FAB Bylaws

Fellowship of Alberta Bears Bylaws

As a registered society, FAB is required to have and post its bylaws for members and submit them to the provincial government when changed.

1. MEMBERSHIP

  1. Any male-identifying person of the age of 18 (or the adult legal age in their place of residence, if greater) can become a member upon payment of the fee.

  2. A member becomes inactive if their membership expiry date is passed without being renewed.  Any member wishing to withdraw from membership may do so upon giving notice in writing to the Board Secretary. Upon a majority vote of all board members of the society in good standing, a member may be expelled for any cause which the Board may deem reasonable.

  3. The Society holds a set of core values called The Bear Necessities. Any member determined by the Board of Directors to be in violation of these core values may have their membership revoked.  Notice of revoked membership shall be given to the member by his last known email address..

  4. The Society primarily uses email to communicate with its members, as such a valid email address is a requirement for membership.  The Board may, on a case by case basis, choose to waive this requirement.

  5. Membership fee in the society shall be determined by resolution of the Board of Directors.

2. DEN OF BEARS (BOARD OF DIRECTORS)

  1. Den of Bears, Executive Committee or Board, shall mean the Board of Directors of the society.

  2. The Board shall, subject to the bylaws or directions given it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the society, and meetings of the Board shall be held as often as may be required, but at least once every three months, and shall be called by the President. A special meeting may be called on the instructions of any two members provided they request the President in writing to call such meetings, and state the business to be brought before the meeting. Meetings of the Board shall be called by 7 days notice by email, phone, or electronic messaging. Any four board members shall constitute a quorum, and meetings shall be held without notice if a quorum of the Board is present, provided however, that any business transactions at such meeting shall be ratified at the next regularly called meeting of the Board; otherwise they shall be null and void.

  3. A person appointed or elected a director becomes a director if they were present at the meeting when being appointed or elected, and did not refuse the appointment. They may also become a director if they were not present at the meeting but consented in writing to act as director before the appointment or election, or within ten days after the appointment or election, or if they acted as a director pursuant to the appointment or election.

  4. Any director or officer, upon a majority vote of all members in good standing, may be removed from office for any cause which the society may deem reasonable.

  5. Upon a majority vote of Board members, any director or officer may be removed from office who:

    1. misses more than three Board meetings in succession,

    2. has not participated in or helped to coordinate an event for three months, or

    3. otherwise fails to meet the requirements of their role as defined in the society bylaws.

3. OFFICERS OF THE BOARD

  1. Grand Grizzly (forthwith known as the President)

    The President shall be ex-officio a member of all Committees. He shall, when present, preside at all meetings of the society and of the Board. In his absence, the Vice-President shall preside at any such meetings. In the absence of both, a chairperson may be elected at the meeting to preside. Should there be a tie in any Board votes the President shall act as the tie breaker.

  2. Papa Bear (forthwith known as the Vice-President)

    The Vice-President shall be responsible for supporting the President. In the President’s absence, the Vice-President shall preside at any such meetings of the society and of the Board. In the absence of both, a chairperson may be elected at the meeting to preside. Should the President resign or be removed from his position by the Board the Vice-President shall assume his roles and responsibilities for the duration of the term or until such time as a new President is installed.

  3. Ursari (forthwith known as the Secretary)

    It shall be the duty of the Secretary to:

    1. attend all meetings of the society and of the Board, and to keep accurate minutes of the same,

    2. have charge of all the correspondence of the society and be under the direction of the President and the Board,

    3. keep a record of all the members of the society and their addresses,

    4. send all notices of the various meetings as required,

    5. have charge of the Seal of the society which when used shall be authenticated by the signature of the Secretary and the President, or, in the case of the death or inability of either to act, by the Vice-President.

    In case of the absence of the Secretary, his duties shall be discharged by such officer as may be appointed by the Board.

  4. The Treasurers

    The Treasurers are responsible for proper oversight and handling of society funds.  They shall receive all monies paid to the society and be responsible for the deposit of same in whatever Bank, Trust Company, Credit Union or Treasury Branch the Board may order. They shall properly account for the funds of the society and keep such books as may be directed. If decided upon at an annual meeting, the Office of the Secretary and Treasurer or Vice-Treasurer may be filled by one person. 

    The Honey Bear (forthwith known as the Treasurer) is responsible for overall oversight of society finances.  He shall: 

    1. maintain adequate financial oversight of regional financial operations,

    2. present a full detailed account of receipts and disbursements to the Board whenever requested,

    3. prepare for submission to the Annual Meeting a statement duly audited of the financial position of the society and submit a copy of same to the Secretary for the records of the society. 

