CARP Edmonton Chapter Bylaw Amendment Proposal

CARP Edmonton Chapter has two bylaw amendments to present to the membership at the forthcoming AGM on May 19, 2016.

Bylaw changes are to:

  1. Article III (F) Clarify the position of the Past Chair on the Board of Directors.
  2. Article III (H) Clarification of the process for the removal of a director.
  3. ARTICLE  VI (a) Adding “normally” to indicate the number of general meetings that will be scheduled in one year, allowing the board to schedule fewer meetings when time and resources  are limited.

A copy of the bylaws is posted below with the changes highlighted in red.

BYLAWS FOR THE

EDMONTON CHAPTER CANADIAN ASSOCIATION FOR RETIRED PERSONS

May 19, 2016

ARTICLE 1 – NAME AND KIND OF ORGANIZATION:

The name of this organization is the EDMONTON Chapter Canadian Association for Retired Persons, (CARP Edmonton). CARP Edmonton is democratic, not-for-profit, and non-partisan.

 

ARTICLE II – MEMBERSHIP AND FEES:

(a) Any person who is a member in good standing of CARP Canada is eligible for membership in CARP Edmonton.

(b) All Members shall be entitled to receive at least seven days’ notice, at to attend, and to vote a  general and special meetings. Voting will be by members in attendance. No other form of  voting will be recognized.

(c) CARP Edmonton membership fees will be set by the Board of Directors, (the Board).

(d) A Member may resign by submitting a letter of resignation to the Secretary of the Board.

(e) The Board may recognize outstanding service to CARP Edmonton or to the community by awarding a CARP Edmonton Honourary Life Membership.

(f) If a Member’s behaviour is found to be inappropriate by a majority of the Board, the Member’s membership may be rescinded and the fee refunded.

(g) No Member will benefit financially from activities on behalf of CARP Edmonton.

(h) Members have the right to inspect the books and records by a request in writing to the board through the chair. A notice of 30 days must be given. Time and place to be mutually agreed

upon within the 30-day limit.

ARTICLE III – BOARD OF DIRECTORS AND TERMS OF SERVICE:

(a) The Board of Directors, not to exceed twelve (12) Directors, will be elected at the Annual General Meeting.

(b) Directors will normally serve a two-year term with approximately half the Directors retiring each year to provide continuity of governance.

(c) Incumbent Directors, having served two or more years, may stand for re-election.

(d) If any Director is unable to complete his/her term of office the Board may appoint a Member to serve until the next Annual General Meeting.

(e) Director positions will be decided at the first Board meeting following the Annual General Meeting.

(f) The retiring Chair of the Board will continue to be a Director with the designation Past Chair and will be an Officer of CARP Edmonton.

(g) All Directors must be Members in good standing of CARP Edmonton and of CARP  Canada.

(h) If a Director does not carry out his/her responsibilities or misses two scheduled Board meetings without explanation, the Board may consider the individual for removal. position vacant. A 2/3 simple majority of the Board members of the Board in attendance at an in camera a regular Board meeting is required to remove a director or officer from the Board. Notification for removal is to be placed on an agenda submitted to all Board members and issued at least one week prior to the meeting. Board members may vote on the removal by submitting their vote in writing to the other Board members.

ARTICLE IV – OFFICERS AND DUTIES OF OFFICERS:

The Board:

(a) The Board, at the first meeting after the Annual General Meeting, will elect from among the Directors: a Chair, a Vice-Chair, a Secretary and a Treasurer.

(b) Directors will have responsibility for staffing, financial planning, accounting, organizing, and coordinating activities of CARP Edmonton.

(c) Any Director not assigned as an Officer or committee chair will act as a Director at Large responsible for special projects, or act as a consultant

(d) No Board member will benefit financially from activities on behalf of CARP Edmonton.

Chair:

(a) The Chair will normally preside over all Board meetings and General meetings.

