We are a volunteer Board of Directors elected by the membership. Our role is to guide the development and activities of Dressage BC. We have no paid staff. Our day to day business is carried out by our Board. All Board members and zone directors are members of Dressage BC. Elections are held annually at the AGM. Terms are year to year.
President: Wendy Christoff firstname.lastname@example.org
Vice President: Alison Martin email@example.com
Secretary: Christina Boddy firstname.lastname@example.org
Treasurer: Bridget Martin email@example.com
Director at Large and rep to HCBC: Cat Armitage firstname.lastname@example.org
Director at Large: Kim Dennis email@example.com
Grants and Awards: Courtenay Fraser firstname.lastname@example.org
Zone 1 Kootenays
Zone 2 Thompson Okanagan
Zone 3 Fraser Valley - Jane McLeod email@example.com & Rayme McMahon firstname.lastname@example.org
Zone 4 Fraser Valley -Rochelle Kilberg email@example.com
Zone 5 Vancouver-Coastal
Zone 6 Vancouver Island / Central Coast -Laura Card Hall firstname.lastname@example.org
Zone 7 Northwest
Zone 8 Cariboo / Northeast - Jodie Kennedy email@example.com
Western Dressage Representatives:
Cat Armitage: firstname.lastname@example.org
Sharron Piazza, Oliver BC: email@example.com
Provides leadership and direction for the organization. chairs board and executive committee meetings, appoints Committee chairs, works with the executive to recruit new board members, acts as the spokesperson for the organization.
Attends all board meetings, serves on the board executive committee, carries out special assignments as requested by the board chair, understands the responsibilities of the board chair and is able to perform these duties in the chair's absence, participates as a vital part of the board leadership
Attends all board meetings, serves on the executive committee, takes board minutes, is responsible to administer the communication mass email system for the membership list and general email list, assumes responsibilities of the chair in the absence of the board chair and vice chair, assumes responsibility for marketing of membership.
Attends all board meetings, maintains knowledge of the organization, its goals and objectives, understands financial accounting for nonprofit organizations, works with the President and Finance Committee to ensure that monthly financial reports are completed on a timely basis, presents the Annual Financial report to the board and at the AGM.
Maintains social media activity, develops content for posting on social media sites, monitors and shares relevant online news information, maintains a regular posting schedule. Meetings by email and attendance at AGM.
Represents issues outside of the Lower Mainland, chairs Sub-Committees of the board when required. Maintains knowledge of the organization. Attends DBC meetings by email, attends AGM.
In collaboration with HCBC Membership Manager, maintains an up to date list of the Dressage BC Membership for the President, board and Zone Directors. Maintains the list in conjunction with the email data base and mass email system.
Attends AGM when possible, represents and promotes the programs of DBC within your zone, works toward meeting the needs of members within the zone, maintains current knowledge of dressage activities within the zone, fund raises for the Zone where appropriate, is accessible to the President as needed, reports on zone activity as appropriate, stays connected through social media, keeps President appraised of relevant issues developing within the zone. Zone representatives may apply for Core and or Zone funding through Dressage BC. Zone representatives may utilize Dressage BC's Club Insurance for member activities.
Terms: Dressage BC Board positions will be for one term lasting until the next DBC AGM, appointed annually. Vacancies: Filled by appointment.
BoardCommunication: By email, phone periodic meeting and AGM. Dressage BC Zone Director positions are appointed annually.
1. What is your contact information?
2. What are the benefits of Membership?
3. Do I need insurance to belong to Dressage British Columbia?
If you will be riding horses at Dressage BC sanctioned Clinics or Workshops, you must maintain a membership with Horse Council BC and Dressage BC. HCBC provides coverage via the Capri insurance program. Dressage BC carries "Club Insurance" which covers our members in events or clinics.
4. Do I need a horse to belong to Dressage BC?
No, if you're interested in learning to ride, we can direct you to various riding schools that have school horses.
