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45 Lonepine Road |
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Serving: Georgian Bay, East Severn & West Tay Townships |
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Bylaws & Council
BY-LAWS
BY-LAW
1
Section
1: The
name of this organization shall be Southeast Georgian Bay Chamber of Commerce. Section
2: The
Object of Southeast Georgian Bay Chamber of Commerce shall be to promote and
improve trade and commerce and the economic, civic and social welfare of the
district while preserving the environment. Section
3: The
usual place of meeting shall be in the towns of Section
4: The
Southeast Georgian Bay Chamber of Commerce shall be non-sectional and
non-sectarian and shall not lend its support to any candidate for public office. ARTICLE
II – INTERPRETATION Section
5: Wherever
the words "The Chamber" occur in these bylaws they shall be understood
to mean "Southeast Georgian Bay Chamber of Commerce" as a body. Section
6: Wherever
the words "The Council" occur in these bylaws, they shall be
understood to mean "The Council of the Southeast Georgian Bay Chamber of
Commerce". Section
7: Wherever
the word "District" occurs in these by laws, it shall mean that area,
within and for which this Chamber was established, as defined in the Certificate
of Registration under the Boards of Trade Act. (R.S., c.124. s.l) ARTICLE
III –MEMBERSHIP Section
8: Any
reputable person, directly or indirectly engaged or interested in trade,
commerce or the economic and social welfare of the District, shall be eligible
for membership in the Chamber. Section
9: Associations,
Corporations, Societies, Partnerships or Estates, directly or indirectly engaged
or interested in trade, commerce or the economic and social welfare of the
District may become members of the Chamber. Section
10: At
any general meeting of The Chamber any member in good standing may propose any
eligible person or organization as a candidate for becoming a member of The
Chamber, providing such candidate shall undertake, if admitted, to be governed
by the by-laws of The Chamber. Section
11: If
such proposal is carried by a majority of two thirds of the Council present,
such person or organization shall thenceforth be a member of The Chamber and
shall have all the rights and be subject to all the obligations of the other
members of the same category. Section
12: Membership
shall continue from the time of admittance until a member has resigned in
accordance with the provisions of these by-laws or has been removed from the
roll of members by action of the Council. Section
13: Any
member of The Chamber, who intends to retire there from or to resign his
membership, may do so, at any time, upon giving to the secretary-treasurer ten
days notice in writing of such intention, and upon discharging any lawful
liability which is standing upon the books of The Chamber against him at the
time of such notice. Section
14: The
Council may remove from the roll of members the name of any new member failing
to pay his annual dues within thirty days of his admission, or of any other
member who fails to pay such dues within three months of the date they fall due.
Upon such action by the Council, all privileges of membership shall be
forfeited. Section
l5: Persons
who have distinguished themselves by some meritorious or public service may be
elected Honorary Members by a majority vote of The Chamber. Such recognition
shall be for a term of one year and may be repeated. Honorary membership shall
include all the privileges of active membership except that of holding office,
with the exemption from the payment of annual dues. Section
16: Any
member of The Chamber may be expelled by a two-thirds vote of The Council. ARTICLE
IV - DUES AND ASSESSMENTS Section
17: The
annual dues, payable by members of The Chamber, shall be determined annually by
the Council, subject to the approval of the general meetings, whenever a change
in the original amount is involved. i)
The annual dues of a sole proprietor with no employees are $99.00; ii) The
annual dues of a sole proprietor or other business entity with up to three
employees are $199.00 iii) The annual dues of a sole proprietor or other
business entity with more than three employees are $299.00; iv) The annual dues
of a non-voting associate member (i.e. one who does not have a place of business
within the geographical district of the Chamber) are $99.00; v) The annual dues
of a non-voting social member who is not in business are $49.00. Section
18: Other
assessments may be levied against all members, provided they are recommended by
the Council and approved by a majority of the members present at a general
meeting of The Chamber. The notice calling such general meeting shall state the
nature of the proposed assessment. ARTICLE
V -OFFICERS AND COUNCIL Section
19: A
president, vice-president, secretary-treasurer and eight other members shall be
elected from among the members each year at the annual general meeting by ballot
