Parkallen Executive Bylaws
ARTICLE 1 - PARKALLEN COMMUNITY ASSOCIATION
1.1 Legal Name
The name of the society shall be the Parkallen Community Association(1960). The Parkallen Community Association is referred to hereinafter as “the Society”.
1.2 Bylaws
1.3 Address
These are the general bylaws of the Society and replace all previous bylaws.
The address of the Society shall be 11104 65 Avenue, Edmonton, Alberta, T6H 5W2.
ARTICLE 2 - objects
2.1 Mission
2.2 Boundaries
This Society shall have as its aim and objects;
to promote and serve the unique needs and interests of residents within the constituency, and
to promote and foster community and connections within and between residents within the constituency.
The Constituency shall comprise the area within the City of Edmonton bounded
on the south by 61 Avenue NW,
on the east by 109 Street NW,
on the west by 113 Street NW, and
on the North by 72 Avenue NW.
ARTICLE 3 - membership
3.1 Eligibility
3.1.1 Individual Membership
Any adult resident or owner of property within the Constituency shall be eligible for membership and shall be declared a member of the Society upon payment of the annual individual membership fee.
3.1.2 Family Membership
For any household located within the Constituency, up to two adults and any number of dependent children under the age of eighteen shall be regarded as members of the Society upon payment of the annual family membership fee.
3.1.3 Senior Membership
Any adult resident or owner of property within the Constituency over the age of 65 years of age shall be eligible for membership and shall be declared a member of the Society upon payment of the annual senior membership fee.
3.1.4 Student Membership
Any adult resident or owner of property within the Constituency who is enrolled and attending a secondary or post-secondary institution shall be eligible for membership and shall be declared a member of the Society upon payment of the annual student membership fee.
3.1.5 Honorary Membership
Honorary membership may be granted to individuals who have contributed to the Society in an outstanding way. Individuals may be nominated for honorary membership by Special Resolution at any General Meeting. Honorary memberships have all the same rights and privileges as other memberships, but do not expire with time.
3.1.6 Associate Membership
Associate membership may be granted to any organisation, company, or group with an interest in supporting the Society and/or the Community League movement and who is in alignment with the Society’s Mission (article 2). This class of membership is subject to the terms and conditions as outlined in these bylaws with the exception that an associate member does not have a vote at any meetings of the Society.
3.2 Entitlements
3.3 Fees
Membership shall entitle the holder to
enjoyment and participation in all activities of the Society, except where a user fee applies,
enjoyment of all facilities of the Society, except where a user fee applies, and
vote at all meetings of the Society, except for those with Associate memberships.
The fees to be charged for the above membership shall be reviewed annually at the Annual General Meeting of the Association, or may be revised or set by special resolution at a duly constituted meeting of the Association.
The fees for membership in the Society shall be fixed on an individual and household basis. The fees to be charged for membership shall be reviewed annually at the Annual General Meeting of the Society, or may be revised or set by special resolution at a duly constituted meeting of the Society.
3.4 Expectations
All members are admitted only on the condition of submission to the objectives, the by-laws and rules of the Society. Failure to comply with the aforesaid shall result in revocation of that person's membership and that person's membership fee shall not be returned.
3.5 Resignation from Membership
Any member desiring to resign from the Society shall submit their resignation in writing to the Secretary. No member’s resignation shall be accepted until outstanding dues are paid. Any member who resigns from the Society shall forthwith forfeit all right, claim or interest arising from or associated with the membership of the Society.
3.6 Suspension and Expulsion
By a special resolution, any member may have their membership or be expelled from membership for any cause which the Society may deem sufficient. No member shall be suspended or expelled without being notified of the charge or complaint against them or without having first been given an opportunity to be heard by the Board of Directors at a meeting called for such purpose. Any member who is expelled from the Society shall forthwith forfeit all right, claim or interest arising from or associated with the membership of the Society.
