Bylaws

Carson, Trout, Lepine, Greenan Lake Association

Township of the Madawaska Valley

Ontario, Canada

By-Laws

Created August 13, 2016

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 members present at the Annual General Meeting.

Selection of Officers and Directors

There shall be a Board of Directors composed of  up to seven Directors.

The Directors and Officers of the Association shall hold office for a term of 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.  Initially, the offices of Vice-President and Executive Member at Large, shall hold office for a one year term in order to elect these positions in alternate years for the purpose of providing continuity to the Board.

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 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.

Responsibilities of Officers and Directors

Directors

The Directors shall:

(a) Elect from their numbers after each Annual General Meeting, the President, Vice-President, 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 against loss due to legal suits as a result of their actions on behalf of the Association.

(e) Directors shall be eighteen years of age or older and shall be a member in good standing.

President

The President 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 President 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 President shall be an Ex-Officio member of all committees.

Vice-President

The Vice-President shall take the place of the President if the President is unable to attend any meeting that the President 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 audited report of the receipts and expenditures as required by the By-Laws.

(f) Produce, publish and present a budget 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 to the membership at each business meeting.

(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.

(j) Find and present for approval at the Annual General Meeting, the financial auditors of the next fiscal year.

Official Year and Financial Audits

The Official Year of the Association shall be from May 1 to April 30.

Two auditors will be appointed at the first meeting in each year by a majority vote of the voting members of the Association present at the meeting.  These auditors will serve for the next year.  The Report of the Auditor shall be presented at the Annual General Meeting in May.

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 President or established by majority vote of the voting members present at a business meeting of the Association.

The President will be an Ex-Officio member of every committee.

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.  The auditor of the following year will be appointed at this time.

A petition of twenty (20) percent of the members will require a special meeting to be held.

Between meetings, the general management and control of the affairs, funds, and property of the Association shall be vested in the elected executive of the Association, subject to the Constitution, By-Laws and decisions taken by the majority vote of the members present at a business meeting.

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.

Voting may be carried out using a one vote with single written proxy method, and when approved at a regular business meeting, voting by mail shall be acceptable on request.

Amendments to By-Laws

Subject to prevailing laws, this By-Law may be amended from time to time by the Directors, but any such amendment shall have effect only until the next Annual General Meeting of Members and shall cease to have effect unless confirmed at such Meeting by the affirmative votes of not less than two thirds of the voting Members voting on the matter.