East Region Soccer League Constitution

As adopted at the 2013 ERSL AGM, December 7, 2013

Article 1: NAME 
1.1 The name of this League shall be the East Region Soccer League, hereinafter referred to as the League. The headquarters of the League shall be in Ontario. 

Article 2: OBJECTS 
2.1 The League shall have the following objective: 

To provide levels of competition as requested by governing bodies in accordance with the Ontario Soccer Association (OSA) Pyramid for Play, as follows: 

a. To provide a regional competition for teams located within the East Region of the OSA, and to operate the regional competition based on the Terms of League Operations (TOLO) approved by the OSA; 

b. To provide a district competitive competition for U13 to U18 teams located within the Eastern Ontario District of the Ontario Soccer Association, and to operate that competition based on the TOLO approved by the Eastern Ontario District Soccer Association (EODSA); and

c. To provide a district development competition for U9 – U12 teams within the Eastern Ontario District of the Ontario Soccer Association, and to operate that competition based on the TOLO approved by the EODSA.


Article 3: AFFILIATIONS 
3.1 The League shall be an Associate Member of the Ontario Soccer Association and shall follow the published rules of The Ontario Soccer Association, hereinafter referred to as The OSA. 

3.2 The League shall also be an Associate Member of each District Association having one or more clubs as members of the league competitions. 

3.3 The League is subject to the published rules in declining order of authority of the following governing organizations to which it is affiliated: 

a. The Canadian Soccer Association; 

b. The OSA; and

c. The EODSA, with respect to the operation of the district competitions. 


Article 4: MEMBERSHIP 
4.1 The Membership of each competition shall be each Club with one or more teams playing in that competition. Eligibility for Membership in each competition shall be in accordance with the OSA's Pyramid for Play and with the OSA's published rules governing leagues. 

4.2 Clubs shall apply for Membership, and pay a Membership fee, to each competition in which it has a team position status for one or more teams, prior to the commencement of each season. 

4.3 The annual Membership fees for each competition shall be set by the League Management Board (LMB), and ratified by the Membership at a general meeting of the League.

4.4 A club shall become eligible to be a new Member if one or more of its teams become eligible to play in one of the League competitions, in accordance with the OSA's published rules. 

4.5 Membership applications for new and returning members shall be approved by the LMB prior to the commencement of each season. 

4.6 Members shall be accorded the following rights: 

a. To be governed in accordance with the OSA’s, EODSA’s (with respect to the district competitions) and the League’s published rules; 

b. To participate in League sanctioned competitions; 

c. To attend and vote at all general meetings called by the League; and 

d. To enter teams in the league in accordance with the OSA's published rules. 


4.7 A Member may be fined, censured, suspended or expelled from Membership for cause and only after charges have been laid in accordance with the League's rules and regulations and a hearing held in accordance with the League's rules and regulations, the OSA's published rules, and the EODSA’s published rules (with respect to the district competitions). A Member whose Membership has been suspended loses all rights of Membership until the suspension has been terminated. 

4.8 Membership in the League shall be deemed to have been terminated:
 

a. If the Member submits a signed letter of withdrawal to the League; 

b. If the Member is expelled by the League; and

c. If the Member fails to renew Membership in accordance with the League Constitution. 


ARTICLE 5: LEAGUE MANAGEMENT BOARD  
5.1 The League shall be governed by an elected LMB which shall consist of the following Directors:

a. Chairperson; 

b. Vice Chairperson; 

c. Director of Administration; 

d. Director of Discipline;

e. Director at Large (Regional);

f. Director at Large (District) {to be elected by those members participating in the competitive district competition of the ERSL}; and

g. Director at Large (Developmental) {to be elected by those members participating in the developmental district competition of the ERSL}.

