MWOWW 0F ASSWIATION

OF

THE WEST SIDE RIFLE & BOW ASSWIATION

l. The nme of the Soc1‘ety 1's The West Sl'de R1‘fle & Bow

Assoc1‘at1‘on.

2. The obJ'ects of the Soc1‘ety are'.

(a) To construct, ma1’nta1‘n md oLerate a recreatl'onal

shootl'ng fac1 l1'ty for the use of 1'ts meMers,‘

(b) To acqu1 re by way of grant, g1 ft, purchase, bequest,

dev1'se or otherw1‘se, real and personal p.roperty and to use

and apply such property to the real1'zat1'on of the obj'ects of

the Soc1’ety,’

(c) To buy, own, hold, lease, mortgage, sell and convey

such real and personal as may be necessary or de51'rable 1'n

the carry1'ng out of the obJ'ects of the Soc1'ety.

PmVIDm that noth1ng here1n contal'ned shall perml't the

Soc1ety to carry on any trade, 1'ndustry, or bus1'ness and the

Soc1'ety shall be carrl'ed on WI'thout purpose of gal'n to any of the

members and that any surplus or any accret1'ons of the Soc1'ety

shall be used solely for the Purpose of the SOC1'ety and the

promotl'on of 1‘ts obJ'ects.

PmVIDED, further, that 1'f for any reason the operat1 ons of the

Soc1'ety are terml'nated or are wound up, or are d1'ssolved and

there remal'ns, at that tl'me’ after sat1‘sfact1‘on of all 1'ts debts

and 11 ab1'11't1'es, any property whatsoever, the same shall be pa1'd

to some other charl'table organl'zatl'on 1'n Canada, haV1'ng obJ'ects

s1'm1'lar to those of the Soc1'etY-

MWOMNDUM OF ASSWIRTION

OF

THE WEST SIDE RIFLE & BOW ASSWIATION

1. The nme of the Socx’ety 1's The West Sl‘de Rl'fle & Bow

Assoc1‘at1’on.

2. The obJ'ects of the Soc1'ety are.’

(a) To construct, ma1 nta1‘n and Loerate a recreat1onal

shoot1‘ng faC1 l1 ty for the use of 1'ts members,-

(b) To acqul're by way of grant, gl'ft, purchase, bequest,

devl'se or otherwx‘se, real and personal p‘roperty and to use

and apply such property to the reall'zat1 on of the Ob]ects of

the Soc1'ety,‘

(c) To buy, own, hold, lease, mortgage, sell and convey

such real and personal as may be necessary or des1'rable 1'n

the carryl'ng out of the obJ'ects of the Soc1'ety.

PROVIDE that noth1'ng here1'n contal’ned shall perm1‘t the

Soc1 ety to carry on any trade, 1'ndustry, or bu51'ness and the

SOC1'ety shall be carrl‘ed on w1'thout purpose of ga1n to any of the

meMers and that any surplus or any accretl'ons of the Soc1ety

shall be used solely for the purpose of the Soc1‘ety and the

promot1‘on of 1'ts ob] ects.

PmVIDED, further, that 1'f for any reason the operatl'ons of the

Soc1 ety are terml’nated or are wound up, or are d1'ssolved and

there rema1‘ns, at that t1'me, after sat1’sfact1’on of all 1'ts debts

and 11 ab1 11 t1 es, any property whatsoever, the same shall be pa1'd

to some other char1table organ1zat1on 1'n Canada, hav1'ng obJ'ects

S1'm1'1ar to those of the Soc1‘etY.

3. The act1'v1't1‘es of the Soc1'ety are to be carr1’ed on W1'th1'n

WDl‘bCount Yarmouth Count and Shelburne Count, 1'n the

Prov1 nce of Nova Scot1’a.

4. The regl'stered off1 ce of the Soc1'ety 1's.'

MILING

P.O. Box 218

West Pubnl'co, NS

BOW 3SO

CIVIC

c/o‘ Chl'pman, Fraser, P1'nk & N1'ckerson

9 Cheml'n de l'Egll'se

Ml'ddle West Pubnl'co, Nova Scotl'a

BY - LAWS

OF .

THE WEST SIDE RIFLE & Bow ASSOCIATION

1. In these by-laws unless there be somethI'ng 1'n the subJ'ect or

context 1'nconSIstent therew1‘th'.

