Bylaw
Waskasoo Community Association of Red Deer -Bylaws
1. Name
The organization herein described shall be known as
The Waskasoo Community Association of Red Deer, here after referred to as the Association.
2. Definitions
2.1. “Association” means the Waskasoo Community Association of Red
Deer. The Association is defined as those people residing within the
defined boundaries of the Waskasoo and those people residing in the
outlying areas who wish to be considered as members of the
Association.
2.2. “Waskasoo neighbourhood” means all the area North of 55th Street,
East of Waskasoo Creek, South of the Red Deer River, and West of the
east escarpment.
3. Aims and Objectives (removed)
4. Membership
4.1. Anyone residing within the defined boundaries of the Waskasoo
neighbourhood and those people residing in the outlying areas who
wish to be considered as members of the Association are eligible to be
a member of the Association.
4.2. Ordinary Member
4.2.1. Any resident in the Waskasoo neigbourhood and registered with
the Association shall automatically be a member of the Association
on payment of the applicable Association annual household fee.
Every ordinary member over the age of sixteen years shall be entitled
to one vote at any members’ meeting.
4.3. Associate Members
4.3.1. Any person who is a non-resident of the Waskasoo neigbourhood
and who is registered with the Association shall automatically be a
member of the Association on payment of the applicable associate
member annual fee. Associate members shall enjoy all the rights and
privileges of membership in the Association but are not entitled to
vote at members’ meetings.
4.3.2. The representatives of any business, institution, or government
agency within the Waskasoo neighbourhood shall automatically be
members of the Association on payment of the applicable associate
member annual fee. Associate members shall enjoy all the rights and
privileges of membership in the Association but are not entitled to
vote at members’ meetings.
4.4. Honorary Members
4.4.1. A member may nominate any adult resident of the Waskasoo
neigbourhood for honorary membership. Election requires the
unanimous recommendation of the Board of Directors with
ratification by a simple majority vote at the annual general meeting.
Every honorary member shall be entitled to one vote at any
members’ meeting.
4.4.2. Honorary members shall enjoy all the rights and privileges of the
Association but shall not be required to pay the annual household
fee
4.5. Removal of Membership
4.5.1. Any member shall be removed from membership of the Association
if the annual household fee is not paid.
4.5.2. Any ordinary member shall be removed from ordinary membership
of the Association when they no longer reside in the Waskasoo
Community.
4.5.3. The resignation of any member shall become effective upon
written notice being received by the President or Secretary of the
Association.
5. Membership Fees
5.1. The membership fee shall be composed of one fee per household. A
household is defined as a city of Red Deer recognized street address.
5.2. The fee for all membership categories shall be established at the annual
meeting.
5.3. When changes are proposed to the membership fee, the Board of
Directors shall publish notice of intent at least 30 days prior to the
annual meeting. The fee changes shall be effective on 1 January of
the following year.
6. Members’ Meetings
6.1. This society shall hold an annual meeting on or before 31st December in
each year, of which notice in writing to the last known address of each
member shall be delivered in the mail 21 days prior to the date of the
meeting. At this meeting there shall be elected a President, Vice-
President, Secretary, Treasurer, (or Secretary-Treasurer), and three
directors. The officers and directors so elected shall form a Board, and
shall serve until their successors are elected and installed. Any vacancy
occurring during the year shall be filled at the next meeting, provided it
is so stated in the notice calling such meeting. Any member in good
standing shall be eligible to any office in the society.
6.2. General meetings of the society may be called at any time by the
Secretary upon the instructions of the President or Board by notice in
writing to the last known address of each member, delivered in the mail
eight days prior to the date of such meeting. A special meeting shall
be called by the President or Secretary upon receipt of a petition
signed by one-third of the members in good standing, setting forth the
reasons for calling such meeting, which shall be by letter to the last
known address of each member, delivered in the mail eight days prior
to the meeting.
Waskasoo Community Association of Red Deer
6.3. 10 members in good standing shall constitute a quorum at any
meeting.
6.4. The annual or any other general meeting of the members shall be held
at a time and place to be decided by the Board of Directors. The time
and place shall be announced to the Waskasoo neighbourhood as
early as possible and at least 30 days prior to the meeting.
