Official Notice - Kwantlen Student Association

Transcription

KWANTLEN
S T U D E N T
ASSOCIATION
Official Notice
Annual General Meeting
1:00 p.m. on Monday, March 30, 2015
Cedar Bldg., Surrey Conference Centre / Surrey Campus
Please take notice that the Annual General Meeting of the Kwantlen University College Student
Association (“KSA”) will take place on Monday, March 30, 2015, at 1:00 p.m., at the Surrey Campus of
Kwantlen Polytechnic University, Cedar Building, Surrey Conference Centre.
All Members of the KSA are eligible to attend and vote at the Annual General Meeting. Pursuant to KSA
Bylaw 2(2):
2.
Members shall be those persons who, in the current or previous semester,
(a)
are or were registered in
(i)
at least one (1) credit course at the University; or
(ii)
continuing education studies at the University; or
(iii)
such other programs of the University approved by Ordinary Resolution.
(b)
have paid Society fees.
The Annual General Meeting will consider the following items of business:
1. Receiving and approving the preceding fiscal year’s audited financial statements
2. Appointing the auditors for the ensuing year
3. Receiving the report of the Executive Committee and the General Manager with respect to the
activities of the Society over the past year
4. Considering and, if thought fit, approving four Special Resolutions, the full text of which is stated
below:
a. KSA Name Change
b. KSA Bylaws Revision
c. Student Union Building Debenture Authorization
d. Borrowing Constitutional Amendment
Enclosed please find:
•
Text of Special Resolutions to be considered at the Annual General Meeting ...............Page 2
•
KSA Bylaws – as proposed by Council (Track-Changes) ................................................... Page 4
•
KSA Bylaws – as proposed by Council (Clean Copy) ........................................................Page 27
The current KSA Constitution is available at: http://www.kusa.ca/documents/KSA_Constitution.pdf
The current KSA Bylaws are available at: http://www.kusa.ca/documents/KSA_Bylaws.pdf
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Text of Special Resolutions to be considered at the Annual General Meeting
A. KSA Name Change
Whereas, the current name of the society is the Kwantlen University College Student
Association; and
Whereas, the name of the university has been changed to the “Kwantlen Polytechnic
University”;
Be it resolved that the name of the Kwantlen University College Student Association be changed
to the “Kwantlen Student Association” and that the Constitution and Bylaws of the society be
amended as necessary to reflect this change;
Be it further resolved that the Constitution of the society be amended by striking the words
“Kwantlen University College” wherever they appear and inserting “Kwantlen Polytechnic
University” in their place
B. KSA Bylaws Revision
Be it resolved that the current bylaws be repealed and replaced with the set of bylaws circulated
with the notice of this special resolution, with the proviso that those persons elected as student
senators who are currently sitting on Council shall continue to sit as members of Council until
August 31, 2015
C. Student Union Building Debenture Authorization
Whereas the members of the Kwantlen University College Student Association (the “KSA”)
approved a student society fee in September 2009 for the purpose of developing and operating
a new Student Union Building (the “SUB”);
Whereas the KSA will be required to borrow money and enter into financing arrangements to
fund the development of the new SUB;
Whereas the Society Act and KSA bylaws require a special resolution of the membership to
authorize the KSA and its board of directors (“KSA Council”) to borrow money and enter into
certain financing arrangements;
BE IT RESOLVED, as a special resolution by a majority of not less than three-quarters of the
members present and entitled to vote at the annual general meeting of members of the Society,
duly called and validly constituted, that:
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1. The KSA is authorized to borrow money from a third party in amounts determined
reasonable or necessary by KSA Council for the development of the new SUB on such terms
and conditions as KSA Council may see fit and approve;
2. The KSA is further authorized to secure repayment of such borrowing in a manner KSA
Council considers to be in the best interests of the KSA, including by the creation, granting
and issuance of debentures, promissory notes, mortgages, general security agreements and
such other instruments charging all or any portion of the real or personal property of the
KSA, on such terms as KSA Council may see fit and approve;
3. Two signing officers of the KSA appointed by KSA Council, one of which must be the General
Manager or Financial Controller, are authorized to negotiate, settle, execute, grant, issue,
and deliver on behalf of the KSA any agreement, debenture, mortgage, security agreement
or other instrument that KSA Council deems necessary or desirable to effect any such
borrowing by the KSA or to give and perfect any security granted by the KSA; and
4. The general power conferred on KSA Council by this special resolution to enter into the
above described financial arrangements shall expire at the next Annual General Meeting to
be held no later than March 30, 2016.
D. Borrowing Constitutional Amendment
Whereas, funds borrowed for the development of the new SUB will be repaid from the student
society fee duly approved in September 2009 for the purpose of developing and operating a
new SUB (the “SUB Fee”); and
Whereas, third party lenders require certainty that the SUB Fee will remain in place to repay
funds lent to the KSA;
Be it resolved that the following unalterable constitutional provision be added as the fourth
provision of the Constitution of the KSA:
The society may not revoke, reduce or otherwise cancel a duly approved student society
fee on which a third party has relied to lend funds to the society and that supports the
repayment of an outstanding loan to the society. This provision is unalterable.
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Bylaws of the Kwantlen Student Association —proposed by Council (track changes)
Contents
Article 1 - Interpretation ............................................................................................................................................2
Article 2 - Membership ..............................................................................................................................................3
Article 3 - General Meetings ......................................................................................................................................4
Article 4 - Referenda ...................................................................................................................................................6
Article 5 - Elections .....................................................................................................................................................7
Article 7 - Chief Returning Officer ...........................................................................................................................9
Article 8 - Strategic Plan ........................................................................................................................................... 10
Article 9 - Council ..................................................................................................................................................... 10
Article 10 - Meetings of Council ............................................................................................................................. 12
Article 11 - Speaker of Council................................................................................................................................ 13
Article 12 - Executive Committee ........................................................................................................................... 14
Article 13 – Committees ........................................................................................................................................... 17
Article 15 – Policies ................................................................................................................................................... 20
Article 16 – General Manager.................................................................................................................................. 20
Article 17 – Fees ........................................................................................................................................................ 21
Article 18 – Seal ......................................................................................................................................................... 21
Article 19 – Borrowing ............................................................................................................................................. 21
Article 20 – Auditor .................................................................................................................................................. 22
Article 21 – Bylaws ................................................................................................................................................... 22
Article 22 – Records of the Society ......................................................................................................................... 22
Article 23 – Liability of the Society ......................................................................................................................... 22
Article 24 – Parliamentary Authority ..................................................................................................................... 23
Page 1 of 23
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Article 1 - Interpretation
1.
In these Bylaws, unless the context otherwise requires:
(a) "Act" shall mean the Society Act of British Columbia, as amended from time to time;
(b) "Annual General Meeting" shall mean a regularly-scheduled annual general meeting
of the Members, to take place no less than fourteen (14) days after the official results
of the general election, and on or before March 31st of each year;
(c)(a) "Acting"Board of Governors" shall mean the board of governors of the
University;
(d)(a) "Bylaw" shall mean a bylaw of the Society;
(e) "Chair" shall mean the Speaker, the Deputy Speaker, the Chairperson of the
Executive Committee, or whichever person is then presiding over Council;
(f)(a) "Deputy Speaker" shall mean an officer appointed by Council to temporarily
perform the functions of the Office of the Speaker of Council during a vacancy;
(b) "Annual General Meeting" shall mean an annual general meeting of the members of
the Society;
(c) "Board of Governors" shall mean the board of governors of the University;
(d) "Bylaw" shall mean a bylaw of the Society;
(e) “Campus Representative” shall mean a Campus Representative on the Council;
(f) "Chair" shall mean the Speaker, the Acting Speaker, the President, or whichever
person is then presiding over Council;
(g) “Constituency Representative” shall mean a Constituency Representative on the
Council;
(h) “Council” shall mean the Council of the Society;
(i) “Councillor” shall mean a member of Council;
(g)(j) "Executive Committee" shall mean the Executive Committee of Council,
consisting of the Director of Student servicesVice-President, Services, the Director
ofVice-President, Student Life, the Director ofVice-President, External Affairs, and
the Director ofVice-President, Finance & Operations;
(h)(k) "Faculty" shall have the meaning assigned to it in the University Act;
(l) “Faculty Representative” shall mean a Faculty Representative on the Council;
(i)(m) "Fiscal Year" shall mean the period commencing on January 1st in any given
calendar year, and terminating on December 31st of the same year;
(j)(n) "General Manager" shall mean the general manager of the Society, or where the
role of the General Manager is vacant, the Actingacting General Manager of the
Society;
(k)(o) "General Meeting" shall mean a general meeting of the Members;
(l)(p) "Honorary Member" shall mean a member of the Society with full speaking
rights at General Meetings, but without the right to vote in elections and referenda,
and without the right to run for and hold office, and such other rights and
restrictions as set out in the Society Act, these bylawsBylaws, or as are adopted by
the Society, from time to time;
(m)(q) "Member" shall mean a member of the Society with full speaking and voting
rights at General Meetings, the right to vote in elections and referenda, the right to
run for and hold office, and such other rights as set out in the Society Act, these
bylawsBylaws, or as are adopted by the Society, from time to time;
(r) “Member at Large” shall mean a Member of the Society who is not a Councillor;
(n)(s) "Ordinary Resolution" shall have the meaning given to it in the Society Act;
(o)(t) "Policy" shall mean an opinion, sentiment, or principle adopted by Council by a
Two-thirds (2/3) Resolution of Council;
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(p)(u) "Regulation" shall mean an operational rule of the Society, created byadopted by
Council by a Two-thirds (2/3) Resolution of Council;
(v) "Slate" shall mean two or more candidates running for elected office in a coordinated
fashion to achieve a mutual advantage in an election;
(w) “Society” shall mean the Kwantlen Student Association;
(x) "Society Act" shall mean the Society Act of British Columbia or Act that succeeds or
replaces the Society Act, as amended from time to time;
(q)(y) "Speaker" shall mean the Speaker of Council;
(r)(z) "Special General Meeting" shall mean any general meeting of the members that is
not the Annual General Meeting;
(s)(aa) "Special Resolution" shall have the meaning given to it in the Society Act;
(t)(bb) "Two-thirds (2/3) Resolution of Council" shall mean a resolution adopted at a
meeting of Council, where there are at least two (2) votes in favour for every one (1)
vote opposed;
(u) "Three-quarters (3/4) Resolution of Council" shall mean a resolution adopted at a
meeting of Council where there are at least three (3) votes in favour for every one (1)
vote opposed;
(v)(cc) "University" shall mean Kwantlen Polytechnic University.
(dd)
“University Act” shall mean the University Act of British Columbia or Act that
succeeds or replaces the University Act, as amended from time to time.
2.
In these bylaws, the feminine gender and the singular shall be construed as the masculine gender
and the plural, respectively, where the context so requires.
3.
The society recognizedrecognizes the equality of all persons and shall not discriminate on the
basis of, but not limited to, race, religion, physical sex, gender identity or expression, sexual
orientation, nationality, language, disability, or socio-economic status.
Article 2 - Membership
1.
The Society shall consist of Members and Honorary Members.
2.
Members shall be those persons who, in the current or previous semester:
(a) are or were registered in:
i) at least one (1) credit course at the University; or
ii) continuing education studies at the University; or
iii) such other programs of the University approved by Ordinary Resolution;
and
(b) have paid Society fees.
3.
Honorary Members shall be those persons who have been so designated by:
(a) a Two-thirds (2/3) Resolution of Council; or
(b) an Ordinary Resolution.
4.
