THE AJAX FC CONSTITUTION

ARTICLE # TITLE THE AJAX FC CONSTITUTION ARTICLE I ARTICLE II ARTICLE III NAME OBJECTIVES MEMBERSHIP ARTICLE IV BOARD OF GOVERNORS ARTICLE V DUTIES OF GOVERNORS ARTICLE VI ARTICLE VII ARTICLE VIII ARTICLE IX ARTICLE X ARTICLE XI ARTICLE XII ARTICLE XIII FINANCES COMMITTEES GENERAL MEETINGS BOARD OF GOVERNORS MEETINGS CONFLICT OF INTEREST AMENDMENTS INDEMNITY DISPUTE RESOLUTION ARTICLE XIV HARASSMENT ARTICLE XV APPEALS ARTICLE XVI DISSOLUTION ARTICLE XVII DEFINITIONS / TERMINOLOGY ARTICLE XVIII MATTERS NOT INCLUDED Revision as of December 14 th, 2015

ARTICLE I NAME A) The Club shall be known as the Ajax FC (hereinafter termed the AFC). However, the name change will not affect the incorporated name of Ajax FC. The club s headquarters is located at 77 Centennial Road in Ajax, Ontario. The club was incorporated as the Ajax Warriors Soccer Club on 3 December 1981. On 23 June 2002, the memberships of the Village Soccer Club of Ajax and the Ajax Warriors Soccer Club agreed to join together effective 1 October 2002. To accommodate this joining of clubs, the Ajax Warriors Soccer Club officially changed its name to AFC on 4 September 2002. The club s incorporation name will remain as the Ajax FC. These changes were made on January 9, 2011. B) The AFC shall be affiliated with the Durham Region Soccer Association (hereinafter termed the DRSA). C) The AFC, via the DRSA, is affiliated with the Ontario Soccer Association (hereinafter termed the OSA). D) The AFC shall follow the published rules of the DRSA and OSA. The Club is subject to the published rules in declining order of authority of the following governing organizations to which it is affiliated: 1. The Ontario Soccer Association (OSA) 2. The District Association Durham Region Soccer Association (DRSA) 3. The Club Ajax FC (AFC) ARTICLE II OBJECTIVES A) To promote the game of soccer within the Town of Ajax. B) To develop and govern the game of soccer for the eligible membership and registered participants. C) To teach soccer skills and promote fair play among participants and their families, spectators, staff and volunteers. D) To provide the opportunity for children and adults, willing to subscribe to these objectives, to develop their character as resourceful and responsible members of their community through the game of soccer, for their mental, physical, social, and leadership development. E) To provide a positive and respectful learning environment for participants. ARTICLE III MEMBERSHIP A) Eligibility - The membership shall consist of parents/guardians of registered players or the players themselves if they have attained the age of 18 years. The membership also consists of coaches and other volunteers who have donated 30 hours in volunteer time throughout the Proposed revision as of December 14 th, 2015 2

year. Members must have attained the age of 18 years and be registered as members with the AFC. B) Requirements Only those that meet the following requirements will be considered Registered Voting Members in Good Standing. Voting members are entitled to one vote at the current year s Annual General Meeting. Membership is limited to one year. 1) A player that participated in the given year s Outdoor and / or Indoor Season, (if the player has not attained his or her 18th birthday, then the parent/guardian of the player). 2) The player must have been registered with Ajax FC by August 1 of the current year. 3) The member must be in good standing with the club. To be in good standing, an individual will not have any outstanding payments owed to the club, nor any disciplinary measures resulting in the revocation of membership. 4) Must have met the volunteer requirement by August 31 st. C) Eligible, registered, Honorary, and Associate members of AFC are subject to this constitution and policies and procedures, and code of conduct. D) Discipline of Member - A Member may be fined, censured, suspended or expelled from Membership for cause and only after charges have been laid and found guilty in accordance with the Club's published rules and a hearing held in accordance with the Club's and OSA's published rules. An individual whose Membership has been suspended loses all rights of Membership until the suspension has been terminated. Player, team and team official discipline for game infractions is governed in accordance with the procedures published by The OSA. Any Member, who infringes the Articles or rules of the Club or brings the Club into disrepute, may be reprimanded, suspended or expelled from the Club after a hearing by the Board of Governors of the Club at which hearing the Member is entitled to attend. E) Termination of Membership - Membership in the Club shall be deemed to have been terminated: 1) If the Member submits a signed letter of resignation to the Club; 2) if the Member is expelled by the Club's Board of Governors; or 3) if the Member is no longer registered with the Club. ARTICLE IV- BOARD OF GOVERNORS A) Board of Governors 1) The business of the AFC and interpretation of the Constitution, Policies and Procedures, and Code of Conduct of the AFC, shall be conducted by a Board of The board shall consist of the following: President, Past President, Vice President, Financial Officer, Secretary, Competitive Governor, Discipline Governor, and Recreational Governor(s). Proposed revision as of December 14 th, 2015 3

