ARTICLE VI – GENERAL MEETINGS
6.1 ANNUAL GENERAL MEETINGS
The Annual General Meeting of the members shall be held at such time and place as determined by the Board of Directors.
6.2 SPECIAL GENERAL MEETINGS
- (a) The Board of Directors may, in its discretion, by notice specifying the objects of the meeting, call a Special General Meeting of the Association at any time.
- (b) The Board of Directors shall call a Special General Meeting of the Association within 90 days of receipt of a written request for such a meeting provided:
- (i) the request is signed by 25% of the members entitled to vote at a meeting of the members, or 15 members entitled to so vote, which ever number is greater at the time the request is received; and
- (ii) such request specifies the objects for which the meeting is required.
The notice calling a general meeting shall indicate the specific nature of the business coming before the meeting. No resolution calling for expenditure of the Association’s funds may be entertained at any general meeting unless it has received the prior approval of the Board of Directors.
Not less than sixty (60) days notice of the date, time and place of a meeting and the nature of the business to be transacted thereat shall be given:
- (a) by mail postage prepaid to each member; or
- (b) by publishing a notice of meeting in the official publication of the Association.
A copy of the notice calling the Annual or Special General Meeting shall be forwarded to the Minister of Agriculture and Agri-Food for Canada in a manner similar to that used to give notice to the members of this Association.
Whenever any notice is required to be given under the provision of law or these By-laws, a written waiver thereof, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed to be equivalent to such notice. In addition, any member who attends a meeting of members in person, or is represented at such meeting by proxy, without protesting at the commencement of the meeting the lack of notice thereof to him or her, shall be conclusively deemed to have waived notice of such meeting.
A quorum at all general meetings of members shall be 11 members, in person, entitled to vote at such meeting or, 10% of the membership entitled to so vote, in person, which ever number is less at the time of such meeting.
All members in good standing at the date of such general meeting shall be entitled to attend.
At all general meetings, unless otherwise herein provided, a majority vote shall prevail. The Chair of any general meeting shall not vote except in the case of a tie and in such a case, he or she shall have the casting-vote.
Voting may occur by proxy, in a form approved by the Board of Directors, at any general meeting but such vote is limited to the specific issues designated on the face thereof.
The proceedings of a general meeting shall be recorded and retained as the official minutes of the meeting. Copies of the minutes shall be made available to any member at cost when ordering same.
6.11 ORDER OF BUSINESS
The order of business for general meetings shall be as follows:
- (i) identification of members;
- (ii) approval of minutes of previous General Meeting;
- (iii) correspondence;
- (iv) presentation of financial statements (if an Annual General Meeting);
- (v) reports of Chair, Directors, Committees;
- (vi) unfinished business;
- (vii) report of election of Directors, if applicable;
- (viii) new business;
- (ix) adjournment.
The above order, with the exception of (i), may be changed at the pleasure of the meeting assembled.
6.12 RULES OF ORDER
Unless otherwise stipulated in these By-laws, Robert’s Rules of Order, as amended from time to time, shall govern at all meetings of the members.
6.13 FINANCIAL REPORT
- (a) The Board of Directors, at each Annual General Meeting, shall cause to have submitted to the membership in attendance, a complete and audited financial report of revenues and expenses, assets and liabilities of the Association for the preceding year.
- (b) A copy of the audited financial statements shall be forwarded to the Ministry of Agriculture and Agri-Food for Canada within twenty (20) days of an Annual General Meeting.
- (a) The Board of Directors, at the first regular meeting following the election of the Board, shall appoint an accounting firm to act on behalf of the Association as auditor and to hold such office until a successor is appointed.
(b) The Auditor’s duty shall be to examine the books of account of the Association, vouchers for all payments and certify the usual statement of receipts and expenditures, assets and liabilities for the year for presentation to the next annual meeting.