6.5. At every annual meeting, in addition to any other business that may be
transacted, the report of the directors, the financial statement and the
report of the auditors shall be presented and auditors appointed for the
ensuing year. The members may consider and transact any business at
any meeting of the members.
6.6. The Board of Directors or the president or vice-president shall have the
power to call, at any time, a general meeting of the members of the
corporation. The Board of Directors shall call a special general meeting
of members when petitioned to do so by more than 5% of the ordinary
members. Notice of any meeting where special business will be
transacted shall contain sufficient information to permit the member to
form a reasoned judgment on the decision to be taken.
6.7. Each voting member present at a meeting shall have the right to
exercise one vote.
6.8. A majority of the votes cast by a show of hands by the members
present and carrying voting rights shall determine the questions in
meetings except where the vote or consent of a greater number of
members is required by the Bylaws.
6.9. No error or omission in giving notice of any annual or general meeting
of the members of the corporation shall invalidate such meeting or
make void any proceedings taken at such meeting. Any member may
at any time waive notice of any such meeting and may ratify, approve
or confirm any or all proceedings taken at any such meeting.
7. Board of Directors
7.1. The property and business of the Association shall be managed by a
Board of Directors, comprised of a minimum of four directors. The
number of directors shall be determined from time to time by a majority
of the directors at a meeting of the Board of Directors and sanctioned
by an affirmative vote of at least two-thirds (2/3) of the members at a
meeting duly called for the purpose of determining the number of
directors to be elected to the Board of Directors.
7.2. Directors must be individuals, 18 years of age, with power under law to
contract. Directors must be members of the Association.
7.3. The Board of Directors shall consist of:
7.3.1. the Chairperson,
7.3.2. Vice-Chairperson,
7.3.3. Secretary, and
7.3.4. Treasurer;
7.3.5. Directors at large
7.4. The members at an annual meeting of members shall elect directors for
a term of one year
7.5. The office of director shall be automatically vacated:
7.5.1. if at a special general meeting of members, a resolution is passed
by a majority of the members present at the meeting that he or she
be removed from office;
7.5.2. if a director resigns office by delivering a written resignation to the
Secretary of the Association;
7.5.3. if the director is found by a court of be of unsound mind;
7.5.4. on the death of the director;
7.5.5. provided that if any vacancy shall occur for any reason as outlined
above, the Board of Directors by majority vote, may fill the vacancy
with a member of the Association.
7.6. The directors shall serve as such without remuneration and no director
shall directly or indirectly receive any profit from his position as such;
provided that a director may be paid reasonable expenses incurred in
the performance of his or her duties.
7.7. A retiring director shall remain in office until the dissolution or
adjournment of the meeting at which the director’s retirement is
accepted and a successor is elected.
7.8. All directors shall take office at the annual meeting and shall hold office
for one year from that date or until the next annual meeting or until their
successor shall be elected.
8. Powers and Duties of Directors
8.1. The directors of the Association shall be responsible for the
administration of the affairs of the Association and may make or cause
to be made for the Association, in its name, any kind of contract that
the Association may lawfully enter into and, save as otherwise provided
in these bylaws, generally may exercise all such other powers and do all
such other acts and things as the corporation is by its charter or
otherwise authorized to exercise and do.
8.2. In particular, but without restricting the generality of the foregoing the
Board of Directors:
8.2.1. shall authorize those expenditures that further the objectives of the
Association;
8.2.2. shall approve the budget for the ensuing calendar year;
8.2.3. shall approve the investment policy of the Association on the
recommendation of the Treasurer
8.2.4. shall designate, on the recommendation of the Treasurer, a bank
or banks or similar institution offering normal banking services for the
deposit of the funds of the Association;
8.2.5. shall receive committee reports and recommendations, and shall
submit to the Association at any annual or other general meeting
recommendations that it has approved affecting the administration,
activities and policies of the Association;
8.2.6. shall create and dissolve Standing Committees and appoint a
chairperson to each standing committee;
8.2.7. shall consider and may approve the programs, budgets or
subcommittees of any Standing Committee and shall request, at
regular intervals, progress reports from each of them;
8.2.8. shall fill vacancies unless otherwise stated in these bylaws;
8.2.9. shall elect honorary members;
8.2.10. shall name the signing officers of the Association and indicate limits
to their authority.