2) The Board shall appoint a Technical Director, through an open competition, from those applications received for the position, for a full time position. The Technical Director will be an ex-officio advisor to the Board of 3) An Executive Committee shall be comprised of the President, Vice President, Financial Officer and Secretary. 4) The Board of Governors shall appoint a Discipline Committee, which will include a qualified Discipline Chair as described by the OSA. The Board of Governors through the Discipline Governor will appoint at least two additional members (in good standing) of the club to the committee and the committee must be comprised of a minimum of three (3) members. 5) After three (3) consecutive terms in the same elected position; a Governor may not seek a 4 th term in that position. However, they may run for any other position. After a minimum of one term away from their previous position, they may run again for any position. B) Period of Office 1) The President shall be elected for a period of (3) years. To be eligible to run for President, the candidate must have served on the board within the previous two (2) years having served for at least (6) six months within the last two years without having resigned or involuntarily removed from the board. 2) The following Governors shall be elected for a period of two (2) years at the Annual General Meeting in the years ending with an even number; Vice President, Secretary, Competitive Governor, Recreational Governor(s). 3) The following Governors shall be elected for a period of two (2) years at the Annual General Meeting in the years ending with an odd number, Financial Officer, Discipline Governor. 4) All Governor Positions, which have been appointed by the board of Governors, shall come up for election at the next Annual General Meeting (see Article IV) D) 1)). C) Election Procedure 1) Any individual seeking election must be a registered member in good standing and be willing to put their name forward for the position. This can be done in person or by written communication. Valid nominations shall be put forward by members in good standing immediately prior to the commencement of the election or by written request prior to the meeting. 2) Each candidate may request the opportunity to address the meeting and/or have the meeting addressed on their behalf in their absence. Presidential candidates shall have a period not to exceed five (5) minutes and all other candidates not to exceed three (3) minutes. 3) The election of the Board of Governors shall be by secret ballot, unless the nominee is elected by acclamation. Election shall be by a simple majority; majority being defined as over fifty per cent (50%) of the votes cast. If a majority vote is not obtained on the first or any succeeding ballot the candidate with the lowest number of votes shall be omitted from succeeding ballots. 4) Board of Governor Members, currently occupying seats that are not up for election, may be nominated to other positions. Their current position will be deemed vacant upon acceptance of any new position to which they may be elected. The current position will be up for election immediately thereafter for the balance of the term remaining. 5) Independent scrutinizers appointed by the Board of Governors shall supervise the election of The scrutinizers shall not disclose the numerical result of the ballot. Proposed revision as of December 14 th, 2015 4

