Wine Growers
www.littlefatwino.com
ONTARIO VINICULTURE ASSOCIATION
NOTE: As of April 2008 the organization "Central Ontario Viniculture Association" was renamed "Ontario Viniculture Association".
CONSTITUTION
ARTICLE I: NAME OF THE ORGANIZATION
The name of this organization shall be the Ontario Viniculture Association (OVA). The official address is 1325 Royal Drive,, Peterborough Ontario, K9H 6R6.
Section 1. Purpose
The purpose of OVA is to promote viniculture in Ontario and to ensure consistent opportunities for all Ontario wineries. The focus of OVA shall be on cold climate grapes, fruit and honey or other materiel suitable for making wine, matched to the particular climate of Ontario. OVA as an organization will issue Information Releases relevant to its Membership as approved under the bylaws section of this constitution.
The Association recognizes the originality of all Vintners' Quality Alliance (VQA) designated areas.
OVA shall maintain associations with cold-climate growers, organizations and individuals elsewhere in Ontario, outside Ontario and outside Canada.
There are five methods that shall be pursued to promote viniculture in this area.
i) Growers within the Area will be supported by:
Providing growers with information (internet, literature, vineyard and orchard tours);
ii) Expertise in Cold Climate Viniculture will be developed by:
Gathering information from published sources;
iii) Information will be Provided to Interested Parties by:
Maintaining online, internet-focused information, both website and listserver;
iv) Membership Activities will include:
Accepting membership from persons or organizations currently involved
v) Commercial Operations will be Promoted
OVA will provide non-financial promotional support to member commercial operations
ARTICLE III: MEMBERSHIP
Section 1. Commercial Member
Any individual or organization located in Ontario (as defined by OVA), and having any commercial interest in viniculture including wineries, fruit wineries, meaderies, nurseries and growing grapes or other fruits for sale may apply for commercial membership.
Section 2. Commercial External Member
Any individual or organization not located in Ontario (as defined by OVA), but having commercial interest in viniculture including wineries, fruit wineries, meaderies, nurseries and growing grapes or other fruit for sale may apply for external commercial membership.
Section 3. Amateur Member
Any individual or organization having no commercial interest in viniculture or wine-making may apply for membership with amateur status. This would include “Friends of OVA” who wished to join in support of OVA aims.
Section 4. Honorary and Associate Members
The Board of Directors may designate Honorary or Associate Members who will not be required to pay dues. Such membership shall not carry voting privileges.
ARTICLE IV: OFFICERS AND BOARD OF DIRECTORS
Section 1. Officers
The officers of the Association shall constitute the Executive Committee, and shall be President, Vice-President, Secretary and Treasurer.
The immediate Past-President shall be included as an ex-officia member of the Executive Committee.
Section 2. Board of Directors
The Board of Directors shall be made up of the 4 officers
Section 3. Regions
Section 4. Quorum and Voting
A minimum of four directors shall constitute a quorum. All decisions of the Board shall be by majority vote.
ARTICLE V: RULES FOR AMENDING
An amendment to this constitution may be presented in writing at any meeting, and if the amendment obtains a majority vote of those present, it must be submitted to the general membership fourteen (14) days prior to the next scheduled general meeting at which time it will be voted upon. A two-thirds majority of those present and voting will be required to adopt the amendment.
ARTICLE VI: ASSOCIATION BUSINESS
The business of the Association shall be conducted by the Executive Board in accordance with the Constitution and Bylaws.
Constitution and Bylaws
as approved July 15, 2002
and as last amended April 27, 2008.
OVA defines "Viniculture" as the growing and/or making of wine.
ARTICLE II: STATEMENT OF PURPOSE
Providing contact information (suppliers, knowledge sources, local growers);
Membership in OVA (membership activities and benefits, shared experiences, mutual
support, social contacts); and
Mutual recognition and support of growers in other areas.
Collaboration with existing information sources to develop more knowledge;
Providing non-financial support of member research projects that will develop information;
Building a grower's network to develop expertise in cold climate growing; and
Accumulating information on vinifying cold climate fruit and honey into suitable wines.