Notwithstanding Article 2, Clause 3 ofanything else in these Bylaws, an Honorary Member who
is also a Member pursuant to Article 2, Clause 2 of these Bylaws, shall have the rights and
privileges of a memberMember, and none of the restrictions on an Honorary Member shall apply
in any such cases.
5.
A Member ceases to be a member of the Society upon:
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(a) ceasing to meet the requirements of Article 2, Clause 2 of these Bylaws; or
(b) a Special Resolution pursuant to Article 2, Clause 7 of these Bylaws.
6.
An Honorary memberMember ceases to be a member of the Society:
(a) in the case of an appointment made by a Two-thirds (2/3) Resolution of Council:
i) a Two-thirds (2/3) Resolution of Council; or
ii) an Ordinary Resolution; and
(b) in all other cases, an Ordinary Resolution.
7.
A Member may be placed in bad standing or expelled by a Special Resolution, provided that:
(a) notice of the Special Resolution includes a brief statement of reasons for it; and
(b) the chairperson of the General Meeting shall not deny the respective Member the
reasonable opportunity to make statements to the Members present before the
Special Resolution is put to a vote.
8.
A Member in bad standing shall be ineligible to participate in the affairs of the Society, including
holding or being nominated to hold elected office within the Society.
9.
A person who has been expelled or placed in bad standing may be readmitted as a Member of the
Society or restored to good standing, if eligible under Article 2, clause 2, by an Ordinary
Resolution.
Article 3 - General Meetings
1.
The Society shall hold an Annual General Meeting on or before March 31st of each year, on a date
to be set by Council, provided however that the Annual General Meeting shall not take place less
than fourteen (14) days following the official results of the general election.
2.
Every General Meeting other than the Annual General Meeting is a Special General Meeting.
3.
The Speaker of Council shall preside as chair over all General Meetings, provided however that
the Members present may elect an alternate hairchair by Ordinary Resolution.
4.
The following items of business must be conducted at an Annual General meeting:
(a) receiving financial statements of the Society required by the Society Act or these
Bylaws;
(b) receiving and approving the preceding Fiscal year's audited financial statements;
(c)(b) appointing the auditors for the ensuing Fiscal Year;
(d)(c) receiving the report of the Executive Committee and the General Manager with
respect to the activities of the Society over the past year;
(e)(d) the consideration of any Ordinary Resolutions; and
(f)(e) the consideration of any Special resolutionsResolutions, provided that due notice
has been given as prescribed by the Society Act and these Bylaws.
5.
The Director of Student Services shall, within twenty-one (21) days,Council may call a Special
General Meeting of the Society upon:
6.5. by a Two-thirds (2/3) Resolution of Council; or..
7.6. Council shall call a Special General Meeting of the Society (by a majority vote) upon being served
a petition stating the purpose(s) of the General Meeting and any Special resolutionsResolutions to
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be proposed and voted upon, duly signed by not less than one hundred (100) Members, or 1.0%
of all members, whichever is less.
8.
A petition requisitioning a General Meeting pursuant to Article 3, Clause 5 of these Bylaws may
indicate the location, date and time for such a General meeting, provided however that where a
location has not been indicated, then Council may determine the location by a Two-thirds (2/3)
Resolution, and provided further that the Director of Student Services shall in all cases have the
discretion to alter the date and time of the requisitioned General Meeting.
9.
7.
The date and time for a General Meeting must be:
All General Meetings must:
(a) occur within the regular business hours of the Main Office of the Society; and
(b) take place on or within five kilometres of a University campus;
(b)(c) occur on a day in which the University holds regularly-scheduled classes.; and
10. In the event that holding a General Meeting within twenty-one (21) days of the delivery of a
petition pursuant to Article 3, Clause 5 of these Bylaws would cause a violation of Article 3,
Clause 7 of these Bylaws, then the Director of Student Services shall postpone the General
Meeting and schedule it for the earliest possible date on which Article 3, clause 7 of these Bylaws
would be met.
(d) if requisitioned by petition, be called within twenty-one (21) days of receipt of the
petition by Council and held within thirty-five (35) days of receipt of the petition by
Council.
11. Notice of a General Meeting shall be given to Members by:
8. affixing posters, nonot less than fourteen (14) days before the date of the General Meeting by:
(a) affixing posters, no smaller than 21.6 cm by 27.9 cm on each of the University
campuses, provided however that each such campus shall receive no less than thirty
(30) such posters which shall be affixed in conspicuous places around the campus;
and
(b) the placement ofplacing an advertisement, no less than fourteen (14) days before the
date of the General Meeting, within the student newspaper, if any, on the Society
website, if any, and in such other recognized campus media as determined by
Council.; and
(c) sending an email to all Members of the Society, unless the University is unable or
declines to provide the necessary access to student electronic contact lists.
12.9.
Notice of a General Meeting shall specify the location, date, time, and timeproposed
agenda of the General Meeting and, in the case of special business, the general nature of that
business, provided however that during the . The notice period,shall include the full text of any
proposed Special Resolutions shall be available to members and Honorary Members uponor a
request to the General Managerlink to a webpage where the full text of the proposed Special
Resolutions is printed.
13.10.
The proceedings of a General meeting shall not be invalidated by the accidental omission
to give notice to, or the non0receiptnon-receipt of notice by, any of the Members entitled to
receive notice.
14. For a General Meeting to conduct The quorum for the transaction of business:
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(a) in the case of at a General Meeting for which no Special resolutions are proposed,
quorum shall beof the Society is the lesser of sixty (60) Members orand 0.6% of all
Members;
11. in the case of a General Meeting for which Special resolutions are proposed, provided however
that none of those resolutions propose changes to :
(b)(a) the Bylaws, quorum required to consider a Special Resolution, other than a
Special Resolution to amend the Society’s Constitution or Bylaws, shall be the lesser
of one hundred (100) Members orand 1.0% of all Members; and
(c)(b) in the case of a General Meeting for which Special resolutions are proposed, and
any of the resolutions proposes changes to the Bylaws, quorum shall berequired to
consider a Special Resolution to amend the Society’s Constitution or Bylaws is the
lesser of two hundred (200) Members orand 2.0% of all Members.
15. Notwithstanding the percentages of Members set out above, business shall never be conducted at
a General Meeting with less than three (3) Members present.
16.12.
If quorum ceases to be present at a General Meeting, then the business then in progress
must be suspended, until either a quorum again presents itself, or until the Members present
resolve to adjourn or terminate the General Meeting.
17.13.
If within thirty (30) minutes of the Scheduled time for a General Meeting a quorum is not
present, then the General Meeting shall, in the case of a meeting requisitioned by Members, be
terminated, and in any other case, a quorum shall be deemed present only to conduct the classes
of business under Article 3, Clause 4 (a), (b), (c), and (d)c), of these Bylaws.
18.14.
A Member present at a General Meeting shall be entitled to one vote.
19.15.
Voting at a General Meeting shall be by a show of hands, unless those Members present
elect to use another method of voting pursuant to the rules of order.
20.16.
Voting by proxy at a General Meeting shall not be allowed.
17. The minutes of a General Meeting shall be considered at the first regular meeting of Council that
takes place after a General Meeting, and the Speaker of Council shall post, or cause to be posted,
the minutes of the General Meeting no more than five (5) business days after the meeting of
Council at which the minutes were approved.
Article 4 - Referenda
1.
Members may vote on resolutions, other thanincluding Special Resolutions, by referendum.
2.
The fees of the Society shall be determined by referendum in accordance with the University Act,
and must comply with this article of the Bylaws.
3.
The Director of Student Service shall, within forty-five (45) days,Council may call a referendum
upon:
4.3. by a Two-thirds (2/3) Resolution of Council;.
5.4. Council shall call a referendum, by majority vote, upon being served a petition stating the text of
the referendum question or questions to be posed, duly signed by no less than onetwo hundred
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(100fifty (250) Members or 12.0% of all Members, whichever is less. If the petition is marked
“time-sensitive,” the referendum must occur within forty-five days of the receipt of the petition;
otherwise, the referendum must occur no later than, or concurrent with, the subsequent general
election.
6.
5.
Notice of a referendum shall be given to Members by:
affixing posters , nonot less than fourteen (14) days before the date of the referendum by:
(a) affixing posters , no smaller than 21.6 cm by 27.9 cm on each of the University
campuses, provided however that each campus shall receive no less than thirty (30)
such posters which shall be affixed to conspicuous locations around the campus; and
date of the referendum, within the student newspaper, if any, on the society website,
if any, and in such other recognized campus media as recognized by Council; and
(b)(c) sending an email to all Members of the Society, unless the University is unable or
7.6. Notice of a referendum shall specify the locations, days, and hours of polling, and the entire text
of the question or questions.
8.7. The results of a referendum shall not be invalidated by the accidental omission to give notice to,
or non-receipt of notice by, any of the Members entitled to receive such notice.
9.8. All referendum questions shall be clear, unbiased, and phrased as a "yes" or "no" question.
10.9.
If a referendum question submitted by petition pursuant to Article 4, Clause 3(b)4 of
these Bylaws is deemed to be in violation of Article 4, Clause 78 of these Bylaws by a Two-thirds
(2/3) Resolution of Council, then the question shall be submitted to the Society's legal counsel for
rewording so as to make the referendum question comply with Article 4, Clause 78 of these
Bylaws, and their decision on the rewording shall not be subject to appeal, and where Council
does not so resolve, then the question shall be put as proposed by the petitioners.
11.10.
A referendum shall:
(a) have at least one (1) poll on each campus;
(b) be no shorter than two (2) days in duration and no longer than eight (8) days in
duration, such days running consecutively, except days that fall on weekends;
(c) have polls that are open for voting for no less than sic (6eight (8) hours per day,
between the hours of 9 AM and 58 PM; and
(d) have such other rules as are set out in the Regulations.
12.11.
A referendum, subject to these Bylaws, shall be acted upon by the Society where
(a) a majority, or such greater percentage as may be required by law, of the votes cast
support the referendum; and
(b) the number of votes cast is equal to or greater than two hundred fifty (250).
Article 5 - Elections
1.
A general election shall be held in the month of February to elect the Faculty Representatives,
Campus Representatives and Constituency Representatives.
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2.
Faculty Representatives, Campus Representatives and Constituency Representatives shall take
office on April 1st, or in the case of those elected through a by-election, at the first meeting of
Council thereafter.
3.
If only one person is nominated for an office, the nominee must be ratified by a majority vote in a
general election or a by-election in the form of a "yes" or "no" ballot.
4.
Nominations shall be open for no less than fourteen (14) days and for no longer than twentyeight (28) days.
5.
Notice of the opening of nominations for a general election or by-election shall be given to the
Members by:
affixing posters, no less than fourteen (14) days before nominations openclose by:
(a) affixing posters, no smaller than 21.6 cm by 27.9 cm, on each of the University
campuses, provided however than each campus shall receive no less than thirty (30)
such posters which shall be affixed to conspicuous locations around the campus:; and
date nominations open, within the student newspaper, if any, on the Society website,
if any, and in such other recognized campus media as recognized by Council.
5.
6.
Notice of the opening of nominations must specify the dates and times for the opening and
closing of nominations, the location on each campus where nomination forms may be picked up,
contact information for the Chief Returning Officer, and list the particular positions and
quantities of positions that are open.
7.
Notice of polling shall be given to the Members by:no less than fourteen (14) days before the date
polling begins by:
(a) affixing posters, no less than seven (7) days before the date polling begins, no smaller
than 21.6 cm by 27.9 cm, on each of the University Campuses, provided however that
each campus shall receive no less than thirty (30) such posters which shall be
affixtedaffixed to conspicuous locations around the campus; and
(b) the placement of placing an advertisement, no less than seven (7) days before the
date polling begins, within the student newspaper, on the Society website, if any, and
in such other recognized campus media as recognized by Council.; and
8.