and shall form the Council. They shall remain in office for one year or until
their successors shall be appointed but no such officer or member of Council,
with the exception of the secretary-treasurer, shall hold the same office for
more than two years in succession. The retiring president shall be, ex-officio,
a member of the Council. Section
20: Where
a member of the Council dies or resigns his office or is absent from three
consecutive meetings of the Council, the Council may, at any meeting thereof,
elect a member of the corporation to be a member of the Council, in the place of
the member who had died or resigned, or is absent. Section
21: Any
officer or Council member may be suspended from his office or have his tenure of
office terminated, if in the opinion of the Council he is grossly negligent in
the performance of his duties, providing however, that any officer or Council
member so suspended or whose tenure of office has been terminated, shall be at
liberty to appeal the decision of the Council directly to the Membership at the
next general meeting. Section
22: The
Council shall have the general power of administration. It may make or authorize
petitions or representations to the Government or Parliament of Canada, the
Government or Legislature of the Province, or others, as it may determine or as
may be required by vote of a majority of members present at any general meeting. Sect1on
23: The
Council shall, in addition to the powers hereby expressly conferred on it, have
such powers as are assigned to it by any by-law of the Chamber provided,
however, that such powers are not inconsistent with the provisions of the Boards
of Trade Act. Section
24: Any
five (5) or more members of the Council, lawfully met, shall be a quorum and a
majority of such quorum may do all things within the powers of the Council. Section
25: The
Council shall frame such by-laws, rules and regulations as appear to it, best
adapted to promote the welfare of The Chamber and shall submit them for
adoption, at a general meeting of The Chamber, called for that purpose. Section
26: The
Council, or, at its request, the president, may appoint committees or designate
members of the Council or of The Chamber or others, to examine, consider
and report upon any matter or take such action as the Council may request. Section
27: The
Council may suspend any chairman from office or have his office terminated for
just cause. Any committee may be
terminated by the Council. Section
28: No
paid employee of the Chamber shall be a member of the Council or executive
committee. Officers of The Chamber shall receive no remuneration for services
rendered, but the Council may grant any of these said officers reasonable
expense monies. Section
29: The
president and vice-president, before taking office, take and subscribe before
the mayor or before any justice of the peace, an oath in the following form: "I
swear that I will faithfully and truly perform my duty as, _________, of the
Southeast Georgian Bay Chamber of Commerce, and that I will, in all matters
connected with the discharge of such duty do all things, and such things only,
as I shall truly and conscientiously believe to be adapted to promote the
objects for which the said Chamber was constituted according to the true intent
and meaning of the same. So help me God". Section
30: The
meetings of the Council shall be opened to all members of The Chamber, who may
attend but may not take part in any of the proceedings. Section
31: No
public pronouncement in the name of The Chamber may be made unless authorized by
the Council or by some person to whom the Council has delegated this authority. Section
32: a)
The President shall preside at all meetings of The Chamber and Council. He shall
regulate the order of business at such meetings, receive and put lawful motions
and communicate to the meeting what he may think concerns The Chamber. The
president shall, with the secretary-treasurer, sign all papers and documents
requiring signature on behalf of The Chamber, unless someone else is designated
by the Council. It shall be the duty of the president to present a general
report of the activities of the year at the Annual Meeting. b)
The vice-president shall act in the absence of the president and, in the absence
of both these officers, the meeting shall appoint a chairman to act temporarily. c)
The secretary-treasurer shall have charge of all funds of The Chamber and shall
deposit, or cause to be deposited, the same in a chartered bank, selected by the
Council. Out of such funds he shall pay amounts approved by the Council and
shall keep a regular account of the income and expenditure of The Chamber and
submit an audited statement thereof for presentation to the annual general
meeting and at any other time required by the Council. He shall make such
investment of the funds of The Chamber as the Council may direct. He shall, with
the president, sign all notes, drafts and cheques. He shall, with the President,