Dressage BC 2018 AGM
November 17th, 2018 – 12:00pm
1) Opening of Meeting
2) Confirmation of Quorum
3) Confirm minutes of the previous AGM
4) Consideration of the reports of the directors
a. Annual Report of the President
b. Report of the Treasurer
i) Approval of 2018 Financial Statements
c. Any other reports;
5) Re-election of directors and appointment to the offices listed opposite their names (assuming we are re-electing the current board):
a. Wendy Christoff - President
b. Alison Martin - Vice President
c. Christina Boddy - Secretary and membership list coordinator
d. Bridget Martin - Treasurer
e. Cat Armitage - Director at large and rep to HCBC
f. Kim Dennis - Director at large
6) Approval of a special resolution that Section 3.7 of the Dressage BC Bylaws be amended as follows:
The quorum for the transaction of business at a general meeting is 5 voting members.
(After giving it some further thought, we don't need to include the part "2" of the special resolution language that I had sent in my earlier email.)
7. Consideration of any other business
8. Conclusion of Meeting
Dear DBC members
Dressage BC has had a stable year with our membership numbers constant a little higher than last year and our awards and grants are popular and are being awarded November 17 at our AGM. We are currently active in helping plan and participate the EC Dressage Levy Symposium , held on November 17 and 18 here, at High Point Equestrian Club in Langley. This is a program whereby all EC members who have competed in an EC licensed competition, and who have paid a levy, are invited to this two day educational symposium free of charge.
We have expanded our Board to seven members to help share the workload and it is working well. We are trying to gain more interest in our programs and awards and to increase our membership. We have allowed junior members to join for free next year as we are trying to encourage more youth participation. Two new programs this year in our community are the Dressage In Motion Master class with Carl Hester which was extremely popular and exceeded everyones expectations; and the Rising Stars Equitation program which travelled around the province as a pilot for a national program in 2019. A huge compliment to Nancy Olson, and Ali Buchanan for the Masterclass and to Susan Holtby and Wendy Christoff for the Rising Stars Equitation programs.
We are facing similar obstacles as other disciplines with declining youth involvement ; and declining attendance at shows. ( a couple of our competitions has increased numbers this year ; but over all the number of competitors is down). The following is a list of our issues and challenges which I presented last spring to HCBC and EC and we are continuing to work to improve them:
Issues and Challenges for Dressage
o Not enough competitors in Gold
o Declining attendance
o No spectators
o "Typical “ Dressage rider
o Youth groups are very small or defunct eg BCYR
o Provincial shows and bronze are busy and often full
o Attendance at symposiums is low except SH productions and the Carl Hester Master Class
o Awards are too low key
o Elite image
o How to make the “ordinary” rider and horse feel welcome
o Shows to end on Saturday evening to allow travelling
o One day shows linked together to allow single day entry and accumulation of year end points
o Expand the amateur division eg Vintage, first timers, Pro Am challenges, Derby
o Expand the Youth division by age groups
o RS Equitation
o Expand the awards division
o Reach out to and invite local clubs eg quadrille, vaulting, hunter, polo etc stallion show. Set up demonstrations and derbys
o Master classes with clinicians and judges
o Create an experience with good riding, socializing, shopping
o Coaching awards similar to rider awards
o Computer tracking systems for shows to facilitate some of these classes
o Live Streaming
These are some of the challenges for our sport and I believe DBC is doing a lot to address these issues. Other Sports have similar challenges and it is good to attend All Sport seminars to “borrow” ideas which can help our equestrian sport of Dressage.
Wendy K Christoff
Minutes of the ADJOURNED ANNUAL GENERAL MEETING (THE “mEETING”) OF THE MEMBERS of DRESSAGE BC (THE “SOCIETY”) HELD AT 2:00 P.m. PDT, ON MARCH 11, 2018
Chairperson and Secretary
Wendy Christoff, President of Dressage BC, acted as Chair of the Meeting and Christina Boddy acted as the Recording Secretary.
The Chair noted that the quorum of 10% of the voting members, being 53 members, being the minimum number of members required to form a quorum pursuant to section 3.6 of the By-Laws, were not personally present and decided to wait for thirty minutes, pursuant to the requirements of the By-Laws.
At 2:30 pm PDT, as the Chair noted that though a quorum was still not present, she declared that, pursuant to section 3.8 of the By-Laws, the Meeting be called to order with the three members present.
