Club Bylaws
Our bylaws help keep the club running smoothly, fairly, and with the community spirit our members value.
Section 1: General
1.1 Introduction
a. Pine Point Tennis Club is a Not-for-Profit Incorporated club, located at 15 Grierson Road in Pine Point Park in Etobicoke.
b. Pine Point Tennis Club operates under the sponsorship of the City of Toronto Parks and Recreation Department. All members shall abide by the City of Toronto rules and regulations.
c. Pine Point Tennis Club is guided by its Constitution as originated in 1959 and amended in 2016.
1.2 Aims and Objectives
a. The aim of Pine Point Tennis Club is to promote tennis in the Toronto area as a lifetime activity by providing a pleasant atmosphere on forgiving clay courts.
b. Pine Point Tennis Club provides tennis professionals for game improvement and junior participation.
c. Pine Point Tennis Club offers various social and competitive opportunities for all members.
1.3 Definitions
For the purposes of these Bylaws the following definitions shall apply:
● “Act” means the Not-for-Profit Corporations Act, 2010 (Ontario) and, where the context requires, includes the regulations made under it, as amended or re-enacted from time to time.
● “AGM” shall refer to the Annual General Meeting.
● “Board” shall refer to the Board of Directors of the Corporation.
● “Bylaws” shall refer to this Bylaw (including any schedules to this Bylaw) and all other bylaws of the Corporation as amended and which are, from time to time, in force.
● “Club” shall refer to Pine Point Tennis Club Inc.
● “Committee” shall refer to the elected and appointed members of the committee of Pine Point Tennis Club.
● “Corporation” shall refer to the corporation that has passed these bylaws under the Act or that is deemed to have passed these bylaws under the Act.
● “Director” shall refer to an individual occupying the position of Director of the Corporation by whatever name he or she is called.
● “Member” shall refer to a member of the Club.
● “Members” shall refer to the collective membership of the Club.
● “Officer” shall refer to an Officer of the Corporation.
1.4 Interpretation
a. Other than specified in the Definitions section, all terms contained in this Bylaw that are defined in the Act will have the meanings given to them in the Act. Words in the singular include the plural and vice versa, and words in one gender include all genders.
b. The invalidity or unenforceability of any provision of this Bylaw shall not affect the validity or enforceability of the remaining provisions of this Bylaw.
c. If any of the provisions of this Bylaw are inconsistent with those contained in the Act, the provisions contained in the Act will prevail.
1.5 Copy of Bylaws
Every member of the Club shall be entitled to receive a copy of the Bylaws on request. A copy of the Bylaws will also be available on the Club’s website.
Section 2: Membership
2.1 Admission
a. The membership shall consist of individuals interested in furthering the Club’s purposes as are admitted as Members by resolution of the Committee.
b. Membership is on an annual basis and expires when the courts close at the end of the season.
c. The Committee may elect to decline an application for membership if complaints have been received regarding the applicant in previous seasons. The reasons must be provided to the applicant, so that they may have an opportunity to respond to the complaint.
d. The Club shall accept applications for memberships until the membership has been closed. At such time, a waiting list shall be established. When a waiting list has been established, the Club shall offer membership renewals to the previous year’s Members in good standing prior to accepting new Members. When a waiting list has been established, City of Toronto residents will get priority to join the club over non-residents. A non-resident cannot be removed from the waiting list to join the club until the list of residents has been exhausted. The resident and nonresident waiting lists shall be kept in strict sequence by the date the application is received and shall be available upon request.
