Engineering Society Bylaw 1 (The Constitution): Difference between revisions

2.0.1 There shall be three (3) types of Members:  

a) Full Time Members  

b) Part Time Members  

c) Alumni Members  

2.1.1 Full Time Members must be students registered in the Faculty enrolled in full time undergraduate studies as defined by the Faculty.  

2.1.2 Part Time Members must be students registered in the Faculty enrolled in part time undergraduate studies as defined by the Faculty.  

2.1.3 Alumni Members must have previously been registered as full time students in the University of Toronto Faculty Of Applied Science and Engineering or its precursor, the Ontario School of Practical Science.  

2.1.4 Full Time Members must have paid in full the Membership Fee described in Section 2.2.  

2.2.1 The Membership Fee shall be $44.64 in the year 2010-2011  

2.2.2 Upon a resolution of the Board of Directors, the Membership Fee for each subsequent year shall include a cost of living adjustment as determined by the Governing Council.  

2.2.3 The Membership fee shall be non-refundable.  

2.2.4 Any fees or levies to be created, altered, or removed except as specified in section 2.2.2 must be done so by the Membership through a referendum.  

2.3.1 Alumni Members shall enjoy no rights of Membership other than the right to speak at General Meetings and at meetings of the Board of Directors.  

2.3.2 All other rights and responsibilities of Members described in this document shall pertain only to Full Time and Part Time Members.  

3.0.1 The duties specified in this chapter, where they relate to:

a. Annual General Meetings, are the responsibility of the Vice-President Communications; and

b. General Meetings for the purpose of Recall are the responsibility of the Chief Returning Officer;

c. Other General Meetings are the responsibility of the Vice-President Communications.

3.1.1 An Annual General Meeting shall be called annually, in October.

3.1.2 A General Meeting shall be called upon:

a. a resolution of the Board of Directors requesting such a meeting; or

b. the receipt of a petition requesting such a meeting signed by one hundred (100) Members; or

c. a resolution of the Officers requesting such a meeting.

d. a resolution passed at a General Meeting, such as the Annual General Meeting, during that same academic year.

3.1.3 Said resolution or petition must specify the purpose of the General Meeting.

3.2.1 The agenda for each Annual General Meeting shall include motions to:

a. appoint an auditor for the current year;

b. receive the auditor’s report for the previous year;

c. authorize the Board of Directors to set the remuneration for the auditor for the current year;

d. ratify any amendments to Bylaw 1 made under Section 8.1.2b); and

e. perform any other functions specified by the Corporations Act of Ontario and other relevant legislation.

3.2.2 Motions shall be added to the agenda of an Annual General Meeting upon receipt of notice in writing at any time earlier than seven days previous to the meeting.

3.2.3 The agenda of any other General Meeting shall contain only those motions pertaining to matters specified under section 3.1.3.

3.3.1 Notice shall be given at least seven (7) days prior to any General Meeting;

3.3.2 Notice shall be given:

a. electronically to the Membership;

b. in a Society publication which prints within the seven (7) days prior to the General Meeting; and

c. through written notice posted in the Society office.

3.3.3 Without written notice as defined in Sections 3.3.1 and 3.3.2, no motions passed at a General Meeting shall have force.

3.4.1 At each General Meeting each Member of the Society holds one (1) vote.

3.4.2 A Member may proxy their vote at a General Meeting to another Member.

3.4.3 No Member may hold more than three (3) votes at a General Meeting.

3.5.1 Quorum is fifty (50) Members present in person.

3.5.2 Proxy votes do not count for the purpose of quorum.

3.6.1 The Speaker of the Board of Directors shall preside over General Meetings.

3.6.2 All General Meetings shall be governed by Roberts Rules of Order where these rules of order do not conflict with the Bylaws of the Society.

3.6.3 The Speaker shall not hold more than one (1) vote at any General Meeting.  

3.7.1 At least fourteen (14) days before the Annual General Meeting, the Vice-President Finance shall cause a copy of the Society’s financial statements and the auditor’s report to be:

a. Published online at the http://www.finance.skule.ca website, and all students made aware of their availability via the Engineering Society Digest.

b. Submitted to the Office of the Governing Council.

4.0.1 The Officers of the Society shall be the President, the Vice-President Finance, the Vice-President Communications, the Vice-President Academic, the Vice-President External, and the Vice-President Student Life.

4.0.2 Each Officer shall be elected by the Membership, as defined in Bylaw 3.

4.0.3 In case of infirmity, death, resignation, or other form of ineligibility of an Officer other than the President:

a. the President shall assume said Officer’s responsibilities;

b. an Election for said Officer’s position shall be held as early as possible, as described in Bylaw 3; and

c. all other Officers may be candidates to replace said Officer, by resigning from their positions.

4.0.4 An Officer, once elected, will not be considered eligible to run in an election for the same or substantially similar position.

4.0.5 Except in cases of Sections 4.0.3 and 4.1.4, no person may hold two Officer positions simultaneously.

4.0.6 The term of office for each Officer other than the President shall commence when he takes the Oath of Office and end at the end of the Joint Council Meeting (First Part).