Note: Nominees for LMB positions shall be required to identify any affiliation with a club. An affiliation includes, but is not limited to, acting in an executive, or advisory, capacity for a club, or receiving remuneration of any sort, either directly, or indirectly from a member club. At no time shall there be three, or more, Board members who have identified the same club affiliation.

h. In addition to the elected LMB, up to two (2) Ex-Officio Directors of the LMB may be appointed at the discretion of the LMB. The Ex-Officio Directors of the LMB shall be accorded the full rights and privileges of a Director of the LMB with the exclusion of voting rights;

i. A representative of the OSA shall be accorded the full rights and privileges of a Director of the LMB, excluding voting rights, with respect to matters related to the regional competition; and

j. A representative of the EODSA shall be accorded the full rights and privileges of a Director of the LMB, excluding voting rights, with respect to matters related to district competitions. 


5.2 A Director may hold more than one position, but may not cast more than 1 vote at meetings. 

5.3 A Director will be 18 years of age or older. 

5.4 A Director will serve for a term of two years or until his/her successor is elected or appointed. 

5.5 The following positions will be elected in odd numbered years: 

a. Vice Chairperson; 

b. Director of Discipline; 

c. Director at Large (Regional); and

d. Director at Large (Developmental).


5.6 The following positions will be elected in even numbered years: 

a. Chairperson; 

b. Director of Administration; and

c. Director at Large (District).


5.7 A Director has the right to resign her or his position by submitting a signed Letter of Resignation to the League and the LMB shall accept such Letter of Resignation. 

5.8 A vacancy on the LMB caused by death, or resignation which has been accepted by the LMB shall be filled by a majority vote of the LMB. The successor Director shall hold his or her incumbent's position(s) for the remainder of the term being filled. 

5.9 No Director of the LMB shall be removed for arbitrary reasons, but may be removed if: 

a. the Director is unable to perform the duties expected of the position due to, but not limited to, any of the following reasons:

i. if she/he becomes incapable of performing the business of the League; 

ii. if she/he is absent from two or more meetings of the LMB without satisfactory reason; and/or

iii. if she/he no longer resides in reasonable proximity to the League.


b. the Director has compromised the integrity of the League due to, but not limited to, any of the following reasons: 

i. if she/he has been found guilty of an offence under the Harassment Policy of The OSA; 

ii. if she/he has been found guilty of an offence involving violence under the Discipline Policy of The OSA; 

iii. if she/he has failed to properly account for monies or other property belonging to the League; 

iv. if she/he has been found guilty of a criminal offence regardless of whether or not the offence directly affected the League; and/or

v. if she/he has been found guilty of failing to act in accordance with the Conflict of Interest Policy of the OSA. 


5.10 A member of the LMB holding his or her respective position(s), as Director or other position(s) may be removed from office by the LMB for good and sufficient cause by a two-thirds vote of the LMB present provided notice to remove the Director has been given to all Directors of the League. If a Director is removed by the LMB, the LMB may appoint a successor to the incumbent's position(s) for the remainder of the term being filled. 

5.11 A member of the LMB may also be removed from office for good and sufficient cause at a meeting of the Members of the League provided notice to remove the Director has been given to persons entitled to attend the Members' meeting. If a Director is removed at a Members' meeting, the Members entitled to vote may elect a successor to fill all position(s) held by the removed Director for the remainder of his or her term being filled. 

5.12 members of the LMB shall be subject to the Conflict of Interest Policy in the OSA's published rules. 

5.13 The LMB shall conduct the business of the League during the periods between general meetings of the League and in accordance with the authority granted to it in the rules and regulations of the League. 

5.14 The LMB shall be responsible for the appointment and renewal of appointments of all positions within the League except for those positions elected by the Membership of the League. This shall include the appointment of Ex-Officio members, of volunteer and paid positions for coach and administrator positions within the League's operations. The selection process and the appointments shall be based on procedures outlined in the League's rules and regulations. 

5.15 The LMB may also revoke, for cause, any appointment providing that it has followed the procedures for revoking an appointment as outlined in the League's rules and regulations. 