Notice of polling must specify the locations, days and hours of polling, and list the particular
positions and, quantities of positions, and the names of candidates that are to appear on the
ballot.
9.
A general election and by-election shall:
duration, such days running consecutively, except days that fall on weekends or
holidays;
(c) have polls that are open for voting for no less than six (6eight (8) hours per day,
between the hours of 9 AM and 58 PM; and
10. Notwithstanding anything else in these Bylaws, Council shall not adopt, amend, or otherwise
alter the Regulations relating to general elections, by-elections, the Chief Returning Officer, or
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elections in general, between December 31st and the Annual General Meeting, unless the
Members resolve to do so by an Ordinary Resolution.
11. Slates shall not be allowed in any election.
Article 6 - Removal of Elected Officials
1.
A member of CouncilCouncillor shall cease to hold office if she ceases to be a Member or is in bad
standing.
2.
A member of Council may be removed by Special resolution.
2.
Within thirty (30) days of the start of every semester, each Councillor must demonstrate that she
is a Member, in a manner to be set out in the Regulations. Should a Councillor be unable to
demonstrate that she is a Member, the Speaker may declare her seat vacant.
3.
A Councillor may be removed by Special Resolution.
3.4. If there are at any time more than six (6) vacancies, then a by-election shall be held to fill the
positions for the remainder of the term, provided however that where there are less than ninety
(90one hundred fifty (150) days remaining in the term, then Council may, by a Two-thirds (2/3)
Resolution of Council, decide not to hold by-elections.
4.5. Any Member in good standing, including a Member previously removed from that position
pursuant to Article 6, Clause 2 of these Bylaws, shall be eligible to run in the ensuing by-election.
Article 7 - Chief Returning Officer
1.
The Chief Returning Officer shall be appointed by at Two-thirds (2/3) Resolution of Council, on
the recommendation of the Standing Committee on Appointments Committee.
2.
The Chief Returning Officer shall not hold any other elected, staff, or appointed position in the
Society or the University, including positions within campus clubs or organizations, and she
must not have been a voting or non-voting member of CouncilCouncillor during the twelve (12)
months prior to her appointment.
3.
Candidates for appointment as the Chief Returning Officer shall be experts at organizing and
administering elections, and shall have no less than five (5) years of experience, and the Standing
Committee on Appointments Committee shall not make as a recommendation, any candidate
who does not meet the requirements of this article.
4.
The Chief Returning Officer shall have complete discretion and authority to conduct general
elections, by-elections, and referenda in any manner she sees fit, provided that it is in accordance
with these Bylaws, and the Regulations.
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5.
The Chief Returning Officer shall not be directed in the course of her work by any elected, staff,
or appointed official of the Society, and shall report any such instances of interference to the first
meeting of Council following the instance of interference.
6.
Slates shall not be allowed in any general election or by-election.
Article 8 - Strategic Plan
1.
The Executive Committee shall lead the development of the five-year strategic plan of the
Society, and shall recommend the draft strategic plan to Council by no later than four (4) weeks
before the start of the Fall semester for its endorsement.
2.
Council shall review the draft strategic plan recommended by the Executive Committee, and
shall make such amendments as needed before recommending the draft strategic plan to the
Members by a Two-thirds (2/3) Resolution of Council.
3.
The Director of Student ServicesCouncil shall call a General Meeting no later than four (4) weeks
after the start of regularly-scheduled classes during the Fall Semester , for the purpose of:
(a) the presentation to the Members of the five-year strategic plan, as endorsed by
Council, and its approval by the Members by an Ordinary Resolution; and
(b) the receiving of the reports of the members of the Executive Committee on the
activities of the Society for the first half of the term of office.
Article 9 - Council
1.
The directors of the Society shall consist of the voting members of CouncilCouncillors and,
subject to the Society Act and these Bylaws, shall have vested in them the management,
administration, and the control of the property, revenue, business and all other affairs of the
Society.
2.
Council shall be the highest official body representing the Society, and shall have the authority to
overrule, amend, or otherwise alter any decision of an individual or body of the Society by a
Two-thirds (2/3) Resolution of Council.
3.
Pursuant to Article 9, Clause 1 of these Bylaws, Council shall:
(a) adopt Regulations by a Two-thirds (2/3) Resolution of Council;
(a)(b) adopt Policies by a Two-thirds (2/3) resolutionResolution of Council;
(b)(c) adopt the Budgetbudget by a Two0thirdsTwo-thirds (2/3) resolutionResolution
of Council;
(c)(d) create committees, working groups, planning groups, and any other such bodies
that it considers necessary to assist in the work of Council;
(e) have the authority to amend any resolution that is recommended to it by a
committee;
(d)(f) appoint votingCouncillors and non0voting membersMembers of Councilthe
Society to committees, working groups, planning groups, and any other such bodies
of the Society or the University for which there are vacancies set aside for voting or
non-voting members of CouncilCouncillors and Members of the Society;
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(e)(g) have the authority to remove votingCouncillors and non-voting
membersMembers of Councilthe Society from any committees, working groups,
planning groups, and any other such bodies of the Society or the University to which
it has appointed them, by a Two-thirds (2/3) Resolution of Council; and
(f)(h) adopt any other rules that it considers necessary for the Society, provided that
any such rules shall be subordinate to these Bylaws, the Regulations, and the Policies.
4.
The voting members of CouncilCouncillors shall be:
(a) the Faculty Representatives;
(b) the Constituency Representatives;
(c) the Campus Representatives; and
(d) the student members of Senate;
(e)(d) such other persons as are designatedappointed by Ordinary Resolution for a
term that expires at, or prior to, the subsequent Annual General Meeting.
5.
There shall be twice the number of Faculty Representatives as there are Faculties recognised by
the Board of Governors, apportioned between the Faculties as follows:
(a) there shall be a guarantee of one (1) Faculty Representative per Faculty; and
(b) the remainder of the Faculty Representatives shall be distributed between the
Faculties in such numbers as would make the distribution of Faculty Representatives
as proportional as possible to the distribution of members of the Society between the
Faculties.
6.
The Speaker shall be responsible for the calculation of the number of Faculty Representatives per
Faculty pursuant to Article 9, Clause 5 of these Bylaws, and shall report this calculation to
Council by way of a report delivered by the end of each Calendar year, and the decisions of the
Speaker so reported shall not be subject to appeal.
7.
There shall be one (1) Constituency Representative for each of the following
Constituenciesconstituencies:
(a) Aboriginal Studentsstudents;
(b) Studentsstudents of Colourcolour;
(c) Studentsstudents with Disabilitiesdisabilities;
(d) International Students;
(e) Mature Students;
(d) Queer Studentsinternational students;
(e) mature students;
(f) queer students; and
(g) Womenwomen students.
8.
There shall be one (1) Campus Representative for each campus of the University.
9.
Council may create, alter, or otherwise amend Regulations by Two-thirds (2/3) Resolution of
Council, provided that at least fourteen (14) days' notice has been given of the proposed changes,
including the full text of the proposed changes, and provided further that the proposed changes
have been recommended by the StandingGovernance Committee on Governance.
10. Notwithstanding Article 9, Clause 9 of these Bylaws, Council may create, alter, or otherwise
amend the Regulations by Two-thirds (2/3) Resolution of Council without notice, provided that
the mover of the motion has received the unanimous consent of the voting members of Council
present to do sovoting Councillors.
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11. In the event that notice has been given for changes to the Regulations pursuant to Article 9,
Clause 9 of these Bylaws, and the Speaker is presented with a petition signed by at least three
hundred (300) Members in objection to the proposed changes, then the Speaker shall refuse to put
the proposed changes to a vote, at which point Council may decide whether to:
(a) drop the proposed changes; or
(b) propose the Changes to the Members by way of a referendum.
12.11.
In the event that the Regulations have been changed pursuant to Article 9, Clause 10 of
these Bylaws, then the Members may present to the Speaker a petition signed by at least (300)
Members in objection toopposing the proposed changeschange(s) within fourteen (14) days, then
of the adoption of the change(s). If this occurs, the Speaker shall declare the changeschange(s) to
have been reversed, at which point Council may decide whether to to submit the change(s) to the
Members by way of referendum, which:
(a) drop the proposed changes; or
(b) propose the changes to the Members by way of a referendum.
(a) if approved, shall be incorporated into the Regulations. For clarity, a change to the
Regulation incorporated as a result of a referendum does not limit Council’s
authority to amend the change at a later date; or
(b) if not approved, shall not be incorporated into the Regulations for a period of at least
one year.
12. Members of Council shall receive an honorarium, in a manner to be set out in the Regulations.
Article 10 - Meetings of Council
1.
Quorum for meetings of Council shall be fifty percent (50%) plus one (1)a majority of the current
voting members of CouncilCouncillors, not counting vacancies, provided however that quorum
shall never be less than eight (8) voting members of Councilvacant positions.
2.
The Chair shall call Council to order once quorum is present.
3.
If quorum is not presented within thirty (30) minutes of the scheduled time for a meeting of
Council, then the Chair shall declare the meeting of Council to be dissolved.
4.
If it should come to the attention of the Chair that there is no quorum during the proceedings of a
meeting of Council, then the Chair shall declare the meeting of Council to be dissolved once
Council has disposed of the question then being considered.
5.
Each voting member of CouncilCouncillor shall be entitled to one (1) vote at meetings of Council.
6.
Meetings of Council shall be open to all Members and Honorary Members, unless Council
decides to go in camera by a Two-thirds (2/3) Resolution of Council, provided however that
Council shall only move in camera to discuss one of the following classes of business:
(a) legal matters, and funds related directly thereto;
(b) human resource matters, and funds related directly thereto; or
(c) the purchase or sale of property, and funds related directly thereto.
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7.
The Chair shall not allow any motion to move in camera that does not declare one of the classes
of business set out in Article 10, Clause 6 of these Bylaws, unless the voting member of
councilCouncillor proposing the motion has received the unanimous consent of Council to do so.
8.
When Council moves in camera pursuant to Article 10, Clause 6 of these Bylaws, the meeting of
Council shall be deemed by the Chair to have moved out of camera when the item(s) of business
declared in the motion to move in camera has been disposed of.
9.
Council shall hold regularly-scheduled meetings of Council at least once per month.
10. Voting members of CouncilCouncillors may appoint an individual to serve as a proxy, to attend a
meeting of Council and cast a vote in that voting member of Council'sCouncillor’s place,
provided that no Member shall hold more than one (1) proxy at any one time, and provided
further that:
(a) the proxy must be declared on a form designed for that purpose by the Speaker;
(b) the proxy form shall be signed by the voting member of CouncilCouncillor assigning
the proxy, the Member receiving the proxy, the Chair, and the Secretary; and
(c) the proxy form shall be kept with the minutes as a record of the Society.; and
11. The Chair shall not sign a proxy form referred to in Article 10, Clause 9 of these Bylaws unless
the voting member of Council assigning the proxy has attached documentation to the proxy form
which demonstrates that the absence is for one of the following authorized reasons:
(a) the voting member of Council has been directed by Council to attend a conference or
other engagement that conflicts with one or more meetings of Council;
(b) the voting member of Council has one or more courses that overlap with the
scheduled time for meetings of Council, provided that the voting member of Council
would not have been able to plan her courses with meetings of Council in mind
between the time of her election and the next course registration period; or
(c) other extenuating circumstances such as illness or personal emergencies, provided
however that the Chair shall only allow one (1) such proxy per term of office.
(d) the proxy shall adhere to any further rules and restrictions stipulated in the Society
Act and the Regulations.
12.11.