Approval of Agenda
Ms. Christoff requested that the agenda be amended to include the approval of an elimination of fees for junior memberships, to take effect for the 2019 year. Upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried, IT WAS RESOLVED that the Meeting agenda be approved as amended.
Approval of Previous Minutes
Upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried, IT WAS RESOLVED that the minutes of the annual general meeting of members held on January 28, 2017 be approved as drafted.
Report of the President
Ms. Christoff presented the report of the President (the “President’s Report”).
Upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried, IT WAS RESOLVED that the President’s Report be received and approved. IT WAS FURTHER RESOLVED that membership fees for junior members be eliminated, beginning in 2019.
Report of the Treasurer and Receipt of 2017 Financial Statements
Ms. Christoff presented the report of the Treasurer (the “Treasurer’s Report”). She advised that the 2017 year-end financial statements (the “2017 Financial Statements”) were prepared by Jeffie Pike.
Upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried, IT WAS RESOLVED that the Treasurer’s Report and the 2017 Financial Statements be received and approved.
Election of Directors
Upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried, IT WAS RESOLVED that the following individuals be elected as directors, to hold office until the next annual general meeting, or until their successors are elected or appointed, pursuant to section 4 of the By-Laws:
IT WAS FURTHER RESOLVED AND CONFIRMED that the following persons be appointed to the office of the Society listed opposite her name:
Wendy Christoff – President
Alison Martin – Vice President
Bridget Martin – Treasurer
Kim Dennis – Secretary
Conclusion of Meeting
There being no further business, upon a motion duly made by Ms. Bradley, seconded by Ms. Boddy and carried IT WAS RESOLVED that the Meeting be concluded at 2:35 p.m. (PDT).
Minutes of the ANNUAL GENERAL MEETING (THE “mEETING”) OF THE MEMBERS of DRESSAGE BC (THE “SOCIETY”) HELD AT 2:00 P.m. PDT, ON MARCH 4, 2018
Chairperson and Secretary
Wendy Christoff, President of Dressage BC, acted as Chair of the Meeting and Kim Dennis acted as the Secretary.
Notice and Quorum
Notice convening the Meeting having been sent to all members in accordance with section 3.3 of the by-laws of the Society (the “By-Laws”).
The Chair noted that the quorum of 10% of the voting members, being 53 members, being the minimum number of members required to form a quorum pursuant to section 3.6 of the By-Laws, were not personally present and decided to wait for thirty minutes, pursuant to the requirements of the By-Laws.
The Chair then generally discussed the following items with the members present:
· The proposed Meeting agenda.
· The previous Meeting minutes.
· The report of the President, and that the Society will look to eliminate membership fees for junior members, beginning in 2019.
· The report of the Treasurer and the 2017 year-end financial statements.
· The directors proposed for election.
At 2:30 pm PDT, as the Chair noted that the quorum was still not present, she declared that, pursuant to section 3.8 of the By-Laws, the Meeting stands adjourned to the same day in the next week, i.e. Sunday, March 11, 2018, at the same time and at the same place.
Awards and Grants Program
This program recognizes the financial challenges that riders encounter in pursuing their dressage education goals.
The Awards and Grants Committee takes delegated responsibility on behalf of the Dressage BC Board of Directors for ensuring that Dressage BC delivers an annual Grants and Awards Program that foster membership education to help individuals and their horses progress through the levels.
Definitions: Grants are money or services given based on performance and/or financial need. Awards are prizes based on performance.
Awards and Grants Committee
Policy and procedure
The Annual General Meeting (AGM) is a significant event. Even though it might seem like a burden or just another meeting, the importance of the AGM is evident on several levels.
The business portion of the meeting complies with any legislation and by-laws to show accountability for finances and member services.
The communication of accomplishments, challenges and plans for the next few years demonstrates transparency to all stakeholders.
A discussion of plans and details of member services helps raise awareness of the value of the organization.
Registration of members, voting and non-voting.
Adoption of the rules of order.
Distribution of document package (agenda, annual report, minutes of last AGM, etc.).
Welcome and introductions.
Declaration of quorum according to the by-laws.
Business arising from minutes of the last AGM.
Report from President with reference to Annual Report.
Questions/discussion of this information.
Report from Treasurer, presentation of audited financial statement, questions.
