the sailing permit will be offered to the next available member. If an existing permit holder does not renew their sailing permit, they will have sailing privileges until the end of February. If the member has not paid his fees for the sailing year by March 1st of that year, and has not applied to have his sailing permit suspended, and then the member will be suspended from all Cooperative activities and will receive written notice of expulsion. If the member pays his fees after November 1st, he may be issued a sailing permit at such time a sailing permit is available

Guests

  1.  Members are fully responsible for the actions of their guest(s).

  2.  Members shall be charged in sailing hours for the time that their guests spend on the boats. Non-members may sail as guests three times or a maximum of seven days per year.

  3. Members taking children must provide all safety equipment and are fully responsible for them.

  4. No person under the age of nineteen shall operate a Cooperative boat without an adult who is a qualified skipper that has a sailing permit.

Booking Procedures

  1. Specific booking procedures such as times that members may book a boat may change from time to time and it is up to the executive to announce all changes to the membership. However, general procedures apply:  When booking reservations, provide your name and the names of people who will be on board. In addition, provide the start time and end time of the booking. For safety purposes, it is important that members, prior to departure, log the skipper, crew, all guests, departure time, destination, and estimated time of return. If a member who has booked a boat does not use the booking, the booking is considered cancelled without refund of hours.

  2. During the period from May 15th to September 30th, no booking shall be longer than seven days in duration. The balance of the year the maximum length of the booking is 14 days. During this cruising season the executive may, limit or extend the maximum length of these bookings, for the good of the members and the co-op. The cruising day will begin at 1800 hours on the day prior to the booking and end at 1800 hours on the last day of the booking.

  3. No member may book a boat, nor sail as a guest, while he is under suspension or pending expulsion.

  4.  No member may book a boat unless he is a qualified skipper as defined in section (76).

  5. The fleet captain or boat captain with the agreement of one other officer may require a boat to be taken out of service for reasons of safety. If this occurs, members must give up their booking.

  6.  Boats, from time to time, may be re-located, especially during the cruising season. As a result, the Cooperative cannot guarantee a specific pickup location. Members are encouraged to work out a mutually convenient pickup and drop off location with the member preceding or following their booking.

Types of Bookings and Hours of Use

  1. Cruising (Long Term Booking)
    Every member is entitled to one long-term booking per sailing year. The booking may be made for anytime in the year, and is often used for cruising purposes in the summer.

  2. Mid Length 
    With the exception of long-term bookings, members may only book boats up to 28 days in advance, and may only have one booking outstanding at a time. Members must complete their booking before making another booking.

  3. Day Sailing
    A member may make a last minute booking so long as a boat is available and the appropriate reservation booking procedure is followed. The maximum duration of the booking is 24 hours. If a member does not claim a boat within 2 hours of the reservation time, then the reservation is considered cancelled and the boat may be taken by another member.

  4. Day sailing shall be charged at the actual hours of use or for the hours booked, whichever is greater, with the members and guest(s), being each charged for their own hours. Trips, which cover at least one night away, shall be considered cruising and shall be charged at ten hours per day per berth.

  5. Club cruises and day sails are open to all Cooperative members with sufficient hours left. For cruises, members are charged at a rate of ten hours per day per berth to the individuals participating. For day sails, members are charged for the number of hours and berths filled. Guests are welcome if space is available. Their hours are charged to the member who invited them.

  6. Club cruises are for adults (19 and over) unless designated as a family cruise or unless all cruise participants on a boat agree in advance that children may participate on the cruise (space permitting).

Sailing

  1. Any member wishing to skipper a boat must have a minimum of a Canadian Yachting Association (CYA) Basic Cruising certificate or the equivalent as determined by the executive and must meet all other requirements established by the Cooperative.

  2. Members must go through the equipment and safety checklist before leaving the dock.

  3. Members must thoroughly clean the boat before leaving it in the berth at the end of the sail. Clean up must be completed before the completion of the booking time.

  4. No member or guest shall smoke inside the cabin of the boat.

  5. Pets are not allowed on board Cooperative boats.

  6. All members and guests shall wear non-marking soft-soled shoes on the boats.
  7. Each member shall observe the rules and regulations of safe boating. If a member or his guest(s) operates a Cooperative boat in a manner, which results in a fine from the authorities, that member is responsible to make sure the fine is paid.

  8. Members convicted of impaired boating shall have their sailing permit revoked.

  9. member who operates a boat in a manner endangering the safety of the boat or others may have his sailing permit revoked.

  10. If defective equipment is found on a boat, appropriate repairs if possible should be made. Failing that, the defects must be immediately recorded in the logbook and reported to the boat or fleet captain.

  11. A member responsible for any accident, loss of equipment or damage to the boat will pay to repair (or repair if qualified) the damaged or lost equipment up to the applicable amount of the insurance deductible.

  12.  Boats are not to be used for organized racing.

General

  1. There will be no subletting, lending nor chartering of any Cooperative boat.

  2. If a member, or a member’s guest, violates any of the rules and conditions herein, regarding the use of the boats and equipment or if a member’s conduct is deemed to be of such a nature as to be harmful to the harmonious atmosphere of the Cooperative, then the directors may terminate the member’s permit with no refund of fees and may expel the member from the Cooperative.

  3. The directors may expel a member from the Cooperative for violation of rules, for misconduct or for non-payment of fees. The directors must give the member a written notice of expulsion. The member is entitled to a hearing, which will take place at the next scheduled executive meeting, which must be a minimum of 7 days from receipt of the expulsion notice. To expel a member, a majority vote is required. If the member disagrees with the decision of the executive, the member may request an appeal, which would be heard at the next scheduled general membership meeting.  To expel a member at a general membership meeting, a majority vote is required.

  4. If a member is expelled from the Cooperative, he must relinquish his Cooperative share for the original purchase price.

  5. Each member on being registered shall be furnished free of charge with a copy of the Memorandum and Rules of the Cooperative. The prospective member, before being granted membership, must sign an agreement indicating that they have read, understood, and are willing to abide by the Memorandum and Rules of the Cooperative.

  6. Should the Cooperative dissolve or wind up by ordinary or extraordinary resolution, respectively of the voting members of the Cooperative, the assets of the Cooperative shall be awarded to a non-profit venture benefiting mariners in British Columbia.

The Seal

  1. The seal of the Association must not be affixed to any instrument except  by the authority of a resolution of the directors or the Association, and in the presence of the president and the secretary or other person the directors appoint for the purpose; and these 2 persons must sign every instrument to which the seal is attached.

  2. The directors shall provide for the safe custody of the seal.

Alteration of Rules

  1. These rules may only be altered or added to by extraordinary resolution passed by a majority vote of not less than three-quarters of the members present for which there has been 14 days written notice.