sign and when necessary seal with the seal of the Chamber, of which he shall
have custody, all papers and documents requiring signature or execution on
behalf of the Chamber. d)
The manager shall be the executive officer of The Chamber and shall be
responsible to the Council for the general control and management of business
and affairs. He shall be responsible for keeping the books of The Chamber,
conducting its correspondence, retaining copies of all official letters,
preserving all official documents and shall perform all such other duties as
properly appertain to his office. He shall maintain an accurate record of the
proceedings of The Chamber and of the Council. At the expiration of his term of
office, the manager shall deliver to The Chamber all books, papers and other
property of The Chamber. ARTICLE
VI - MEETINGS Section
33: The
Annual Meeting of The Chamber shall be held in the month of December in each
year at the time and place determined by the Council. At least two weeks notice
of the Annual Meeting shall be given. Section
34: Regular
general meetings of The Chamber shall be held monthly, except for July and
August, at the time and place designated by the Council. At least one week’s
notice of such meetings shall be given. Section
35: Special
general meetings of The Chamber may be held at any time when summoned by the
president, or requested in writing by any three members of the Council, or any
ten members of The Chamber. At least one day’s notice of such meetings shall
be given. Section
36: The
Council shall meet from time to time (at least once a month) as may be necessary
to carry on the business of The Chamber. Section
37: Notice
of all meetings, naming the time and place of assembly, shall be given by the
secretary-treasurer. A notice inserted in one or more of the newspapers
published within the district or a circular letter signed by the
secretary-treasurer and mailed to the last known address of each member shall
constitute sufficient notice. Section
38: At
any annual or general meeting twelve members shall be a quorum and, unless
otherwise specifically provided, a majority of members present shall be
competent to do and perform all acts, which are or shall be directed to be done
at any such meeting. Section
39: Minutes
of the proceedings of all general and Council meetings shall be entered in books
to be kept for that purpose, by the manager. Section
40: The
entry of such minutes shall be signed by the person who presides at the meeting
at which they are adopted. Section
41: All
books of The Chamber shall be opened at all reasonable hours to any member of
The Chamber, free of charge. ARTICLE
VII - VOTING RIGHTS Section
42: Every
member in good standing represented at any general meeting shall be entitled to
one vote providing that the vote of an Association, Corporation, Society,
Partnership, or an Estate member shall, in each such case, be assigned to
individuals. Section
43: Voting
at Council or general meetings shall normally be by show of hand, or if
requested by the Chairman, by standing vote. A role call vote shall be taken if
requested by five (5) members providing such request receives the approval of
two-thirds of the members assembled. Section
44: The
presiding officer shall vote only in case of a tie. Upon an appeal being made
from a decision of the presiding officer, the vote of the majority shall decide. Section
45: Motions
or amendments shall be carried at any Council, or general meeting by a majority
vote unless otherwise provided in these by-laws. ARTICLE
VIII - BY-LAWS Section
46: By-laws
may be made, repealed or amended by a majority of the members of The Chamber,
present at any general meeting, notice of such proposal having been given in
writing by one member and seconded by another at a previous general meeting and
duly entered as a minute of The Chamber. Section
47: Such
by-laws shall be binding on all members of The Chamber, its officers and all
other persons lawfully under its control. They shall come into force and be
acted upon only when they have been approved by the Secretary of State for
Canada. ARTICLE
IX – AFFILIATION Section
48: The
Chamber, at the discretion of the Council, shall have power to affiliate with
The Canadian Chamber of Commerce, the Ontario Chamber of Commerce and any other
organizations in which membership may be in the interests of The Chamber. ARTICLE
X - FISCAL YEAR Section
49: The
fiscal year of The Chamber shall commence on the first day of November in each
year. ARTICLE
XI – AUDITORS Section
50: Auditors
shall be appointed by the members present at the Annual Meeting and they shall
audit the books and accounts of The Chamber at least once in each year. An
audited financial statement shall be presented by the secretary-treasurer at
each Annual Meeting and at any other time required by the Council. ARTICLE
XII - PROCEDURE Section
51: Parliamentary procedure shall be followed at all general and Council meetings, in accordance with bylaw-2 of The Chamber.