(a) “Soc1'ety" means The West SI'de R1 fle and Bow

Associatl'on,'

(b) “Reg1‘strar" means the Regl'strar of J01'nt Stock

Companl'es appointed under the Nova ScotI'a Companl'es

Act,-

(c) “Spec1'al ResolutI on“ means a resolutI'on passed by not

less than three—fourths of such meMers entI'tled to

vote as are present person at a‘general meetIng of

th'ch notI'ce spec1'fy1'ng the 1'ntent1'on to propose the

resolutI'on as a spec1‘al resolutI‘on has been duly gI ven.

WERSHIP

2. The subscrI‘bers to the Memorandum of Assoc1'at1'on and such

other persons as shall be adm1 tted to membershI'p 1'n accordance to

these by-laws, and none others, shall be meMers of the Soc1'ety,

and theI'r names shall be entered 1'n the RegI'ster of Members

accordl‘ngly.

3. For the purposes of reglstratIon, the number of members of

the Soc1‘ety 1's unlI'mI'ted.

4. Every member of the Soc1'ety shall be entl'tled to attend any

meetI'ng of the Soc1’ety and to Vote at any meetI'ng of the Soc1’ety

and to hold any offI ce, but there shall be no proxy votI'ng.

5. MembershI'p 1'n the SOCI'etY shall not be transferable.

6. My 1‘nd1‘v1’dual who.'

(a) accepts and supports the goals and obJ'ectl‘ves of the

socx'ety,- and

(b) contr1'butes annually to the support of the Soc1ety a

meMershl'p fee as set by the Soc1'ety from t1'me to t1'me,'

shall be adm1'tted to membersh1'p 1'n the Soc1‘ety.

7. My 1‘nd1'v1‘dual desir1‘ng membershl'p 1'n the Soc1'ety shall

complete a formal appl1’cat1‘on and subm1 t 1't to the Board of

Dl‘rectors for approval. No 1'nd1‘v1‘dual shall be a meMer unt1‘1

such t1me as the appl1'cat1 on 1's approved by the Board of

-

D1‘rectors.

8. (a) Membershl'p 1'n the Soc1'ety shall cease upon the death of

a member, or 1'f, by not1‘ce 1'n wr1‘t1‘ng to the Soc1'ety, he res1'gns

h1's membersh1p, or 1'f he ceases to quall'fy for membershl'p 1‘n

accordance w1'th these by—laws,~

(b) A member may be removed from off1'ce, suspended for a

perl'od, or expel led for cause,°

(c) A v1'olat1on of By—laws, other rules of the Soc1'ety or

conduct preJ'ud1'c1‘a1 to the best 1nterest of the Soc1'ety m a y

be grounds for act1'on under th1 s art1'c1e,‘

(d) Suspens1’on, expuls1'on, or removal shall requl‘re a two-

th1 rds maJ'or1'ty of all members present at a spec1‘a1 meet1‘ng of

the SOC1'ety,-

(6) Any member CODSldared for act1'on under th1 s sect1 on

shall be gl'ven th1rty (30) days not1'ce 1'n order that he/she may

Present a defence to the Charges at the spec1'al meetl'ng of the

Soc1'ety.

FISCAL Y”

9. The f1‘sca1 year of the Soc1'ety shall be the perl'od from

January lst 1‘n any year to December 3lst 1'n the year next

follow1‘ng.

MEETINGS

10. (a) The ordinary or annual general meet1ng of the Soc1 ety

shall be held w1‘th1‘n three months after the end of each f1‘scal

year of the Soc1‘ety,‘

(b) An extraord1’nary general meet1'ng of‘the Soc1‘ety may be

called by the Chal'rman or by the d1'rectors at any t1'me, and shall

be called by the d1'rectors 1'f requ1's1‘t1'oned 1'n wr1't1‘ng by at

least twenty-f1‘ve per centm (25%) 1'n nuMer of the meMers of

the Soc1 ety.

