Bylaws (2011) - Revision history

Cwc at 04:58, 3 October 2015

2015-10-03T04:58:10Z

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	[[Category:policy]]		[[Category:policy]]
			[[Category:bylaws]]

Cwc at 13:51, 16 January 2014

2014-01-16T13:51:57Z

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	<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' Society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>		<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' Society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>
	</ol>		</ol>

			[[Category:policy]]

Cwc: /* Director and Officer Indemnification */

2013-11-29T19:54:53Z

Director and Officer Indemnification

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	==Director and Officer Indemnification==		==Director and Officer Indemnification==
	The Edmonton Bicycle Commuters' Society ~~Shall~~ indemnify its directors and officers and to an extent former directors and officers and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by them, in respect of any civil, criminal or administrative action or proceeding to which they are made parties by reason of being directors or officers of the Edmonton Bicycle Commuters' Society, including an action by or on behalf of the Edmonton Bicycle Commuters' Society, if:		The Edmonton Bicycle Commuters' Society shall indemnify its directors and officers and to an extent former directors and officers and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by them, in respect of any civil, criminal or administrative action or proceeding to which they are made parties by reason of being directors or officers of the Edmonton Bicycle Commuters' Society, including an action by or on behalf of the Edmonton Bicycle Commuters' Society, if:
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
	<li>they acted honestly and in good faith with a view to the best interests of the Edmonton Bicycle Commuters' Society</li>		<li>they acted honestly and in good faith with a view to the best interests of the Edmonton Bicycle Commuters' Society</li>

Anna Vesala at 23:35, 27 November 2013

2013-11-27T23:35:02Z

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	The below bylaws were approved at the [~~[AGM 2011\|~~Annual General Meeting]] held on Sepember 25, 2011. They update the [[Bylaws (2010)\|2010 bylaws]] which were passed by the society, but rejected by Alberta Corporate Registries. As such, the 2011 Bylaws replace the [[Bylaws (1995)\|1995 version]] of the Bylaws.		The below bylaws were approved at the [http://edmontonbikes.ca/w/General_Meetings Annual General Meeting] held on Sepember 25, 2011. They update the [[Bylaws (2010)\|2010 bylaws]] which were passed by the society, but rejected by Alberta Corporate Registries. As such, the 2011 Bylaws replace the [[Bylaws (1995)\|1995 version]] of the Bylaws.

	For easier reading, a [[Changes Made to the Bylaws in 2011\|summary]] of changes included in these bylaws has been made.		For easier reading, a [[Changes Made to the Bylaws in 2011\|summary]] of changes included in these bylaws has been made.

Anna Vesala: Undo revision 2169 by Anna Vesala (talk)

2013-11-27T23:28:56Z

Undo revision 2169 by Anna Vesala (talk)

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	<li>Larger debt instruments must be approved by a majority vote of members attending a General Meeting called in accordance with section 8, and in particular section 8.a.</li>		<li>Larger debt instruments must be approved by a majority vote of members attending a General Meeting called in accordance with section 8, and in particular section 8.a.</li>
	<li>The issue of debentures must be approved by a Special Resolution of the Society.</li>		<li>The issue of debentures must be approved by a Special Resolution of the Society.</li>
	<li>If the Society is dissolved, any funds or assets remaining after paying all debts shall be paid to a registered and incorporated charitable organization or organizations, as defined by the Alberta Gaming and Liquor Commission. The Society will select this organization by Special Resolution.</li>
	</ol>		</ol>

Anna Vesala at 23:17, 27 November 2013

2013-11-27T23:17:03Z

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	<li>Larger debt instruments must be approved by a majority vote of members attending a General Meeting called in accordance with section 8, and in particular section 8.a.</li>		<li>Larger debt instruments must be approved by a majority vote of members attending a General Meeting called in accordance with section 8, and in particular section 8.a.</li>
	<li>The issue of debentures must be approved by a Special Resolution of the Society.</li>		<li>The issue of debentures must be approved by a Special Resolution of the Society.</li>
			<li>If the Society is dissolved, any funds or assets remaining after paying all debts shall be paid to a registered and incorporated charitable organization or organizations, as defined by the Alberta Gaming and Liquor Commission. The Society will select this organization by Special Resolution.</li>
	</ol>		</ol>

Cwc: /* Director and Officer Indemnification */

2012-10-16T08:23:18Z

Director and Officer Indemnification

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	<li>they acted honestly and in good faith with a view to the best interests of the Edmonton Bicycle Commuters' Society</li>		<li>they acted honestly and in good faith with a view to the best interests of the Edmonton Bicycle Commuters' Society</li>
	<li>in the case of a criminal or administrative action of proceeding that is enforced by a monetary penalty, they had reasonable grounds for believing the conduct was lawful or were acquitted; and</li>		<li>in the case of a criminal or administrative action of proceeding that is enforced by a monetary penalty, they had reasonable grounds for believing the conduct was lawful or were acquitted; and</li>
	<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' ~~society~~ in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>		<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' Society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>
	</ol>		</ol>

