diff --git a/components/about/constitution/Section1.tsx b/components/about/constitution/Section1.tsx index 60ac976..3781a94 100644 --- a/components/about/constitution/Section1.tsx +++ b/components/about/constitution/Section1.tsx @@ -7,11 +7,15 @@ export default function Section1() {
+ The board’s written approval (minutes) is required in executing any documents on behalf of the corporation. Deeds, transfers, assignments, contracts, obligations and other instruments in writing requiring execution by the Corporation may be signed by any two of its Executive Officers (President, Secretary or Treasurer) . In addition, the Board may from time to time direct the manner in which and the person by whom a particular document or type of document shall be executed. Any person authorized to sign any document may affix the seal or logo to the document – if required. Any Executive Officers or the Auditor (only for financials) may certify a copy of any instrument, resolution, By-law or other document of the Corporation to be a true copy thereof. +
-
+ The registered office of the Association shall be situated in the province of Ontario at the location specified in the by law within the Region of Waterloo. The directors may change the location of its registered office within the Region of Waterloo by a two third majority resolution. The mailing address can be a rental location or Canada Postal box. +
-Currently :
+Currently :
-
-
-
-
Currently,
-
-
Currently :
-
Membership is terminated when :
+
Subject to the articles, upon any termination of membership, all rights of member automatically cease to exist.
The board may suspend or remove any member from the association for any one or more of the following grounds:
-
-
-
-
-
-
The Board of Directors of the Association shall select the following officers from within the elected Board, who shall hold office for a term of two years.
-The executive officers comprising of the President, Secretary and Treasurer will require the members to have served on the board for at least two term for President and at least one term for Secretary and Treasurer, so the candidate understands the operations of the board, what’s involved in these roles, before becoming eligible to be considered for the officer nomination. If no candidate is available, then it is open to rest of the membership. + -
The elected office-bearers except the patron shall constitute the board: +
-
-
-
-
-
-
-
-
-
No Director, Officer or committee member of the Corporation is liable for the acts, neglects or defaults of any other Director, Officer, committee member or employee of the Corporation or for joining in any receipt or for any loss, damage or expense happening to the Corporation through the insufficiency or deficiency of title to any property acquired by resolution of the Board or for or on behalf of the Corporation or for the insufficiency or deficiency of any security in or upon which any of the money of or belonging to the Corporation shall be placed out or invested or for any loss or damage arising from the bankruptcy, insolvency or tortious act of any person, firm or Corporation with whom or which any moneys, securities or effects shall be lodged or deposited or for any other loss, damage or misfortune whatever which may happen in the execution of the duties of his or her respective office or trust provided that they have: +
-No Director, Officer or committee member of the Corporation is liable for the acts, neglects or defaults of any other Director, Officer, committee member or employee of the Corporation or for joining in any receipt or for any loss, damage or expense happening to the Corporation through the insufficiency or deficiency of title to any property acquired by resolution of the Board or for or on behalf of the Corporation or for the insufficiency or deficiency of any security in or upon which any of the money of or belonging to the Corporation shall be placed out or invested or for any loss or damage arising from the bankruptcy, insolvency or tortious act of any person, firm or Corporation with whom or which any moneys, securities or effects shall be lodged or deposited or for any other loss, damage or misfortune whatever which may happen in the execution of the duties of his or her respective office or trust provided that they have: +
A Director who is a party to a material contract or transaction or proposed material contract or transaction with the Corporation or is a director or officer of, or has a material interest in, any person who is a party to a material contract or transaction or proposed material contract or transaction with the Corporation shall make the disclosure required by the Act. Except as provided by the Act, no such Director shall attend any part of a meeting of Directors during which the contract or transaction is discussed or vote on any resolution to approve any such contract or transaction. + -
A Director who is a party to a material If there is a breach in conflict of Interest, a three-member subcommittee overeseen by the president will review and take disciplinary action. Results will be submitted to the board for approval. -
The office of a Director shall be vacated immediately: + -
A vacancy on the Board shall be filled as follows, and the Director appointed or elected to fill the vacancy holds office for the remainder of the unexpired term of the Director’s predecessor: + -
The board is empowered to create Committees / sub-committees for the purpose of a specific project or activity, those committees / sub-committees will cease to exist once the specific project or activity is completed. They may be established by the Board as follows: + -
The board is empowered to create Subject to the Act, the association shall purchase and maintain insurance for the benefit of its directors, officers, volunteers, members, and any person entitled to be indemnified by the Corporation.
+-
-
-
-
-
Special general meetings of the members may be called on the decision of the Board of Directors so consider urgent business or matters brought before the members. Such meetings shall be called within 60 days of the request. -
The secretary shall notify all members two weeks in advance of such meetings and of the general nature of the special business to be conducted. +
@@ -1501,23 +1408,17 @@ export default function Section1() {The Board of Directors shall hold meetings generally once a month (minimum 9 in a year) to manage the affairs of the Association.
