By-Laws of the Board of Directors
1. Name
a. The name of the group shall be the Douglas Harbour Community Center.
2. Purpose
a. To promote the use of the Douglas Harbour Community Center for activities that contribute to the social well-being of the community.
3. Board of Directors
a. There shall be ten (10 ) Directors of the corporation. The Board of Directors has the discretion to add up to two ( 2 ) additional Board members as the necessity arises. Each Director shall serve a two ( 2 ) year term . The term of office shall expire for 1/2 of the Directors each year . Any Director, whose term of office has expired , will be eligible to offer for re-election.
b. The Board of Directors shall serve without pay or remuneration of any kind.
c. Any member of the community as defined by the boundaries established by the Grand Lake Recreation Council in 2008, and have been numerated on the provincial voters list for this polling station are entitled to vote at the annual meeting; as well as, to serve as a member of the Board of Directors.
d. Vacancies on the Board will be filled at the annual meeting of the Corporation by secret ballot. If during the year a vacancy occurs, the Board of Directors may elect an interim member to serve in this person’s position. That person’s term of office will expire at the same time as the person he or she replaces. The proposed director filling the vacancy will not attend that meeting.
e. An elected director can serve an unlimited number of terms.
f. The Board of Directors elects the Executive.
g. The Chairman and/or the Executive shall appoint a Nominating Committee at least one week before the annual meeting. Two Scrutineers will be appointed from the floor at the annual meeting by the Nominating Committee.
4. Officers
a. The officers of the Board shall consist of a Chair, Past Chair, Vice Chair, Secretary and Treasurer elected by the Board.
b. On the date that the term of the Chair expires , and he or she is not re-elected as Chair , he or she shall become the Past Chair for one term, provided that he or she continues to serve as a Director.
c. All officers will serve a term of two ( 2 ) years. The term of the Chair , Past Chair and Secretary shall expire on the same date. The term of Vice-Chair and Treasurer shall expire on the same date one year later than the other officers.
d. Officers may serve an unlimited number of terms.
5. Duties
a. The Chair shall preside at all Board meetings, appoint committee members, be a signing authority for the organization, and perform other duties associated with the office.
b. The Vice-Chair shall assume the duties of the Chair in the case of the Chair’s absence.
c. The Secretary shall be responsible for the minutes of the Board and any correspondence of the Board.
d. The Treasurer shall maintain financial records , be a signing authority for the organization, and make the financial records available for inspection at any time by the Board.
6. Committees
a. The Board may appoint standing and ad hoc committees as needed.
7. Meetings
a. Regular meetings will be held the first Tuesday of every month at 7:00 p.m. Meetings will be held at the Douglas Harbour Community Center.
b. Special meetings may be held at any time when called for by the Chair or a majority of Board members.
c. Agendas shall be provided at least two days in advance of meetings.
d. The Annual Meeting will be held in January . Prior to the Annual Meeting , notification shall be posted at least 30 days before this meeting takes place.
e. Election of officers shall be held at the first regular meeting following the annual meeting.
8. Voting
a. A majority of board members constitutes a quorum. In the absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.
b. Passage of a motion requires a simple majority.
c. Chairman can only vote in the event of a tie.
d. When a vote is held by secret ballot there shall be two scrutineers independent of the Board to count the ballots.
9. Conflict of Interest
a. Any member of the Board who has a financial or personal interest in or conflict (or appearance of conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from action on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and will refrain from discussion and voting on that item.
10. Amendments
a. These by-laws may be amended by a two-third vote of community members present at the annual meeting pursuant to Section 3(c) provided a quorum is present and provided a copy of the proposed amendment is provided to each Board member at least one week prior to the meeting.