British Columbia Association of Continuing Education Administrators BC’s Leading Association in Lifelong Learning |
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Constitution
| NAME: | 1. The name of the Society is the "BRITISH COLUMBIA ASSOCIATION OF
CONTINUING EDUCATION ADMINISTRATORS, hereinafter called the Association. |
| PURPOSES: | 2. The purpose of the Association is to be a voluntary, non-profit,
non-partisan association of public education administrators of
continuing education within the Province of British Columbia, having
the object of promoting and co-ordinating the interests of continuing
education in all its phases, primarily within British Columbia, but not
so as to restrict the generality of the foregoing. |
| More specifically: |
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| AREA OF OPERATION: | 3.
The operations of the Association shall be conducted chiefly in the
city of Vancouver in the Province of British Columbia. This provision
is alterable. |
BY-LAWS
BYLAW NO. 1: MEMBERSHIP
| 1. | Membership shall be in five categories - Regular, Honourary, Life, Associate, Institutional. |
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| 1.1 | (a) | Regular Membership shall
be open to all persons employed full or part-time as Continuing
Education Administrators or Community School Coordinators in school
districts, publicly-funded colleges, vocational schools, provincial
institutes, institutes of technology, universities. |
| (b) | A person may apply to the
Directors or their designate and upon acceptance by the Directors or
their designate, the person becomes a Regular member and shall pay
annually to the Association such membership fee according to the scale
of fees then in force. Such fees shall be paid no later than May 31. A
Regular member shall be deemed to be in good standing when he/she has
paid his/her current annual membership fee. A regional branch of the
Association may levy such additional regional membership fee as may be
determined by its membership. The annual membership year shall by May 1
to April 30. |
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| (c) | Every Regular member in
good standing shall be entitled to vote and to hold office in the
Association and shall be entitled to receive any and all bulletins and
publications issued by the Association, and shall be entitled to the
benefits of any advisory, consultative, or other paper or service
provided by the Association. |
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| 1.2 | (a) | Honourary Membership is an
honour which may be granted by the Association to any person who has
made an outstanding contribution to the welfare of the Association
and/or continuing education, on the basis of criteria as established by
the Association. |
| (b) | Nominations for membership
shall be made in writing with supporting statements to the Board of
Directors by a member of the Association in good standing before the
meeting of the Board of Directors held immediately prior to the Annual
General Meeting. |
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| (c) | The Board of Directors shall review nominations according to the approved criteria and develop a recommended list of nominees. |
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| (d) | Nominees shall be approved or disapproved for award by a vote of the General Membership of the Association. |
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| (e) | Honourary membership may be granted to non-members and members of the Association. |
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| (f) | No annual Association membership fee is required. |
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| (g) | An Honourary Member is entitled to membership rates for Association-sponsored activities. |
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| (h) | Honourary members will receive all Association mailings. |
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| (i) | Honourary members cannot vote at a general meeting and cannot hold office the Association. |
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| 1.3 | (a) | Life Membership is an
honour which may be extended to members of the Association who have
been regular members and who meet other criteria as may be established
by the Association. |
| (b) | Nomination for membership
shall be made in writing with supporting statements to the Board of
Directors by a member of the Association in good standing before the
meeting of the Board of Directors held immediately prior to the Annual
General Meeting. |
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| (c) | The Board of Directors shall review nominations according to the approved criteria and develop a recommended list of nominees. |
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| (d) | Nominees shall be approved or disapproved for award by a vote of the General Membership of the Association. |
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| (e) | Life Membership may be granted to regular members. |
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| (f) | No annual Association membership fee is required. |
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| (g) | A Life Member is entitled to membership rates for Association-sponsored activities. |
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| (h) | A Life Member will receive all Association mailings. |
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| (i) | A Life Member is entitled to attend all general meetings. |
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| (j) | A Life Member can vote at a general meeting and can hold office in the Association. |
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| 1.4 | (a) | Associate Membership may
be granted by the Association to any person or association providing
they express agreement with the purposes of the Association. |
| (b) | Application for membership
shall be made in writing to the Secretary of the Association who shall
present the application at the next meeting of the Board of Directors. |
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| (c) | The Board of Directors
shall review the applications, according to the approved criteria and
notify applicants of their decision, through the Secretary. |
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| (d) | Associate Membership may be granted to non-members of the Association. |
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| (e) | Associate Members will pay the regular membership Association fee. |
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| (f) | Associate Members will receive membership rates for Association-sponsored activities. |