Any motion that has not been recommended to Council by the Executive Committee, a
Standing Committee, or a Special Committeea committee shall be ruled out of order by the Chair,
unless the member of CouncilCouncillor moving the motion has:
(a) the unanimous consent of the voting members of CouncilCouncillors present to do
so; or
(b) given notice of the motion, including its full text, at the previous meeting of Council.
Article 11 - Speaker of Council
1.
The Speaker of Council shall be a non-voting member of CouncilCouncillor appointed by a Twothirds (2/3) Resolution of Council, for a renewable one-year term of office, on the
recommendation of the Standing Committee on Appointments Committee, with such a term to
commence on September 1st of each year, and to conclude on August 31st of the next year.
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2.
The Speaker shall not hold any other elected, staff, or appointed office in the Society or the
University, and any Speaker who accepts an elected, staff, or appointed office in the Society or
the University shall cease to be Speaker.
3.
The Speaker shall:
(a) oversee the Office of the Speaker of Council;
(b) chair meetings of Council;
(c) postdeliver, or cause to be posteddelivered, notice of meetings of Council to all
Councillors at least seventy-two (72) hours in advance, by any means she deems
necessary, including electronic media;
(d) post, or cause to be posted, the minutes of meetings of Council, not including in
camera minutes, no more than five (5) business days after the meeting of Council at
which the minutes were approved;
(e) prepare the provisional agenda for meetings of Council and distribute it to all voting
and non-voting members of CouncilCouncillors at least forty-eight (48) hours in
advance of the scheduled time of meetings of Council, ensuring that all required
documents, minutes, and reports accompany the provisional agenda so distributed;
(f) submit to Council any correspondence she receives that is addressed to Council; and
(g) have such other powers and duties as are assigned by Council, from time to time.
4.
The Speaker shall not be the spokesperson of Council.
5.
In the absence of the Speaker, the Chairperson of the Executive CommitteePresident shall chair
meetings of Council, provided that Council may select an alternate Chair, either due to the
absence of both officers, or on its own volition, by a Two-thirds (2/3) Resolution of Council.
6.
In the event that the role of the Speaker becomes vacant, then Council shall be unable to conduct
any business until it has elected a Deputyan Acting Speaker to perform the functions of the Office
of the Speaker during the vacancy, pursuant to Article 8, Clause 3 of these Bylaws.
7.
Council shall never allow the role of the Speaker to be vacant for more than thirty (30) days, even
where a Deputyan Acting Speaker has been appointed to perform the functions of this article.
Article 12 – Ombudsperson
1.
The Ombudsperson shall serve as a protection for the Members against maladministration, both
within the Society and the University, and shall be primarily responsible for seeking justice
through the fair and reasonable application of administrative rules and regulations as adopted,
from time to time, by the Society, the University, or through law.
2.
The Ombudsperson shall be appointed by a Two-thirds (2/3) Resolution of Council for a
renewable one (1) year term, on the recommendation of the Standing Committee on
Appointments.
3.
The Ombudsperson shall not hold any other elected, staff, or appointed office within the Society,
or the University, and any Ombudsperson who accepts such an elected, staff, or appointed office
within the Society, or the University, shall cease to be Ombudsperson.
4.
The Ombudsperson shall be a non-voting member of all official bodies of the Society, and shall
have the right to attend any meeting she sees fit, including in camera sessions.
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5.
The Ombudsperson shall have unfettered access to all records, documents, and other materials,
electronic or otherwise, of the Society that she may require for her duties.
6.
The Ombudsperson shall only be removed from office by an Ordinary Resolution.
Article 13 - Executive Committee
1.
The Executive Committee shall be a Standing Committeestanding committee of Council, and
shall consist of four (4) voting members of CouncilCouncillors, appointed by a Two-thirds (2/3)
Resolution of Council, on the recommendation of the Standing Committee on Appointments.
2.
Each member of the Executive Committee shall be appointed by Council as one of the following:
(a) Director of StudentVice-President, Services;
(b) Director ofVice-President, Student Life;
(c) Director ofVice-President, External Affairs; and
(d) Director ofVice-President, Finance & Operations.
3.
The Executive Committee shall:
(a) lead the development of the five-year strategic plan of the Society;
(b) interpret and article the policies and decisions of Council on a day-to-day basis;
(c) be responsible for the internal communications between the Society and its Members,
and communications between the Society and external organizations;
(d) present options and recommendations to Council and its Standing
Committeescommittees proactively and as requested, on matters of concern to
Members;
(e) coordinate and engage in contractual negotiations with other parties;
(f) ensure that all deserving Members are recognized for contributions to the Society;
(g) be responsible for the approval and renegotiation, both annually and on an asneeded basis, of the contract between the Society and the General Manager;
(h) review the performance of the General Manager, both annually and on an as-needed
basis, and present performance reviews and recommendations to Council;
(i) provide full and timely disclosure of its activities and decisions to Council;
(j) perform such other functions as decided by Council, from time to time.
4.
Nothing in this article restricts the authority of Council.
5.
The Executive Committee shall not withhold any information from Council, notwithstanding the
sensitive or confidential nature of the information, provided however that the Executive
Committee may request that the disclosure take place in camera if it falls under one of the classes
of business set out for in camera discussions in articleArticle 10(, Clause 6) of these Bylaws.
6.
The Executive Committee shall be unable to conduct any business until it has selected a Chair of
the Executive CommitteePresident from among its own members, and it shall have the authority
to appoint another Chair of the Executive CommitteePresident, from time to time.
7.
The Chair of the Executive CommitteePresident shall:
(a) chair meetings of the Executive Committee, provided however that the Executive
Committee may at any time select an alternate member to chair the meeting;
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(b) postdeliver, or cause to be posteddelivered, notice of meetings of the Executive
Committee to all members of the Executive Committee at least twenty-four (24)
hours in advance, by any means she deems necessary, including by electronic media;
(c) post, or cause to be posted, the minutes of meetings of the Executive Committee, not
including in camera minutes, no later than five (5) business days after the meeting of
the Executive Committee at which the minutes were approved;
(d) prepare the provisional agenda for meetings of the Executive Committee and
distribute it to all members of the Executive Committee no less than twenty-four (24)
hours in advance of the scheduled time for meetings of the Executive Committee,
ensuring that all required documents, minutes, and reports accompany the
provisional agenda so distributed;
(e) submit to the Executive Committee any correspondence received that is addressed to
the Executive Committee; and
(f) perform such other functions as are assigned by the Executive Committee, from time
to time.
8.
The Director of StudentVice-President, Services shall:
(a) lead the development of expectations, performance measures, and policies that relate
to the effectiveness of the General Office in the provision of student services, and
proactively measure the work of the Society against these standards;
(b) lead the research and development of options and recommendations to Council on
the development and expansion of services for the Members;
(c) be responsible for communications between the Society and its Members, including
leading the development of on-line and social media strategies for the Society;
(d) be the liaison between the Society and the University;
(d)(e) be the liaison between the Executive Committee and the General Manager;
(e)(f) be a Signing Officer; and
(f)(g) have such other powers as are assigned by Council, from time to time.
9.
The Director ofVice-President, Student Life shall
to the effectiveness of academic, social, and recreational events on campus, and
the development of academic policies to support the Members, and other policies
about campus life that support the Members;
(c) be responsible for interpreting and articulating the direction of Council in setting the
overall direction for academic, social, and recreational events to be held;
(d) lead advocacy for the academic, social, and recreational needs of the Members;
(e) be the liaison between the Society and the Universitya Signing Officer; and
(f) have such other powers as are assigned by Council, from time to time.
10. The Director ofVice-President, External Affairs shall:
to the effectiveness of the Society’s relationships with external organizations, and
the development of partnerships with external organizations, and for other nonacademic policies on which the Society ought to take a position;
(c) be responsible for the external communications of the Society;
(d) be responsible for lobbying various levels of government based on Society policies;
(e) be a Signing Officer; and
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11. The Director ofVice-President, Finance & Operations Shall:
(a) lead the development of expectations, performance measurements, and policies that
relate to the effectiveness of the Society’s financial management and procedures, and
how to use student funds more effectively to maximise benefits to the Members;
(c) be responsible for assist the Finance Committee in developing the draft budget in
consultation with the Standing Committee on Finance;
(d) present quarterly updates to Council on the status of the budget;
12. Members of the Executive Committee shall receive a stipend, in a manner to be set out in the
Regulations.
Article 1413 – Committees
1.
The Standing Committeesstanding committees of Council shall be the:
(a) the Standing Committee on Governance;
(a) the StandingExecutive Committee on ;
(b) Governance Committee;
(b)(c) Appointments Committee;
(c)(d) the Standing Committee on Student Life Committee;
(d) the Standing Committee on Student Services;
(e) the Standing Committee on Finance; and
(e) the Standing Committee on ;
(f) Finance Committee;
(f)(g) External Affairs. Committee; and
2.
Council shall have the authority to establish Special Committees to consider specific issues by a
Two-thirds (2/3) Resolution of Council, and the members thereof shall be appointed on the
recommendation of the Standing Committee on Appointments.
(h) any other standing committee(s) stipulated in the Regulations.
2.
All standing committees, with the exception of the Executive Committee, shall be chaired by
either a non-Executive Councillor or a Member at Large.
3.
Subject to these Bylaws, each standing committee must elect its own chair and may elect a new
chair at any time.
3.4. The Standing Committee on Governance Committee shall:
(a) review the Bylaws, the Regulations, and other governance rules of the Society, and
provide options and recommendations to Council as needed or as requested;
(b) periodically review the governance systems of the Society, and proactively provide
options and recommendations to Council as needed or as requested;
(c) have such other powers and duties as are stipulated in the Regulations, or assigned
by Council, from time to time.; and
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(d) The Standing Committee on Governance shall consist of:
i) the Speaker of Council, who shall be its chairperson, provided however that
the members present may at any time elect an alternate chairperson;
ii) seven (7) non-Executive members of Council Councillors; and
iii) one (1) non-Council Member at Large.
4.5. The Standing Committee on Appointments Committee shall:
(a) make recommendations to Council on the appointment of Membersmembers of the
Executive Committee, other standing Committees,committees and Special
Committeesspecial committees;
(b) make recommendations to Council on the appointment of key Society positions,
including the Chief returningReturning Officer, the Speaker of Council, the
Ombudsperson, and the General Manager; and
(c) have such other powers and duties as may be stipulated in the Regulations, or
assigned by Council, from time to time.; and
(d) The Standing Committee on Appointments shall consist of:
(e) Four (4) non-Executive members of Council, one of whom shall be elected its
chairperson, provided however that the members present may at any time elect an
alternate chairperson;
i) Four (4) non-Executive Councillors; and
i)ii) Five (5) non-Council Members at Large.
5.6. The Standing Committee on Student Services Committee shall:
(a) make recommendations to Council on changes, developments, expansions, or other
issues relating to student services provided or operated by the Society;
(b) monitor the performance of the Director of StudentVice-President, Services, and
make recommendations to Council as needed or as requested; and
(d) The Standing Committee on Student Services shall consist of:
(e) three (3) non-Executive members of Council, one of whom shall be its chairperson,
provided however that the members present may at any time elect an alternate
chairperson;
i) the Director of Studentfour (4) non-Executive Councillors;
i)ii) the Vice-President, Services; and
ii)iii) five (5) non-Councilfour (4) Members at Large.
6.7. The Standing Committee on Student Life Committee shall:
(a) make recommendations to Council on issues relating to the academic, recreational,
and social needs of Members;
(b) monitor the performance of the Director ofVice-President, Student Life, and make
recommendations to Council as needed or as requested; and
(d) The Standing Committee on Student Life shall consist of:
(e) three (3) non-Executive members of Council, one of whom shall be its chairperson,
chairperson;
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i) the Director offour (4) non-Executive Councillors;
i)ii) the Vice-President, Student Life; and
ii)iii) five (5) non-Councilfour (4) Members at Large.
