THE BY-LAWS OF THE RIVERSIDE INVESTMENT CLUB

A. NAME: This Club shall be known as "RIVERSIDE CLUB"

B. ADDRESS:

The mailing address of the Club shall be care of the Point Grey

Golf and Country Club, 3350 SW. Marine Drive., Vancouver., B.C

V6N 3Y9.

C. PURPOSE:

The purpose of the Club shall be to educate Members in the

fundamental principles and techniques of sound investment

practices by making them acquainted with corporate financing and

with specific corporations. The objectives of the Club will be

accomplished by presentations from guest speakers, suitable

educational resources, and by the investment of the nominal funds

of the Club. The pursuits of the Club's objectives are to occur in an

atmosphere of congeniality and fellowship.

D. ORGANIZATION:

The Officers of the Club are the President, Vice-President, Secretary, and

Treasurer. These officers together with the immediate Past President and

the Chair and Vice Chair of the Investment Committee shall form the

Executive.

2. Officers shall be elected at the Annual Meeting, take office the day of the

election and serve for a one year term or until new officers are elected.

Upon the occurrence of a vacancy, an interim election shall be held to fill

the vacancy for the balance of the club year.

3. A Member shall normally not serve for two consecutive terms with the

exception of the Secretary and the Treasurer who may be elected for a

second consecutive term.

4. (a) It shall be the duty of the President to preside at meetings, to

appoint committees, and to oversee all Club activities.

(b)The Vice-President shall assume the duties of the President when

absent or temporarily unable to serve. In addition the Vice-

President shall be responsible for the functioning of committees

appointed by the President, to organize educational studies, and to

report thereon.

(c) The Secretary shall keep formal minutes of Club meetings, be

responsible for Club correspondence, maintain a roster of

Members, arrange for notice of meetings, and is responsible for the

equitable scheduling of Member's dinner wine purchase.

(d)The Treasurer shall collect and disburse funds, maintain records

covering the Club's financial operations and assets, and prepare a

monthly statement for circulation to the Members that includes the

purchase cost and market value of all investment holdings, the

current liquidation value and the individual Member's equity.

5.(a)There shall be an Investment Committee, consisting of the

Treasurer and four members appointed by the President and it shall

 be their duty to present a review of proposed investments at each

meeting of the Club; to investigate possible investments as so

directed by the Club, and to bring in specific suggestions and

recommendations as to the purchase, sale, or holding of

investments

(b) The Chair of the Investment Committee shall place, buy and sell

orders for all transactions pertaining to stocks, bonds and/or

marketable securities and shall appoint two persons as watch dogs

for each of the Club's investments and shall arrange for stock

reviews and guest speakers

(c)(The Vice-Chairman of the Investment Committee shall assume

the duties of the Chairman of the Investment Committee when the

Chairman is absent or temporarily unable to serve

(d) To the fullest possible extent, the funds of the Club shall be

invested upon the recommendation of the Investment Committee

and approved by the Members at a regularly constituted meeting.

(e) The Investment Committee has the right to sell any security for

good reason at any time subject to the approval of the President

and one other officer and to reinvest the proceeds of such sale or

sales in investments approved at a previous monthly meeting of the

Club.

(f)The Investment Committee shall have the right at any time to

invest the funds of the Club, subject to the approval of two officers

of the Club, in investments in stocks, bonds and/or marketable

securities which the membership have previously approved and the

Investment Committee feel should be acted on immediately, without

approval of the members at a regularly constituted meetings.

E. MEMBERSHIP APPLICATION PROCESS:

1. Membership shall be limited to 36 persons who, at the date of admission to membership, are members in good standing of Point Grey Golf and Country Club Limited.

 2. Any member may propose the name of a prospective member, such proposal to be made to the Executive Committee.

 3. If the Executive Committee, after such investigation as its members deem appropriate, approves the nominee, the Secretary will notify the membership of the prospective member’s nomination.

 4. Upon a vacancy occurring in the membership, the first person on the list of approved prospective members shall be invited to attend a regular monthly meeting and to apply for membership.

 5.Approved prospective members shall be admitted to membership upon an initial investment of an amount equal to the value of the group holding, divided by the total number of members at the end of the preceding month.

 6. A member may resign upon one month’s notice and shall thereupon be entitled to payment of an amount equal to the value of the group holding, divided by the total number of members at the end of the preceding month.  

F.MEETINGS:

1.Regular meetings shall be held each month at a time and place

determined by the membership.

2.The December meeting shall be designated as the Annual Meeting.

3.Special meetings may be called by the Officers upon giving one week's

written notice to the membership, in which notice of the purpose of the

meeting shall be stated.

G. OPERATION:

1.Monthly fees as determined from time to time are to be paid in advance

with one annual installment at the January meeting

2.Investment and/or liquidation of Club funds may be made after a period

of discussion by the members and then voted by a simple majority of the

membership, or pursuant to the provisions of paragraph D5(e) of these

By-Laws. An absent Member's interest may be voted by proxy.

3.The Club shall not be terminated by the withdrawal or demise of any

Member.

4.The claim of any Member on the group assets shall be limited to the

liquidating value of that Member's credit at the time of withdrawal or

liquidation.

5.Liquidating value shall be determined from the value of the group

holdings as presented by the Treasurer at the month end in which the

resignation is effective.

6.Upon the death of a Member, his membership shall automatically cease

and the liquidating value of the Member's holdings shall be determined at

the end of the month of death

7.Liquidating value of a retiring member's holdings, but not of a deceased

member, shall be determined less 5%

8.When cash is required for liquidation of a Member's holdings, the group

shall decide by a simple majority how such funds shall be raised

H. GENERAL:

1.Twelve Members in good standing shall constitute a quorum for any

regular or special meeting.

2.Banking and all other transactions will be made in the name "Riverside

Club"

3.No purchase shall be made at any time on margin

4.No Member shall borrow on his equity in the Club.

5.All proceedings and meetings of the Club shall be governed by Roberts

Rules of Order.

6.An absent member's interests may only be voted by empowering another

Member with a written proxy. All proxies are to be lodged with the

Secretary prior to the commencement of the meeting for which they are

valid. A form of proxy is provided in Appendix "A" to these By-Laws.

7.Any written notice required by these By-Laws is validly given if mailed, or

sent by e-mail, to the Members' address on file with the secretary.

I.AMENDMENTS:

These By-Laws may be amended by a seventy-five percent (75%) vote of the

Members present at a meeting of which two weeks written notice has been given

setting forth the proposed change in By-Laws.

THE SPECIAL RESOLUTION FOR THE ADOPTION OF THE ABOVE BY-LAWS FOR

WHICH NOTICE WAS GIVEN WAS PASSED AT THE MEETING OF THE MEMBERS

2006.

PRESIDENT:­­­­­­­___________________

VICE-PRESIDENT:______________

SECRETARY:__________________

TREASURER:_________________