Election or confirmation of Board members according to by-laws.
Any other business according to by-laws.
Adjournment of business meeting.
Guest Speaker or Presentation.
The business part of the AGM fulfills our commitment to accountability and transparency. However, an AGM may also include a presentation that will demonstrate the value of our membership programs.
Ideas for a short presentation (15 minutes) that may enhance the quality of the AGM.
Grants and Awards. We have a significant focus on Grants and Awards therefore it makes sense to add a presentation to our AGM and brings that program to life.
Member testimony. Since our organization is intended to support education, a member who benefitted may share his or her story. That demonstrates the successful outcomes of the programs.
Community partners. The President of another organization that partners with ours is able to speak to the importance of this partnership and the role of our organization in the community.
Announcement of AGM
Timing. Announce the AGM far enough in advance for stakeholders to put it in their agenda. Distribute a "save the date" notice several months ahead of time to significant stakeholders. Thirty days is the absolute minimum notice period.
List of invitees. Invitations are usually e-mailed to individual members (as defined by our by-laws), donors, funders, partners, and any sponsors from the private sector.
Administrative Support for AGM
The Secretary looks after the administrative detail in organizing the AGM. Besides organizing space and refreshments, the following support work needs to be done in a timely manner.
Review board and membership list to ensure that it is accurate, complete, and up-to-date.
Prepare list of other invitees in time for it to be confirmed by the board and management.
Prepare agenda for confirmation by board and management.
Distribute announcements and agenda to invitees.
Prepare copies of the minutes of the last AGM, the current Annual Report, and any other document that will be distributed. Make sure there are sufficient copies for all attendees and anyone else who might request them.
Post pertinent documents on web site immediately after AGM.
If by-laws allow for board nominations from the floor, prepare simple ballots to use, as needed.
Attend AGM to register voting members and record any other attendees, whether on the invitee list or not.
Thank you for volunteering and welcome to Dressage BC. Our volunteers are important to us and we value your contribution.
Your time is appreciated and we encourage you to discuss any ideas or concerns you have.
This manual serves as a guide; it contains useful information that will assist you in your role within Dressage BC. Should you require further explanation please discuss with the President.
Dressage BC was incorporated in the Province of BC in 2007.
Board of Directors
Dressage BC is managed by a Board of Directors comprising five volunteers. Dressage BC also has at least eight Zone Representatives throughout the province.
In addition, it is possible for the Board to co-opt members who form committees or working groups.
All Board members have voting rights.
Role of Directors
A Director’s primary role is to effectively translate the needs of the organization and carry out its mission.
A Director is part of a team which the membership trusts to: make informed decisions
provide strong representation
provide sound governance
demonstrate high standards of conduct as befitting management standards
Dressage BC has an overall program plan that outlines our activities, goals and objectives.
Dressage BC is a grassroots non profit volunteer based organization whose purpose is to promote the development of the sport in BC.
Volunteer Policy Manual
To encourage the participation and educational development of riders interested in the sport of classical and western dressage.
To collaborate with riders and organizations to promote dressage in BC.
To raise funds by way of donations, dues and grants to further the objectives of the organization.
The Functional Plan is reviewed each year; this plan outlines what Dressage BC does, what we want to do and how we will do it.
Relationship Building Statement
Dressage BC places high importance on creating strong internal and external relationships focussed on enhancing our own and others’ capability. We support each other, work together and recognize that we all play a vital role.
As a Volunteer you have the right:
to work in a healthy and safe environment
to be engaged in accordance with equal opportunity and anti- discrimination legislation
to be adequately covered by insurance
to be given accurate and truthful information about the organization for which you are working
to be reimbursed for out of pocket expenses
to be given a copy of the organization’s volunteer policy and any other policy that affects your work
to know the position requirements
to have your confidential and personal information dealt with in accordance with the principles of the Privacy Act; and to be provided with sufficient direction to do your job
Principles of Volunteering:
Volunteering benefits the community and the volunteer
Volunteer work is unpaid
Volunteering is always a matter of choice
Volunteering is a legitimate way in which members can participate in the activities of the dressage community
Volunteering is an activity performed in the not for profit sector Volunteering respects the rights, dignity and culture of others; and Volunteering promotes human rights and equality
Volunteer Policy Manual
Dressage BC recruits Board members, zone representatives and other volunteers based on suitability, taking into account factors such as qualifications and experience appropriate to the position; their skills, knowledge and abilities; and their overall suitability for the position and the organization.