11. Three days' not1 ce of a meetl'ng, spec1‘fy1 ng the place, day

and hour of the meet1‘ng and, 1'n the case of spec1a1 bus1‘ness, the

nature of such b_us1‘ness, shall be 91ven to the members. Not1‘ce

shall be gl'ven 1'n wr1 t1'ng and by send1‘ng 1't through the post 1'n a

prepa1 d letter addressed to each member at h1 s/her last known

address. My not1'ce shall be deemed to have been gl‘ven at the

t1me when the letter conta1‘n1‘ng the same would be dell'vered 1‘n

the ord1'nary course of post and 1'n prov1'ng such serv1'ce 1't shall

be suffl'c1’ent to prove that the envelope conta1'n1'ng the not1 ce

was properly addressed and Placed 1'n the post offl'ce. The non—

recel'pt of any not1 ce by anY member shall not 1'nva11'date the

proceedl'ngs at any general meet1‘ng.

12. At each ord1'nary or annual general meetl'ng of the Soc1‘ety,

the following items of business Shall be dealt with and shall be

deemed to be ord1'nary bus1'ness.'

Minutes of preceding general meeti'ng,-

Consideration of the annual report of the

directors,-

Consideration of the financial statements,

includi'ng balance sheet and operating

statement and the report of the auditors

thereon,-

Election of directors for the ensui'ng year,’

Appointment of Audi'tors.

All other bu51'ness transacted at an ordinary or annual general

meeting shall be deemed to be spec1’al business and all bu31'ness

shall be deemed special that 1‘s transacted at an extraordi'nary

general meet1ng of the Society.

~

13. No bu81'ness shall be transacted at any meeti'ng of the

Soc1'ety unless a quorum of members 1's present at the comencement

of such busx‘ness and such quorum shall consist of fi've members.

14. If w1'th1'n one-half hour from the ti'me appointed for the

meeti'ng, a quorum of meMers 1's not present, the meeting 1'f

convened upon the requisiti'on of the members, shall be dissolved.

In any other case, 1't shall stand adJ'ourned to. such ti'me and

place as a major1ty of the members then present shall di'rect and

if at such adJ'ourned meeti'ng a quorm of meMers is not present,

1't shall be adJ'ourned Si'ne d1 e. (1'.e. w1'thout date)

15. (a) The Chai'rman of the Society shall preside as Chairman

at every general meeti'ng of the SOC1'ety,°

(b) If there 1's no Chairman or 1'f at any meeti'ng he/she 1's

not present at the ti'me of h01d1’ng the sue, the Vi'ce-Chai‘rman

shall pre51de as Chai'rman,’

(c) If there 1's no Chairman or vi‘ce-Chai'rman or 1'f at any

meetx‘ng neither the Chairman "or the Vice—Chairman 1's present at

the holdi'ng of the same, the meMers present shall choose someone

of the1'r number to be Cha1'rman.

16. The Cha1'rman shall have no vote except in the case of an

equa11'ty of votes. In the case of an equali'ty of votes, he/she

shall have a casti'ng vote.

17. The Cha1'rman may, with the consent of the meeting, adJ'ourn

any meeti'ng from ti'me to ti'me and from place to place, but no

bu51'ness shall be transacted at any adJ'ourned meeti'ng, other than

the bu51'ness left unfi'ni'shed at the meeti'ng from which the

adJ'ournment took place, unless noti'ce of such new bu31'ness 1's

u

g1‘ven to the members.

18. At any general meeti'ng, unless a poll is demanded by at

least three meMers, a declarati'on by the Cha1'rman that a

resolut1 on has been carri'ed and an entry to that effect 1'n the

book of the proceedings of the Soc1‘ety shall be suff1‘c1‘ent

ev1‘dence of the fact, without proof of the number or proporti'on

of the meMers recorded i'n favour of or agai‘nst such resoluti'on.

19. If a poll 1's demanded 1'n manner aforesaid, the same shall be

taken 1'n such manner as the Cha1'rman may prescribe and the result

of such poll shall be deemed to be the resolution of the Soc1‘ety

i'n general meeti'ng.

VOTES 0F MWERS

20. Every member shall have one vote and no more.

DIMCTORS

21. Unless otherwise determi‘ned by general meeting, the nmer

of di'rectors shall not be less than five or more then fifteen.

_ 5 -

The subscrl'bers to the Memorandm of Assoc1’at1'on of the Soc1‘etY

shall be the f1‘rst d1rectors of the Soc1‘ety.

22. My meMer of the Soc1’ety shall be e11g1‘hle to m elected a

d1'rector of the Soc1’ety.