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| (g) | Associate Members will receive all Association mailings. |
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| (h) | Associate Members may attend general meetings of the Association. |
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| (i) | Associate Members cannot vote at a general meeting and cannot hold office in the Association. |
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| 1.5 | (a) | Institutional Membership shall be open to all eligible institutions. |
| (b) | An institution may apply
in writing to the Directors or their designate and upon acceptance by
the Directors or their designate becomes an Institutional Member. |
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| (c) | Every Institutional Member
shall pay annually to the Association such membership fee according to
the scale of fees then in force. Such fees shall be paid no later than
May 31. |
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| (d) | All Institutional Members
will receive all the rights and privileges with the exception of voting
rights at the Annual General Meeting which will be limited to the
equivalent number of individual memberships. |
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BY-LAW NO.2: VOTING
| 2. | At all General Meetings of the Association, every member present who is entitled to vote shall have one vote. |
BY-LAW NO. 3: TERMINATION OF MEMBERSHIP
| 3. 1 | A person shall cease to be a member of the Association: |
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| (a) | by delivering his/her
resignation in writing to the Secretary or by mailing or delivering it
to the address of the Association; or |
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| (b) | on his/her death, or in the case of a corporation, on dissolution; or |
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| (c) | on being expelled; or |
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| (d) | on having been a member not in good standing for a period of time prescribed by the Directors. |
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| 3.2 | The directors
shall have the power, by the majority vote of those present at a
meeting of Directors, to expel or suspend any member whose conduct
shall have been determined by the Directors to be likely to endanger
the interests or the reputation of the Association, or who wilfully
commits a breach of the constitution or by-laws of the Association. |
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| 3.3 | No member
shall be expelled or suspended without being notified in writing of the
charge or complaint against him, and without having first been given an
opportunity to be heard by the Directors at a meeting called for that
purpose. The member expelled or suspended shall have the right of
appeal at the next general meeting. |
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| 3.4 | Upon failure
of any member to pay annual membership fees, or any subscription, or
any indebtedness due to the Association within a time required herein,
the Board of Directors may cause the name of such member to be removed
from the register of members, but such member may be re-admitted to
membership by the Directors upon such evidence as they may consider
satisfactory. |
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| 3.5 | Any member who
resigns, withdraws or is expelled from the Association shall forthwith
forfeit all rights, claims and interest arising from or associated with
membership in the Association. |
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| 3.6 | All members are in good standing except: |
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| (a) | A member who has failed to pay annual membership fees if any, or other subscription, or any indebtedness due to the Association. |
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BY-LAW NO 4: MEETINGS |
| 4.1 | All meetings shall be conducted in accordance with Roberts' Rules of Order, except as otherwise provided for in the by-laws. |
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| 4.2 | The Annual
General Meeting of the Association shall be held in each calendar year
at such a time and place as the Board of Directors may determine. Such
business of the Association shall be conducted at the Annual General
Meeting as by these by-laws is required, and the proceedings of any
Annual General Meeting may include the review and determination of
philosophy, policy, programmes and other such matters as may arise. |
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| 4.3 | Other General
or Special Meetings of the Association may be convened from time to
time, or shall be convened on the written request of 10% or more of the
Membership provided that such Meetings may be held at any time or place
in British Columbia without notice if each of the members either
consents to or is present. |
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| 4.4 | Notwithstanding
the foregoing (No. 4.3), other General or Special Meetings of members
may be convened from time to time as deemed necessary by the Board of
Directors, or on the written request of 10% or more of the membership.
Such Meetings may be held at any time or place in British Columbia
without notice if each of the members either consents to or is present
thereat. |
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| 4.5 | No accidental
omission to give notice or in giving notice of any Annual General
Meeting, General or Special Meeting, or any such adjourned Meeting
shall invalidate such Meeting or make void any proceedings taken
thereat. |
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| 4.6 | A quorum for
the transaction of business at any Meeting of members shall consist of
40% of the members, but never less than 25 members. |
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| 4.7 | Any meeting of
the Association or of the Board of Directors may be adjourned at any
time, and from time to time, and such business may be transacted at
such an adjourned meeting as might have been transacted at the original
Meeting from which adjournment took place. No notice shall be required
of any such adjournment. Such adjournment may be made notwithstanding
that no quorum is present at the time of adjournment. |
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BY-LAW NO. 5: DIRECTORS |
| 5.1 | There shall be
a Board of Directors which shall consist of sixteen (16) Directors who
shall include the President, the Past President, the President Elect,
the Secretary and the Treasurer. |
