ISA TORONTO SECTON BY-LAWS
2004-5
Article I
–Membership
1. The requirements for Student Member, Member, Senior
Member, Fellow, Life Member, Life Senior Member, Life Fellow, and Honorary
Member are as defined in the Bylaws of the Society.
2. Any person shall be eligible for election to
membership in any class for which requirements are fulfilled, in accordance
with the conditions and procedures specified in the Bylaws of the Society.
3. Membership
Admission Procedures
Application for membership in the Society shall be made by filling out an ISA
Application for Membership form and submitting it, properly endorsed and with
the correct dues, to the Section with which the applicant desires to affiliate.
4. SECTION
AFFILIATION
Any member may affiliate with any Section, but the Society will recognize only
one voting affiliation at any time for purposes of administration. A member may transfer voting affiliation
from one Section to another by applying, in writing, to the Executive
Director. Any member may affiliate with
additional Sections, but only one affiliation shall be recognized for the
purpose of representation by a Society Delegate. A fee established by the Section for such an affiliation is
invoiced by and paid to the section, to cover the cost of Section mailings and
publications. The fee for such affiliation is 20% of current Society dues, to
be assessed at the discretion of the Executive Committee. All Canadian Section
and Student Section Presidents, Newsletter Editors and District Vice Presidents
are invited by the Section President to become Affiliate Members.
5.
TERMINATION OF MEMBERSHIP
A member may resign from the Society at any time by signifying this intention
in writing to the Executive Director.
Any member whose dues are unpaid three months after the due date shall
be terminated from membership. The
Executive Director shall notify the member and the Secretary of any Sections
with which the member was affiliated of the termination of membership. The Council of Society Delegates may expel a
member for cause. Before any action to
expel is taken, the member will be provided with a description of the cause in
writing and given an opportunity to be heard.
6. VOTING
PRIVILEGE
Each member of the Society, except a Student Member, shall be entitled to one
vote on all questions submitted to the membership.
(There are no articles II
through IV, these articles having been deleted is a previous revision. This wording is not part of the by-laws but
is included in the printed copy for clarity of reading.)
ARTICLE V – Dues
1. The annual dues for membership in the Society are as
set from time to time by the Society.
2. All annual dues shall be paid on the anniversary of
the date of joining the Society, upon presentation of an invoice from Society
headquarters.
3. The Society shall return a portion of the dues
received from each member to the Section with which the member is affiliated no
later than three months after receipt of the dues. The refund amount is set from time to time by the Society.
4. The Society supplies a membership card to each member
as receipt for dues paid.
ARTICLE VI –
Publications
1. In addition to publications provided for in the
Society’s Bylaws, each member of the Section receives one copy of the Section
Directory.
ARTICLE VII –
Officers and Council Delegates
2. QUALIFICATIONS
Any person with a valid membership and having held that membership
continuously for a period of one year shall be eligible for election as an
officer.
6. In the event neither of these elected Delegates can
attend Society Council of Delegates meeting, the President of the Section
designates a suitable substitute and so notifies the District Vice President.
ARTICLE VIII –
Committees
1. To assist the Officers of the Section, Standing
Committees are formed. Additional Special Committees may be appointed at the
discretion of the Executive Committee.
2. Within one month of the election of the Officers of
the section, the retiring President, the newly elected Officers, with the
elected President of the Section acting as Chairperson, appoints Chairpeople of
the following Standing Committees:
Program
Membership
Exhibit
Section-Division Liaison
Standards & Practices
Honours & Awards
3. Each Standing Committee Chairperson appoints a
committee of members and each such Committee Chairperson is accountable to the
relevant Vice President for his performance. Refer to Appendix A
4. Special Committee or Task Force Chairpeople may be
appointed by the President, with the approval of the Executive Committee, and
are accountable to him or such other Officers as he may determine.
5. The President is a member, ex-officio, of each Standing
or Special Committee or Task Force.
6. The duties of the Special Committees and Task Forces
are defined by the President, with the approval of the Executive Committee.
7. The Standing Committees shall be defined in the
Society’s Manual of Organization and Procedures.
8. The Honors and Awards Committee encourages and
supports the bestowing of Society, District, Division or Section honours or
awards on worthy Section members. It informs the Section membership of
available awards and recommends new Section awards if appropriate. Nomination
forms, if required, are distributed or prepared and submitted by the Committee.
Follow up on nomination forms occurs to insure that deadlines are met. The
elevation of members to Senior or Honorary Member status is also encouraged by
the Committee.
ARTICLE IX –
Finance
1. The fiscal year is from August 1st to July
31st.
2. All instruments for the payment of money by the
Section, except as described in paragraph (3) of this Article, are drawn in the
name of the Section, and signed by the President, President-Elect, Treasurer or
Secretary. For expenditures under $500,
the signature of one Officer is required.
Expenditures of $500 or over require two Officer signatures.
3. A Petty Cash fund is established for the use of the
Treasurer or the Administrative Assistant, if applicable, in meeting
on-the-spot payments of a minor nature.
4. The Executive Committee establishes and approves for
each fiscal year, at its beginning, a budget of estimated expenditures and
revenues. This budget is approved at the first regular meeting of the Section.
5. Each member of the Executive Committee and each
Officer is indemnified by the Section against expenses reasonably incurred by
him. Expenses against which members of
the Executive Committee or Officers are indemnified hereunder include the
amount of any settlement or judgement, costs, counsel fees, and related charges
thereof.
6. Members of the Executive Committee of the Section may
not receive compensation in any form for services rendered.
7. In the event of dissolution of the Section, all of
the Section’s outstanding obligations must be paid in full, and the net assets
of the Section distributed to one or more organizations organized and operated
exclusively for educational, scientific or charitable purposes as shall at the
time qualify as an exempt organization for tax purposes in the Province of
Ontario, Canada.