BYLAW-2 Rules of Procedure for the Chamber
of Commerce Council The Business of the Chamber of Commerce, to be dealt with at their monthly meetings, shall be stated, when applicable, in the agenda in the following order. 1. Approve agenda 2. Accept previous minutes 3. Delegations 4. Chamber of Commerce Business 5. New business 6.
Secretary-Treasurer’s Report 7.
Adjournment
Date and Time of next meeting Order
of Proceedings 1.)
The Chair shall preserve order, decide all questions of order subject to
an appeal to the Council/Committee and, without argument or comment, shall state
the rule applicable to any point of practice or order if called upon to do so.
Any member may appeal the decision of the Chair to the Council/Committee and all
appeals shall be decided by a majority vote without debate. 2.) Every member previous to speaking to any question or motion shall raise his/her hand and address the Chair. When two or more members wish to speak, the Chair shall determine the priority of the speakers and which member has the floor. 3.)
After the Chair puts a
question, no member shall speak to the question nor shall any other motion be
made until after a vote is taken and the result has been declared. 4.) A question may be divided and a separate vote taken upon each proposal contained thereon with the leave of the Council members. 5.) The manner of determining the decision of the Council on a motion shall be at the discretion of the Chair and shall be by voice, or show of hands. 6.) Any member may require the question or motion under discussion to be read at any time during the debate, but not so as to interrupt a member while speaking. Conduct
of Proceedings
1.)
When the Chair is putting a question, no member shall walk across
or
out of the room, or shall make any noise or disturbance. 2.)
When a member
is speaking, no other member shall pass between him/her and the Chair, or
interrupt him/her, except to raise a point of order. 3.)
No member
shall: a)
speak
disrespectfully of the Reigning Sovereign, or any of the Royal Family b)
use offensive
words in or against the Council or against any member. c)
speak on any
subject other than the subject on debate. d)
criticize any
decision of the Council. e)
disobey the
rules of the Council or a decision of the Chair or of the Council, on questions
of order or practice upon the interpretation of the rules of the Council, and in
case a member persists in any such disobedience after having been called to
order by the Chair, the chair may forthwith put the question, no
amendment, adjournment or debate being allowed, “that such member be expelled
from the Council Chambers for the duration of the meeting”. 4.)
The Chair can
expel any person from the meeting for improper conduct. Rules
of Debate 1.)
Debates are to be fair and fruitful. 2.)
Every member is entitled to speak once to a debatable motion. 3.)
Every member may speak a second time on the same question, unless other
members who have not already spoken wish to do so. 4.)
Each member who wishes to speak must first address the Chair. 5.)
The Chair may allow the
matter to be debated informally. 6.)
The Chair may restrict the time each member is given to speak. 7.)
The Chair of the Chamber Council is allowed to participate in the debate
without leaving the Chair position. 8.)
The debate must be confined to the merits of the pending question. 9.)
Members will not drag personalities into the debate. 10.)
All members must obey the Chair. All members will stop talking
immediately if the Chair asserts privilege. 11.)
When the debate runs past its course and the Chair or any one of the
Council feels that a decision could possibly be made, he/she may call for a vote
on the issue. 12.)
The debate may be referred to a committee to deal with and report to the
Council at a future Chamber meeting. 13.)
“Robert’s Rules of Order”
dictate Parliamentary procedure and these rules should be consulted for further
clarification if the above rules do not cover a particular situation. Format
and Presentation of Motions and
Voting Procedures Every motion shall be in writing and shall be duly moved and seconded and read, unless the reading thereof is waived by a majority of the Council members present, prior to any discussion. Every motion when duly moved and seconded shall be received by the Chair, stated or read, and shall then be opened for discussion, prior to calling for a vote. 1.
Withdrawal of a Motion:
After a motion has been stated or read by the Chair, it shall be deemed
to be in the possession of the Council, but it may be, with the approval of the
majority of the Council members
present, withdrawn. 2. Deferral of a Motion: After a motion has been stated or read by the Chair, it shall be deemed to be in the possession of the Council, but it may be, with the approval of the majority of the Council members present, deferred. 3.