6) The election of the President shall take precedence and the scrutinizers shall distribute, collect and tabulate the ballots and the Chairman of the scrutinizers shall immediately announce the name of the successful candidate. 7) The election for all other positions for the Board of Governors shall be in the same manner as that provided for the President. 8) The numerical results of the voting shall be entrusted to the Chairman of scrutinizers who shall ensure that the ballots are destroyed. 9) A ballot will be spoiled if more than the prescribed number of names appears on the ballot. 10) A spoiled ballot shall not be counted as a vote cast in determining the majority. D) Appointment to the Board of Governors 1) Should a vacancy occur on the Board of Governors during a term of office, or should a position remain open following the Annual General Meeting; the Board will have the mandate to appoint to the Board of Governors for the period up until the next AGM. Such a candidate shall be chosen by a show of hands, by the Governors of the Board. The election shall be by a simple majority; majority being defined as over fifty per cent (50%) of the votes cast. If a majority vote is not obtained on the first or any succeeding ballot the candidate with the lowest number of votes shall be omitted from succeeding ballots. The President shall only vote in case of a tie. 2) Any positions appointed by the Board of Governors, will automatically come up for election at the next AGM for the duration of that position s period of office, in accordance with Article IV) B). 3) If for any reason the President is unable to complete their term of office, the Board of Governors shall vote by a secret ballot, for a successor to fill the office of President until the next Annual General Meeting. Election shall be by a simple majority; majority being defined as over fifty per cent (50%) of the votes cast. If a majority vote is not obtained on the first or any succeeding ballot the candidate with the lowest number of votes shall be omitted from succeeding ballots. E) AFC Business 1) The Board of Governors shall govern the business of the AFC. F) Removal from the Board of Governors 2) Any Board of Governors member absent without just cause for three regularly scheduled meetings, or who fails to fulfill the duties of their office as assigned by the Board of Governors, or who knowingly participates in decision-making while in a conflict of interest, or who is suspended by the DRSA or OSA, or whose membership status otherwise becomes known to be not in good standing may be removed from office by a 2/3rd (66.6%) vote of the Board of The vote shall be taken by a secret ballot. The Governor in question shall be invited to attend the meeting of the Board of Governors and participate in the vote. 3) If a motion to remove a Governor from the Board made at a regular board meeting is not carried, this motion may be submitted to the membership for their consideration at the AGM. Such motions will be put forward following item f) on the order of business for the AGM (amendments to the constitution), see Article VIII A) 3). Proposed revision as of December 14 th, 2015 5

ARTICLE V - DUTIES OF OFFICERS OF THE BOARD OF GOVERNORS All Governors must comply with the AFC constitution, Policy and Procedures, and Code of Conduct. All Board members must submit a seasonal work plan and draft budget, as per policy and procedure, to the Board of Governors for approval. A) The President shall: 1) Act as spokesperson for the AFC at all times, unless he/she delegates such responsibilities. 2) Oversee the preparation of the Annual Report for the Annual General Meeting. 3) Provide the initial response to the membership regarding conduct of the Board of 4) Undertake the responsibilities of President as assigned in the job description, as defined in the policies and procedures manual. 5) Undertake, from time to time, duties incidental to this position, as assigned by the Board of 6) Initiate the development of long-term strategic planning. 7) Create the annual club work plan in response to lessons learned from the past year as well as dealing with new issues that arise. 8) Generate ideas, solutions, and innovations to enhance the quality of club administration and community image. 9) Manage the affairs of the clubhouse and undertake all tasks as required. 10) Will oversee and coordinate all activities involving the amalgamation of this club with any other clubs. B) The Vice President shall: 1) Assume the presidential powers as specified in Article V (A) either in the absence of or under the instructions of the President. 2) Co-ordinate with Senior Staff the activities of the referee, competitive, and recreational programs. 3) Chair regular meetings of program Governors, managers, and volunteers. 4) Undertake, from time to time, duties incidental to this position, as assigned by the Board of 5) Generate ideas, solutions, and innovations to enhance the quality of club programming and community image. 6) Undertake from time to time, duties incidental to this position, as assigned by the Board of Proposed revision as of December 14 th, 2015 6

C) The Past President shall: 1) This position is not an elected one. The outgoing president is required to sit in this advisory position for a minimum period of one (1) year. Extension of the period after that time is upon mutual agreement of the board and the holder of the Past President position provided there has been no change in the position of President. D) The Financial Officer shall: Review the financial affairs of the AFC. 1) Ensure and oversee the complete and accurate records of all revenues and expenditures in books belonging to the AFC. 2) Coordinate with the Auditors to present to the AGM a complete audited Financial Statement for the current fiscal year ending September 30 th. 3) Present a financial report at all Board Meetings. 4) Ensure all monies are deposited and maintain one or more bank accounts in the name and credit of the AFC. 5) Settle accounts by cheque properly countersigned with two signatures. The Financial Officer must be one and the other can be any Executive member with signing authority. 6) Undertake the responsibilities of Financial Officer as assigned in the job description, as defined in the policies and procedures manual. 7) Undertake, from time to time, duties incidental to this position, as assigned by the Board of E) The Secretary shall: 1) Record and process all meeting minutes for the Board of 2) Co-ordinate the preparation of all Board, General Meeting, and Annual General Meeting packages, in consultation with the President. 3) Maintain the AFC and Board of Governor membership lists. 4) Act as custodian for Board of Governor s correspondence, records, reports, other documents, and the corporate seal. 5) Undertake the responsibilities of Secretary as assigned in the job description, as defined in the policies and procedures manual. 6) Undertake, from time to time, duties incidental to this position, as assigned by the Board of F) The Discipline Governor shall: 1) Attend appropriate DRSA and OSA meetings as required. 2) Undertake the responsibilities of Discipline Governor as assigned in the job description as defined in the policies and procedures manual. 3) Participate on the AFC Discipline Committee. 4) Undertake, from time to time, duties incidental to this position, as assigned by the Board of Proposed revision as of December 14 th, 2015 7

