Carson, Trout, Lepine, Greenan Lake Association
Township of the Madawaska Valley
Ontario, Canada
By-Laws
Amended April 2022
Membership
There shall be a single class of Membership: “Member” which shall be a representative
of each property with frontage on the lake(s) whose Membership is in good standing. To
be in good standing, members will have completed an application for membership, and
have paid the membership fees for the relevant year.
Fees
Annual membership fees will be set by the decision of the majority vote of the member
present at the Annual General Meeting.
Selection and Removal of Officers and Directors
There shall be a Board of Directors made up of seven Directors.
The Directors and Officers of the Association shall hold office for a term of one or two
years.
Directors shall be elected by majority vote of the voting members present at the
Annual General Meeting
to be held in May of each year.
One vote shall be allocated to each property with membership in the Association.
Officers and Directors will hold their office until their successors are elected. They will
be elected by a show of hands, or, if requested, by secret ballot.
If a vacancy occurs in any office for any reason, a member in good standing of the
Association shall be elected by the Executive to fill the vacancy, and the member so
elected shall hold office for the remainder of the term of his/her predecessor. In the case
of a tie vote of the Executive, the decision will be made by simple majority vote of the
membership.
A member of the Board of Directors can be removed at the AGM with
the support of 51% of voting members
Responsibilities of Officers and Directors
Directors
The Directors shall:
(a) Elect from their numbers after each Annual General Meeting, the Chair, Vice-Chair,
Secretary,Treasurer and Executive Member at Large.
(b) Chair permanent committees and report the activity of such committees at business
meetings.
(c) Act in accordance with their duties as stated in the Business Corporations Act:
namely to act Honestly and in Good Faith with a view to the best interests of the
Association, and exercise the Care, Diligence and Skill of a reasonably Prudent
person.
(d) Be Indemnified: administrators shall from time to time and at all times be
indemnified and saved harmless from and against
(i) all costs, charges and expenses whatsoever which the Director or
Officer sustains or incurs in or about any action, suit or proceeding which is
brought, commenced or prosecuted against him or her for or in respect of any
act, deed, matter or thing whatsoever made, done or permitted by him or her in
or about the execution of the duties of their office, and
(ii) all other costs, charges and expenses which he or she sustains or
incurs in or about or in relation to the affairs thereof, except the costs, charges or
expenses occasioned by their own gross negligence or wilful misdeed.
(e) shall be eighteen years of age or older and shall be a member in good
standing.
Chair
The Chair shall chair all business meetings of the Association and shall call
special meetings at the request of the majority of the Executive Committee or
when he/she deems it necessary to do so.
The Chair may appoint another member of the membership to chair a
business meeting if it is reasonable and/or desirable to do so, or according to
the Constitution, By-Laws, or Robert’s Rules of Order.
The Chair shall be an Ex-Officio member of all committees.
Vice-Chair
The Vice-Chair shall take the place of the Chair if the Chair is unable to attend any
meeting that the Chair would normally attend.
Secretary
The Secretary shall:
(a) Keep a record in a minute book of the proceedings of each Board, Executive, and
general business meeting of the Association and record the names of the members and
guests who attend each meeting.
(b) Be the final recipient and keeper of all correspondence.
(c) Keep a copy of Letters Patent and any Supplementary Letters Patent and the
Constitution available at all times.
(d) Keep a copy of all By-Laws and Special Resolutions available at all
times.
(e) Keep a copy of the Membership Register and Register of Directors.
(f) Notify the Ministry of Government Services of changes in the Directors and Officers
within fifteen days of the changes.
Treasurer
The Treasurer shall:
(a) Collect and receive all monies due and owing the Association.
(b) Deposit the funds of the Association in a chartered bank or other deposit taking
institution approved by the Officers of the Association.
(c) Make payment out of Association funds by way of cheques or money orders drawn
up by himself/herself and countersigned by the President or Vice-President of the
Association.
(d) Keep books of accounts showing all receipts and expenditures as required by the
By-Laws.
(e) Present an report of the receipts and expenditures as required by the By-Laws.
(f) Produce, and present a financial report for the Association at the Annual General
Meeting.
(g) Establish and maintain a petty cash fund for the purpose of purchasing operating
supplies such as office supplies and postage and report such expenditures along with
other expenditures at Board meetings.
(h) Establish and maintain special cash funds as required by the Executive to control
expenditures for special projects.
(i) Invest any surplus funds as instructed by the Executive.
Official Year and Financial Audit
The membership shall vote annually at the AGM on an extraordinary
resolution to waive the requirement of an annual audit
The Official Year of the Association shall be from May 1 to April 30.
Quorum
A minimum of 51% of the Board members must be present at a Board meeting to have
a quorum. A minimum of 10% of the members must be present at a business meeting to
have a quorum.
Committees
There shall be an Executive Committee composed of the Officers of the
Association.
Standing committees may be established as needed.
Special committees may be appointed by the Chair or established by majority
vote of the voting members present at a business meeting of the Association.
The Chair will be an Ex-Officio member of every committee.
Meetings
Notice of special meeting shall be given to all Members [thirty (30) days] in
advance by mail or e-mail.
Board and Executive Committee meetings may be held at the same time so long
as the minutes show that the meeting is a joint meeting.
The Annual General Meeting shall be held during the long weekend in May
and the elections for the Board and the Executive Committee will be held at
that time. If necessary the auditor for the following year will be
appointed at this time.
A petition of ten (10) percent of the members will require a special meeting to
be held.
Order of Business
The following Order of Business shall govern all business meetings of the
Association unless it is inconsistent with Constitution and By-Laws. Roberts Rules of
Order shall govern the proceedings of each regular business meeting.
(a) Call to Order and recording of those members in attendance.
(b) Consideration, revision and approval of the agenda.
(c) Reading an approval of the minutes of the previous meeting.
(d) Reading of correspondence.
(e) Introduction of visitors and their presentation.
(f) President’s and/or Vice-President’s remarks.
(g) Treasurer’s Report and its approval.
(h) Committee reports (Standing then Special)
(i) Unfinished business.
(j) New business.
(k) Determination of place and time of next meeting.
(l) Announcements.
(m) Adjournment.
Voting
Members in good standing shall have the power to vote at meetings of Members (one
vote per Membership property).
Except as otherwise provided, at meetings of the Association, the votes of the members
shall in the first instance be by a show of hands, but any member of the Association
may demand a vote by secret ballot.