Issuing Information Releases relevant to its Membership as approved under the bylaws section of this constitution;
Providing non-financial assistance to Members in putting their products in front of the public;
Holding and promoting pertinent seminars, both within and outside the area;
Scheduling tours of member's sites, possibly with expert leadership; and
Making presentations about OVA to interested groups.
in viniculture or interested in viniculture in the area, both commercial and amateur;
Scheduling an annual general meeting of the membership;
Scheduling educational seminars for members;
Supporting, promoting and coordinating with suitable venues for educational and
other opportunities for members outside of OVA; and
Arranging social activities for members.
related to cold climate viniculture, including wineries, nurseries, and those
growing grapes and other fruit for sale;
OVA will help support a "Wine Route" throughout the area; and
OVA will help support member applications for commercial operations,
both in advice and letters of support., 3 Regional Directors as defined hereafter, and 3 additional at-large Directors and additional directors as selected by the elected officers. At least 3 of the Directors shall be Members with amateur status.The Executive Board shall designate 3 distinctive regions within Central Ontario, as defined in Article I, for the purpose of designating the 3 Regional Directors. eliminated by amendment at AGM April 27, 2008.
BYLAW I: MEMBERSHIP
Section 1. Eligibility
Active membership shall be limited to those described in Article III of the Constitution of the Association.
Section 2. Membership Card
Section 3. Voting Rights
All members, excluding Honorary and Associate members, as defined in Article III of the Constitution, are eligible to vote. This will not apply to approvals of Information Releases concerning Commercial Members, where votes to approve a particular Information Release will only be counted from those Members designated as Commercial Members.
Section 4. Voting for Information Releases
From time to time any Member of OVA may direct by any means a proposed Information Release to a Member of the Board. The Board Member will promptly forward this to the President, with a copy to the Vice President, for initial approval of the content of the Information Release. Where appropriate the President or Vice President would be empowered to approach the person who proposed the Information Release with a view to polishing, altering, editing or otherwise preparing the release for general Membership approval. The President, as the person signing the release, has a right to refuse to sign a release on behalf of OVA. The name of the person making the proposal will not be released.
Once the President and the person preparing the release have agreed on any changes the proposed release would be sent to all OVA Members. Each Member is entitled to vote to approve, disapprove or may abstain from any potential Information Release. Where the nature of the Information Release is determined by the President to mainly affect Commercial Members then votes to approve a particular Information Release will only be counted from those Members designated as Commercial Members. More general Information Releases will need the 80% approval of all Members.
While no time limits are proposed, it is anticipated that Information Releases will be processed very quickly, generally within a week. The President has the power to close the voting one week after emailing the proposed Information Release to all Members. Where a proposed Information Release has the approval of 80% of all affected Members then the President is directed to send the release by the most appropriate and timely method to a recipient list which will be developed with the help of all Members.
Information Releases will also be published on the OVA website, archived by date of publication. Under no circumstances will the vote of any individual Member or Commercial Member be released inside or outside OVA, with the exception of due process of law.
Section 5. Dues
The Executive Board shall establish annual dues for each of the first 3 classes of members as defined in Article III of the Constitution.
Section 6. Resignations
A member in good standing may notify the Secretary in writing of his or her intention to withdraw from the Association.
Section 7. Reinstatement
Former members may be automatically reinstated by payment of the current annual dues.
BYLAW II: EXECUTIVE BOARD
Section 1. Composition
The Executive Board shall consist of the four (4) officers of the Association, and shall also include the immediate Past President.
Section 2. Powers and Authority
The Executive Board shall have the power and authority set forth in the Constitution except as hereafter regulated by the bylaws including the power to transact all business of the Association.
BYLAW III: OFFICERS
Section 1. Composition
There shall be, in the order of precedence, the following officers: President, Vice-President, Secretary, and Treasurer. The duties for these respective offices are as defined in Bylaw V. Compensation is not to be paid to officers.
Section 2. Eligibility
i. Only members in good standing are eligible to hold office in the Association.