    The Sugar Bear (forthwith known as Vice-Treasurer) shall oversee financial operations for his region, reporting to the Treasurer.  A Vice-Treasurer shall be elected for either Edmonton or Calgary, whichever region is not filled by the Treasurer.

  5. Membears at Large (forthwith known as Members at Large) 

    Members at Large represent and are accountable to the Society membership. Except where otherwise specified by the bylaws, the Members at Large do not have specifically prescribed duties. They are responsible to attend board meetings, take direction from and make recommendations to board officers, and can be working members of one or more committees or subcommittees formed by the Board. Two Member at Large positions are reserved for  regional representation: a Northern Alberta Representative and a Southern Alberta Representative. These representatives will be responsible for coordinating and communicating events in their respective region, with board approval.

    Four Member at Large positions in addition to the special representatives will be available at each election.

 

4. BOARD ELECTIONS & TERMS

  1. Board of Directors members are elected for fixed terms. Terms for the President, Vice-President, Treasurers and Secretary are set to two years. All other positions are set for one year terms. There is no limit to the number of times a member may be re-elected for a position.

  2. As feasible, elections for the following positions shall be held in alternating years: President alternating with Vice-President, Treasurer alternating with Vice-Treasurer.

  3. Any active member of the society who will be a resident of Alberta at the time of elections may run for open Board of Directors positions.

  4. Nominees for Board of Directors positions must be approved by a majority vote of the current Board of Directors before being added to the ballot.

  5. One year of experience on the board is required before someone may run for the President position. If no one fulfilling this requirement is nominated this provision can be waived by majority board vote.

  6. Elections may be held via email or secured online voting method.

  7. Should a Board member resign during the course of his term the board may fill the position via special resolution until the end of the term.

5. MEETINGS

  1. This society shall hold an annual meeting on or before March 31 in each year, of which notice in writing to the last known address of each member shall be delivered by email 8 days prior to the date of the meeting. At this meeting there shall be elected, at minimum, all of the following positions at term: President, Vice-President, Secretary, and Society Treasurer. The officers and directors so elected shall form a Board, and shall serve until their successors are elected and installed. Any vacancy occurring during the year shall be filled at the next meeting, provided it is so stated in the notice calling such meeting. Any member in good standing shall be eligible to any office in the society, unless otherwise indicated by the requirements of the role.

  2. General meetings of the society may be called at any time by the Secretary upon the instructions of the President or Board, with notice by email to the last known email address of each member, five days prior to the date of such meeting.

  3. A special meeting shall be called by the President or Secretary upon receipt of a petition signed by one-third of the members in good standing, setting forth the reasons for calling such meeting.  Notice for special meetings shall be given by email to the last known email address of each member, five days prior to the date of such meeting.

  4. Four members in good standing shall constitute a quorum at any meeting.

6. VOTING

  1. Any active member in good standing, who is a resident of Alberta at the time of voting, shall have the right to vote at any general or special meeting of the society. Such votes must be made in person and not by proxy or otherwise.

7. REMUNERATION

  1. Unless authorized at any meeting and after notice for same shall have been given, no officer, director, or member of the society shall receive any remuneration for his/her services

8. AUDITING

  1. The books, accounts and records of the Secretary and Treasurer shall be audited at least once each year by a duly qualified accountant or by two members of the society appointed by the Board for that purpose. A complete and proper statement of the standing of the books for the previous year shall be submitted by such auditor at the Annual Meeting of the society. The fiscal year end of the society shall be December 31 in each year.

  2. The books and records of the society may be inspected by any member of the society at the Annual Meeting or at any time upon giving reasonable notice (at least 30 days) and arranging a time satisfactory to the officer or officers having charge of same. Each member of the Board shall at all times have access to such books and records.
9. DONATIONS & FUNDS
  1. The society shall maintain an operations fund to ensure the long-term financial viability of the society.  The operations fund amount/goal for each year will be decided on by the Board of Directors at the first meeting after elections are held.  Funds generated over and above the set operations fund amount are to be distributed to other not-for-profit societies and/ or charities at the Board’s discretion.

 10. BORROWING POWERS

  1. For the purpose of carrying out its objects, the society may borrow or raise or secure the payment of money in such manner as it thinks fit, and in particular by the issue of debentures, but this power shall be exercised only under the authority of the society, and in no case shall debentures be issued without the sanction of a special resolution of the society.

11. BYLAWS

  1. The Bylaws may be rescinded, altered or added to by a Special Resolution of the Society.