Dressage BC will not permit discrimination against volunteers on the basis of race, religion, age, gender, sexual orientation, disability, socio-economic background or ethnicity. This applies to all areas including recruiting, promotion, assigning of work, provided the individual is qualified and meets the requirements established for the position.
Opportunities to volunteer will be publicized broadly to ensure that no groups of people are excluded because of inappropriate or inadequate advertising.
We may approach potential volunteers with a designated volunteer position in mind.
Hours of Duty
Dressage BC offers a flexible working environment for volunteers.
Volunteers are reimbursed for pre-approved expenses by providing a copy of the receipt.
Dressage BC recognizes that all volunteer staff have the right to be protected from financial costs in the event of liability or personal injury.
All volunteers are covered by the two insurance policies of Dressage BC.
All Board members will receive copies of the insurance coverage and related details. All other volunteers can request to see a copy of the Dressage BC insurance policies. These are confidential documents and only available when a volunteer wishes to check the adequacy of the cover applicable to them. This can be arranged through the President.
Support & Supervision
The President will provide support and supervision
Volunteer Policy Manual
Volunteers are required to give the President as much notice as possible should they be away and unable to perform their function.
Volunteers are entitled to leave when requested.
Termination by Volunteer
Should a volunteer wish to resign from their role they are requested to give the President as much notice as possible.
The volunteer will be reimbursed for outstanding payments.
Property of DBC must be returned.
Termination by Dressage BC
Misconduct will include misconduct which warrants instant dismissal.
Examples of misconduct include:
Unwillingness or inability to support and further the mission of the organization and/or the objectives of the program
Verbal or physical harassment of any other Board Member, volunteer or any other person particularly in respect of race, sex or religion
Disclosure of confidential information regarding DBC to any other party without prior permission from the President
Falsification of any of DBC records for personal gain or on behalf of any other volunteer
Theft of property or funds from DBC
Intoxication through alcohol or other prohibited substance. Being convicted of a criminal offence
Immediate dismissal will only take place in the most serious of circumstances.
The President and Vice President will advise the volunteer together.
A written report is to be supplied to the Board.
A copy of the report is kept on the volunteer’s file securely.
All property of DBC must be returned and the Board notified of the dismissal.
Exit Interview and Checklist
When a volunteer terminates with DBC, the President will conduct an exit interview. A record of the interview will be retained.
Our wish is to obtain information that may help
To establish the reasons for leaving
To analyze any trends in the reason for leaving
To provide departing volunteers with the opportunity to discuss any issues of concern which may have contributed to their leaving
To gain constructive feedback on the best and worst aspects of the volunteer’s job and their time at DBC
During the exit interview arrangements will be made for the return of all DBC’s property.
A grievance is a real or perceived cause for complaint. You may have a grievance about how you have been treated by another volunteer.
DBC recognizes that open communication and feedback are essential elements of a satisfying and productive work environment.
Every effort will be made to solve problems cooperatively and informally before presenting them in writing as a formal grievance. Volunteers are assured they will not be disadvantaged by the use of such procedures whether decisions are found for or against their grievance.
All formal avenues for handling of grievances will be fully documented and the Volunteer’s wishes will be taken into account in the determination of appropriate steps and actions.
All complaints and questions will receive thoughtful consideration in a timely manner and will be discussed with the individual who raises them. Discussions held are confidential.
Volunteers at any time have the right to withdraw their grievance. It is requested this is dated and put in writing and given to the President or in their absence the Vice President.
Grievance Procedure Step 1
Volunteer Policy Manual
The aggrieved volunteer is encouraged to explore the problem/situation directly with the person(s) involved; clearly outlining what he/she feels should be done to alleviate the situation.
If this is not an option for you discuss the matter directly with the President or in their absence, the Vice President.
The parties involved will be asked to comply with the best solution that has been identified by all involved. All information will be treated in the strictest confidence.