BYLAW IV: COMMITTEES
Section 1. Permanent Committees
i. Promotion (including a newsletter)
Section 2. Method of Selection
The Executive Committee shall appoint the committee chairs. The committee chair shall appoint their committees from the active membership. At least one member of each committee shall be a member of the Board of Directors.
BYLAW V: ELECTIONS, TERMS OF OFFICE, AND DUTIES OF OFFICERS
Section 1. Date of Election, Term, and Duties
The election of officers shall be held at the annual general meeting at which time the following shall be elected to serve for a term ending at the next annual meeting.
i. President - shall serve as the Chief Executive Officer and preside at all meetings.
Section 2. Nomination and Elections
Prior to the annual meeting the President shall appoint an Elections Committee to plan the election and prepare a slate of candidates for offices of the Association.
The Elections Committee shall present the ballot to the membership at the annual meeting.
i. Nominations for any office will be received by mail prior to this meeting from any
BYLAW VI: MEETINGS
Section 1. Annual Meeting
There shall be at least one (1) meeting per year held before the end of April, which shall include the election of officers. {amended at AGM April 25, 2004.}
Section 2. Special Meetings
Special meetings of the Association may be called at the written request of 15% of the Association membership in good standing or 8 members whichever is the lesser. This request shall state fully the purpose of the meeting. Special meetings may also be called by resolution of the Executive Board. The Secretary of the Association shall notify the membership of such meetings at least two weeks in advance and such notice shall state the purpose thereof. Special meetings shall be limited to consideration and/or voting on the matters stated in the meeting notice.
Section 3. Quorum
A quorum at any general meeting of the Association shall be at least 15% of the Association membership in good standing, or 8 members, whichever is the lesser.
Section 4. Recall/Removal of Membership
A petition to recall any elected officer, or remove any member, may be brought by 50 members or 50% of the Association membership, whichever is less. The petition must state the specific charges being brought against the officer or member. A mail ballot, calling for a vote on a proposal to recall or remove the individual involved, must be presented to the Association membership. The recall will be in effect if at least two-thirds of the association membership approve the proposal for recall.
Section 5. Amendment of the Bylaws
These bylaws may be amended by a two-thirds vote of the members present at any general meeting or special meeting at which a quorum is present. Written notice of the proposed action must be sent to each member at his last known address at least fourteen (14) days prior to the meeting. Receipted Email is considered to be appropriate written notice for OVA purposes.
BYLAW VII: FINANCES
Section 1. Change of Membership Dues
The Executive Board, at the annual meeting, shall submit to the Association membership any changes in dues structure for the ensuing fiscal year. A majority of members in good standing must vote to approve any change in the dues structure as stated in Bylaw I, Section 4.
Section 2. Expenditure of Funds
All Association expenditures for amounts over $50 shall be paid by check and signed by the Treasurer. Expenditure of more than $250 shall require the approval of the President and Vice-President.
Section 3. Auditing Committee
An Auditing Committee, appointed by the Executive Board shall audit the books of the Treasurer of the Association. The audit shall be made within ten (10) days prior to the annual general meeting.
Section 4. Fiscal Year
The Fiscal Year for the Association shall commence January 1.
A membership card shall be issued to each member in good standing, excluding Honorary and Associate members, upon payment of dues. eliminated by amendment at AGM April 25, 2004.
ii. No member shall serve as President for more than four (4) consecutive terms.
ii. Education and Research
ii. Vice-President - shall carry out the duties of the Presidency in the absence of the
President, and serve as the Program Chair for the annual general meeting.
iii. Secretary - shall maintain and keep accurate minutes of Association meetings
and business and maintain copies of correspondence pertaining to the Association,
with all records available to the membership at the annual general meeting.
iv. Treasurer - shall maintain accurate records and shall provide written financial reports for
the Board of Directors, the Executive Committee and the membership at the annual
general meeting.
member in good standing, and at the meeting may be received from the floor from
any member in good standing.
ii. Elections shall be by secret ballot if 2/3 of the membership present vote to do so.
Otherwise elections shall be by voice/gesture vote. Every member of the Association,
excluding Honorary and Associate members, shall be eligible to vote.
Wine Growers
www.littlefatwino.com