G) The Competitive Governor shall: 1) Attend meetings with Competitive affiliates such as league Annual General Meetings, disciplinary meetings or assign an appropriate designate to go in their place. 2) Participate on the AFC Discipline Committee. 3) Be the initial liaison between Competitive participants, Technical Director and the Board of 4) Provide the initial Board of Governor s response to problems arising within the Competitive League. 5) Undertake the responsibilities of Competitive Governor as assigned in the job description, as defined in the policies and procedures manual. 6) Undertake, from time to time, duties incidental to this position, as assigned by the Board of H) The Recreational Governor shall: 1) Oversee all Club Recreational teams playing within AFC Recreational. 2) Be the liaison between the Recreational participants and the Board of 3) Be primary point person for Board of Governor s response to problems arising within the Recreational. 4) Attend disciplinary meetings for Recreational players. 5) Undertake the responsibilities of Recreational Governor as assigned in the job description, as defined in the policies and procedures manual. 6) Undertake, from time to time, duties incidental to this position, as assigned by the Board of 7) Assist in the development of the yearly Recreational plan. 8) Co-Chair of all Recreational Cup Day Activities. 9) Participate on the AFC Discipline Committee. ARTICLE VI FINANCES A) The fiscal year shall begin on the first (1 st ) day of October and end on the thirtieth (30 th ) day of September each year. B) An independent auditor shall be appointed annually to audit the financial statements of the AFC, by the AFC membership at the Annual General Meeting. The report of the auditor shall be made available, at the clubhouse, to all members of the Corporation seven (7) days prior to the Annual General Meeting. C) All disbursements require two (2) authorized signatures, one of which must be the Financial Officer. Signing authorization shall be granted by resolution of the Board of No two members of the same family/household shall have signing authority. Appropriate receipts will be obtained and retained in support of all disbursements. D) Any two Board Executives (by resolution of the Board of Governors) may open bank accounts and sign whatever documents are required for the purpose with any Chartered Bank, Banks, Trust Company or Credit Union in Canada. E) A draft of the operating budget shall be approved by the Board of Governors by no later than August of each year. Proposed revision as of December 14 th, 2015 8

F) No change may be made in the budget approved by the Board of Governors, nor shall any specific budgetary allotment be over-expended by more than 10% of the budgetary amount, nor any transfer of funds between specific allotments be made without approval by a simple majority (over 50%) vote of the Board. G) The club shall not present a budget that would cause the club to be in a deficit position at the end of the year. H) All expenses within the AFC s approved operating budget as previously approved by the Board do not require subsequent board approval. All expenses outside of the AFC s approved operating budget require Board approval prior to purchase or engagement of the services. I) All purchases over $2,500 require board approval. J) All purchases over $5,000 require three (3) quotes to be obtained and retained where feasible. ARTICLE VII COMMITTEES A) Appointment of Committees 1) The Board of Governors may appoint committees to undertake specific projects. The duties of such committees shall be described in the minutes of the Board meeting at which such committees are appointed. B) Executive Committee 1) The Executive Committee shall be comprised of the President, Vice President, Financial Officer and Secretary. The Executive Committee is empowered to make short-term decisions in order to respond specifically to situations arising between regularly scheduled Board meetings. At least three (3) Executive Committee members must support any such decision. All Board Members will be updated within five (5) days of any decision(s) made by the Executive Committee. 2) The Executive Committee will conduct the business of the Board between board meetings. The Executive Committee may not make long-term decisions affecting the future of the club nor may it make any decisions, which would fundamentally alter the character of the Club or its programs. 3) Discipline Committee 1) The Discipline Committee, as appointed by the Board of Governors, is empowered to make decisions pertaining to written complaints, regarding contravention of the constitution, policy and procedure, and code of conduct issues. ARTICLE VIII- GENERAL MEETINGS A) Annual General Meeting 1) The Annual General Meeting (AGM) of the AFC shall be held no later than one hundred and twenty days (120 days) of the fiscal year end at a time and location chosen by the Board of 2) AGM information packages will be made available to members, at the clubhouse, seven (7) days prior to the meeting. Information packages, approved by the Board of Governors, will include the agenda, previous AGM minutes, Governor s reports and proposed amendments to the Proposed revision as of December 14 th, 2015 9