23. Directors shall be elected by the members at each ord1‘nary

or annual general meetl'ng of the Soc1‘ety.

24. The d1'rectors shall be elected by the members from mong

the1'r number.

25. At the f1'rst ord1'nary or annual gener‘al meet1’ng of the

$001'ety and at every succeedl'ng ord1‘nary or annual general

meetl’ng, all the d1'rectors shall ret1're from off1’ce but shall not

hold offl’ce until the d1'ssolut1’on of the meetl’ng at wh1‘ch the1'r

successors are elected and ret1 r1 ng d1 rectors shall be e11'g1 ble

for re—elect1‘on.

26. In the event that a d1'rector res1'gns h1‘s/her office or

ceases to be a meMer 1'n the Socr‘ety, whereupon h1‘s/her off1‘ce as

d1'rector shall 1b'sofacto (by the mere fact) be vacated, the

vacancy thereby created may be f1'lled for the unexp1’red portl'on

of the term by the Board of D1'rectors from mong the meMers of

the Soc1‘ety.

27. The Soc1'ety may, by spec1 al resolut1‘on, remove any d1'rector

before the expl'ratl'on of the Perl'od of off1‘ce and app01'nt another

person 1'n h1’s/her stead. The person so appo1‘nted shall hold

offx’ce during such t1'me only as the d1'rector 1'n whose place

he/she 1's appo1‘nted would have hold off1‘ce 1'f he/she had not been

removed.

28. Meetl'ngs of the Board of D1'rectors shall be! held as often as

the bu31'ness of the Soc1‘ety may reQU1 re and Shall be called the

Secretary. A meetl'ng of d1'rectors may be held at the close of

every ordl'nary or annual general meetl'ng 0f the SOCI'EtY Wl'thout

not1’ce. Not1’ce of all other meet1'ngs, speC1'fying the tl’me and

place thereof, shall be g1'ven e1'ther orally or 1'n wr1 t1 ng to each

d1'rector w1‘th1n a reasonable t1'me before the meetr‘ng 1's to take

place, but non—rece1 pt of such not1 ce by any d1'rector shall not

1‘nva11'date the proceedl'ngs at any meet1‘ng of the Board of

D1'rectors.

29. No bus1‘ness shall be transacted at any meet1‘ng of the Board

of D1'rectors unless at least one—thl'rd 1'n numb‘er of the d1 rectors

are present at the comencement of such bus1‘ness.

30. The Chal'rman or, 1‘n h1's/her absence, the V1'ce-Cha1'rman or,

1'n the absence of both of them, any d1 rector appointed from among

those d1'rectors present shall pres1‘de as Cha1‘rman at meet1‘ngs of

the Board.

31. The Cha1'rman shall be ent1‘tled to vote as a d1 rector and, 1'n

the case of an equall'ty of votes, he/she shall have a cast1‘ng

vote 1'n add1‘t1‘on to the vote to wh1‘ch he/she 1's ent1 tled as a

d1'rector.

POWER OF DIRECTORS

32. The management of the act1'v1't1'es of the Soc1‘ety shall be

vested 1'n the d1‘rectors who, 1'n addl'tr'on to the powers and

author1 t1'es by these by—laWS or otherw1‘se expressly conferred

upon them, may exerc1'se all SUCh powers and do all such acts and

th1’ngs as may be exerc1‘sed or done by the Soc1'ety and are not

hereby or by Statute expressly d1‘rected or requl'red to be

Bxercised or done by the Society in general meeting. In

Darticular, the d1‘rectors shall have power to engage a co-

3rdinator and to determ1‘ne h1’s/her dut1'es and respons1‘b1'11't1'es

and his/her remuneration. The d1’rectors may appo1nt an executl've

~“Ofiittee. COHSI'Sting of the offl'cers and such other persons as

the directors dec1‘de.

OFFICERS

33. The off1'cers of the SOC1'ety shall be a Chal'rman, a V1'ce—

Chairman, a treasurer and a secretary. The offl'cers of treasurer

and secretary may be comb1'ned.

.

34. The d1’rectors shall elect one of the1‘r number to be the

chal'rman of the Soc1'ety. The Chal'rman shall have general

superv1'31'on of the act1v1't1'es of the SOC1'ety and shall perform

such dutl‘es as may be ass1‘gned to h1‘m by the Board of D1 rectors

from t1'me to t1‘me.