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| 5.2 | The qualifications of a Director shall be Regular Membership in the Association. |
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| 5.3 | Members shall
be elected to the Board of Directors for two-year terms, with three
members retiring in the first year and four members retiring
alternately. |
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| 5.4 | A retiring
Director shall be eligible for re-election if otherwise properly
qualified, provided no person may serve as a Director for more than two
(2) consecutive two-year terms. An appointment can be made by the
Executive for an incumbent to be retained in office for more than two
consecutive terms. |
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| 5.5 | If any member
of the Board of Directors shall resign his office or, without
reasonable excuse, absent himself from three or more Directors'
Meetings, or be suspended or expelled from the Association, the
Directors shall declare his office vacated and may appoint a successor
in his place to hold office until the next Annual General Meeting,
PROVIDED that where such vacancy is that of a regional Director the
appointment for successor shall be of a member from the region in which
the vacancy occurs. |
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| 5.6 | Eleven (11) of
the sixteen (16) Directors shall be regional representatives, to be
known as Regional Directors, as follows: one (1) from the Kootenays
(East and West to alternate at Executive Meetings), one (1) from the
Northeast, one (1) from the Northwest one (1) from North Central, one
(1) from Okanagan Cariboo, one (1) from Vancouver Island, one (1) from
the Mainland, one (1) from Vancouver, one (1) from Fraser Valley, one
(1) College Deans and Directors' Liaison and one (1) School District
Directors' Liaison. |
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| 5.7 | For the
purpose of election of the Regional Directors, the Association shall,
at an Annual General Meeting, establish regions within the Province of
British Columbia. The regions so established are: Vancouver (including
North and West, Squamish, Sunshine Coast), Mainland (including New
Westminster, Burnaby, Coquitlam, Delta, Surrey, Richmond, Fraser Valley
(including Maple Ridge and Langley), Vancouver Island, West Kootenays,
East Kootenays, Okanagan-Cariboo, Northeast, Northwest, North Central,
College Deans and Directors' Liaison and School District Directors'
Liaison. |
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| 5.8 | (a) | The Regular Members in
good standing and Life Members at the Annual General Meeting shall
elect a President, President Elect, Secretary and Treasurer. In the
interest of maintaining continuity within the Association, the incoming
Executive may appoint an incumbent, such as the Secretary or Treasurer,
to office for more than two consecutive terms. |
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| (b) | The Regular members in
good standing attending the Annual General Meeting shall elect the
President, President Elect, Secretary and Treasurer. Regional Directors
shall be elected by regular members of their region and presented to
the Annual General Meeting. The President, President Elect, Secretary
and Treasurer may be elected to office from any region. |
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| 5.9 | Officials from
the appropriate Ministries of the Government of B.C. responsible for
Continuing Education will serve as an Ex-Officio member of the Board of
Directors. |
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| 5.10 | The Officers
of the Association shall be the President, the Past President, the
President Elect, the Secretary and the Treasurer. |
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| 5.11 | Five of the Directors
shall form a quorum for the transaction of business. The Board of
Directors may hold its meeting at such place within the Province of
British Columbia as it may from time to time determine. No formal
notice of any such Meeting shall be necessary if all the Directors are
present, or if those absent have signified their consent to the Meeting
being held in their absence. Director's Meetings may be formally called
by the President or by the Secretary on direction in writing of two
Directors. Notice of such Meetings shall be delivered, mailed,
telephoned or telegraphed to each Director not less than fourteen (14)
days before the Meeting is to take place. The statement of the
Secretary or President that notice has been given pursuant to this
by-law shall be sufficient and conclusive evidence of the giving of
such notice. The Board may appoint a day or days in any month or months
of regular Meetings at an hour to be named and of such regular Meeting
no notice need be sent. A Director's Meeting shall also be held,
without notice, immediately following the Annual General Meeting of the
Association. The Directors may consider or transact any business either
special or general at any meeting of the Board. Questions arising at
any meeting of Directors shall be decided by a majority of votes. In
case of an equality of votes, the Chairman, in addition to his original
vote, shall have a second or casting vote. All votes at any such
meeting shall be taken by ballot if so demanded by any Director
present, but if no demand be made, the vote shall be taken in the usual
way by assent or dissent. In the absence of the President his duties
may be performed by such other Director as the Board may from time to
time appoint for the purpose. |
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| 5.12 | A resolution in writing
signed by all the Directors personally shall be valid or effectual as
if it had been passed at the Meeting of Directors duly called and
constituted. |
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| 5.13 | No error or omission in
giving such notice for a Meeting of Directors shall invalidate such
meeting or invalidate or make void any proceedings taken or had at such
Meeting and any Director may at any time waive notice of any such
Meeting and may ratify and approve of any or all proceedings taken or
had thereat. |
| 5.14 | The management
and conduct of the business and concerns of the Association shall be
vested in the Board of Directors and the Directors may exercise all
such powers of the Association as are not by these by-laws required to
be exercised by the Association in General Meeting, and without
limiting in any way the generality of the foregoing the Board of
Directors shall have the following powers: |
| (a) | To provide for and direct
the financial operation of the Association as directed by the Annual