constitution, the constitution, proposed recommendations to the policy and procedures, and the audited financial statements. 3) The order of business for the AGM is as follows: a) Announcement of the number of delegates present b) Review of previous AGM minutes c) Review of reports from each Governor d) Review and Approval of Audited Statements e) Presentation of the Rules of Voting f) Amendments to the Constitution g) Recommendations for Amendments to the Policies and Procedures h) Motion(s) Defeated to Remove Governors (if any) i) Motion to accept all transactions as complete from the previous Fiscal Year j) Presentation of candidates for President (a maximum of 5 minutes per candidate) k) Election of the President l) Presentation of candidates for Board of Governors (a maximum of 3 minutes per candidate) m) Election of Governors n) Appointment of Auditor o) Presentation of Awards p) New business q) Adjournment At the AGM, quorum is defined as at least the Board of Governors and equal number of voting Members + 1 voting shall constitute a quorum. B) General Meetings 1) General Meetings may be called by the President, by a majority vote of the Board of Governors, or at the request, in writing to the Secretary, of at least 50 of the members for items not satisfactorily addressed by the Discipline Committee, or the Board of At least 35 of the 50 members must be present at the general meeting. The meeting must take place within fourteen (14) days of the Secretary receiving such request. Only the business for which the meeting was called shall be dealt with at such meeting and the Board of Governors shall set the Agenda. General Meetings will be posted on the Club answering machine message, posters at the clubhouse, and through other media. C) Voting Rights at an AGM or General Meeting 1) Each voting member, in good standing, of the AFC shall have one (1) vote. 2) Voting by proxy is not permitted (see Policies and Procedures for rules). 3) Honorary and Associate members shall have a voice, but no vote. D) Quorum 1) At the AGM, quorum is defined as at least the Board of Governors and equal number of voting Members + (1) one voting shall constitute a quorum. Proposed revision as of December 14 th, 2015 10

E) Chair 1) The Board of Governors will appoint a Chair to preside over the Annual General Meeting and any General meetings that may arise. 2) The Chair will not have a vote except to break a tie. 3) The parliamentary law to be followed will be Robert s Rules of Order. The objective will be to facilitate an efficient and effective meeting in an impartial manner. ARTICLE IX - BOARD OF GOVERNORS MEETINGS A) Establishing Meeting Schedule 1) At the first meeting following the AGM, the Board of Governors will establish a schedule of at least six (6) regular meetings for the year and post it at the clubhouse. B) Special Meetings 2) Special meetings of the Board of Governors shall be at the call of the President at such time and place as shall be decided. Seven (7) days notice shall be provided for Special meetings. C) Agenda and Meeting Packages 1) The Secretary will draft an agenda in consultation with the President. 2) A Board of Governors meeting package will be made available to each Governor prior to each regularly scheduled meeting. D) Voting Privileges 1) Each voting Governor shall be entitled to one (1) vote at each meeting. 2) Voting by proxy will be permitted. 3) Comments provided in writing, by Governors not present at the meeting, will be included in the discussion, but not for voting purposes. 4) Ex-officio Governors will not have a vote, but will be permitted to have a voice at the meetings. E) Quorum 1) At any Board of Governor s meeting, a majority of the current Board of Governors, excluding vacant positions shall constitute a quorum. 2) A majority shall consist of 50% plus 1 (one). F) Observers and Guests 1) May attend regularly scheduled Board of Governor s meetings. 2) Will only have a voice when permitted by the Chair. 3) Will not have a vote. 4) Will not be present for in-camera sessions. 5) Will abide by the Code of Conduct for Board of Governor s meetings. Proposed revision as of December 14 th, 2015 11