DBC will not tolerate any form of harassment or bullying in the organization or any other venue from which its programs are being delivered. Any volunteer who is found to have acted in such a manner will be dealt with by the President.
Presentations and Gifts
It can be expected that volunteers may receive presentations and gifts in recognition of services provided by DBC and in particular its volunteers.
The President must be advised when this occurs and a decision will be determined with regard to the future of the presentation or gift.
All correspondence relating to grants and awards is held by the President. Board correspondence is held by the President and/or Secretary.
Correspondence relating to the overall program management and DBC programs (i.e. funding, evaluation, sponsorship grants and awards) are the responsibility of the President.
Authorized Volunteers may access DBC’s website or social media accounts for any DBC related purpose.
Prior to the purchase of goods and services volunteers must seek the approval of the President.
The President has responsibility for all IT purchases.
Board and Volunteer meetings will be held as necessary. Most business will be carried out by email.
Dressage BC has a website www.dressagebc.ca and Facebook page. Volunteers are encouraged to view this on a regular basis.
Safety in the Workplace
Workplace health and safety is important in ensuring the work place environment is both safe and encourages sound health practices.
DBC is committed to ensuring a healthy and safe work place for volunteers, members and educators. All volunteers are encouraged to regard accident prevention as a collective and individual responsibility.
Should a safety hazard or incident be identified it is imperative that the problem be reported immediately to the President or Vice President to enable immediate action to be taken.
Care should be taken to ensure that where a professional service is required no action is taken that may endanger the health or safety of a person. All persons present at the time are required to obey all reasonable instructions aimed at protecting their health and safety.
Should an accident or injury occur it must be immediately reported to the President or Vice President who will ensure that appropriate action is taken. A report to the board should be filed along with any accompanying documentation.
If an illness or accident requires medical attention suitable arrangements will be made to provide transport to either a doctor or hospital.
Any volunteer who has a medical issue which may require urgent medical treatment should make the President aware of the possible action required.
Abusive behaviour will not be tolerated by DBC. It is imperative that the views of others are respected and any abusive behavior may result in counseling or dismissal.
All promotional material is to be approved by the President to ensure that the design and content are consistent with DBC’s publications.
Media – Delegated Authority
The President has sole responsibility of determining what media interviews and other promotional opportunities are undertaken on behalf of DBC.
Should a volunteer be approached with a media or promotional opportunity they should immediately advise the President to determine if the request is appropriate and who should speak on behalf of DBC.
Should the President not be available, the Vice President has the delegated authority to determine urgent requests.
All draft press releases must be submitted to the President for approval prior to release.
Should the President not be available the Vice President has the delegated authority to approve urgent press releases.
DBC strives to act with the highest integrity to its volunteers. From time to DBC needs to collect personal information i.e. from the Officers and Directors of the Board. All personal information entrusted to DBC is treated with appropriate degree of privacy.
Personal information is any info that an individual’s identity can be reasonably determined.
Except when expressly authorized by DBC, a volunteer will not directly or indirectly reveal or cause to be revealed to any third party any confidential dealings, finances, transactions or affairs of DBC or any of its members which may come to their knowledge during their period of volunteering.
Volunteers will not, unless expressly authorized by DBC, use for their own benefit or gain or that of any other person, firm or company, any confidential information belonging to DBC.
Any changes, innovations and ideas initiated by volunteers in the course of volunteering with DBC will belong to DBC and volunteers must do everything necessary to completely vest ownership of such matters in DBC.
All records, documents and other papers or electronic images, together with any copies or extracts thereof, made or acquired by volunteers in the course of their role with DBC must be returned to DBC on demand or otherwise no later than upon the termination of their role.
Volunteers will not disclose confidential information to any other volunteer not authorized to receive such information.
A volunteer’s obligation in these matters continues to apply after the termination of their role without limits in time.
1.1 In these Bylaws:
“Act” means the Societies Act of British Columbia as amended from time to time;
“Board” means the directors of the Society;
“Bylaws” means these Bylaws as altered from time to time.
Definitions in Act apply
1.2 The definitions in the Act apply to these Bylaws.
Conflict with Act or regulations
1.3 If there is a conflict between these Bylaws and the Act or the regulations under the Act, the Act or the regulations, as the case may be, prevail.