35. The d1'rectors may also elect from the1‘r number a V1‘ce—

Cha1'rman. The V1'ce-Cha1'rman shall, at the request of the Board

and subj‘ect to 1'ts d1 rect1°ons, perform the dut1'es of the Cha1 rman

durl'ng the absence, 1'llness or 1'ncapac1'ty of the Chal'rman, or

dur1 ng such per1od as the Chal rman may request h1'm to do so.

36. (a) There shall be a secretary of the Soc1'ety who shall

keep the m1‘nutes of the meetl'ng of meMers and directors and

shall perform such other dut1'es as may be ass1 gned to h1'm/her by

the Board. The Board shall appel'nt the secretary and may also

appo1‘nt a treasurer of the SOCl'ety to carry out such duties as

the Board may ass1’gn. If the d1'rectors th1‘nk f1't, the sme

person may hold both offl'ces 0f secretary and treasurer.

(b) The di'rectors may app01‘nt a temporary substi'tute for

the secretary who shall, for the purpose of these by-laws, be

deemed to be the secretary.

AUDIT OF ACCOUNTS

37. The audi'tor of the Soc1ety shall be appointed annually by

the members of the Soc1'ety at the ordl'nary or annual general

meet1‘ng and, on fai'lure of the members to app01'nt an audi'tor, the

d1'rectors may do so.

38. The Soc1‘ety shall make a wrl'tten report to the members as to

the f1'nanc1'al p051't1'on of the Soc1'ety and. the report shall

contai'n a balance sheet and operati'ng account. The audi'tors

shall make a wr1 tten report to the members upon the balance sheet

and operati‘ng account and, 1'n every such report, he/she shall

state whether, 1'n h1 s/her op1'n1'on, the balance sheet 1's a full

and fa1'r balance sheet contai'ni'ng the part1'cu1ars requ1‘red by the

Soc1‘ety and properly drawn up so as to exh1‘b1‘t a true and correct

v1‘ew of the Soc1'ety‘s affai'rs, and such report shall be read at

the annual mGEt.1'ng. A copY Of the balance sheet, show1’ng the

general particulars of 1'ts li'abi'li'ti'es and assets and a statement

of its 1'ncome and expendi'ture 1'n the preced1'ng year, aud1‘ted by

the audi'tor, shall be filed w1'th the Regi'strar w1'th1'n fourteen

(14) days after the annual meetl'ng 1'n each year, as requi’red by

law.

REPML MD MEWMENT OF BY-LAWS

39. The Society has power to repeal or amend any of these by-

laws by a special resolution passed 1'n the manner prescrl'bed by

law.

MISCELLMEOUS

40. The Soc1'ety shall f1'le wl‘th the Regl'strar w1'th 1'ts Mnual

Statement a 11'st of 1'ts d1'rectors w1'th the1 r C1'v1'c addresses,

occupatl‘on and dated of appo1'ntment or electl'on, and w1'th1'n

fourteen (14) days of a change of d1'rectors, not1‘fy the Reg1‘strar

of the change.

41. The Soc1‘ety shall f1‘le w1'th the Reg1‘strar a copy of every

spec1‘al resolutl'on w1'th1'n fourteen (14) days after the resolutl'on

1‘s passed.

42. The seal of the Soc1'ety shall be 1'n the custody of the

Secretary and may be affl'xed to any document upon resolut1on of

the Board of Dl'rectors.

43. Preparat1‘on of m1‘nutes, custody of the books and records,

and custody of the m1’nutes of all the meetl'ngs of the Soc1'ety and

of the Board of D1 rectors shall be the respons1‘b1‘l1‘ty of the

Secretary.

44. The books and records of the Soc1’ety may be 1'nspected by any

member at any reasonable t1'me W1'th1'n two days prl'or to the annual

general meet1‘ng at the reg1 stered off1‘ce of the Soc1‘ety.

45. Contracts, deeds, b1'lls of exchange and other 1'nstruments

and documents may be executed on behalf of the Soc1'ety by the

Cha1’rman or the V1'ce—Cha1‘rman and the Secretary, or otherw1se as

prescrl‘bed by resolut1‘on of the Board of D1'rectors.

46- The b0rrow1‘ng powers of the Soc1‘ety may be exerc1‘sed by

SPec1'al resolutl'on of the memers.