3.7 Voting Age of Eligibility
3.8. Associate Membership
Any person who is a member of the Society and at least eighteen (18) years of age shall be entitled to vote at any meeting. Each such person shall have a maximum of one vote and must vote personally and not by proxy.
Acceptance of Associate Members may be approved upon receipt of a completed application as established by the Policy Manual. Associate membership will be approved by the Board and announced at the next General Meeting. An Associate member is not entitled to vote at any Society meeting, except where that member meets the eligibility criteria outlined by these bylaws (article 3.1).
ARTICLE 4 - board oF directors
4.1 Definition
4.2 Appointment of Officers
4.3 Duties
The Society shall be governed by a Board of Directors, referred to hereinafter as “the Board,” consisting of not less than seven (7) and not more than twelve (12) Directors.
The Board shall appoint the following officers from its members at the first Board meeting following the General Meeting; the President, the Vice President, the Secretary, and the Treasurer. The officers shall perform duties as are specified by these bylaws and by the Society Policy Manual.
The Board of Directors of the Society shall have general supervision of the affairs of the Society, fix the hour and place of meetings, make recommendations to the Society, and perform such other duties as are specified in these bylaws.The Board shall interpret these bylaws and maintain the general well-being of the Society and the aims and objectives as set forth.
4.4 Eligibility
All Directors must be voting members of the Society. All Directors may stand for re-election to a maximum of five consecutive terms (ten calendar years).
4.5 Elections
Directors shall be elected by the vote of members only at the Annual General Meeting of the Society. Directors shall hold office for a term of two calendar years.
4.6 Removal and/or Replacement of Directors
4.6.1 Vacancies
If a Director shall absent themself without notice from three or more consecutive meetings, the Board may declare that Director’s position vacated.
4.6.2 Suspension or Removal of a Director
Directors may be removed from office by the membership by a two-thirds vote at any General Meeting. A Director may be suspended or removed from office by a Special Resolution.
4.6.3 Resignation
Any Director desiring to resign from their office shall submit their resignation in writing to the President.
4.6.4 Replacement
Any Director office shall be filled for the unexpired portion of the term by a substitute appointed by the Board.
4.7 Remuneration for Services
No Director of the Society shall receive any remuneration for any services to the Society.
4.8 Remote Email Voting
A vote of the Board may be conducted by email provided that
Only a single item is addressed in each vote,
A voting time limit is given with the email motion,
The vote must be passed with unanimous consent of a quorum of active Directors, and
The decision is ratified through a motion at the next regular meeting of the Board of Directors.
4.9 Common Seal of the Society
The Board may adopt a seal which shall be the common Seal of the Society and shall have control and custody of the Seal of the Society. The Society may alter or change the common seal at its pleasure, but shall in all cases have its name engraved in legible characters on its common Seal.
4.10 Affiliations
The Board shall be empowered to arrange membership of the Society in other organizations having compatible aims and objects.
ARTICLE 5: MEETINGS
5.1 General Meetings
The Society shall in addition hold such General Meetings at such date as shall be fixed by the Board.
5.1.1 Quorum
Ten (10) members of the society shall be quorum for any General Meeting of the Society.
5.1.2 Special General Meetings
Special general meetings may be called by the President or by the Board. Special general meetings shall be called upon the written request of ten (10) members of the Society to the Secretary. The purpose of the meeting shall be stated in the call, which shall be convened within two (2) weeks from the date of requisition.
5.1.3 Annual General Meetings
The Annual General Meeting of the Society shall be held prior to the end of June each year.
5.1.4 Notice of Meetings
Notice of any general meeting shall be given to all members by the Secretary by any effective method at least one (1) week prior to such a meeting. The accidental omission of giving notice of any meeting to any member shall not invalidate the proceedings of any such meeting.
5.2 Board Meetings
The regular meetings of the Board shall be held on the first Wednesday of each month. The Board shall meet at least eight (8) times a year.
5.2.1 Quorum
No less than one half of active Board members plus one shall be quorum for any meeting of the Board of Directors.