7.8. The Standing Committee on Finance Committee shall:
(a) develop the budget of the Society, in consultation with the Director ofVice-President,
Finance & Operations;
(b) recommend the budget for the ensuing Fiscal Year to Council by no later than the
first day of December;
(c) recommend any amendments to the budget to Council as needed, or as requested;
(d) monitor the performance of the Director ofVice-President, Finance & Operations, and
to make recommendations to Council as needed or as requested; and
(e) have such other powers and duties as may be stipulated in the Regulations, or
(f) The Standing Committee on Finance shall consist of:
i) four (4) non-Executive members of Council, one of whom shall be its
chairperson, provided however that Councillors;
i)ii) the members present may at any time elect an alternate chairperson;VicePresident, Finance & Operations; and
(g) the Director of Finance; and
i)iii)
four (4) non-Council Members at Large.
8.9. The Standing Committee on External Affairs Committee shall:
(a) make recommendations to Council on the relationships between the Society and
external organizations;
(b) monitor the performance of the Director ofVice-President, External Affairs, and make
(c) be empowered to select the delegates for any external workshops or conferences to
which Council desires to send delegates; and
(d)(c) have such other powers and duties as may be stipulated in the Regulations, or
(e)(d) The Standing Committee on External Affairs shall consist of:
(f) three (3) non-Executive members of Council, one of whom shall be its chairperson,
chairperson;
i) the Director offour (4) non-Executive Councillors;
i)ii) the Vice-President, External Affairs; and
ii)iii) five (5) non-Council four (4) Members at Large.
9.10.
Any non-Council Member of a Committeecommittee shall be appointed for a term
beginning on SeptemberOctober 1st, and ending on AugustSeptember 31st of the following year,
and shall only be removed for cause by a three-quarters (3/4Two-Thirds (2/3) Resolution of
Council on the recommendation of the Standing Committee on Appointments Committee.
11. Quorum for a Committeecommittee shall be one-half plus one (1)a majority of itsthe current
voting members, provided however that quorum of the Committee, not counting vacant
positions.
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Article 14 - Student Faculty Associations
1.
Council may, by a Two-thirds (2/3) Resolution, create Student Faculty Associations.
2.
There shall be no more than one Student Faculty Association for each Faculty recognized by the
Board of Governors of the University.
3.
Student Faculty Associations are entities of the Society, and are in all respects subject to the
jurisdiction of Council.
4.
Student Faculty Associations shall not be incorporated separately from the Society.
1.5. Subject to clause 3, Student Faculty Associations shall never be less than three (3) voting
membersgoverned by a body elected by and from among the Members registered as students in
the applicable Faculty.
Article 15 – Policies
1.
Council shall express opinions, sentiments, and principles with respect to particular issues by
means of a Policy, which shall be adopted, amended, renewed, suspended, or rescinded by a
2.
A Policy shall be a resolution declaring an opinion, sentiment, or principle, and shall contain a
preamble containing the rationale for the opinion, sentiment, or principle, and a resolution
declaring the opinion, sentiment, or principle.
3.
A Policy shall be effective for three (3) years from its date of adoption, provided however that
Council may specify that a Policy shall be in effect for a shorter period of time.
Article 16 – General Manager
1.
The General Manager shall be appointed by a Two-thirds (2/3) Resolution of councilCouncil, on
the recommendation of the Standing Committee on Appointments Committee.
2.
The General Manager shall:
(a) manage the general business affairs of the Society as stipulated in the Regulations,
and such that the expectations, performance measures, and policies established by
Council, from time to time, have been satisfied;
(b) translate decisions of Council into business operations;
(c) ensure the security and maintenance of the Society’s assets and buildings;
(d) cause all funds of the Society to be held in deposits, or invested in shares, stocks or
other securities as the General Manager deems appropriate, and which have not been
expressly excluded by Council;
(e) cause to be operated and maintained all accounting systems and financial procedures
of the Society; and
(f) have such other powers as are stipulated in the Regulations, or as assigned by
Council, from time to time.
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3.
In the event that the role of the General Manager becomes vacant, then Council shall be unable to
conduct any business, except as under Article 11, Clause 6 of these Bylaws, until it has appointed
an Actingacting General Manager by a Two-thirds (2/3) Resolution of Council.
Article 17 – Fees
1.
The Society’s membership fees shall be set, paid, and collected in accordance with these Bylaws
and the University Act of British Columbia, as amended.
1.
The Society may collect a fee from time to time.
2.
Every Memberthe students who are registered in a particular Faculty for the purposes of
supporting a Student Faculty Association, provided that the fee has been approved by a
referendum of the students registered in that Faculty. Such referenda shall be conducted in
accordance with these Bylaws, subject to such modified procedures as applicable to Student
Faculty Associations as may be set out in the Regulations. The quorum for such referenda shall be
set out in the Regulations.
2.3. Thepay Society fees of the Society shall be paid by students during any semester of the University
in which that Membera student is registered for:
(a) one (1) or more credit courses at the University;
(b) continuing education studies at the University; or
(c) such other programs at the University approved by Ordinary Resolution.
Article 18 – Seal
1.
Council may provide a common seal for the Society and may destroy a seal and substitute a new
seal in its place.
2.
The Common seal must be affixed only when authorized by a resolution of Council and then
only in the presence of the persons specified in the Resolution, or if no persons are specified, in
the presence of the members of the Executive Committee.
Article 19 – Borrowing
1.
In order to carry out the purposes of the Society, Council may, on behalf of and in the name of the
Society, raise or secure the payment or repayment of Money in the manner they decide and, in
particular, but without limiting that power, by the issue of debentures.
2.
A debenture must not be issued without the authorization of a Special Resolution of the
Members.
3.
The Members may, by Special resolutionResolution, restrict the borrowing powers of Council,
but such a resolution imposed expires at the next Annual General Meeting.
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Article 20 – Auditor
1.
At each Annual General Meeting, the Society must appoint an auditor to hold office until the
auditor is re-elected or a successor is elected at the next Annual General Meeting.
2.
An auditor may be removed by Ordinary resolution.
3.
An auditor must be promptly informed by writing of the auditor’s appointment or removal.
4.
The Auditor shall have the unfettered access to all the Society’s records, documents, and other
materials, electronic or otherwise, that the Auditor may require in the course of their duties.
5.
A member of CouncilCouncillor or employee of the Society must not be its auditor.
6.
The auditor may attend all General Meetings.
Article 21 – Bylaws
1.
Each Member is entitled to, and the Society must give to the Member, on request for the sum of
one dollar ($1), a copy of theThe Constitution and the Bylaws of the Society shall be posted to the
Society’s website.
2.
These Bylaws must not be altered or amended or added to except by Special
resolutionResolution.
Article 22 – Records of the Society
1.
The records of the society may be inspected by any Member of the Society on reasonable notice to
the General Manager, during regular business hours.
2.
The Society reserves the right to maintain appropriate confidentiality by not disclosing records in
its possession that relate to:
(a) information that the Society is required, by law, to keep confidential; or
(b) information referred to in Article 10, Clause 6 of these Bylaws.
3.
All voting and non-voting members of Council, and the Ombudsperson,All Councillors shall
have unfettered access to all the Society’s records, documents, and other materials, electronic or
otherwise, that may be required in the exercise of their duties, provided however that any
individualCouncillor who accesses confidential information shall be required to sign a
confidentiality agreement.
Article 23 – Liability of the Society
1.
Subject to the Society Act, the Society shall not be liable or responsible for any damages incurred
directly or indirectly by the actions of a Member, or Members, unless such action has been
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approved by the Society and to the extent of any such liability or responsibility being incurred by
the Society the Member causing the same shall indemnify the Society..
Article 24 – Parliamentary Authority
1.
The rules of order prescribed in the most recent edition of Robert’s Rules of Order shall apply at all
meetings of the Society, to the extent of their consistency with the Society Act, these Bylaws, and
the Regulations.
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Bylaws of the Kwantlen Student Association — as proposed by Council (clean copy)
Contents
Article 1 - Interpretation.............................................................................................................. 2
Article 2 - Membership ................................................................................................................ 3
Article 3 - General Meetings ....................................................................................................... 4
Article 4 - Referenda .................................................................................................................... 5
Article 5 - Elections ...................................................................................................................... 6
Article 7 - Chief Returning Officer ............................................................................................ 8
Article 8 - Strategic Plan .............................................................................................................. 8
Article 9 - Council ........................................................................................................................ 9
Article 10 - Meetings of Council .............................................................................................. 10
Article 11 - Speaker of Council ................................................................................................. 11
Article 12 - Executive Committee ............................................................................................ 12
Article 13 – Committees ............................................................................................................ 14
Article 15 – Policies .................................................................................................................... 17
Article 16 – General Manager ................................................................................................... 17
Article 17 – Fees .......................................................................................................................... 17
Article 18 – Seal .......................................................................................................................... 18
Article 19 – Borrowing .............................................................................................................. 18
Article 20 – Auditor ................................................................................................................... 18
Article 21 – Bylaws ..................................................................................................................... 18
Article 22 – Records of the Society........................................................................................... 19
Article 23 – Liability of the Society .......................................................................................... 19
Article 24 – Parliamentary Authority ...................................................................................... 19
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Article 1 - Interpretation
1.
In these Bylaws, unless the context otherwise requires:
(a) "Acting Speaker" shall mean an officer appointed by Council to temporarily perform
the functions of the Office of the Speaker of Council during a vacancy;
(b) "Annual General Meeting" shall mean an annual general meeting of the members of
the Society;
(c) "Board of Governors" shall mean the board of governors of the University;
(d) "Bylaw" shall mean a bylaw of the Society;
(e) “Campus Representative” shall mean a Campus Representative on the Council;
(f) "Chair" shall mean the Speaker, the Acting Speaker, the President, or whichever
person is then presiding over Council;
(g) “Constituency Representative” shall mean a Constituency Representative on the
Council;
(h) “Council” shall mean the Council of the Society;
(i) “Councillor” shall mean a member of Council;
(j) "Executive Committee" shall mean the Executive Committee of Council, consisting of
the Vice-President, Services, the Vice-President, Student Life, the Vice-President,
External, and the Vice-President, Finance & Operations;
(k) "Faculty" shall have the meaning assigned to it in the University Act;
(l) “Faculty Representative” shall mean a Faculty Representative on the Council;
(m) "Fiscal Year" shall mean the period commencing on January 1st in any given calendar
year, and terminating on December 31st of the same year;
(n) "General Manager" shall mean the general manager of the Society, or where the role
of the General Manager is vacant, the acting General Manager of the Society;
(o) "General Meeting" shall mean a general meeting of the Members;
(p) "Honorary Member" shall mean a member of the Society with full speaking rights at
General Meetings, but without the right to vote in elections and referenda, and
without the right to run for and hold office, and such other rights and restrictions as
set out in the Society Act, these Bylaws, or as are adopted by the Society, from time to
time;
(q) "Member" shall mean a member of the Society with full speaking and voting rights at
General Meetings, the right to vote in elections and referenda, the right to run for and
hold office, and such other rights as set out in the Society Act, these Bylaws, or as are
adopted by the Society, from time to time;
(r) “Member at Large” shall mean a Member of the Society who is not a Councillor;
(s) "Ordinary Resolution" shall have the meaning given to it in the Society Act;
(t) "Policy" shall mean an opinion, sentiment, or principle adopted by Council by a Twothirds (2/3) Resolution of Council;
(u) "Regulation" shall mean an operational rule of the Society, adopted by Council by a
Two-thirds (2/3) Resolution of Council;
(v) "Slate" shall mean two or more candidates running for elected office in a coordinated
fashion to achieve a mutual advantage in an election;
(w) “Society” shall mean the Kwantlen Student Association;
(x) "Society Act" shall mean the Society Act of British Columbia or Act that succeeds or
replaces the Society Act, as amended from time to time;
(y) "Speaker" shall mean the Speaker of Council;
(z) "Special General Meeting" shall mean any general meeting of the members that is not
the Annual General Meeting;
(aa) "Special Resolution" shall have the meaning given to it in the Society Act;
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(bb)"Two-thirds (2/3) Resolution of Council" shall mean a resolution adopted at a
meeting of Council, where there are at least two (2) votes in favour for every one (1)
vote opposed;
(cc) "University" shall mean Kwantlen Polytechnic University.