A combination of physical and virtual meeting is allowable. This hybrid concept needs be approved by majority board. This method is invoked during special circumstance such as government declared situation or board approved. +
A quorum for the transaction of business at a meeting is a simple majority of the Members entitled to vote at the meeting. If a quorum is present at the opening of a meeting of the Members, the Members present may proceed with the business of the meeting, even if a quorum is not present throughout the meeting. If a quorum is not present at the opening of a meeting of members, the members present may adjourn the meeting to a fixed time and place but may not transact any other business. For the purpose of determining quorum, a member may be present in person, by telephonic and or by other electronic means (Virtual)
-Proxy voting is not allowed to represent a member. +
@@ -1649,16 +1545,15 @@ export default function Section1() {A quorum for the transaction of business at Voting at all meetings can be normally carried out by a show of hands by all eligible to vote, and the chair shall declare the final motion based on the votes. Instead the chair or any member may request to have a ballot, in which case the ballot will be carried out and the secretary will facilitate the ballot and the decision of the ballot is final. + -
Every Director, Officer, committee member, employee and volunteer, shall respect the confidentiality of matters brought before the Board or before any committee of the Board, or any matter dealt with in the course of employment or involvement of such person in the activities of the Corporation. An agreement will be signed at the first board meeting. All discussions transpiring within board or subcommittee meeting will remain confidential. The confidentiality will be maintained by all board members within or outside the organisation.
Any questions of procedures at or for any meeting of the members, which have not been provided for in this by law or Act, shall be determined by the chairperson of the meeting in accordance with the most current edition of Robert’s Rules of Order.
For privacy and confidentiality purposes, the membership coordinator with be the custodian of this data and all enquiries to flow through them. A member requesting membership list or data information have to obtain the approval of the Membership coordinator along with the President or Secretary before releasing. He or She has to sign a form of confidentiality (data information cannot be abused or used for other activities). The member or members shall not use the list to influence the voting members during an election and to another entity or organisation. + -
-
-
-
-
-
-
-
The password for Banking, Electronic mail, Web site online and Social media will be authorized to a person or to the president by the board. The password can be changed, once in six months or in an emergency with written authorization of the president and Secretary. +
@@ -1898,7 +1781,7 @@ export default function Section1() {-
-
-
-
-
-
-
-
+ Role Statement
If appointed, the president shall be the chief executive officer of the Corporation and shall be responsible for implementing the strategic plans and policies of the Corporation. The president shall, subject to the authority of the Board, have general supervision of the affairs of the Corporation. The president shall maintain the unity of the board, ensuring fairness to the board and membership. +
-
-
+ Responsibilities
-
-
+ Agendas / Meetings
Establish agendas aligned with annual Board goals and preside over board meetings if also holding the office of Chair. Ensure that a schedule of Board meetings is prepared annually. +
-The president shall chair the meetings and ensure meetings managed effectively and efficiently to achieve the agenda items ensuring good governance. Ensure the smooth functioning of the meetings and navigate any disruptions, adjourn / postponed agenda items or meetings as necessary. + -
-
-
+ Work Plan
+
-
-
-
-
-
-
-
-
-
Ensure that a Board work plan is developed and implemented that includes annual goals for the Board and embraces continuous improvement.
@@ -2288,16 +2113,37 @@ export default function Section1() {
-
-
+ Representation
+
Serve as the Board’s primary contact with the public. + +
+ + + + ++ Reporting +
+ +Report regularly to the Board on issues relevant to its governance responsibilities. + + + +
+ + + + ++ Board Conduct
-Set a high standard for Board conduct and enforce policies and By-laws concerning Directors’ conduct. + -
-
-
+ Mentorship
+
Serve as a mentor to other Directors. Ensure that all Directors contribute fully. Address issues associated with underperformance of individual Directors. + + + +
+ + + + ++ Committee Membership + + +
+ +Serve as member on all Board committees. + -
-
-
+ Role Statement
If appointed, the treasurer works collaboratively to support the Board in achieving its fiduciary responsibilities. + -
-
-
+ Responsibilities
-
-
+ Custody of Funds
+
The treasurer shall have the custody of the funds and securities of the Corporation and shall keep full and accurate accounts of all assets, liabilities, receipts and disbursements of the Corporation in the books belonging to the Corporation and shall deposit all monies, securities and other valuable effects in the name and to the credit of the Corporation in such chartered bank or trust company, or, in the case of securities, in such dealer in securities as may be designated by the Board from time to time. The treasurer shall disburse the funds of the Corporation as may be directed by proper authority taking proper vouchers for such disbursements and shall render to the Chair and directors at the regular meeting of the Board, or whenever they may require it, an accounting of all the transactions and a statement of the financial position, of the Corporation. The treasurer shall also perform such other duties as may from time to time be directed by the Board. + -
For the purpose of land and building, a separate trust account should be created, and accounts held in that trust for the exclusive purpose of the land and building. A separate guideline to be established once a trust account is created on managing this fund. + -
-
-
+ Accounts
+
The treasurer shall cause to be kept proper accounting records with respect to all financial and other transactions of the association and particularly with respect to the following: – +
@@ -2419,13 +2270,11 @@ export default function Section1() {
-
-
+ Representation
Serve as the Board’s primary contact with the public. +
@@ -2434,24 +2283,22 @@ export default function Section1() {Special general meetings of the members may be called on the decision of the Board of Directors so consider urgent business or matters brought before the members. Such meetings shall be called within 60 days of the request. + -
The secretary shall notify all members two weeks in advance of such meetings and of the general nature of the special business to be conducted. +
@@ -2468,20 +2315,19 @@ export default function Section1() { -Accounts +
Accounts
-The treasurer shall cause to be kept proper accounting records with respect to all financial and other transactions of the association and particularly with respect to the following: – +
Debit Card / Banking
+
Shall be authorized to use electronic credit or debit cards only for deposits; withdrawals shall only be made through cheques (withdrawals through debit card is not permitted) within the authorized limit, subject to the approval of the board.