5.2.2 Special Meetings of the Board
Special meetings of the Board of Directors may be called by the President and shall be called upon the written request of at least three members of the Board.
ARTICLE 6: COMMITTEES
6.1 Ex Officio
The President shall be an ex officio member of all committees of the Society. They shall be permitted to attend and advise in any committee meeting.
6.2 Standing Committees
There shall be the following standing committees of the Society: Communications, Community Garden, Civics, Facilities, Membership, Programs, Social, and Sustainability. Each standing committee shall operate within a Terms of Reference as provided by the Board and approved by membership at a General Meeting. Terms of Reference shall be included in the Policy Manual. Each committee must include at least one Director, who shall act as Chair.
6.3 Other Committees
Such other committees, standing or special, may be established by the Society as it deems necessary to carry on its work. Their members shall be appointed by the President unless this rule is suspended by a two-thirds vote before their appointment. Each committee must include at least one Director, who shall act as Chair.
6.4 Authority
Committees created by the Board can be delegated authority to act on behalf of the Society, but not responsibility. The authority delegated to a committee shall be limited to the authority explicitly described in their Terms of Reference, pursuant to article 6.2, or in the motion to create the committee, pursuant to article 6.3.
ARTICLE 7: FINANCES
7.1 Signing Authority
Two of either the President, Treasurer, and designee shall sign on behalf of the Society all deeds, contracts, conveyances, bills, notes, cheques, debentures, and all other papers and documents which pertain to the affairs of the Society.
7.2 Audit of Accounts
The Board may appoint auditor(s) to hold such office for such a period as the Board may determine. Within thirty (30) days of the Annual General meeting, the statement of financial affairs of the Society will be reviewed by person(s) designated as auditor(s) by the Board.
7.3 Financial Statements
7.5 Borrowing
7.6 Books and Accounts
The Society shall file with the Registrar of Alberta Consumer and Corporate Affairs a statement in the form of a balance sheet, which shall be audited and signed by the Society auditor(s). The balance sheet shall contain the general particulars of the assets, revenues, and expenditures of the Society.
No Director or member of the Society shall expend or commit to the expenditure of any money of the Society, or sell or dispose of any property of the Society, without express authority for the activity first being duly given by the Board or by the Society at a General Meeting.
At any time, any member of the Board may request of the Treasurer that the books and accounts of the Society be brought up for inspection by such member within twenty-one (21) banking days.
ARTICLE 9: DISSOLUTION
9.1 Special Meeting to Dissolve
The Society may be dissolved upon the passing of a special resolution at a special meeting called for the purpose. Notice of such meeting, setting out the resolution to dissolve the Society shall be communicated to all members by any effective method at least twenty-one (21) days before such meeting is held.
9.2 Finances
At the special meeting for the purpose to dissolve the Society, the Treasurer shall present copies of an audited statement of the Society’s financial status. If the resolution to dissolve the Society is passed, the funds of the Society shall be distributed to such nonprofit organization(s) as determined by membership present at the special meeting.
9.3 Voting
The special resolution to dissolve the Society must be passed by a three-quarters vote cast by voting members in good standing of the Society at the time of the special meeting. Votes may be cast in person at the meeting or by notarized postal vote.
ARTICLE 10: AUTHORITY
10.1 Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Society in all cases in which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Society may adopt.
10.2 Policies and Procedure
The Policy Manual, approved by membership at any General Meeting, shall outline all policies and procedures of this Society.10.3 Special Resolutions
A special resolution is a motion made at a General Meeting of which membership was given twenty-one (21) days notice and requires a three-quarters majority to pass. Copies of all special resolutions shall be filed with the Registrar of Alberta Consumer and Corporate Affairs.
ARTICLE 11: AMENDMENT OF BYLAWS
These bylaws may be amended by a three-fourths vote at any General meeting of the Society, convened for such a purpose with appropriate notice given. The new bylaws must be registered with Alberta’s Corporate Registry.