G) Chair 1) The Board of Governors will appoint a Chair, from amongst the Board members, to preside over regularly scheduled Board of Governor meetings and any special meetings that may arise. 2) The Chair will not have a vote except to break a tie. 3) The parliamentary law to be followed will be Robert s Rules of Order. The objective will be to facilitate an efficient and effective meeting in an impartial manner. 4) The Board can select a new Chair during any regularly scheduled Board meeting by a simple majority vote. ARTICLE X - CONFLICT OF INTEREST A) A conflict of interest would arise when an individual, their family member(s), employer, or an organization which they are a member of, stands to benefit, or be impacted, by the decision being made by the AFC. Board members in a conflict-of-interest situation will declare a conflict and will not be present while the decision is being made. B) Governors who knowingly participate in decision-making in the affairs of AFC while in a conflictof interest may be subject to dismissal (in accordance with article IV) F). C) Governors should not be in receipt of financial rewards (other than nominal) and/or gifts as a result of their position as Governor. Any gifts in excess of a total of $100 should be declared to the Secretary within seven (7) days of receiving such a gift. The list of gifts will be made available to the members upon written request to the Board of ARTICLE XI AMENDMENTS A) Amendments to the Constitution 1) Amendments to the Constitution may only be made at the Annual General Meeting or at a special general meeting called for this purpose. All proposed amendments shall be forwarded to the Secretary of the AFC not less than thirty (30) days prior to the date of the Annual General Meeting. 2) Copies of all proposed amendments shall be included in the AGM package, which will be made available to all members in accordance with Article VIII A (2). 3) Amendments to the constitution require a vote of 2/3 of the voting members present to be approved. 4) Upon approval, amendments to the constitution will become effective immediately. B) Amendments to Policies and Procedures 1) Decisions to amend the Policies and Procedures will be made by the Board of Governors at regular scheduled and special meetings. The Board of Governors will undertake an annual review of the Policies and Procedures, in the month of October. 2) Amendments to the Policies and Procedures may be recommended by the general membership at the AGM. All recommended amendments shall be forwarded to the Secretary of the AFC not less than forty-five (45) days prior to the date of the Annual General Meeting. Proposed revision as of December 14 th, 2015 12

3) Copies of all proposed amendments shall be included in the AGM package, which will be made available to all members in accordance with Article VIII A (2). ARTICLE XII - INDEMNITY Members of the Board of Governors or other servants to the Club, their heirs, executors, administrators and estate and effects respectively shall be indemnified and saved harmless at all times by the Club 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. This indemnification will be limited to that provided, through the purchase by AFC, of appropriate insurance coverage. ARTICLE XIII - DISPUTE RESOLUTION The Club shall adhere to the Dispute Resolution process as published and approved by The OSA from time to time. Any Member of the Club may initiate the Dispute Resolution process by communicating in writing to The OSA, with a copy to the Club and District Association, 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. The Dispute Resolution process shall not to be used for game discipline which follows the normal discipline and appeals process. The Club shall make available to any Member the Dispute Resolution process when requested. ARTICLE XIV APPEALS A) Any Member or registrant of the Club directly affected by a decision of the Club may appeal such decision. The denial or termination of Membership in the Club may be appealed by a non- Member. B) A decision of the Club may be appealed to the District Association with which the Club is affiliated. The appeal shall be conducted in accordance with The OSA's and District Association's published rules. C) An individual shall not appeal a decision made by the Board of Governors regarding the appointment, non-appointment, re-appointment or revocation of an appointment of an individual to any coach or administrator position within the Club's operations, except where the selection, appointment and revocation process outlined in the Club's published rules has not been followed. D) An individual shall not appeal a decision made by the Club regarding a player's team assignment. ARTICLE XV DISSOLUTION In the event of dissolution of the Club, and after payment of all debts and liabilities, its remaining property shall be distributed or disposed of by the Board of Governors to one or more not-for-profit soccer related organizations, or any not-for-profit athletic community organizations, which operate solely in Ontario. ARTICLE XVI - DEFINITIONS/TERMINOLOGY Proposed revision as of December 14 th, 2015 13

Terminology used in this By-Law shall have the same meaning as used by The OSA in its letters patent, By-Laws and published rules. ARTICLE XVII - MATTERS NOT INCLUDED Any matter not herein covered shall be judged in accordance with the Constitution and the Policies and Procedures of the DRSA. Proposed revision as of December 14 th, 2015 14