5.16 The LMB may make or amend the Rules and Regulations, subject to ratification at the next Annual General Meeting. Decisions taken by the LMB before ratification will remain valid even if the made or amended Rules or Regulation are subsequently disallowed 

Article 6: DUTIES OF THE LEAGUE MANAGEMENT BOARD 
6.1 Chairperson 

Except as provided for in the Dispute Resolution Policy of the OSA, or where the Chairperson delegates the responsibility to another person, the Chairperson shall preside at all general meetings of the League and of the LMB. The Chairperson shall act as the Chief Executive Officer of the League to whom paid staff and volunteers will report; shall be ex officio a member of all committees, except any nominations committee; shall appoint all chairs of standing and special committees subject to ratification by the LMB; coordinate all duties of the LMB, committees, staff; and shall be the spokesperson for the League. 

6.2 Vice Chairperson 

The Vice Chairperson shall act in the absence of the Chairperson; preside at all Operations Committee Meetings and be responsible for ensuring that ERSL competitions are operated fairly and in accordance with published rules; and be responsible for any other powers and duties as assigned by the LMB. 

6.3 Director of Administration 

The Director of Administration shall preside at all Administrative Committee Meetings; shall ensure that full and accurate records are kept of the accounts of the League; shall ensure that full and accurate corporate records are kept; shall ensure that all activities related to Meetings are undertaken in a timely and efficient manner; shall report to the LMB at least once per quarter; and shall submit an Annual Report to the Annual General Meeting. 

6.4 Other Director Positions 

a. The Director of Discipline is responsible for ensuring that discipline procedures for ERSL competitions are executed in a timely and fair manner in accordance with the published Discipline Policies of the OSA and EODSA;

b. The Director at Large (Regional) shall provide advice to the LMB on behalf of members of the regional competition;

c. Director at Large (District) shall provide advice to the LMB on behalf of members of the district competition; and

d. Director at Large (Development) shall provide advice to the LMB on behalf of members of the development competition.


All Directors and Ex-Officio Members may be given additional operational duties as requested by the Chairperson, or the LMB. 

Article 7: NOMINATIONS AND ELECTIONS 
7.1 Nominations for positions on the LMB may be made by any Member at the annual general meeting or at a Special General Meeting called for that purpose. 

7.2 Nominations and elections for positions open shall be held in the order of the positions listed in the Constitution. 

7.3 Election shall be by secret ballot, but in the event only one candidate is nominated, no vote is required and the nominated candidate shall be declared elected by acclamation. 

7.4 The person who receives the most votes in an election will be declared the winner of the position for which he/she was nominated. 

Article 8: GENERAL MEETINGS 
8.1 An official notice of each meeting shall be given to all Members at least 14 days before a General Meeting is to be held, at such place, and at such date as the LMB may determine. Such notification shall be by email and web site notice. 

8.2 A majority of the voting Membership shall form quorum at all general meetings of the League. Any question shall be decided by a majority of the votes unless otherwise required by this Constitution or other law. 

8.3 The League shall hold its Annual General Meeting on the last Saturday of November of each year. In case of conflict with scheduled meetings of the governing bodies or other extenuating circumstances, the LMB may reschedule the Annual General Meeting to another Saturday between November 15 and December 15 of the same year. 

8. 4 The agenda of the Annual General meeting shall include: 

a. Roll Call;

b. Minutes of Previous Annual General Meeting; 

c. Chairperson’s Address; 

d. Officers' Reports; 

e. Director of Administration Report and annual budget ;

f. Auditor's Report; 

g. Appointment of Auditors;

h. Other Reports; 

i. Unfinished Business; 

j. Amendments to the Constitution & Rules and Regulations; 

k. Roll Call; 

l. Election of Officers and Directors; 

m. Any Other Business; and

n. Adjournment. 


8.4 A Special General Meeting of the League may: 

a. be called by the LMB; or 

b. be called by the LMB upon receipt of a written request submitted to the League by registered mail, certified mail, trace mail, courier service, hand delivery, fax or e-mail, signed by not less than 50% of the voting Membership, setting out the items of business to be conducted at the Special General Meeting. The Special General Meeting shall be held within 30 days of receipt of the written request from the Members. 