(b) The Chair will be guided by the CARP Edmonton Bylaws.

(c) The Chair will act in consultation with the Directors.

(d) The Chair is an ex officio member of all committees.

Vice Chair:

(a) The Vice-Chair, in the absence of the Chair, will assume the duties of the Chair.

(b) The Vice-Chair will assume the duties and responsibilities of the Chair if two-thirds of all  Directors decide that the Chair is unable to carry out her/his duties.

Secretary:

(a) The Secretary shall record and keep minutes of CARP Edmonton General and Board meetings and will provide a copy to each Director.

(b) The Secretary will keep the society seal and will use it at the discretion of the Board.

Treasurer:

(a) The Treasurer will be responsible for any monies received by CARP Edmonton, for  disbursement of such monies, and for investment of any funds.

(b) The Treasurer will maintain a record of these transactions and make the record available at all Board, General Meetings and any special requests outlined in Article II (h).

(c) The duties of the Secretary and Treasurer may be assigned to one Director.

 

ARTICLE V – CARP EDMONTON COMMITTEES:

(a) CARP Edmonton committees may be organized by the Board to accomplish the objects of CARP Edmonton.

(b) A Director will accept responsibility for each committee.

(c) Members may choose to join one or more of the standing committees or alternatively an  ad hoc committee.

(d) Committee chairs will be approved by the Board, serve for one year, and report activities to the Board.

 

ARTICLE VI – CARP EDMONTON MEETINGS:

 

GENERAL MEETINGS:

(a) Four General Meetings (quorum twenty Members) will normally be scheduled annually. Members  will be notified by letter, email or telephone at least seven days prior to the meeting.

(b) The Annual General Meeting will be held before the summer break. At that General meeting the Chair will report on CARP Edmonton activities, and committee reports will be presented.

(c) The by-laws can only be changed by a special resolution of the members at an  Annual General Meeting. The members must have notification of at least 21 days priorto the meeting.

(d) Special General Meetings may be requested by a minimum of ten Members via a petition   addressed to the Chair specifying the reason for the meeting. A Special General meeting will be called by the Chair within sixty (60) days. A Special meeting quorum will be twenty (20) Members. Members will be notified in the usual manner at least 21 days prior to the meeting. Issues arising will be dealt with at the next scheduled Board meeting.

(e) The rules contained in the current edition of Robert’s Rules of Order will govern CARP Edmonton meetings as appropriate and when not inconsistent with the Constitution and Bylaws and other Rules of Order adopted by CARP Edmonton.

 

BOARD AND COMMITTEE MEETINGS:

(a) The continuing or retiring Chair will be responsible for calling the first Board meeting after the Annual General Meeting.

(b) All Board meetings (quorum four Directors) will be chaired by the elected Chair or the Vice Chair.

(c) The Board will meet, teleconference or use other means of meeting at least once per month with the exception of July and August.

 

ARTICLE VII AMENDMENT OF THE BYLAWS:

(a) The Board may recommend amendments to the Bylaws.

(b) Members may also submit proposed amendments to the Board.

(c) Amendments must be accepted by seventy- five percent (75%) of Members attending an

Annual General Meeting.

 

ARTICLE VIII- FISCAL YEAR AND AUDIT OF ACCOUNTS:

(a) The fiscal year of CARP Edmonton will be from January 1 to December 31.

(b) An audited Financial Statement will be presented to the Members at the Annual General  Meeting.

(c) Two persons will be chosen by the Board to conduct the audit.

(d) CARP Edmonton will not borrow money to conduct business.

 

 

ARTICLE IX – SIGNING AUTHORITY:

(a) Three Directors designated by the Board will have signing authority.

(b) The signatures of two of these Directors will be required on cheques and other financial documents.

Article X – Dissolution

  • In the event of dissolution of CARP Edmonton Chapter, all its remaining assets, after an audit and payment of liabilities, shall be distributed to one or more recognized charitable organizations in Edmonton.