+
Board Conduct
+
- Maintain a high standard for Board conduct and uphold policies and By-laws regarding Directors’ conduct, with particular emphasis on fiduciary responsibilities.
+
-
-
+
-
+
-
-
Mentorship
+
-
-
Serve as a mentor to other Directors. + -
Provide to the board monthly update of the financials and any special reporting as requested by the board. Present to the Members at the annual meeting as part of the annual report, the financial statement of the Corporation approved by the Board together with the report of the auditor or of the person who has conducted the review engagement, as the case may be. +
-
-
-
+ Responsibilities
@@ -2689,8 +2526,7 @@ export default function Section1() {
-
-
+ Board Conduct
-
-
-
The Association
-The official address of the Association shall be the elected secretary’s address or nominated by the committee. At present:
+ +The official address of the Association shall be the elected secretary’s address or nominated P.O. Box No: 25068, Kitchener, ON, N2A 4A5, Canada. @@ -2919,11 +2766,16 @@ export default function Section1() {
- + + + -Membership is open to anyone who admires Tamil Language, Arts and Culture and be a resident of Region of Waterloo, City of Guelph and Brantford or by special permission from the executive committee, if outside of the area. @@ -2932,10 +2784,13 @@ export default function Section1() { -
+ + + -An election sub-committee will monitor and implement the election policy. The president will be head of this committee, which will comprise of 5 executive members. The committee will be formed at the time of calling for nomination. +
@@ -3161,10 +3030,13 @@ export default function Section1() {
+ + +Resolutions brought forward at the Annual General Meetings, Special General Meetings, Executive Committee Meetings shall be deemed to have been adopted if passed by a simple majority. @@ -3636,17 +3519,20 @@ export default function Section1() {
A member wishing to examine the books of the Secretary or Treasurer shall give notice of his or her intention to do so to the Secretary in writing. Such member shall have the right to examine the said books at the office of the Association on a date and at a time fixed by the secretary, which shall be after one week of the receipt on the notice. His or Her membership status be active for the current year. @@ -3656,16 +3542,19 @@ export default function Section1() {
1. The board shall have the power to disallow any proposal or resolution brought forward by a member at the General Meeting or Executive Meetings if, such proposal or resolution is contrary to the aims and objectives of the association is likely to bring dis-repute to the Association, or is likely to hinder the well-being or development of the Association. @@ -3682,12 +3571,13 @@ export default function Section1() {
Amendments to the constitution should be tabled at the executive meeting, approved and submitted at the AGM. Such amendments or changes shall be deemed to have been passed only if two- thirds of the members present at the meeting have voted in favor of the amendments or changes. @@ -3708,15 +3600,17 @@ export default function Section1() { +
All activities of the association shall be maintained in Tamil or English. The documents required by the Government or private sector shall be in English. @@ -3728,17 +3622,20 @@ export default function Section1() { +
All official correspondence shall be on the official letter head and sealed and signed by the Secretary, Treasurer and or the President. All correspondence on behalf of the association will be authorized by the president, Secretary or nominee. The executive committee can appoint a person to issue general public notice. @@ -3746,6 +3643,8 @@ export default function Section1() {
+ +Photographs and Video material taken at an authorized function will be sole ownership of TCA and can be published in the website, newspaper or publication. @@ -3755,14 +3654,17 @@ export default function Section1() {
The name “Tamil Cultural Association of Waterloo Region”, (TCA), Web and other domain name, trade mark and its logo is registered within this context as the sole property of the organization and will protect on behalf of its members. No authorization is given to another entity without approval at an Annual General Meeting. @@ -3771,16 +3673,19 @@ export default function Section1() {
The board has the approval to postpone or cancel an event under an emergency situation. Prior approval and notice be given to general public. Virtual and live events can be broadcasted electronically through website and or social media on approval of the executive board. @@ -3789,14 +3694,17 @@ export default function Section1() {
@@ -3806,29 +3714,29 @@ export default function Section1() {