8.3. The directors shall present a budget at the annual general meeting of
the Association for its approval, setting out the proposed revenues and
expenditures for the following calendar year.
8.4. The directors may authorize expenditures over and above the annual
budget approved at the annual general meeting up to a total of
$1000.00 in each Association year.
8.5. The directors shall ensure that the annual financial statements and the
proposed budget are available at least 15 days prior to the annual
general meeting.
8.6. The directors shall see that all necessary books and records of the
Association required by the bylaws or by any applicable statute or law
are regularly and properly kept.
9. Directors’ Meetings
9.1. Meetings of the Board of Directors may be held at any time and place
to be determined by the directors provided that 48 hours notice of such
meeting shall be given to each director. A director may waive notice
of or otherwise consent to a meeting. Each director is authorized to
exercise one vote.
9.2. Four directors present at any meeting shall constitute a quorum for
meetings of the Board of Directors.
9.3. The Chairperson of the Association shall Chair the meetings of the
Board of Directors. In the absence of the Chairperson, the Chair shall
be the Vice-Chairperson and in the absence of both the Chairperson
and Vice-Chairperson, those present shall select a Chair for the
meeting.
10. Officers
10.1. The officers of the Association shall be the Chairperson, the Vice-
Chairperson, the Secretary and the Treasurer and any such other
officers as the Board of Directors by bylaw may determine. Officers shall
also be directors of the Association.
10.2. The Chairperson shall be the Chief Executive Officer of the
Association. The Chairperson shall (a) ensure that regular elections are
held in accordance with these bylaws (b) preside at all meetings and
(c) issue the call for any members’ meeting and meetings of the Board
of Directors. The Chairperson shall be an ex-officio member of all subcommittees
and shall ensure that these committees function effectively
and shall cooperate with the sub-committee chairperson toward that
end. The Chairperson shall require the Chair of each committee to
provide regular reports to the Board of Directors. If, for any reason, the
office of the Chairperson becomes vacant, the Vice Chairperson shall
succeed in office followed by the Secretary and then the Treasurer.
10.3. The Vice-Chairperson substitutes and succeeds for the Chairperson
in case of the Chairperson’s absence or incapacity.. The Vice-
Chairperson shall, under the discretion of the Chairperson, oversee the
functioning of any committees as the Chairperson may designate.
10.4. The Secretary shall record the minutes of all meetings of the Board
of Directors and members and shall maintain such records of the
Association as are from time to time deemed necessary and shall carry
out such other duties as are related thereto. He/she shall have charge
of the Seal of the society which whenever used shall be authenticated
by the signature of the Secretary and the President, or, in the case of
the death or inability of either to act, by the Vice-President. In case of
the absence of the Secretary, his/her duties shall be discharged by
such officer as may be appointed by the Board.
10.5. The Treasurer shall (a) maintain a record of all financial
transactions of the Association (b) ensure all Association funds are
deposited to an Association bank account or similar institution offering
normal banking services as approved by the Board of Directors (c)
ensure that two approved signing authorities are required on all
withdrawals from Association accounts and shall ensure all monies paid
out are on the authority of the Board of Directors and (d) prepare and
submit a financial report to the Board of Directors periodically and
report to the members at the annual general meeting.
10.6. The resignation of an officer shall become effective upon written
notice being received by the Chairperson or Secretary of the
Association.
11. Sub Committees
11.1. There shall be such Sub Committees as are necessary to organize
and carry out certain activities of the Association. The Sub Committees
shall be created and dissolved by order of the Board of Directors and
will act as standing committees.
11.2. In particular there may be the following Sub Committees:
11.2.1. Neighbourhood Watch Committee
11.2.2. Waskasoo Land-use bylaw Committee
11.2.3.Activities Committee
11.2.4. Communications Committee
11.3. The Board of Directors shall appoint a chairperson for each Sub-
Committee for a term of one year. The appointment may be renewed
for successive one-year terms at the discretion of the Board of Directors.
11.4. The Chairperson can be removed from their position with the consent
of two-thirds of the members of the Board of Directors present and
voting at any Board meeting.