(dd)
“University Act” shall mean the University Act of British Columbia or Act that
succeeds or replaces the University Act, as amended from time to time.
2.
In these bylaws, the feminine gender and the singular shall be construed as the masculine gender
and the plural, respectively, where the context so requires.
3.
The society recognizes the equality of all persons and shall not discriminate on the basis of, but
not limited to, race, religion, physical sex, gender identity or expression, sexual orientation,
nationality, language, disability, or socio-economic status.
Article 2 - Membership
1.
The Society shall consist of Members and Honorary Members.
2.
Members shall be those persons who, in the current or previous semester:
(a) are or were registered in:
i) at least one (1) credit course at the University; or
ii) continuing education studies at the University; or
iii) such other programs of the University approved by Ordinary Resolution;
and
(b) have paid Society fees.
3.
Honorary Members shall be those persons who have been so designated by:
(a) a Two-thirds (2/3) Resolution of Council; or
(b) an Ordinary Resolution.
4.
Notwithstanding anything else in these Bylaws, an Honorary Member who is also a Member
pursuant to Article 2, Clause 2 of these Bylaws, shall have the rights and privileges of a Member,
and none of the restrictions on an Honorary Member shall apply in any such cases.
5.
A Member ceases to be a member of the Society upon:
(a) ceasing to meet the requirements of Article 2, Clause 2 of these Bylaws; or
(b) a Special Resolution pursuant to Article 2, Clause 7 of these Bylaws.
6.
An Honorary Member ceases to be a member of the Society:
(a) in the case of an appointment made by a Two-thirds (2/3) Resolution of Council:
i) a Two-thirds (2/3) Resolution of Council; or
ii) an Ordinary Resolution; and
(b) in all other cases, an Ordinary Resolution.
7.
A Member may be placed in bad standing or expelled by a Special Resolution, provided that:
(a) notice of the Special Resolution includes a brief statement of reasons for it; and
(b) the chairperson of the General Meeting shall not deny the respective Member the
reasonable opportunity to make statements to the Members present before the
Special Resolution is put to a vote.
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8.
A Member in bad standing shall be ineligible to participate in the affairs of the Society, including
holding or being nominated to hold elected office within the Society.
9.
A person who has been expelled or placed in bad standing may be readmitted as a Member of the
Society or restored to good standing, if eligible under Article 2, clause 2, by an Ordinary
Resolution.
Article 3 - General Meetings
1.
The Society shall hold an Annual General Meeting on or before March 31st of each year, on a date
to be set by Council, provided however that the Annual General Meeting shall not take place less
than fourteen (14) days following the official results of the general election.
2.
Every General Meeting other than the Annual General Meeting is a Special General Meeting.
3.
The Speaker of Council shall preside as chair over all General Meetings, provided however that
the Members present may elect an alternate chair by Ordinary Resolution.
4.
The following items of business must be conducted at an Annual General meeting:
(a) receiving financial statements of the Society required by the Society Act or these
Bylaws;
(b) appointing the auditors for the ensuing Fiscal Year;
(c) receiving the report of the Executive Committee and the General Manager with
respect to the activities of the Society over the past year;
(d) the consideration of any Ordinary Resolutions; and
(e) the consideration of any Special Resolutions, provided that due notice has been given
as prescribed by the Society Act and these Bylaws.
5.
Council may call a Special General Meeting of the Society by a Two-thirds (2/3) Resolution..
6.
Council shall call a Special General Meeting of the Society (by a majority vote) upon being served
a petition stating the purpose(s) of the General Meeting and any Special Resolutions to be
proposed and voted upon, duly signed by not less than one hundred (100) Members, or 1.0% of
all members, whichever is less.
7.
All General Meetings must:
(a) occur within the regular business hours of the Main Office of the Society;
(b) take place on or within five kilometres of a University campus;
(c) occur on a day in which the University holds regularly-scheduled classes; and
(d) if requisitioned by petition, be called within twenty-one (21) days of receipt of the
petition by Council and held within thirty-five (35) days of receipt of the petition by
Council.
8.
Notice of a General Meeting shall be given to Members not less than fourteen (14) days before the
date of the General Meeting by:
(a) affixing posters, no smaller than 21.6 cm by 27.9 cm on each of the University
campuses, provided however that each such campus shall receive no less than thirty
(30) such posters which shall be affixed in conspicuous places around the campus;
(b) placing an advertisement within the student newspaper, if any, on the Society
website, and in such other recognized campus media as determined by Council; and
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9.
Notice of a General Meeting shall specify the location, date, time, and proposed agenda of the
General Meeting. The notice shall include the full text of any proposed Special Resolutions or a
link to a webpage where the full text of the proposed Special Resolutions is printed.
10. The proceedings of a General meeting shall not be invalidated by the accidental omission to give
notice to, or the non-receipt of notice by, any of the Members entitled to receive notice.
11. The quorum for the transaction of business at a General Meeting of the Society is the lesser of
sixty (60) Members and 0.6% of all Members, provided however that:
(a) the quorum required to consider a Special Resolution, other than a Special Resolution
to amend the Society’s Constitution or Bylaws, shall be the lesser of one hundred
(100) Members and 1.0% of all Members; and
(b) the quorum required to consider a Special Resolution to amend the Society’s
Constitution or Bylaws is the lesser of two hundred (200) Members and 2.0% of all
Members.
12. If quorum ceases to be present at a General Meeting, then the business then in progress must be
suspended, until either a quorum again presents itself, or until the Members present resolve to
adjourn or terminate the General Meeting.
13. If within thirty (30) minutes of the Scheduled time for a General Meeting a quorum is not present,
then the General Meeting shall, in the case of a meeting requisitioned by Members, be
terminated, and in any other case, a quorum shall be deemed present only to conduct the classes
of business under Article 3, Clause 4 (a), (b), and (c), of these Bylaws.
14. A Member present at a General Meeting shall be entitled to one vote.
15. Voting at a General Meeting shall be by a show of hands, unless those Members present elect to
use another method of voting pursuant to the rules of order.
16. Voting by proxy at a General Meeting shall not be allowed.
17. The minutes of a General Meeting shall be considered at the first regular meeting of Council that
takes place after a General Meeting, and the Speaker of Council shall post, or cause to be posted,
the minutes of the General Meeting no more than five (5) business days after the meeting of
Council at which the minutes were approved.
Article 4 - Referenda
1.
Members may vote on resolutions, including Special Resolutions, by referendum.
2.
The fees of the Society shall be determined by referendum in accordance with the University Act,
and must comply with this article of the Bylaws.
3.
Council may call a referendum by a Two-thirds (2/3) Resolution.
4.
Council shall call a referendum, by majority vote, upon being served a petition stating the text of
the referendum question or questions to be posed, duly signed by no less than two hundred fifty
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(250) Members or 2.0% of all Members, whichever is less. If the petition is marked “timesensitive,” the referendum must occur within forty-five days of the receipt of the petition;
otherwise, the referendum must occur no later than, or concurrent with, the subsequent general
election.
5.
Notice of a referendum shall be given to Members not less than fourteen days before the date of
the referendum by:
(a) affixing posters , no smaller than 21.6 cm by 27.9 cm on each of the University
campuses, provided however that each campus shall receive no less than thirty (30)
such posters which shall be affixed to conspicuous locations around the campus;
(b) placing an advertisement within the student newspaper, if any, on the society
website, and in such other recognized campus media as recognized by Council; and
6.
Notice of a referendum shall specify the locations, days, and hours of polling, and the entire text
of the question or questions.
7.
The results of a referendum shall not be invalidated by the accidental omission to give notice to,
or non-receipt of notice by, any of the Members entitled to receive such notice.
8.
All referendum questions shall be clear, unbiased, and phrased as a "yes" or "no" question.
9.
If a referendum question submitted by petition pursuant to Article 4, Clause 4 of these Bylaws is
deemed to be in violation of Article 4, Clause 8 of these Bylaws by a Two-thirds (2/3) Resolution
of Council, then the question shall be submitted to the Society's legal counsel for rewording so as
to make the referendum question comply with Article 4, Clause 8 of these Bylaws, and their
decision on the rewording shall not be subject to appeal, and where Council does not so resolve,
then the question shall be put as proposed by the petitioners.
10. A referendum shall:
duration, such days running consecutively, except days that fall on weekends;
(c) have polls that are open for voting for no less than eight (8) hours per day, between
the hours of 9 AM and 8 PM; and
11. A referendum, subject to these Bylaws, shall be acted upon by the Society where
(a) a majority, or such greater percentage as may be required by law, of the votes cast
support the referendum; and
(b) the number of votes cast is equal to or greater than two hundred fifty (250).
Article 5 - Elections
1.
A general election shall be held in the month of February to elect the Faculty Representatives,
Campus Representatives and Constituency Representatives.
2.
Faculty Representatives, Campus Representatives and Constituency Representatives shall take
office on April 1st, or in the case of those elected through a by-election, at the first meeting of
Council thereafter.
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3.
If only one person is nominated for an office, the nominee must be ratified by a majority vote in a
general election or a by-election in the form of a "yes" or "no" ballot.
4.
Nominations shall be open for no less than fourteen (14) days and for no longer than twentyeight (28) days.
5.
Notice of the opening of nominations for a general election or by-election shall be given to the
Members no less than fourteen (14) days before nominations close by:
campuses, provided however than each campus shall receive no less than thirty (30)
such posters which shall be affixed to conspicuous locations around the campus; and
(b) placing an advertisement within the student newspaper, if any, on the Society
website, and in such other recognized campus media as recognized by Council.
6.
Notice of the opening of nominations must specify the dates and times for the opening and
closing of nominations, the location on each campus where nomination forms may be picked up,
contact information for the Chief Returning Officer, and list the particular positions and
quantities of positions that are open.
7.
Notice of polling shall be given to the Members no less than fourteen (14) days before the date
polling begins by:
Campuses, provided however that each campus shall receive no less than thirty (30)
such posters which shall be affixed to conspicuous locations around the campus;
(b) placing an advertisement on the Society website, and in such other recognized
campus media as recognized by Council; and
8.
Notice of polling must specify the locations, days and hours of polling, and list the particular
positions, quantities of positions, and the names of candidates that are to appear on the ballot.
9.
A general election and by-election shall:
duration, such days running consecutively, except days that fall on weekends or
holidays;
(c) have polls that are open for voting for no less than eight (8) hours per day, between
the hours of 9 AM and 8 PM; and
10. Notwithstanding anything else in these Bylaws, Council shall not adopt, amend, or otherwise
alter the Regulations relating to general elections, by-elections, the Chief Returning Officer, or
elections in general, between December 31st and the Annual General Meeting, unless the
Members resolve to do so by an Ordinary Resolution.