Cwc: /* Director and Officer Indemnification */

2012-10-16T08:02:32Z

Director and Officer Indemnification

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	<li>in the case of a criminal or administrative action of proceeding that is enforced by a monetary penalty, they had reasonable grounds for believing the conduct was lawful or were acquitted; and</li>		<li>in the case of a criminal or administrative action of proceeding that is enforced by a monetary penalty, they had reasonable grounds for believing the conduct was lawful or were acquitted; and</li>
	<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>		<li>they gave notice to the Edmonton Bicycle Commuters' Society of the civil, criminal or administrative action or proceeding immediately upon becoming aware of it and also co-operated with the Edmonton Bicycle Commuters' society in the defence of the action or proceeding, to such extent as may be reasonable in the circumstances.</li>
	~~</ol>~~
	</ol>		</ol>

Cwc: /* Borrowing Powers */

2012-10-16T08:02:22Z

Borrowing Powers

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	</ol>		</ol>

	==~~<li>~~Borrowing Powers~~</li>~~==		==Borrowing Powers==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
	<li>For the purposes of carrying out its objectives, the Society may borrow, raise or secure the payment of money (which includes issuing debentures).</li>		<li>For the purposes of carrying out its objectives, the Society may borrow, raise or secure the payment of money (which includes issuing debentures).</li>

Cwc at 08:01, 16 October 2012

2012-10-16T08:01:57Z

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	==Name==		==Name==
	The Official name of the Society is: EDMONTON BICYCLE COMMUTERS' SOCIETY.		The Official name of the Society is: EDMONTON BICYCLE COMMUTERS' SOCIETY.

	==Membership==		==Membership==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
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	</ol>		</ol>

	==~~<li>~~Duties of the Officers of the Board~~</li>~~==		==Duties of the Officers of the Board==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
	<li>The President shall act as the executive head of the Society and shall be an ex-officio member of all committees.</li>		<li>The President shall act as the executive head of the Society and shall be an ex-officio member of all committees.</li>
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	<li>Board members who miss three consecutive board meetings without adequate notice or excuse (based on a hearing of the board), will be considered as having resigned from the board. This decision may be appealed by the member by following the procedure set out in section 3b.		<li>Board members who miss three consecutive board meetings without adequate notice or excuse (based on a hearing of the board), will be considered as having resigned from the board. This decision may be appealed by the member by following the procedure set out in section 3b.
	</ol>		</ol>

	==Election of the Board of Directors==		==Election of the Board of Directors==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
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	<li>Candidates for election to the board must satisfy the minimum legal requirements to serve on the board.</li>		<li>Candidates for election to the board must satisfy the minimum legal requirements to serve on the board.</li>
	</ol>		</ol>
	==~~<li>~~Meetings of the Board of Directors~~</li>~~==
			==Meetings of the Board of Directors==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
	<li>'''Board Meetings'''<br />		<li>'''Board Meetings'''<br />
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	<li>No member shall receive any remuneration for services to the Society unless under a contract approved by the Board.</li>		<li>No member shall receive any remuneration for services to the Society unless under a contract approved by the Board.</li>
	</ol>		</ol>
	==~~<li>~~Finances~~</li>~~==
			==Finances==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
	<li>All funds of the Society shall be deposited in a Chartered Bank, Trust Company, or Credit Union.</li>		<li>All funds of the Society shall be deposited in a Chartered Bank, Trust Company, or Credit Union.</li>
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	<li>The books of the society will be audited once a year.</li>		<li>The books of the society will be audited once a year.</li>
	</ol>		</ol>

	==<li>Borrowing Powers</li>==		==<li>Borrowing Powers</li>==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
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	==Custody and Use of the Seal==		==Custody and Use of the Seal==
	The Secretary of the Society shall have charge of the seal of the Society, should the Society require a seal. The signature of the Secretary shall be used to authenticate the seal.		The Secretary of the Society shall have charge of the seal of the Society, should the Society require a seal. The signature of the Secretary shall be used to authenticate the seal.

	==Changes in Bylaws==		==Changes in Bylaws==
	<ol style="list-style-type:lower-alpha">		<ol style="list-style-type:lower-alpha">
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	<li>The "Special Resolution" may be passed by a vote of not less than three quarters of the voting members of the Society attending any General Meeting.</li>		<li>The "Special Resolution" may be passed by a vote of not less than three quarters of the voting members of the Society attending any General Meeting.</li>
	</ol>		</ol>

	==Director and Officer Indemnification==		==Director and Officer Indemnification==
	The Edmonton Bicycle Commuters' Society Shall indemnify its directors and officers and to an extent former directors and officers and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by them, in respect of any civil, criminal or administrative action or proceeding to which they are made parties by reason of being directors or officers of the Edmonton Bicycle Commuters' Society, including an action by or on behalf of the Edmonton Bicycle Commuters' Society, if:		The Edmonton Bicycle Commuters' Society Shall indemnify its directors and officers and to an extent former directors and officers and their heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by them, in respect of any civil, criminal or administrative action or proceeding to which they are made parties by reason of being directors or officers of the Edmonton Bicycle Commuters' Society, including an action by or on behalf of the Edmonton Bicycle Commuters' Society, if: