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Updated December 10, 2008 |
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© Cochrane Search & Rescue 2002 |
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BY-LAWS, COCHRANE SEARCH AND RESCUE ASSOCIATION ARTICLE IV — BOARD OF DIRECTORS
Section 1 — Board role, size, and compensation: The Board of Directors (the Board) is responsible for overall policy and direction of the Association. The Board shall have up to 15, but not fewer than 8 members. Board membership is voluntary and Board members receive no compensation.
Section 2 — Terms and Board structure: The Board shall consist of two parts. Part one consists of an Executive comprised of the following:
Past President 1Year Term No voting power at board meetings President 1 year Term Voting and decision-making Vice President 1 Year Term Voting Secretary 2 Year Term Voting Treasurer 2 Year Term Voting
Part two consists of a minimum of 4 Directors at large. Each Director will assume responsibility for a specific portfolio:
Fundraising 1 Year Term Voting Training 1 Year Term Voting Public Relations 1 Year Term Voting Quartermaster 1 Year Term Voting Members of either part of the Board, excluding the President, Past President and Vice President, shall be allowed to serve a term up to, but not exceeding, 6 years in the same position.
A member of the Board may be removed from their position by a vote of non-confidence by a majority vote of no less than two-thirds of the full membership.
Section 3 — Meetings and notice: Meetings of the Board shall be held as often as the business of the Association requires, but must occur at least once every three months; meeting dates and times shall be called at the Board’s discretion. All Board members will be given due notice of the meeting date. A Special Board meeting may be called if needed, see Section 10 for further details. A reasonable attempt will be made to select meeting dates that will provide the opportunity for all Board members to attend.
Section 4 — Board Elections: New Directors and Officers and current Directors and Officers shall be elected or re-elected by the members at the AGM. The Secretary and Treasurer terms shall become due for re-election on alternating years. The Vice President’s position shall become due on an annual basis. The President and Past President positions are automatically filled by succession from the preceding position. The President’s position must be ratified by a majority vote of the membership. If the President’s position is not ratified, the position will be opened for nominations and a vote held at the following meeting. The outgoing President will remain in place until the position is filled.
Section 5 — Election procedures: A Board Development Committee (BDC) shall be responsible for nominating a slate of prospective Board members representing the Association’s diverse constituency. The BDC will be struck three months prior to the AGM and will be terminated when all positions are successfully filled. The BDC will consist of a minimum of three people. The BDC is responsible for finding at least one candidate for each available position. The nominations will begin at the commencement of this committee and will close one month prior to elections to give the membership ample time to consider the nominated candidates for the available positions. One month prior to the AGM, the BDC will provide the membership with a list of nominees. No nominations will be taken on the date of the election. Any member can nominate a candidate to the slate of nominees through the BDC.
Elections will be conducted by secret ballot. The BDC will be responsible for preparing the ballots, collecting the completed ballots, and tallying votes. The BDC will designate a scrutineer for the election to tally the ballots; the scrutineer will abstain from voting and must be impartial. All members in good standing will be permitted one vote for each available position. See Operating Procedures, Elections for more details.
Section 6 — Quorum: A quorum consists of at least forty percent of Board members for business transactions to take place and motions to be passed.
· Making policies for the management and operation of the Association · Maintaining all accounts and financial records of the Association · Maintaining an active set of Operating Procedures (See Article VIII)
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