Application for membership
2.1 A person may apply to the Board for membership in the Society, and the person becomes a member on the Board’s acceptance of the application.
Duties of members
2.2 Every member must uphold the constitution of the Society and must comply with these Bylaws.
Amount of membership dues
2.3 The amount of the annual membership dues, if any, must be determined by the Board.
Member not in good standing
2.4 A member is not in good standing if the member fails to pay the member’s annual membership dues, if any, and the member is not in good standing for so long as those dues remain unpaid.
Member not in good standing may not vote
2.5 A voting member who is not in good standing
(a) may not vote at a general meeting, and
(b) is deemed not to be a voting member for the purpose of consenting to a resolution of the voting members.
Termination of membership if member not in good standing
2.6 A person’s membership in the Society is terminated if the person is not in good standing for 6 consecutive months.
Time and place of general meeting
3.1 A general meeting must be held at the time and place the Board determines.
Ordinary business at general meeting
3.2 At a general meeting, the following business is ordinary business:
(a) adoption of rules of order;
(b) consideration of any financial statements of the Society presented to the meeting;
(c) consideration of the reports, if any, of the directors or auditor;
(d) election or appointment of directors;
(e) appointment of an auditor, if any;
(f) business arising out of a report of the directors not requiring the passing of a special resolution.
Notice of special business
3.3 A notice of a general meeting must state the nature of any business, other than ordinary business, to be transacted at the meeting in sufficient detail to permit a member receiving the notice to form a reasoned judgment concerning that business.
Chair of general meeting
3.4 The following individual is entitled to preside as the chair of a general meeting:
(a) the individual, if any, appointed by the Board to preside as the chair;
(b) if the Board has not appointed an individual to preside as the chair or the individual appointed by the Board is unable to preside as the chair,
(i) the president,
(ii) the vice-president, if the president is unable to preside as the chair, or
(iii) one of the other directors present at the meeting, if both the president and vice-president are unable to preside as the chair.
Alternate chair of general meeting
3.5 If there is no individual entitled under these Bylaws who is able to preside as the chair of a general meeting within 15 minutes from the time set for holding the meeting, the voting members who are present must elect an individual present at the meeting to preside as the chair.
3.6 Business, other than the election of the chair of the meeting and the adjournment or termination of the meeting, must not be transacted at a general meeting unless a quorum of voting members is present.
Quorum for general meetings
3.7 The quorum for the transaction of business at a general meeting is 3 voting members or 10% of the voting members, whichever is greater.
Lack of quorum at commencement of meeting
3.8 If, within 30 minutes from the time set for holding a general meeting, a quorum of voting members is not present,
(a) in the case of a meeting convened on the requisition of members, the meeting is terminated, and
(b) in any other case, the meeting stands adjourned to the same day in the next week, at the same time and place, and if, at the continuation of the adjourned meeting, a quorum is not present within 30 minutes from the time set for holding the continuation of the adjourned meeting, the voting members who are present constitute a quorum for that meeting.
If quorum ceases to be present
3.9 If, at any time during a general meeting, there ceases to be a quorum of voting members present, business then in progress must be suspended until there is a quorum present or until the meeting is adjourned or terminated.
Adjournments by chair
3.10 The chair of a general meeting may, or, if so directed by the voting members at the meeting, must, adjourn the meeting from time to time and from place to place, but no business may be transacted at the continuation of the adjourned meeting other than business left unfinished at the adjourned meeting.
Notice of continuation of adjourned general meeting
3.11 It is not necessary to give notice of a continuation of an adjourned general meeting or of the business to be transacted at a continuation of an adjourned general meeting except that, when a general meeting is adjourned for 30 days or more, notice of the continuation of the adjourned meeting must be given.
Order of business at general meeting
3.12 The order of business at a general meeting is as follows:
(a) elect an individual to chair the meeting, if necessary;
(b) determine that there is a quorum;
(c) approve the agenda;
(d) approve the minutes from the last general meeting;
(e) deal with unfinished business from the last general meeting;
(f) if the meeting is an annual general meeting,
(i) receive the directors’ report on the financial statements of the Society for the previous financial year, and the auditor’s report, if any, on those statements,
(ii) receive any other reports of directors’ activities and decisions since the previous annual general meeting,
(iii) elect or appoint directors, and
(iv) appoint an auditor, if any;
(g) deal with new business, including any matters about which notice has been given to the members in the notice of meeting;
(h) terminate the meeting.
