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TrevorH
02-14-2013, 02:48 PM
Hi all,

Please find below, notice on the 2012 Rally Sport Ontario AGM.

I will once again be collecting RSO voting proxies that will allow SPDA reps to vote on behalf of SPDA members. There will be a separate e-mail to the membership with the required details. Please consider endorsing your proxy if you do not plan to attend the AGM.

Thanks,
Trevor


Notice of 2012 Annual General Meeting
of RallySport Ontario


The 2012 Annual General Meeting of RallySport Ontario will be held on Saturday, March 16, 2013, at 10 o'clock in the forenoon at the following location:

Baker's Hill Banquet Centre
555 Parkhill Road East (at Television Road)
Peterborough, Ontario K9L 1C2

(Note: Google maps and Garmin, etc. databases will not provide the correct directions using this address. Use 555 Parkhill Road East, Otonabee–South Monaghan, Peterborough County, Ontario, if you plan to rely on these directions.)

Elections to be held at this meeting:

President ─Two-year term (Incumbent Ray Felice)

Vice President, Performance ─ Two-year term (Incumbent Warren Haywood)
Treasurer ─ Two-year term (Vacant as of January 1, 2013. Previously held by Peter Gulliver)
Trustee ─ Three-year term (Incumbent Peter Gulliver)

There will be a Special General Meeting before the Annual General Meeting. Its purpose is to discuss two motions (attached below): the first, to create a sixth RSO Director, that of Region Rally Director. Should the motion pass, the position will be included in the elections held in the subsequent Annual General Meeting. The second motion is to make the Region Rally Director a non-voting position on the RSO Board of Directors.
The first motion is put forward by the RSO BoD:
Intent:
To create a new RallySport Ontario (RSO) Board of Directors (BoD) position to be the RSO representative on the Canadian Association of Rally Sport (CARS) Board.

Whereas, currently the RSO President is the RSO representative on the CARS Board; and,
Whereas, the time and effort required to both look after the concerns of RSO and to represent RSO to CARS is demanding; and,
Whereas, this split in duties is to the detriment of both organizations; and,
Whereas, the interests and expertise required for the two positions may differ;
Therefore, be it resolved to amend the relevant sections of the RSO bylaws as follows to create the position of Region Rally Director.

Relevant parts of the RSO Bylaws:

4. BOARD OF DIRECTORS
4.1 The property and business of the Corporation shall be managed by a Board of five Directors of whom three shall constitute a quorum. Directors must be members, individuals, at least 18 years of age.

Resolution - to amend Section 4.1 to read: The property and business of the Corporation shall be managed by a Board of five six Directors of whom three four shall constitute a quorum. Directors must be members, individuals, at least 18 years of age.

4.2 Directors shall be elected for a term of two years by the members at an Annual Meeting of the Membership. Beginning in 1994 three of the Directors shall be elected to a one-year term
and two of the Directors shall be elected to a two-year term. Subsequently, three Directors shall be elected in odd-numbered years, two in even-numbered years. Each Director's term in office
shall be no more than two years unless re-elected at the appropriate General Meeting of the Corporation.

Resolution - to amend 4.2 to read: “two three in even-numbered years.”

8. OFFICERS
8.1 The Officers of the Corporation shall be the President, two Vice Presidents, a Secretary and a Treasurer and any such other Officers as the Board of Directors may by by-law determine.

Resolution - to amend 8.1 by adding the words “a Region Rally Director” after the words “two Vice Presidents.”
8.2 All Officers of the Corporation shall be elected at an Annual Meeting of the Members.
8.3 The Officers of the Corporation shall hold office for 2 years from the date of appointment or election or until their successors are elected or appointed in their stead. Officers shall be subject to removal by resolution of the Board of Directors at any time. In 1994 the Offices of President, one Vice President and the Treasurer shall be elected to a one-year term and the Offices of
one Vice President and the Secretary shall be elected to a two-year term. Subsequently, the President, one Vice President and the Treasurer shall be elected in odd-numbered years; one Vice President and the Secretary in even-numbered years. Each Officer's term in office shall be no more than two years unless re-elected at the appropriate General Meeting of the Corporation.

Resolution - to amend 8.3 by adding the words “the Region Rally Director” after the words “one Vice President” and before the words “and the Secretary in even-numbered years.”

Resolution - to amend section 8 by adding 8.4, to read: “Should no person be elected to the position of Region Rally Director, the Board of Directors may appoint a person to the position; or, one of the Directors may assume the duties of the position. Should a Director assume the Region Rally Director duties as well as the duties of his/her own position, said Director will have one vote on the Board of Directors, and three will constitute a quorum of the Board.

9. DUTIES OF OFFICERS
9.1 The President shall be the Chief Executive Officer of the Corporation. He/she shall preside at all meetings of the Corporation and of the Board of Directors. He/she shall have the general and active management of the affairs of the Corporation. He/she shall see that all orders and resolutions of the Board of Directors are carried into effect.
9.2 The Vice Presidents shall, in the absence or disability of the President, perform the duties and exercise the powers of the President, either jointly or individually by mutual agreement.
They shall administer or cause to be administered all rallysport events organized by the Corporation in the Province of Ontario. They shall oversee or cause to be overseen all rallysport activities sanctioned by the Corporation.

Resolution - to amend 9. by adding a new sub-section, 9.5, to read: “The Region Rally Director shall represent the best interests of RallySport Ontario on the Canadian Association of Rally Sport board, through consultation with the RSO BoD. He/she will participate in all CARS meetings, including, but not limited to, conference calls and the CARS Annual General Meeting; and will participate in all RSO meetings, including, but not limited to, conference calls and the RSO Annual General Meeting. He/she will report to the RSO Board all such CARS business that he/she is permitted.

Moved by the RallySport Ontario Board of Directors.

The second motion is put forward by Peter Watt (PMSC), should the position of Rally Director be created.
Move that "The Position of Rally Director be a non-voting member of the RSO Board of Directors."
Rationale: The mandate of the RSO board is to promote rally activities in Ontario. By adding an additional board member whose focus is on CARS activities, there may be occasions when this places that member in a conflict-of-interest position regarding voting on RSO business. By having the position as a non-voting one, the function of the Rally Director would be one of acting as the official liaison between CARS and RSO while still giving the RSO focused board full responsibility to fulfill their mandate.
The Annual General Meeting will take place after the Special General Meeting.
Discussion item:
Executive annual reports will be presented.

Awards and banquet will follow at 1 o'clock in the afternoon.



If you do not wish to attend this meeting, you may assign your proxy to any other individual who was a registered member of an RSO-affiliated club in 2012. Please complete the blank form below and send it to the person of your choice by email.

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RallySport Ontario Annual General Meeting PROXY


I, ___________________________________________, a 2012 member in good standing of SPDA-online.ca, an RSO-affiliated club,


hereby appoint and authorize Trevor Hancher to vote on my behalf at the RallySport Ontario Annual General Meeting to be held


in Peterborough on Saturday, March 16, 2013, and any adjournment thereof.


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TrevorH
02-25-2013, 09:58 AM
Due to volume, I won't be providing individual responses to your proxy submissions. Please take this notice as my thanks for your support.

Thanks to everyone who's sent in their proxy already. Keep them coming.

TrevorH
03-13-2013, 08:36 PM
There's only a couple more days to send your Proxies in. The AGM is this Saturday. If you were holding out to be the last entry, the deciding vote, now is the time to send your proxy!

Many thanks to those of you who have already provided your vote.