2.2 Classes of Members
The classes of members in the Club shall be as follows:
a. Adult Member: any person who is 18 years of age or older as of January 1st of the current year, or such other date as the Committee may determine. Adult Members shall be entitled to receive notice of and attend all Members’ Meetings. Each Adult Member shall be entitled to one (1) vote at all such meetings.
b. Senior Member: any person who is 65 years of age or older as of January 1st of the current year, or such other date as the Committee may determine. Senior Members shall be entitled to receive notice of and attend all Members’ Meetings. Each Senior Member shall be entitled to one (1) vote at all such meetings.
c. Junior Member: any person who is under 18 years of age as of January 1st of the current year, or such other date as the Committee may determine. Junior Members shall be entitled to receive notice of and attend all Members’ Meetings. Each Junior Member shall not be entitled to vote at such meetings.
2.3 Transferal of Membership
Membership in the Club is not transferable.
2.4 Expiration of Membership
a. Membership ceases when a Member dies or resigns, the Member’s term of membership expires, the Member is otherwise terminated in accordance with this bylaw, or the Club is liquidated and dissolved under the Act.
b. The Board may pass a resolution authorizing disciplinary action or the termination of Membership for: violating the Club’s Code of Conduct or other policies, violating the bylaws, non-payment of fees, or any other conduct that may be detrimental to the Club as determined by the Board in its sole and absolute discretion. For general misconduct, the Board shall notify such Member in writing of the reason for the disciplinary action or termination at least fifteen (15) days before passing the resolution. The Member receiving the notice is entitled to give the discipliners a written submission addressing the disciplinary action or termination not less than five (5) days before the end of the 15-day period. The Board shall consider the submission of the Member before making a final decision regarding disciplinary action or termination of membership. In cases of serious misconduct – such as harassment, violence, sexual misconduct, threats, or any actions that endanger the safety, integrity, or reputation of the Club – the Board may terminate a membership immediately and without prior notice. In such cases, the Member will be informed in writing of the termination and the reasons for it. The member may submit a written response within five (5) days, which the Board will review. The Board’s decision shall be final.
c. Any Member who has resigned or whose membership has been suspended or terminated, shall remain liable for payment of all outstanding Fees and obligations to the Club.
2.5 Fees
The Committee will determine before the beginning of each season:
● The fees for Adult, Senior, and Junior memberships for the year.
● The Guest fees for the year.
● The Initiation fees, if any.
● Additional fees for extra services, if any.
2.6 Privileges of Members
a. Each member is entitled to an access code to access the courts and clubhouse, from the official opening of the Club to the closing of the Club each season.
b. Each member is entitled to bring guests to play at the Club. Guests must be accompanied by a member, must be registered by name, and must pay Guest fees. Guest privileges expire at the end of the day.
Section 3: Board of Directors
3.1 Directors
a. The Board shall consist of between three (3) and five (5) Directors. The Board shall be composed of the fixed number of Directors within such range as determined from time to time by special resolution or, if the special resolution empowers the Board to determine the number, by resolution of the Board.
b. Each Adult or Senior Member of the Club shall be entitled to nominate themselves for election to the Board.
c. Directors are elected by Members at the AGM.
d. Each Director’s term of office will be from the date of the meeting at which they are elected or appointed until the next annual meeting or until their successors are elected or appointed, whichever is earlier.
e. Directors must be Members of the Club.
f. Directors will fulfill their role as Director without remuneration. Directors will not directly or indirectly receive any profit from occupying the position of Director or from providing services to the Corporation in another capacity. However, Directors may be reimbursed for reasonable expenses that they incur in either of those capacities.
3.2 Ceasing to Hold Office
a. A Director will stop holding office immediately, if he/she dies, becomes bankrupt, or is found to be incapable of managing property by a court or under Ontario Law.
b. A Director may resign by written notice to the Board. A Director who resigns will stop holding office when the written notice is received, or at the time specified in the notice, whichever is later.
c. Members may remove a Director before the end of their term of office. Members may do this by passing a resolution at a Member’s Meeting with at least a majority of the votes cast by the Members.