8. To the fullest extent permitted under federal and
provincial law, an officer or chairperson will not be personally liable to the
Section, any member of the Section, or to others for monetary damages for
taking any action or failing to take any action as a member of the Section
Executive. Each officer and chairperson
shall be indemnified by the Section against expenses reasonably incurred by him
or her in connection with any claim asserted or proceeding brought, to which he
or she may be party by reason of being or having been a member of the Section
Executive, except in relation to matters as to which he or she shall be found,
and finally judged to be, liable for negligence or misconduct in the
performance of his or her duties as an officer or chairperson. The Section at its own expense may settle
any such claim asserted when such settlement appears to be in the best interest
of the Section. Expenses against which
officers or Chairpeople may be indemnified hereunder include the amount of any
settlement or judgment, costs, counsel fees, and related charges therefore.
9. The Section shall have the power to purchase and maintain
insurance of any nature and type it deems appropriate.
ARTICLE X –
Nomination of Officers
1) The President appoints a Nominating Committee at
least 60 days prior to the Annual Meeting normally held in May. This Committee
is composed of three members of the Section, and, if available, the past
President being the Chairperson. It is preferable that the members of the
current Executive Committee, other than the Past President, not serve on this
Committee.
2) The Nominating Committee nominates a slate of
Officers. The Committee secures the acceptance of each nominee and reports his
or her selection to the Executive Committee at the April Executive meeting. The
Executive Committee determines the eligibility of the nominees for each office.
3) It is strongly preferable that candidates for elected
office have at least one year of experience serving at the Section level in the
Society.
4) Nomination of Officers
a) Nominations for office are closed three weeks prior
to the date of the election.
b) If the position of President would be vacant because
there is no President Elect three weeks prior to the election date, then the
current Vice President automatically succeeds to the position of President
c) If, as in the case of Article X 4. b) There is no
current Vice President three weeks prior the election date, then the position
of President Elect shall be open to nomination.
d) If it is apparent that Article X 4. a) or b) will
apply, nominations can be accepted prior to the close of nominations 3 weeks
prior to the election date.
e) Any position that is open to nominations, for which
nominations have not been received three weeks prior to the election are open
to nominations from the floor.
f)
All nominations must be
moved and seconded by voting members of the section.
5) In the event that a full slate is not nominated
before the Annual General Meeting, the Executive Committee is empowered to make
such nominations as are necessary to secure and announce a full slate for the
Annual General Meeting.
ARTICLE XI –
Election of Officers
1. Election of the Officers excluding President and
President-Elect, which are filled by automatic succession of the President
Elect and the Vice President respectively, takes place at the Annual General
Meeting. Eligible voters are Honorary Member, Fellow, Senior Member and Member,
in good standing.
2. Balloting is by secret ballot deposited in a sealed
container, and scrutinized by the Election Committee.
3. The Election Committee consists of three Scrutinizers
appointed by the President. The Scrutinizers verify the status of voting
members and confirm they are in good standing before providing the ballot. The
Election Committee counts the ballots and their findings are taken as official.
4. In the event of a tie vote, the Executive decides
between the candidates thus tied by secret ballot.
5. In the event that an Officer position, including
President or President-Elect, is vacant during a term and is not filled by an
interim appointment or natural progression, election for that position to take
place at the Annual Meeting held in May.
ARTICLE XII –
Meetings
1. The Section shall hold an Annual Meeting,
typically held in May, but not later than specified in the Ontario Corporations
Act, at a time and place designated by the Executive Committee.
2. General meetings of the Section are held on a regular
basis between September and June of the following year, for the discussion of
subjects pertinent to Objectives of the Society. Dates and meeting places shall
be determined by the Executive Committee.
3. Special Meetings of the Section are held at such
times and places as are called by the President; or in his absence by the
President-Elect; or by any three officers of the Executive Committee or by not
less than 10 percent of members in the Section, upon reasonable notice.
4. The Secretary delivers notices of the time and place
of each regular, special or general Section meeting to all members at least one
week prior to the date of each meeting, indicating in the notice the nature and
purpose of the meeting. This notice may be conducted by mail or by electronic
means.
5. Regular meetings of the Executive
Committee are held at such times and in such places as are designated by the
President, or at the request of at least three of the other Officers of the
Section.
6. Special Meetings of the Executive Committee are held
at any time at the call of the President. The majority of the members of the
Executive Committee may call a meeting upon failure or refusal of the President
to act.
7. The Secretary notifies each Executive Committee
member of the time and place of each meeting of the Executive Committee,
regular or special, at least one week prior to the date of the meeting.
8. Quorums:
a) At any general meeting of the Section for which
proper notice has been given to the entire membership, all voting members
present constitute a quorum for the transaction of business.
b) A minimum of three Officers of the Section
constitutes a quorum for the transaction of business at any of the Executive
Committee meetings.
c) All Executive Committee members vote at Executive
Committee meetings. However, a majority of the Officers may overturn any motion
carried at or subsequent to any meeting.
ARTICLE XIII –
Amendment of Bylaws
1. The Executive Committee may amend the Bylaws so that
they are in harmony with the Constitution and the Society’s Bylaws.
2. These Bylaws may be altered, amended or repealed and
new Bylaws adopted by majority vote of the members present at any regular
meeting or special meeting, if at least seven days written notice is given of
intention to alter, amend or repeal, or to adopt new Bylaws, at such meeting.
(There is no article XIV. This wording is not part of the by-laws, but is included for
clarity of reading.)
ARTICLE XV –
Review
1.
The Constitution and
Bylaws shall be reviewed and modified if required at a maximum of every three
years at the direction of the President.