Myths: Background
Drive Canada is incorporated as a not-for-profit
corporation under Part II of the Canada Corporations Act through Letterrs Patent and subject to the regulations of Industry CanadaI will start with noting relevant Articles of the Drive Canada Constitution & Bylaws and have been edited for brevity. The full document is available at http://www.drivecanada.org/attachments/dc-constitution-bylaws-official-en.pdf
ARTICLE IV - MEMBERS
3. Dues:
a. Annual dues for each class of membership ... shall be due and payable on the first day of January. A grace period of sixty (60) days shall be permitted after which any member who has not paid annual dues shall cease to be a member.
b. Initial dues paid prior to October 1st shall apply to the current year without prorating or rebate. Initial dues paid after October 1st shall cover the balance of the current year and the succeeding year.
c. ... No applicant may vote at an General or Special meeting unless he has been a current member in good standing for the preceding thirty (30) days.
5. Voting :
a. Each: ...(member)... is entitled to one vote at a General or Special Membership Meeting; except that only Canadian Members may vote on amendments to the Constitution.
e. All members entitled to vote may cast their ballot by proxy. Completed Proxy forms must be received by the Secretary prior to the meeting. Such Proxies shall be considered in the calculation of a quorum. Proxies may be hand delivered, sent by mail, fax or e-mail, provided the Proxy is dated for the intended meeting and any adjournment thereof, and signed by the member or originates from the member’s e-mail address on file with the Society.
f. Proxy forms shall be provided with the Notice of an General or Special Meeting and shall contain sufficient rationale for the proposal(s) to allow the members to cast a reasoned vote.
h. Proxy votes shall be counted for business arising from the floor and for amending constitutional changes provided that two-thirds (2/3) of the votes cast are in favour of the proposed amendment to the Constitution and Bylaws.
ARTICLE V – DIRECTORS AND OFFICERS
1. Board of Directors
a. The affairs of the Society shall be managed by a Board of Directors ... There shall be a minimum of five (5) and a maximum of seven (7) .... Nominations shall be in writing and signed by the Nominator and two Seconders, all of whom shall be members in good standing of the Society. Nominations must be in the hands of the Secretary no later than seventy-five (75) days prior to the meeting.
b. There shall be six (6) regions: British Columbia, Alberta, Saskatchewan/Manitoba, Ontario, Quebec, and Atlantic Canada. Prior to the Annual General Meeting of the Society, ... member resident in each region may nominate any other .... member in good standing within their region for Director.
d. When more nominations than Director vacancies have been received, the Secretary shall prepare ballots and mail to each: ...(member)... in good standing as of seventy-five (75) days prior to the Annual General Meeting. Ballots shall be sent by e-mail ...; by fax,.....; or by 1st class mail to the address of record, sixty (60) days prior to the.. (AGM). Only those ballots received ... by the Secretary, forty (40) days prior to the Annual General Meeting will be counted.
e. The Secretary shall cause ... ballots counted and all nominees informed of the results thirty (30) days prior to the ...(AGM) .... Directors so elected shall take office at the close of the ...(AGM) .... immediately following their election.
ARTICLE VIII – BYLAWS
2. These Bylaws shall not be altered or added to except by Special Resolution.
3.. Amendments to the Constitution or By-Laws shall not be enforced or acted upon until the approval of the Minister of Consumer and Corporate Affairs Canada has been obtained.
Is there anything above that is vague or unclear?
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