3.3 Filling Vacancies
A vacancy on the Board shall be filled as follows, and the Director appointed or elected to fill the vacancy holds office for the remainder of the unexpired term of the Director’s predecessor:
a. If the vacancy occurs as a result of the Members removing a Director, the Members may fill the vacancy by an ordinary resolution.
b. If there is not a quorum of Directors or there has been a failure to elect the number or minimum number of Directors set out in the articles, the Directors in office shall, without delay, call a special meeting of Members to fill the vacancy and, if they fail to call such a meeting or if there are no Directors in office, the meeting may be called by any Member.
c. A quorum of Directors may fill a vacancy among the Directors.
Section 4: Composition of the Committee
4.1 Committee Members
a. All Directors shall be voting members of the Committee.
b. The board may appoint additional voting members to serve on the Committee for the purpose of assisting in carrying out the business of the Club. Appointed members must be Adult or Senior Members of the Club.
c. The Past President(s) and Head Tennis Professional(s) may serve on the Committee as nonvoting members.
Section 5: Committee Meetings
5.1 Calling of Meetings
Meetings of the Committee may be called by the President or any two (2) Directors at any time and any place on notice as required by this bylaw.
5.2 Notice of Meetings
a. Notice of the time and place for the holding of a meeting of the Committee shall be given in the manner provided in the Notices section of this Bylaw.
b. Notice of the time and place of the meeting must be given not less than five (5) days before the date that the meeting is to be held.
c. Notice of a meeting is not necessary if all of the Directors are present, and none objects to the holding of the meeting, or if those absent have waived notice or have otherwise signified their consent to the holding of such a meeting.
d. If a quorum of Directors is present, each newly elected or appointed Board may, without notice, hold its first meeting immediately following the annual meeting of the Corporation.
5.3 Conducting Meetings
a. The President will oversee Committee Meetings. If the President is absent, the Vice-President will oversee the meeting. If both are absent, the Directors present will choose a Director to oversee the meeting.
b. At all meetings of the Committee every question shall be decided by a majority of the votes cast by voting members on the question, unless otherwise required by the Act. In the case of an equality of votes, the President shall be entitled to a second or casting vote.
5.4 Attendance Expectation
Committee members are expected to attend at least seventy-five percent (75%) of scheduled Committee meetings within each membership year.
Consistent attendance is essential to ensure effective participation in the Club’s governance and decision-making.
Any Committee member who fails to meet this attendance requirement without reasonable cause may, by resolution of the Committee, have their position revoked. The member will be notified in writing and given an opportunity to provide an explanation for their absences.
Section 6: Officers
6.1 Officers
The Board shall appoint a President, Vice-President, Treasurer, and Secretary from among the Directors at the Board’s first meeting following the annual meeting of the Corporation. The President shall also serve as Chair. The same person may hold two or more offices of the Corporation. The Board may appoint other Officers and agents as it deems necessary, and who shall have such authority and shall perform such duties as the Board may prescribe from time to time.
6.2 Office Held at Board’s Discretion
Any Officer shall cease to hold office upon resolution of the Board. Unless so removed, an Officer shall hold office until the earlier of:
● The Officer’s successor being appointed
● The Officer’s resignation
● The Officer’s death
6.3 Duties
Officers shall be responsible for the duties assigned to them and may delegate to others the performance of any or all of such duties.
6.4 Duties of the President
● Oversee all aspects of the club.
● Assure the Not-for-Profit Incorporation papers are current.
● Attend any Tennis Toronto meetings.
● Organize committees and hold meetings in coordination with the Secretary, throughout the year.
● Hold and organize the AGM.
● Finalize work with the Tennis Pro(s).
6.5 Duties of the Vice-President
● Assist with the leadership and promotion of the Club.
● Act for the President in the absence of the President.
● Assist the President with any special projects or absent committee positions.
● Set annual membership fees and propose to committee any membership incentives for approval.
● Receive membership applications.
● Prepare membership list and keep committee informed of membership status
6.6 Duties of the Treasurer
● Create the budget for the year in coordination with the President.
● Prepare the financial report for the AGM.
● Deposit any fees.