Methods of voting
3.13 At a general meeting, voting must be by a show of hands, an oral vote or another method that adequately discloses the intention of the voting members, except that if, before or after such a vote, 2 or more voting members request a secret ballot or a secret ballot is directed by the chair of the meeting, voting must be by a secret ballot.
Announcement of result
3.14 The chair of a general meeting must announce the outcome of each vote and that outcome must be recorded in the minutes of the meeting.
Proxy voting not permitted
3.15 Voting by proxy is not permitted.
Matters decided at general meeting by ordinary resolution
3.16 A matter to be decided at a general meeting must be decided by ordinary resolution unless the matter is required by the Act or these Bylaws to be decided by special resolution or by another resolution having a higher voting threshold than the threshold for an ordinary resolution.
Number of directors on Board
4.1 The Society must have no fewer than 3 and no more than 11 directors.
Election or appointment of directors
4.2 At each annual general meeting, the voting members entitled to vote for the election or appointment of directors must elect or appoint the Board.
Directors may fill casual vacancy on Board
4.3 The Board may, at any time, appoint a member as a director to fill a vacancy that arises on the Board as a result of the resignation, death or incapacity of a director during the director’s term of office.
Term of appointment of director filling casual vacancy
4.4 A director appointed by the Board to fill a vacancy ceases to be a director at the end of the unexpired portion of the term of office of the individual whose departure from office created the vacancy.
Calling directors’ meeting
5.1 A directors’ meeting may be called by the president or by any 2 other directors.
Notice of directors’ meeting
5.2 At least 2 days’ notice of a directors’ meeting must be given unless all the directors agree to a shorter notice period.
Proceedings valid despite omission to give notice
5.3 The accidental omission to give notice of a directors’ meeting to a director, or the non-receipt of a notice by a director, does not invalidate proceedings at the meeting.
Conduct of directors’ meetings
5.4 The directors may regulate their meetings and proceedings as they think fit.
Quorum of directors
5.5 The quorum for the transaction of business at a directors’ meeting is a majority of the directors.
Election or appointment to Board positions
6.1 Directors must be elected or appointed to the following Board positions, and a director, other than the president, may hold more than one position:
Directors at large
6.2 Directors who are elected or appointed to positions on the Board in addition to the positions described in these Bylaws are elected or appointed as directors at large.
Role of president
6.3 The president is the chair of the Board and is responsible for supervising the other directors in the execution of their duties.
Role of vice-president
6.4 The vice-president is the vice-chair of the Board and is responsible for carrying out the duties of the president if the president is unable to act.
Role of secretary
6.5 The secretary is responsible for doing, or making the necessary arrangements for, the following:
(a) issuing notices of general meetings and directors’ meetings;
(b) taking minutes of general meetings and directors’ meetings;
(c) keeping the records of the Society in accordance with the Act;
(d) conducting the correspondence of the Board;
(e) filing the annual report of the Society and making any other filings with the registrar under the Act.
Absence of secretary from meeting
6.6 In the absence of the secretary from a meeting, the Board must appoint another individual to act as secretary at the meeting.
Role of treasurer
6.7 The treasurer is responsible for doing, or making the necessary arrangements for, the following:
(a) receiving and banking monies collected from the members or other sources;
(b) keeping accounting records in respect of the Society’s financial transactions;
(c) preparing the Society’s financial statements;
(d) making the Society’s filings respecting taxes.
Remuneration of directors
7.1 These Bylaws do not permit the Society to pay to a director remuneration for being a director, but the Society may, subject to the Act, pay remuneration to a director for services provided by the director to the Society in another capacity.
7.2 A contract or other record to be signed by the Society must be signed on behalf of the Society
(a) by the president, together with one other director,
(b) if the president is unable to provide a signature, by the vice-president together with one other director,
(c) if the president and vice-president are both unable to provide signatures, by any 2 other directors, or
(d) in any case, by one or more individuals authorized by the Board to sign the record on behalf of the Society.