11. Slates shall not be allowed in any election.
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Article 6 - Removal of Elected Officials
1.
A Councillor shall cease to hold office if she ceases to be a Member or is in bad standing.
2.
Within thirty (30) days of the start of every semester, each Councillor must demonstrate that she
is a Member, in a manner to be set out in the Regulations. Should a Councillor be unable to
demonstrate that she is a Member, the Speaker may declare her seat vacant.
3.
A Councillor may be removed by Special Resolution.
4.
If there are at any time more than six (6) vacancies, then a by-election shall be held to fill the
positions for the remainder of the term, provided however that where there are less than one
hundred fifty (150) days remaining in the term, then Council may, by a Two-thirds (2/3)
Resolution of Council, decide not to hold by-elections.
5.
Any Member in good standing, including a Member previously removed from that position
pursuant to these Bylaws, shall be eligible to run in the ensuing by-election.
Article 7 - Chief Returning Officer
1.
The Chief Returning Officer shall be appointed by at Two-thirds (2/3) Resolution of Council, on
the recommendation of the Appointments Committee.
2.
The Chief Returning Officer shall not hold any other elected, staff, or appointed position in the
Society or the University, including positions within campus clubs or organizations, and she
must not have been a voting or non-voting Councillor during the twelve (12) months prior to her
appointment.
3.
Candidates for appointment as the Chief Returning Officer shall be experts at organizing and
administering elections, and shall have no less than five (5) years of experience, and the
Appointments Committee shall not make as a recommendation, any candidate who does not
meet the requirements of this article.
4.
The Chief Returning Officer shall have complete discretion and authority to conduct general
elections, by-elections, and referenda in any manner she sees fit, provided that it is in accordance
with these Bylaws, and the Regulations.
5.
The Chief Returning Officer shall not be directed in the course of her work by any elected, staff,
or appointed official of the Society, and shall report any such instances of interference to the first
meeting of Council following the instance of interference.
Article 8 - Strategic Plan
1.
The Executive Committee shall lead the development of the five-year strategic plan of the
Society, and shall recommend the draft strategic plan to Council by no later than four (4) weeks
before the start of the Fall semester for its endorsement.
2.
Council shall review the draft strategic plan recommended by the Executive Committee, and
shall make such amendments as needed before recommending the draft strategic plan to the
Members by a Two-thirds (2/3) Resolution of Council.
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3.
Council shall call a General Meeting no later than four (4) weeks after the start of regularlyscheduled classes during the Fall Semester, for the purpose of:
(a) the presentation to the Members of the five-year strategic plan, as endorsed by
Council, and its approval by the Members by an Ordinary Resolution; and
(b) the receiving of the reports of the members of the Executive Committee on the
activities of the Society for the first half of the term of office.
Article 9 - Council
1.
The directors of the Society shall consist of the voting Councillors and, subject to the Society Act
and these Bylaws, shall have vested in them the management, administration, and the control of
the property, revenue, business and all other affairs of the Society.
2.
Council shall be the highest official body representing the Society.
3.
Pursuant to Article 9, Clause 1 of these Bylaws, Council shall:
(a) adopt Regulations by a Two-thirds (2/3) Resolution of Council;
(b) adopt Policies by a Two-thirds (2/3) Resolution of Council;
(c) adopt the budget by a Two-thirds (2/3) Resolution of Council;
(d) create committees, working groups, planning groups, and any other such bodies that
it considers necessary to assist in the work of Council;
(e) have the authority to amend any resolution that is recommended to it by a
committee;
(f) appoint Councillors and Members of the Society to committees, working groups,
planning groups, and any other such bodies of the Society or the University for
which there are vacancies set aside for Councillors and Members of the Society;
(g) have the authority to remove Councillors and Members of the Society from any
committees, working groups, planning groups, and any other such bodies of the
Society or the University to which it has appointed them, by a Two-thirds (2/3)
Resolution of Council; and
(h) adopt any other rules that it considers necessary for the Society, provided that any
such rules shall be subordinate to these Bylaws, the Regulations, and the Policies.
4.
The voting Councillors shall be:
(a) the Faculty Representatives;
(b) the Constituency Representatives;
(c) the Campus Representatives; and
(d) such other persons as are appointed by Ordinary Resolution for a term that expires
at, or prior to, the subsequent Annual General Meeting.
5.
There shall be twice the number of Faculty Representatives as there are Faculties recognised by
the Board of Governors, apportioned between the Faculties as follows:
(a) there shall be a guarantee of one (1) Faculty Representative per Faculty; and
(b) the remainder of the Faculty Representatives shall be distributed between the
Faculties in such numbers as would make the distribution of Faculty Representatives
as proportional as possible to the distribution of members of the Society between the
Faculties.
6.
The Speaker shall be responsible for the calculation of the number of Faculty Representatives per
Faculty pursuant to Article 9, Clause 5 of these Bylaws, and shall report this calculation to
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Council by way of a report delivered by the end of each Calendar year, and the decisions of the
Speaker so reported shall not be subject to appeal.
7.
There shall be one (1) Constituency Representative for each of the following constituencies:
(a) Aboriginal students;
(b) students of colour;
(c) students with disabilities;
(d) international students;
(e) mature students;
(f) queer students; and
(g) women students.
8.
There shall be one (1) Campus Representative for each campus of the University.
9.
Council may create, alter, or otherwise amend Regulations by Two-thirds (2/3) Resolution of
Council, provided that at least fourteen (14) days' notice has been given of the proposed changes,
including the full text of the proposed changes, and provided further that the proposed changes
have been recommended by the Governance Committee.
10. Notwithstanding Article 9, Clause 9 of these Bylaws, Council may create, alter, or otherwise
amend the Regulations by Two-thirds (2/3) Resolution of Council without notice, provided that
the mover of the motion has received the unanimous consent of the present voting Councillors.
11. In the event that the Regulations have been changed pursuant to these Bylaws, the Members may
present to the Speaker a petition signed by at least (300) Members opposing the change(s) within
fourteen (14) days of the adoption of the change(s). If this occurs, the Speaker shall declare the
change(s) to have been reversed, at which point Council may decide to submit the change(s) to
the Members by way of referendum, which:
(a) if approved, shall be incorporated into the Regulations. For clarity, a change to the
Regulation incorporated as a result of a referendum does not limit Council’s
authority to amend the change at a later date; or
(b) if not approved, shall not be incorporated into the Regulations for a period of at least
one year.
12. Members of Council shall receive an honorarium, in a manner to be set out in the Regulations.
Article 10 - Meetings of Council
1.
Quorum for meetings of Council shall be a majority of the current voting Councillors, not
counting vacant positions.
2.
The Chair shall call Council to order once quorum is present.
3.
If quorum is not presented within thirty (30) minutes of the scheduled time for a meeting of
Council, then the Chair shall declare the meeting of Council to be dissolved.
4.
If it should come to the attention of the Chair that there is no quorum during the proceedings of a
meeting of Council, then the Chair shall declare the meeting of Council to be dissolved once
Council has disposed of the question then being considered.
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5.
Each voting Councillor shall be entitled to one (1) vote at meetings of Council.
6.
Meetings of Council shall be open to all Members and Honorary Members, unless Council
decides to go in camera by a Two-thirds (2/3) Resolution of Council, provided however that
Council shall only move in camera to discuss one of the following classes of business:
(a) legal matters, and funds related directly thereto;
(b) human resource matters, and funds related directly thereto; or
(c) the purchase or sale of property, and funds related directly thereto.
7.
The Chair shall not allow any motion to move in camera that does not declare one of the classes
of business set out in Article 10, Clause 6 of these Bylaws, unless the voting Councillor proposing
the motion has received the unanimous consent of Council to do so.
8.
When Council moves in camera pursuant to Article 10, Clause 6 of these Bylaws, the meeting of
Council shall be deemed by the Chair to have moved out of camera when the item(s) of business
declared in the motion to move in camera has been disposed of.
9.
Council shall hold regularly-scheduled meetings of Council at least once per month.
10. Voting Councillors may appoint an individual to serve as a proxy, to attend a meeting of Council
and cast a vote in that voting Councillor’s place, provided that no Member shall hold more than
one (1) proxy at any one time, and provided further that:
(a) the proxy must be declared on a form designed for that purpose by the Speaker;
(b) the proxy form shall be signed by the voting Councillor assigning the proxy, the
Member receiving the proxy, the Chair, and the Secretary;
(c) the proxy form shall be kept with the minutes as a record of the Society; and
(d) the proxy shall adhere to any further rules and restrictions stipulated in the Society
Act and the Regulations.
11. Any motion that has not been recommended to Council by a committee shall be ruled out of
order by the Chair, unless the Councillor moving the motion has:
(a) the unanimous consent of the voting Councillors present to do so; or
(b) given notice of the motion, including its full text, at the previous meeting of Council.
Article 11 - Speaker of Council
1.
The Speaker of Council shall be a non-voting Councillor appointed by a Two-thirds (2/3)
Resolution of Council, for a renewable one-year term of office, on the recommendation of the
Appointments Committee, with such a term to commence on September 1st of each year, and to
conclude on August 31st of the next year.
2.
The Speaker shall not hold any other elected, staff, or appointed office in the Society or the
University, and any Speaker who accepts an elected, staff, or appointed office in the Society or
the University shall cease to be Speaker.
3.
The Speaker shall:
(a) oversee the Office of the Speaker of Council;
(b) chair meetings of Council;
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(c) deliver, or cause to be delivered, notice of meetings of Council to all Councillors at
least seventy-two (72) hours in advance, by any means she deems necessary,
including electronic media;
(d) post, or cause to be posted, the minutes of meetings of Council, not including in
camera minutes, no more than five (5) business days after the meeting of Council at
which the minutes were approved;
(e) prepare the provisional agenda for meetings of Council and distribute it to all
Councillors at least forty-eight (48) hours in advance of the scheduled time of
meetings of Council, ensuring that all required documents, minutes, and reports
accompany the provisional agenda so distributed;
(f) submit to Council any correspondence she receives that is addressed to Council; and
(g) have such other powers and duties as are assigned by Council, from time to time.
4.
The Speaker shall not be the spokesperson of Council.
5.
In the absence of the Speaker, the President shall chair meetings of Council, provided that
Council may select an alternate Chair, either due to the absence of both officers, or on its own
volition, by a Two-thirds (2/3) Resolution of Council.
6.
In the event that the role of the Speaker becomes vacant, then Council shall be unable to conduct
any business until it has elected an Acting Speaker to perform the functions of the Office of the
Speaker during the vacancy.
7.
Council shall never allow the role of the Speaker to be vacant for more than thirty (30) days, even
where an Acting Speaker has been appointed to perform the functions of this article.
Article 12 - Executive Committee
1.
The Executive Committee shall be a standing committee of Council, and shall consist of four (4)
voting Councillors, appointed by a Two-thirds (2/3) Resolution of Council.
2.
Each member of the Executive Committee shall be appointed by Council as one of the following:
(a) Vice-President, Services;
(b) Vice-President, Student Life;
(c) Vice-President, External; and
(d) Vice-President, Finance & Operations.
3.
The Executive Committee shall:
(a) lead the development of the five-year strategic plan of the Society;
(b) interpret and article the policies and decisions of Council on a day-to-day basis;
(c) be responsible for the internal communications between the Society and its Members,
and communications between the Society and external organizations;
(d) present options and recommendations to Council and its committees proactively and
as requested, on matters of concern to Members;
(e) coordinate and engage in contractual negotiations with other parties;
(f) ensure that all deserving Members are recognized for contributions to the Society;
(g) be responsible for the approval and renegotiation, both annually and on an asneeded basis, of the contract between the Society and the General Manager;
(h) review the performance of the General Manager, both annually and on an as-needed
basis, and present performance reviews and recommendations to Council;
(i) provide full and timely disclosure of its activities and decisions to Council;
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(j) perform such other functions as decided by Council, from time to time.