● Keep an accurate record of all financial transactions.
● Prepare and file an annual tax return.
● Assure the club obtains and pays for the City of Toronto annual permit.
● Coordinate with the Ontario Tennis Association for membership fees, insurance fees, and assure the Club is a member of good standing.
● Arrange the spring preparation and autumn closing of the courts and sprinkler system with the Court Preparer and organize delivery of Har-Tru product.
6.7 Duties of the Secretary
● Take minutes of all meetings, including the AGM
● Send copies of minutes to all committee members
● Keep records of all meetings.
Section 7: Protection of Committee Members
No Director, Officer or committee member of the Corporation is liable for the acts, neglects or defaults of any other Director, Officer, committee member or employee of the Corporation or for joining in any receipt or for any loss, damage or expense happening to the Corporation through the insufficiency or deficiency of title to any property acquired by resolution of the Board or for or on behalf of the Corporation or for the insufficiency or deficiency of any security in or upon which any of the money of or belonging to the Corporation shall be placed out or invested or for any loss or damage arising from the bankruptcy, insolvency or tortious act of any person, firm or Corporation with whom or which any moneys, securities or effects shall be lodged or deposited or for any other loss, damage or misfortune whatever which may happen in the execution of the duties of his or her respective office or trust provided that they have:
a. complied with the Act and the Corporation’s articles and By-laws; and
b. exercised their powers and discharged their duties in accordance with the Act.
Section 8: Members’ Meetings
8.1 Annual Meetings
a. The AGM shall be held on a day and place within Ontario fixed by the Board.
b. All Members in good standing, management staff, the auditor or the person appointed to conduct a review engagement, and any other person invited by resolution of the Committee are entitled to attend the General meeting.
c. The business at the annual meeting will include the following:
i. Approve the agenda for the AGM
ii. Approve the minutes of the previous AGM and any special meetings
iii. Approve the financial statements for the previous year
iv. Elect Directors
v. Any new or special business that was included in the notice of the meeting
d. Members have a right to submit proposals to be added to the agenda. They must give the proposal to the Board prior to the giving of notice of the AGM in accordance with the Act, so that such items of new business can be included in the notice of AGM. No other item of business shall be included on the agenda for the AGM.
e. Any Member, upon request, shall be provided, not less than five (5) business days or other number of days that may be further prescribed in regulations before the annual meeting, with a copy of the approved financial statements, auditor’s report or review engagement report and other financial information required by the Bylaws.
8.2 Special Meetings
a. The Board may at any time call a special meeting of Members for the transaction of any business, the special nature of which is specified in the notice calling the meeting in sufficient detail to permit a Member to form a reasoned judgment on the business and state the text of any special resolution to be submitted to the meeting.
b. The Board will convene a Special Members’ Meeting on written request of not less than 10% of the Adult and Senior Members for any purpose connected with the affairs of the Corporation that does not fall within the exceptions listed in the Act or is otherwise inconsistent with the Act, within 21 days from the date of the deposit of the request.
8.3 Notice
Subject to the Act, not less than 10 and not more than 50 days written notice of any annual or special Members’ meeting shall be given in the manner specified in the Act to each Member, each Director and to the auditor or person appointed to conduct a review engagement. Notice of any meeting where special business will be transacted must contain sufficient information to permit the Members to form a reasoned judgment on the decision to be taken and state the text of any special resolution to be submitted to the meeting.
8.4 Quorum
a. A quorum for the transaction of business at a Member’s Meeting is ten (10) Members entitled to vote at the meeting, whether present in person or by proxy.
b. If a quorum is present at the opening of a meeting of the Members, the Members present may proceed with the business of the meeting, even if a quorum is not present throughout the meeting.