Only the business set out in the notice of the Special General Meeting shall be considered. 


8.5 A League General Meeting shall be called by the LMB to deal with the regular business of the league. 

8.6 At all General Meetings each Member is entitled to one vote for each team it has playing in the league in the previous season plus 1 vote. 

8.7 Proxy Voting at General Meeting:

Every member entitled to vote at a meeting of Members may by means of a proxy appoint another Member or a person as the member's nominee to attend and act at the meeting in the manner, to the extent, and with the power conferred by the proxy.

A Member and/or its delegates, may only hold in total one (1) proxy.

The format for the proxy, and the issue, or issues, for which the proxy may be cast are as defined in the Rules and Regulations.

8.8 No Member shall be entitled to any votes unless all monies due to the league are paid in full and no votes may be cast on behalf of a suspended Member or one that is declared as not in good standing by the League or its respective District Association. 

8.9 No Club may cast a vote on behalf of any team that was withdrawn or expelled at any point during the season and any such team will not be included in the Club’s team count. 

8.10 Voting shall be by a show of hands unless a secret ballot is requested. A simple majority (fifty percent (50%) plus one) of the eligible votes present shall decide in all situations except for amendments to the Constitution, which shall be decided in accordance with Article 12 below. 

8.11 Attendance at, and throughout, the entire general meeting is mandatory. Any Member who fails to attend all or part of the General Meeting will be fined $500 for each such occurrence. 

Article 9: LEAGUE MANAGEMENT BOARD MEETINGS 
9.1 The LMB shall meet at least 4 times per year, upon 14 days’ notice given by the Chairperson and the Director of Administration, at such place and time as the LMB may determine. 

9.2 A majority of the members of the LMB shall form a quorum at all meetings of the LMB. Questions arising at any meeting shall be decided by a majority of votes where each director is entitled to cast one vote except the Chairperson who may only vote if his/her vote is required to cast the deciding vote in the case of a tie. 

9.3 Ex-Officio members are not entitled to vote at meetings of the LMB. 

Article 10: COMMITTEES 
10.1 The Membership at any general meeting, or the LMB at any meeting of the LMB, may establish a standing committee or special committee to carry out specific business or programs of the League. 

Article 11: PROCEDURES GOVERNING MEETINGS 
11.1 All meetings of the League shall be conducted in accordance with the most recently published Robert's Rules of Order Newly Revised except as may be otherwise stipulated in this Constitution or other Rules and Regulations of the League. 

Article 12: AMENDMENTS TO THE CONSTITUTION 
12.1 Proposed amendments to the Constitution must be forwarded in writing on club letterhead to the Director of Administration no later than November 1st of each year or at least 30 days before the date of a Special General Meeting. Copies of the proposed amendments to the Constitution shall be sent to all members with the notice of the Annual or Special General Meeting. 

12.2 A two-thirds (2/3) majority vote of the Members present is required to adopt an amendment to the Constitution. 

12.3 The Constitution and any amendments thereto must conform to the OSA Published Rules and to the approved Terms of League Operations for each competition. 

Article 13: RULES AND REGULATIONS 
13.1 The League shall have Rules and Regulations which include, but are not limited to, the following: 

a. discipline of a Member: summary of charges regarding misconduct; 

b. discipline of a Member: procedures for discipline hearing; 

c. duties of LMB: authority granted to LMB regarding the business being conducted; 

d. duties of LMB: selection process and appointment process for the appointment and renewal of appointments to the League's paid and volunteer positions; 

e. duties of LMB: process for revoking appointments; and

f. voting at General Meeting: format for the proxy, and the issue, or issues, for which the proxy may be cast. 


13.2 The LMB may approve and publish Rules and Regulations which are not inconsistent with the Constitution and not inconsistent with the Rules and Regulations of a higher level governing organization. 