11.5. The Chair of each Sub-Committee shall be entitled to attend meetings
of the Board of Directors.
11.6. Each Sub-committee shall contain as many sub-committee members
as are deemed necessary by the chairperson.
11.7. No person shall be eligible to be appointed chairperson on any subcommittee
unless he or she is a member of the Association.
11.8. No chairperson or member of a sub-committee shall receive any
compensation for any duties performed on behalf of the Association,
although they shall be entitled to be reimbursed for any reasonable
expense incurred in the performance of these duties.
11.9. The resignation of any chairperson shall become effective upon
written notice being received by the Board Chair or Secretary of the
Association.
12. Nominations and Elections
12.1. Only members of the Association shall be eligible for nomination for
a position on the Board of Directors.
12.2. The following rules shall apply in determining the voting results at any
election for positions on the Board of Directors:
12.2.1. where there is only one candidate, that candidate shall be
declared acclaimed before the commencement of voting;
12.2.2. where there in more than one (1) candidate, the candidate
receiving the largest number of votes shall be elected;
12.2.3. where an equal number of votes are received by each of the
candidates the election shall be declared a nullity and a new
election shall be held as soon as practicable.
12.3. Where an election that is required to be held pursuant to those
provisions cannot be held within the time limits prescribed the
Chairperson shall appoint a time and place with all due dispatch.
12.4. The Board of Directors shall make such other rules as it deems
necessary for the fair and proper conduct of the election in so far as
they do not conflict with the requirements for the holding of an election
as expressed herein.
13. Bylaws
13.1. The Board of Directors shall make such bylaws as it deems
necessary for the administration of the Association in accordance with
the objectives of the Association. All bylaws made by the Board are
subject to ratification by an affirmative vote of at least two-thirds of the
members of the Association present at the next annual general
meeting following the passing of the bylaw by the Board of Directors.
13.2. The Board of Directors may from time to time amend and repeal
any of the bylaws of the Association subject to the ratification by an
affirmative vote of at least 75% of the members of the Association
present at the next annual general meeting following the amendment
or repeal of the bylaw by the Board of Directors.
13.3. The members of the Association may at any General Meeting
make bylaws concerning the administration and policies of the
Association. Such bylaws shall be ratified or rejected by a two-thirds
majority vote of the members of the Association in the attendance at
such annual general meetings.
13.4. Notice of any proposed change to the bylaws must be given to the
members at least twenty-one (21) days prior to the General Meeting at
which the change is to be voted on.
14. Candidates for Elective Office
14.1. The Association shall not endorse, or otherwise support, any
candidate for elected office.
15. Auditors
15.1. The members shall, at each annual general meeting, appoint an
auditor to audit the accounts and annual financial statements of the
Association for report to the members at the next annual meeting. The
auditor shall hold office until the next annual meeting provided that the
directors may fill any casual vacancy in the office of the auditor. The
Board of Directors shall fix the remuneration of the auditor.
15.2. The books and records of the society may be inspected by any
member of the society at the Annual Meeting or at anytime upon
giving reasonable notice and arranging a time satisfactory to the
officer or officers having charge of same. Each member of the Board
shall at all times have access to such books and records.
16. Financial Year
16.1. Unless otherwise ordered by the Board of Directors, the fiscal year
of the corporation shall be the calendar year.
17. Borrowing Powers
17.1. For the purpose of carrying out its objects, the society may borrow or
raise or secure the payment of money in such manner as it thinks fit,
and in particular by the issue of debentures, but this power shall be
exercised only under the authority of the society, and in no case shall
debentures be issued without the sanction of a special resolution of the
society.
18. Parliamentary Procedures
18.1. In the absence of rules in these bylaws all meetings of the Board of
Directors, any committee meetings and any members’ meetings shall
be conducted in accordance with Robert’s Rules of Order.
19. Winding Up
19.1. In the event of the dissolution or winding up of the Association, it is
specially provided that all the assets remaining after the payment and
satisfaction of the Association’s debts and liabilities shall be distributed
to one or more organizations in Red Deer carrying on similar activities or
having objects similar to one or more of the objects of the Association.
You must have Adobe Acrobat Reader installed on your system in order to open these minutes.
If you do not have it or want to update to the latest version, click on the right picture to get it for free.