4.
Nothing in this article restricts the authority of Council.
5.
The Executive Committee shall not withhold any information from Council, notwithstanding the
sensitive or confidential nature of the information, provided however that the Executive
Committee may request that the disclosure take place in camera if it falls under one of the classes
of business set out for in camera discussions in Article 10, Clause 6 of these Bylaws.
6.
The Executive Committee shall be unable to conduct any business until it has selected a President
from among its own members, and it shall have the authority to appoint another President, from
time to time.
7.
The President shall:
(a) chair meetings of the Executive Committee, provided however that the Executive
Committee may at any time select an alternate member to chair the meeting;
(b) deliver, or cause to be delivered, notice of meetings of the Executive Committee to all
members of the Executive Committee at least twenty-four (24) hours in advance, by
any means she deems necessary, including by electronic media;
(c) post, or cause to be posted, the minutes of meetings of the Executive Committee, not
including in camera minutes, no later than five (5) business days after the meeting of
the Executive Committee at which the minutes were approved;
(d) prepare the provisional agenda for meetings of the Executive Committee and
distribute it to all members of the Executive Committee no less than twenty-four (24)
hours in advance of the scheduled time for meetings of the Executive Committee,
ensuring that all required documents, minutes, and reports accompany the
provisional agenda so distributed;
(e) submit to the Executive Committee any correspondence received that is addressed to
the Executive Committee; and
(f) perform such other functions as are assigned by the Executive Committee, from time
to time.
8.
The Vice-President, Services shall:
to the effectiveness of the General Office in the provision of student services, and
the development and expansion of services for the Members;
(c) be responsible for communications between the Society and its Members, including
leading the development of on-line and social media strategies for the Society;
(d) be the liaison between the Society and the University;
(e) be the liaison between the Executive Committee and the General Manager;
(f) be a Signing Officer; and
(g) have such other powers as are assigned by Council, from time to time.
9.
The Vice-President, Student Life shall
to the effectiveness of academic, social, and recreational events on campus, and
the development of academic policies to support the Members, and other policies
about campus life that support the Members;
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(c) be responsible for interpreting and articulating the direction of Council in setting the
overall direction for academic, social, and recreational events to be held;
(d) lead advocacy for the academic, social, and recreational needs of the Members;
10. The Vice-President, External shall:
to the effectiveness of the Society’s relationships with external organizations, and
the development of partnerships with external organizations, and for other nonacademic policies on which the Society ought to take a position;
(c) be responsible for the external communications of the Society;
(d) be responsible for lobbying various levels of government based on Society policies;
11. The Vice-President, Finance & Operations Shall:
(a) lead the development of expectations, performance measurements, and policies that
relate to the effectiveness of the Society’s financial management and procedures, and
how to use student funds more effectively to maximise benefits to the Members;
(c) assist the Finance Committee in developing the budget;
(d) present quarterly updates to Council on the status of the budget;
12. Members of the Executive Committee shall receive a stipend, in a manner to be set out in the
Regulations.
Article 13 – Committees
1.
The standing committees of Council shall be the:
(a) Executive Committee;
(b) Governance Committee;
(c) Appointments Committee;
(d) Student Life Committee;
(e) Student Services Committee;
(f) Finance Committee;
(g) External Affairs Committee; and
(h) any other standing committee(s) stipulated in the Regulations.
2.
All standing committees, with the exception of the Executive Committee, shall be chaired by
either a non-Executive Councillor or a Member at Large.
3.
Subject to these Bylaws, each standing committee must elect its own chair and may elect a new
chair at any time.
4.
The Governance Committee shall:
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(a) review the Bylaws, the Regulations, and other governance rules of the Society, and
provide options and recommendations to Council as needed or as requested;
(b) periodically review the governance systems of the Society, and proactively provide
options and recommendations to Council as needed or as requested;
(c) have such other powers and duties as are stipulated in the Regulations, or assigned
by Council, from time to time; and
(d) consist of:
i) the Speaker of Council, who shall be its chairperson, provided however that
the members present may at any time elect an alternate chairperson;
ii) seven (7) non-Executive Councillors; and
iii) one (1) Member at Large.
5.
The Appointments Committee shall:
(a) make recommendations to Council on the appointment of members of standing
committees and special committees;
(b) make recommendations to Council on the appointment of key Society positions,
including the Chief Returning Officer, the Speaker of Council, and the General
Manager; and
assigned by Council, from time to time; and
(d) consist of:
i) Four (4) non-Executive Councillors; and
ii) Five (5) Members at Large.
6.
The Student Services Committee shall:
(a) make recommendations to Council on changes, developments, expansions, or other
issues relating to student services provided or operated by the Society;
(b) monitor the performance of the Vice-President, Services, and make recommendations
to Council as needed or as requested; and
(d) consist of:
i) four (4) non-Executive Councillors;
ii) the Vice-President, Services; and
iii) four (4) Members at Large.
7.
The Student Life Committee shall:
(a) make recommendations to Council on issues relating to the academic, recreational,
and social needs of Members;
(b) monitor the performance of the Vice-President, Student Life, and make
(d) consist of:
ii) the Vice-President, Student Life; and
8.
The Finance Committee shall:
(a) develop the budget of the Society, in consultation with the Vice-President, Finance &
Operations;
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(b) recommend the budget for the ensuing Fiscal Year to Council by no later than the
first day of December;
(c) recommend any amendments to the budget to Council as needed, or as requested;
(d) monitor the performance of the Vice-President, Finance & Operations, and to make
(e) have such other powers and duties as may be stipulated in the Regulations, or
(f) consist of:
ii) the Vice-President, Finance & Operations; and
9.
The External Affairs Committee shall:
(a) make recommendations to Council on the relationships between the Society and
external organizations;
(b) monitor the performance of the Vice-President, External, and make
(d) consist of:
ii) the Vice-President, External; and
10. Any non-Council Member of a committee shall be appointed for a term beginning on October 1st,
and ending on September 31st of the following year, and shall only be removed for cause by a
Two-Thirds (2/3) Resolution of Council on the recommendation of the Appointments
Committee.
11. Quorum for a committee shall be a majority of the current voting members of the Committee, not
counting vacant positions.
Article 14 - Student Faculty Associations
1.
Council may, by a Two-thirds (2/3) Resolution, create Student Faculty Associations.
2.
There shall be no more than one Student Faculty Association for each Faculty recognized by the
Board of Governors of the University.
3.
Student Faculty Associations are entities of the Society, and are in all respects subject to the
jurisdiction of Council.
4.
Student Faculty Associations shall not be incorporated separately from the Society.
5.
Subject to clause 3, Student Faculty Associations shall be governed by a body elected by and from
among the Members registered as students in the applicable Faculty.
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Article 15 – Policies
1.
Council shall express opinions, sentiments, and principles with respect to particular issues by
means of a Policy, which shall be adopted, amended, renewed, suspended, or rescinded by a
2.
A Policy shall be a resolution declaring an opinion, sentiment, or principle, and shall contain a
preamble containing the rationale for the opinion, sentiment, or principle.
3.
A Policy shall be effective for three (3) years from its date of adoption, provided however that
Council may specify that a Policy shall be in effect for a shorter period of time.
Article 16 – General Manager
1.
The General Manager shall be appointed by a Two-thirds (2/3) Resolution of Council, on the
recommendation of the Appointments Committee.
2.
The General Manager shall:
(a) manage the general business affairs of the Society as stipulated in the Regulations,
and such that the expectations, performance measures, and policies established by
Council, from time to time, have been satisfied;
(b) translate decisions of Council into business operations;
(c) ensure the security and maintenance of the Society’s assets and buildings;
(d) cause all funds of the Society to be held in deposits, or invested in shares, stocks or
other securities as the General Manager deems appropriate, and which have not been
expressly excluded by Council;
(e) cause to be operated and maintained all accounting systems and financial procedures
of the Society; and
(f) have such other powers as are stipulated in the Regulations, or as assigned by
Council, from time to time.
3.
In the event that the role of the General Manager becomes vacant, then Council shall be unable to
conduct any business, except as under Article 11, Clause 6 of these Bylaws, until it has appointed
an acting General Manager by a Two-thirds (2/3) Resolution of Council.
Article 17 – Fees
1.
The Society’s fees shall be set, paid, and collected in accordance with these Bylaws and the
University Act.
2.
The Society may collect a fee from the students who are registered in a particular Faculty for the
purposes of supporting a Student Faculty Association, provided that the fee has been approved
by a referendum of the students registered in that Faculty. Such referenda shall be conducted in
accordance with these Bylaws, subject to such modified procedures as applicable to Student
Faculty Associations as may be set out in the Regulations. The quorum for such referenda shall be
set out in the Regulations.
3.
The fees of the Society shall be paid by students during any semester of the University in which a
student is registered for:
(a) one (1) or more credit courses at the University;
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(b) continuing education studies at the University; or
(c) such other programs at the University approved by Ordinary Resolution.
Article 18 – Seal
1.
Council may provide a common seal for the Society and may destroy a seal and substitute a new
seal in its place.
2.
The Common seal must be affixed only when authorized by a resolution of Council and then
only in the presence of the persons specified in the Resolution, or if no persons are specified, in
the presence of the members of the Executive Committee.
Article 19 – Borrowing
1.
In order to carry out the purposes of the Society, Council may, on behalf of and in the name of the
Society, raise or secure the payment or repayment of Money in the manner they decide and, in
particular, but without limiting that power, by the issue of debentures.
2.
A debenture must not be issued without the authorization of a Special Resolution of the
Members.
3.
The Members may, by Special Resolution, restrict the borrowing powers of Council, but such a
resolution imposed expires at the next Annual General Meeting.
Article 20 – Auditor
1.
At each Annual General Meeting, the Society must appoint an auditor to hold office until the
auditor is re-elected or a successor is elected at the next Annual General Meeting.
2.
An auditor may be removed by Ordinary resolution.
3.
An auditor must be promptly informed by writing of the auditor’s appointment or removal.
4.
The Auditor shall have the unfettered access to all the Society’s records, documents, and other
materials, electronic or otherwise, that the Auditor may require in the course of their duties.
5.
A Councillor or employee of the Society must not be its auditor.
6.
The auditor may attend all General Meetings.
Article 21 – Bylaws
1.
The Constitution and Bylaws of the Society shall be posted to the Society’s website.
2.
These Bylaws must not be altered or amended or added to except by Special Resolution.
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Article 22 – Records of the Society
1.
The records of the society may be inspected by any Member of the Society on reasonable notice to
the General Manager, during regular business hours.
2.
The Society reserves the right to maintain appropriate confidentiality by not disclosing records in
its possession that relate to:
(a) information that the Society is required, by law, to keep confidential; or
(b) information referred to in Article 10, Clause 6 of these Bylaws.
3.
All Councillors shall have unfettered access to all the Society’s records, documents, and other
materials, electronic or otherwise, that may be required in the exercise of their duties, provided
however that any Councillor who accesses confidential information shall be required to sign a
confidentiality agreement.
Article 23 – Liability of the Society
1.
Subject to the Society Act, the Society shall not be liable or responsible for any damages incurred
directly or indirectly by the actions of a Member.
Article 24 – Parliamentary Authority
1.
The rules of order prescribed in the most recent edition of Robert’s Rules of Order shall apply at all
meetings of the Society, to the extent of their consistency with the Society Act, these Bylaws, and
the Regulations.
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Official Notice - Kwantlen Student Association

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