Thursday, December 10, 2009

Interim Constitution and Bylaws of Yarker Colebrook and District Community Association

These by-laws will serve us temporarily until they are accepted (or amended) by next General Meeting of the Association members. If you have any comments, feel free to post them here or write to yarker.community@gmail.com .

Yarker Colebrook and District Community Association


Interim Constitution and Bylaws of the Association: (DRAFT)


1. The name of the organization shall be the Yarker Colebrook and District Community Association, hereinafter called `the Association'. The office and mailing address of the Association shall be situated within the boundaries of Yarker, Colebrook and district, at such location as the Board shall determine. A copy of this bylaw shall be filed with the Minister, if applicable.

2. Purpose: To promote and organize activities, programs and events that deal with any and all matters pertaining to the cultural, historical, recreational, social, environmental, and educational life of the residents of Yarker, Colebrook, and District.

3. Membership: Membership in the Association shall be open to any adult resident of Yarker, Colebrook, and the surrounding district, and shall consist of all such persons who are interested in furthering the aims and objectives of the Association. There shall be no minimum or maximum number of members. There shall be no classes of membership. All members shall have the same voting power in all cases when decisions are made by the members at large. Any annual membership fee, membership dues or initiation fee will be subject to the approval of a general meeting of the Association, and shall not be implemented without a majority vote of the members of the Association. Any member has the right to attend and speak at any Board meeting, notifying the President in advance where possible.

4. Management: (a) Management of the affairs, property, activities and business of the Association shall be vested in a Board composed of at least seven members: the president, vice-president,
secretary, treasurer, and three or more members-at-large, all of whom must be members in good standing of the Association and be elected for a term of two years at a general meeting of the members of the Association convened for that purpose. Any member or officer of the Board may be removed by the members by a 2/3 majority vote at a special general meeting duly called for that purpose.

(b) A quorum of the board shall consist of a majority of the members of the board, one of whom must be the president or vice-president. No officer or Board member shall draw a salary, honorarium, or receive any financial or other compensation for work or activities performed on behalf of the Association, save and except reimbursement of such out-of pocket expenses as may be incurred as a result of such work or activities. Board members shall be considered directors of the Association. The Board shall meet regularly as required to conduct the affairs of the Association.

(c) The Board members may administer the affairs of the Association in all things and make or cause to be made for the Association, in its name, any kind of contract which the Association may lawfully enter into and, save as hereinafter provided, generally may exercise all such other powers and do all such other acts and things that the Association is by its bylaws or otherwise authorized to exercise and do. The Board shall have power to authorize expenditures on behalf of the Association, such expenditures to be reported via the Treasurer’s report to the next General Meeting. The Board shall have the power to appoint additional Board members, such appointment being subject to confirmation at the next membership meeting.

(d) The Board shall have the power to enter into a trust arrangement with a trust company or credit union for the purpose of creating a trust fund in which the capital and interest may be made available for the benefit of promoting the interests and activities of the Association in accordance with these bylaws. The Board shall not borrow money on the credit of the Association without the express authorization of a majority of the members at a General meeting. The Board shall take such steps as they deem necessary to enable the Association to acquire, accept, solicit, and receive legacies, gifts, grants, settlements, bequests, endowments, and donations of any kind whatsoever for the purpose of furthering the aims and objects of the Association.

(e) The Board may appoint or engage such agents and hire such employees as it shall deem necessary from time to time, and such persons shall have such authority and shall perform such duties as shall be prescribed by the Board at the time of appointment.

(f) Questions arising at any meeting of the Board shall be decided by a majority of votes (50% plus one). The chair will make every effort to bring the Board to consensus prior to any vote. The meeting chair may vote only when the vote would change the result. Therefore the chair may vote to break a tie, and thus pass the motion, or to create a tie, and thus defeat a motion.

(g) Vacancies occurring on the Board between any of general meetings of the Association may be filled, until the next general meeting, by a majority vote of the remaining members of the Board. If a Board member is absent for more than two consecutive scheduled board meetings, without good cause and/or without prior notification to the president or secretary, then that office may be declared vacant by a majority vote of the Board. Other procedural questions shall be decided in accordance with Bourinot’s Rules of Order.