Motions under Debate: i)
When any matter is under consideration, no motion shall be received
unless it is a motion a) to adjourn b) to table c) with a previous question d) to defer e) to refer f) to amend ii)
A motion to refer a matter under discussion to a Committee of the Council
shall preclude all amendments of the main questions until the motion to refer is
decided. iii)
After any question, except one of indefinite
postponement, has been decided, any member who voted in the majority may, at a
subsequent meeting, move for the reconsideration thereof, provided due notice of
such intention is given by the agenda deadline, but no discussion of the main
question by any person shall be allowed unless motion to reconsider has been
adopted. 4.
Speaking to a Motion:
No member shall speak more than once without leave from the Chair, except
in explanation of the material part of his/her remarks which may have been
misunderstood, but then he/she shall not be permitted to introduce any new
matter. A reply shall be allowed to a member who has made a substantive motion,
to any member who has moved an amendment to the previous question or to an
instruction to a Committee. Each member shall confine his/her remarks to a limit
of five minutes. 5.
Motion to Amend:
A motion to amend a motion, by-law or question: i) shall be presented in writing or by amendment of the original motion, ii) shall receive disposition of the Council before a previous amendment or the question, iii) shall not be further amended more than once provided that further amendment may be made to the main questions, iv) shall be relevant to the question to be received, v) shall not be received proposing a direct negative to the question, vi) may propose a separate and distinct disposition of a question, vii) shall be put in the reverse order to that in which it is moved. 6.
Motion to Adjourn:
A motion to adjourn shall always be in order except, i) when a member is speaking, ii) during the verification of a vote, iii)
immediately following the affirmative motion for the previous
question. Such notice
shall not be debated and a second motion to the same effect shall not be made
until after the Council has completed some intermediate proceedings. 7.
Motions Carried: A
motion shall be deemed to be carried when it has received the majority of votes
of those present and in the case of a tie vote, the question shall be deemed to
have been decided in the negative. 8. Voting of the Chair: The Chair shall be required to vote on all matters. 9.
Members not Voting: Except
in the case of a recorded vote, any member of the Council not voting on a motion
shall be deemed to be voting against the motion. 10.
Recorded Votes: When
a member of the Board requests a recorded vote, each member starting
alphabetically (last name) followed by the Chair shall announce his/her vote
unless otherwise prohibited by statute and the said vote. In the case of a tie
vote the question will have been deemed to be defeated. 11.
Reading of By-laws: i)
A motion specifying the title of the by-law shall introduce every by-law.
Every by-law shall be in typewritten form and shall be complete with the
exception of the date thereof. ii)
Every by-law enacted by the Council
shall be numbered and dated and shall be sealed with the seal of the Corporation
and signed by the Secretary and the Presiding Chair, and shall be kept in a safe
place Committees
of t 1.) A committee may be appointed by the Chair, named by the Chair, and members appointed by the Chair. 2.) A motion, duly moved, seconded and voted upon, may also appoint committees. 3.) The purpose of the committee shall be stated in the motion or recorded in the official minutes. 4.) The Council Chair is automatically an ex-officio member on all committees and shall have all the privileges, but not the obligations of the committee members. 5.) The Manager may or may not be a part of the appointed committee, as decided by the Chair, or by the committee members. 6.) Minutes should be taken or a report presented to the Council at the next regular meeting, once the committee has completed its task. 7.) One member of the committee shall become the Chair of that committee. The Council Chair may appoint the committee Chair or the committee members appoint their own Chair at their first regular meeting. 8.) A Vice Chair is optional. 9.) The committee may appoint one or more sub-committees. 10.) All members will vote and in the event of a tie, the motion is lost. 11.) The conduct of the committee members shall be governed by the same By-laws that govern the Council. Of particular note are the Protection of Privacy Act. Waiving
Rules of Procedure 1.
Except as hereafter provided, any one or more of the rules as set in the
Council’s By-Laws may be waived by a vote of the majority of the
Members. If any section of the Council’s By-Laws is in conflict with any other Acts, the Acts will take precedence. |