8.5 Conducting Meetings
a. The President shall be the chair of the Members’ Meeting. If the President is absent, the Directors present will choose a Director to chair the meeting.
b. Business arising at any Members’ Meeting will be decided by a majority of votes unless otherwise required by the Act or the Bylaws.
c. Votes will be taken by a show of hands among all voting Members present unless otherwise required by the Act.
d. Before or after a show of hands has been taken on any question, the chair of the meeting may require, or any Member may demand, a written ballot. A written ballot so required or demanded shall be taken in such manner as the chair of the meeting shall direct.
e. If there is a tie vote, the chair of the meeting shall be entitled to a second or casting vote.
f. Whenever a vote by show of hands is taken on a question, unless a written ballot is required or demanded, a declaration by the chair of the meeting that a resolution has been carried or lost and an entry to that effect in the minutes shall be conclusive evidence of the fact without proof of the number or proportion of votes recorded in favour of or against the motion.
Section 9: Notices
9.1 Services
a. Any notice required to be sent to any Member or Director or to the auditor or person who has been appointed to conduct a review engagement shall be delivered:
● To the last address on record for that Director or Member
● By Email
● By other electronic means
● As the Directors determine
b. Notices mentioned above will be sent to any such Member or Director at their latest address as shown in the records of the Corporation and to the auditor or the person who has been appointed to conduct a review engagement at its business address, or if no address be given then to the last address of such Member or Director known to the Board.
c. Notice may be waived or the time for the notice may be waived or abridged at any time with the consent in writing of the person entitled to the notice.
d. No error or accidental omission in giving notice of any Board Meeting or any Members’ Meeting will invalidate the meeting or make void anything that happens at the meeting.
Section 10: Finances
10.1 Financial Year
The financial year of the Corporation ends on September 30th in each year or on such other date as the Board may from time to time by resolution determine.
10.2 Signing Officers
The signing officers shall be the President, the Vice-President, and the Treasurer. Two signatures shall be required for any transaction. One of the two signatures shall be that of the Treasurer.
Section 11: Conflict of Interest
Any time that the Committee is doing business with a member of the Committee, whether directly or with a business enterprise with which the member is associated, the member shall declare a conflict of interest and shall not deliberate or vote.
Section 12: Court Subletting and Camps
12.1 Court Subletting
The club will not sublet its tennis courts or the facility to any outside contractor.
12.2 Camps
a. Registration for tennis camps will be held by the Club, and it will be available to Members.
b. Priority for registration will be given to Members within the immediate area.
Section 13: Security Cameras
13.1 Purpose and Placement
For the safety and security of Members, guests, staff, and property, the Club has installed security cameras in public and common areas of the premises. Cameras will not be placed in private areas, including change rooms or washrooms.
13.2 Audio and Video Recording
The security cameras will record video only; no audio recording will be captured or stored.
13.3 Privacy
The collection of video footage will be limited to the legitimate purposes of ensuring safety, security, and the enforcement of Club policies.
13.4 Access, Storage, and Retention
Video storage will be stored securely with access restricted to authorized members of the Committee. All recordings will be automatically deleted unless footage is required to be saved due to an incident, breach of conduct, or ongoing investigation.
13.5 Use and Disclosure of Footage
Footage will only be used to investigate or address incidents related to security, safety, or violations of Club rules and will not be used for marketing purposes. Footage may be disclosed to third parties such as law enforcement.
Section 14: Team Captains
14.1 Selection Process
For any competitive team that represents the Club – including, but not limited to, Intercounty Tennis Association (ICTA) teams – the Club will hold an open call for captains.
All members in good standing are eligible to nominate themselves for consideration as a team captain.
Nominations will be collected and reviewed by the Committee. The Committee will then vote to appoint captains based on nominations received, taking into consideration leadership ability, communication skills, and the best interests of the Club.
14.2 Term and Responsibilities
Captains will serve for the duration of the competitive season and are expected to uphold the Club’s Code of Conduct, represent the Club positively, and communicate effectively with players and the Committee.
Captains who fail to fulfill their responsibilities may be replaced by resolution of the Committee.
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