(h) The President shall act as chair of all board and general meetings, and shall oversee all activities of the Association.

The Vice-President shall, in the absence of the president, assume these duties.

The Secretary shall deal with all correspondence and, subject to the approval of the president or his/her delegate, shall issue all notices for board and general meetings, and shall take minutes at all meetings.

The Treasurer shall be responsible for the safe control of all Association funds, for reporting all expenditures of the Association to each General Meeting, and for preparing and submitting to the board an annual budget. The Treasurer will keep all necessary books and financial records that are required for financial review. The Treasurer is also responsible for arranging for an annual financial statement. The financial year shall correspond with the calendar year (January 1-December 31). Any two of the President, the Vice-President, the Secretary, and the Treasurer shall sign all cheques and legal documents.

The members-at-large shall assume duties as the Board may assign, and chair committees of the Association, reporting any committee activities to the Board.

5. Committees: The board may from time to time appoint committees composed of at least one Board member and any number of members of the Association, for the carrying out of tasks assigned by the Board.

6. General Meetings:
(a) General meetings shall be held at least three times yearly, on a date specified by the Board, one of which will be within ninety (90) days of the close of the fiscal year. Other general meetings may be held from time to time upon the request of the board or upon written request of fifteen of the members of the Association. All general meetings will be held within the geographical boundaries Yarker, Colebrook and the surrounding district.

(b) Written notice of all general meetings and special meetings shall be provided fifteen (15) days in advance to each eligible voting member via email and/or community notices. The email and
notice shall include the time, date and place of the meeting, the agenda, full details of any proposed amendments to this constitution, and a list of the candidates nominated for elections. While every effort will be made to notify all members of general meetings, no meeting or decision of a meeting shall be declared invalid due to defective or incomplete notice.

(c) Voting in Association elections shall be by secret ballot and a simple majority shall elect a candidate. Voting on other matters may be by a show of hands. Unless otherwise specified in the bylaws, all decisions shall be made by a simple majority (50% plus one vote) of the members present. The chair will make every effort to bring the meeting to consensus prior to any vote.

(d) Voting in Association elections or on any matters pertaining to the purpose of the Association shall be restricted to members only. Each member present at a meeting shall have the right to exercise one vote. No member has the right to cast a vote on behalf of another member, except by written proxy for one other member. Such written proxy shall be shown to the chair of the meeting.

(e) The order of business at a general meeting of the Association shall be as follows:

Reading of the Notice of Meeting

Approval of Agenda

Minutes of the preceding general/special meeting

Confirmation of the actions taken by the board

Secretary's Report (including Correspondence)

Treasurer's Report (Financial Statement)

Other Reports

Amendments to the Constitution and By-laws

New Business

7. Amendments:
(a) Any member of the Association, in good standing, may propose an amendment to the constitution or bylaws of the Association. This proposal must be submitted in writing to the Board. The proposed amendment will be presented to the general meeting or special meeting. All amendments must be submitted at least twenty-one (21) days before the respective meeting. No amendment to the by-laws of the Association shall be accepted from the floor at any meeting.

(b) By-laws may be enacted or amended by a majority vote (50% plus 1) of the Board whenever required. Such by-laws or amendments must be presented at the next general meeting for ratification by the members. If they fail to be ratified, they will cease to be effective and may not be re-enacted by the Board for one calendar year. Any amendment, to be accepted or ratified, must pass by a vote of 2/3 of those eligible to vote and present at an annual general meeting of the Association. All amendments to the by-laws upon receiving approval of any general or special meeting of members and upon approval of the provincial government (if applicable) shall come into force immediately or on a date specified for same.

8. Funds: The Treasurer shall deposit all funds of the Association, including funds raised by activities of the Association, grants or loans from outside bodies, donations and any fees or dues paid by members, in such banks or other institutions as may be designated by the board. All disbursements of funds shall be by cheque. A person designated by the Board shall make a review of the financial transactions of the Association each year and the financial statements shall be made available to the membership.

9. Dissolution: In the event that the Association ceases to exist, the net assets from liquidation shall go to a bona fide charity operating in Yarker, Colebrook and district, as designated by a vote of the members.

No comments:

Post a Comment