General Meeting, and to appoint auditors annually as required. |
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| (b) | To recommend to the
Association in Annual General Meeting changes in policy with reference
to the general development and programme of the Association, and
otherwise. |
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| (c) | To take such action as to
the Board of Directors seems necessary to encourage, maintain and
improve the status, practice and procedure of continuing education. |
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| (d) | To represent the
Association at any hearings or enquiries and to present recommendations
and suggestions to any Municipal, District, Provincial or other body. |
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| (e) | To investigate and enter
into discussions with the parties concerned when a member of this
Association, who is in danger of dismissal, or has been dismissed,
applies for assistance from the Directors. |
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| (f) | To delegate any of their
powers to committees consisting of such member or members of their body
as they think fit. Any committees so formed shall in the exercise of
the powers so delegated conform to any regulations that may be imposed
on them by the Board of Directors. |
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| (g) | To appoint committees from
the membership of the Association or from the Board of Directors or
both to attend to such matter or matters as the Board of Directors may
think fit. Any committee so formed shall, in the carrying out of the
duties assigned to them, conform to any regulations that may be imposed
upon them by the Board of Directors. |
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| (h) | The Signing Officers shall be any two of: Secretary, Treasurer, President, One (1) Director. |
| 5.15 | The members may by special
resolution remove a Director before the expiration of his office, and
may elect or appoint by ordinary resolution a successor to serve the
balance of term. |
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| 5.16 | Any
committee appointed or formed by the Board of Directors may elect a
Chairman of their meeting; such committee may meet and adjourn as they
think proper. Questions arising at any meeting shall be determined by a
majority of votes of the members present, and in case of an equality of
votes the Chairman shall have a second or casting vote. |
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| 5.17 | Borrowing
Powers, Subject to the Society Act, the Board of Directors shall have
the power to borrow from any person or persons any sum or sums of
money, and for that purpose shall be entitled to charge the assets of
the Association either by way of mortgage, lien or otherwise, provided,
however, that such power as aforesaid shall not be exercised except it
be assented to by at least two-thirds of the Board of Directors. |
BY-LAW NO. 6: DUTIES OF DIRECTORS
| 6.1 | (a) | The
President shall preside at all meetings of the Association and of the
Directors, unless the members or Directors otherwise decide. |
| (b) | The President is the chief executive officer of the Association. |
| 6.2 | The President Elect shall carry out the duties of the President during his absence. |
| 6.3 | The Secretary shall |
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| (a) | conduct the correspondence of the Association |
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| (b) | issue notice of meetings of the Association and Directors |
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| (c) | record minutes of all meetings of the Association and Directors |
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| 6.4 | The Treasurer shall |
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| (a) | keep financial records, including books of account |
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| (b) | render financial statements to the Directors, members and others when required |
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BY-LAW NO. 7: BOOKS, RECORDS AND SEAL
| 7.1 | The seal shall
be kept in the custody of the Secretary and shall not be affixed except
by authority of a resolution of the Board of Directors and in the
presence of such officers as may be prescribed in and by such
resolution, or (if no officers are prescribed by the resolution) in the
presence of the Secretary and the President or one of the Board of
Directors so authorized by the President. |
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| 7.2 | The Secretary,
or some other officer specially charged by the Board of Directors with
that duty, shall maintain and have charge of the Minute Books of the
Association and shall record or cause to be recorded therein minutes of
proceedings of all Meetings of members and the Board of Directors. |
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| 7.3 | The Treasurer,
or some other officer specially charged by the Board of Directors with
that duty, shall keep or cause to be kept a book or books wherein shall
be kept properly recorded: |
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| (a) | a copy of the
Constitution of the Association and any extraordinary resolutions
altering or adding thereto, and a copy of the By-laws of the
Association and any resolutions altering or adding thereto; |
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| (b) | copies of originals of all documents, registers and resolutions as required by law; |
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| (c) | all sums of money received
and expended by the Association and the matters in respect of which the
receipt and expenditure takes place; |
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| (d) | all revenues and expenditures by the Association; |
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| (e) | all assets and liabilities of the Association; |
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| (f) | all other transactions affecting the financial position of the Association. |
| 7.4 | Any member shall have the
right to inspect the accounts or books or documents of the Association
with forty-eight hours notice given. |
| 7.5 | The Treasurer shall present an audited report to the members at each Annual General Meeting of the Association. |
BY-LAW NO. 8: AMENDMENTS TO THE CONSTITUTION AND BY-LAWS
This constitution and by-laws may be amended only at an Annual or Special General Meeting by special resolution passed by a 75% majority and in accordance with the provisions of the Societies Act. Revised 94.09.07 |
©British Columbia Association of Continuing Education Administrators |