13.3 Amendments to the Rules and Regulations may be made by a majority vote of the LMB or the Members at an Annual General Meeting or Special General Meeting. If the rules and regulations are amended by the LMB the amendment shall be presented for ratification at the next Annual General Meeting or a special general meeting called for that purpose. If the amendment is not ratified, it is of no effect and the previous Rules and Regulations are then in effect. 

13.4 Notwithstanding the authority granted to the LMB to amend or approve Rules and Regulations at Article 
13.2 and 13.3, the LMB shall inform the Membership of the particulars of proposed amendments or approvals to the Rules and Regulations, at least one week in advance of a LMB meeting where it is intended to amend or approve Rules and Regulations, in order that the Membership may provide input to the LMB regarding the proposed amendments or approval to be considered by the LMB. Prior notice to the Membership shall not be required where the proposed amendment or approval is of an urgent nature affecting health or safety. 

Article 14: INDEMNITY 
14.1 Members of the LMB or other servants to the League, their heirs, executors, administrators and estate and effects respectively shall be indemnified and saved harmless at all times by the League 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 willful neglect or default. 

Article 15: FINANCE 
15.1 The accounts of the League shall be audited annually by a Chartered Accountant.

15.2 The Audit or the Financial Review Engagement statement shall be presented to the Annual General Meeting for adoption. 

15.3 At the Annual General Meeting of the League, a Chartered Accountant firm shall be appointed to perform the Audit or the Financial Review Engagement. 

15.4 The fiscal year of the League shall end on September 30th of each year, unless otherwise ordered by the LMB. 

15.5 The LMB will prepare a budget to be presented at the Annual General Meeting. The budget cannot provide for a deficit. 

Article 16: DISPUTE RESOLUTION 
16.1 The League shall adhere to the Dispute Resolution process as published and approved by the OSA from time to time. 

16.2 Any Member of the League may initiate the Dispute Resolution process by communicating in writing to the OSA, or the EODSA (with respect to the operation of the district competition), with a copy to the League, the nature and facts of the dispute. The OSA, at its discretion, may proceed with the Dispute Resolution process by assigning one or more neutral persons to the dispute. 

16.3 The Dispute Resolution process shall not to be used for game discipline which follows the normal discipline and appeals process. 

16.4 The League shall post the Dispute Resolution process on its web site. 

Article 17: HARASSMENT 
17.1 The League shall adhere to the Harassment Policy as published and approved by The OSA from time to time. 

17.2 The Harassment Policy shall apply to all employees, directors, officers, volunteers, coaches, game officials, administrators, players, Members and registrants of the competitions operated by the League. 

17.3 Harassment is defined as any comment, conduct, or gesture directed toward an individual or group of individuals which is insulting, intimidating, humiliating, malicious, degrading or offensive. It includes, but is not limited to, sexual harassment. 

17.4 The League shall post its Harassment Policy on its web site. 

Article 18: APPEALS 
18.1 Any registrant or registered organization directly affected by a decision of the League may appeal such decision. The denial or termination of Membership in the League may be appealed by a non-Member. 

18.2 A decision of the League may be appealed as follows:

a. to the OSA with respect to the regional competition. The appeal shall be conducted in accordance with the OSA's published rules; and

b. to the Eastern Ontario District Soccer Association with respect to the district competition. The appeal shall be conducted in accordance with the EODSA's published rules.


18.3 An individual cannot appeal a decision made by the LMB regarding the appointment, non-appointment, re-appointment or revocation of an appointment of an individual to a position within the League's operations, except where the selection, appointment and revocation process outlined in the League's rules and regulations has not been followed. 

18.4 The League shall post information concerning Rights of Appeal on its web site.

Article 19: DISSOLUTION 
19.1 In the event of dissolution of the League, and after payment of all debts and liabilities, its remaining property shall be distributed or disposed of by the LMB, following consultation with the membership, to one or more not-for-profit soccer related organization(s) which is (are) registered with the OSA. 

Article 20: DEFINITIONS/TERMINOLOGY 
20.1 Terminology used in this constitution shall have the same meaning as used by The OSA in its letters patent, By-Laws and published rules.


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