4.0.7 Each Officer shall oversee Directors, as specified in Bylaw 2.

4.0.8 Each Officer shall have such other duties as may be outlined in Bylaws or Policies.

4.0.9 Officers shall be official representatives of the Society, in the following order of precedence: President, Vice-President Finance, Vice-President Communications, Vice-President Academic, Vice-President External, and Vice-President Student Life.

4.0.10 Each Officer must be a Member of the Society.

4.0.11 Each Officer must be enrolled in full time in the September of his or her term of Office and thereafter.

4.0.12 Upon a resolution of Council, the requirements of 4.0.11 may be waived for an Officer enrolled part time for reasons of disability, injury or illness. Documentation from a licensed medical professional or Accessibility Services at the University of Toronto shall be sufficient evidence of disability, injury or illness for the purpose of Council.

4.1.1 The President shall be the Chief Executive Officer of the Society.

4.1.2 The President must be at least eighteen (18) years of age.

4.1.3 The President must be a full member as defined in Chapter 2, in the fourth year of an undergraduate program in the Faculty in the September of his term of office and thereafter.

4.1.4 In case of infirmity, death, resignation, or other form of ineligibility of the President:

a. The Vice-President Finance shall assume the President’s responsibilities;

b. An Election for President shall be held as early as possible, as described in Bylaw 3; and

c. All other Officers may be candidates to replace the President, by resigning from their positions

4.1.5 The term of office for the President shall commence when he takes the Oath of Office and end when he administers the Oath of Office to the Member elected to be the following year’s President.

4.1.5 The President shall maintain the Seal of the Society.

4.2.1 The Vice-President Finance shall be the Chief Financial Officer of the Society.

4.2.2 The Vice-President Finance shall be responsible for the preparation of budgets for Board of Director approval as specified in the Bylaws.

4.2.3 Any amendment to a Board-approved Society budget must also be approved by the Board of Directors.

4.2.4 In accordance with the Corporations Act of Ontario, the Vice-President Finance shall be responsible for the keeping of all accounting records with respect to all financial and like transactions of the Society.

4.2.5 Without derogating from Section 4.2.4, the Vice-President Finance shall be responsible for the maintenance of records of:

a. All sums of money received and disbursed by the Society and the matters with respect to which receipt and disbursement took place;

b. All sales and purchases of the Society;

c. The assets and liabilities of the Society;

d. All other transactions affecting the financial position of the Society; and

e. trademarks, copyrights, and other intellectual property.

4.2.6 The Vice-President Finance shall be responsible for the security of the financial records of the Society.

4.2.7 The Vice-President Finance shall be responsible for reporting the expenditures of the Society’s funds in accordance with the budget approved by the Board of Directors.

4.2.8 The Vice-President Finance shall be responsible for the security of the Society’s property and offices, and overseeing access thereto.

4.3.1 The Vice-President Academic shall represent students' interests with regards to their academic and professional development.

4.3.2 The Vice-President Academic shall be responsible for maintaining and disseminating information on the academic regulations and procedures of the Faculty and University.

4.3.3 The Vice-President Academic shall be responsible for operating and improving academic

4.4.1 In accordance with the provisions of the Corporations Act of Ontario, the Vice-President Communications shall be responsible for the maintenance of:

a. A copy of the letters patent and any supplementary letters patent issued to the Society;

b. All Bylaws, Policies and Special Resolutions of the Society;

c. A register of all Members which shall include their names, addresses and phone numbers; and

d. All minutes and associated documents.

4.4.2 The Vice-President Communications shall be responsible for all other duties assigned to Secretaries of Corporations under the Corporations Act of Ontario.

4.4.3 The Vice President Communications shall, upon request by a member, make available to that member the full and correct version of any Society document (i.e., bylaws, policies, special resolutions of council, minutes and their associated documents) within 10 business days.

4.4.4 The Vice-President Communications shall be responsible for submitting Notices of Change to the Ontario Ministry of Consumer and Business Services within 15 days of any change in officer or director in the Society. The Vice-President Communications will be further responsible for keeping duplicates of these Notices on file in the Society’s office in accordance with the Ontario Corporations Information Act.  

4.5.1 The Vice-President Student Life is responsible for the social and cultural well-being of the Society.

4.5.2 The Vice-President Student Life shall be responsible for outreach and social activities as specified in the Bylaws.

4.6.1 The Vice-President External shall represent the Society and its members at provincial and national conferences;

4.6.2 The Vice-President External shall be responsible for all communication between the Engineering Society and organizations external to the University of Toronto;

4.6.3 The Vice-President External shall gather information required for the strategic development of the Engineering Society and implement new strategic programs.

4.7.1 The Signing Officers of the Society shall be the President, the Vice-President Finance, the Vice-President Academic, the Vice-President Communications, the Vice-President Student Life, and the Vice-President External, except those officers who are not Members.

4.7.2 One of the President or Vice-President Finance and one other Signing Officer’s signatures shall be required for any expenditures of Society funds.

4.8.1 An Officer may only be recalled by a two-thirds vote at a General Meeting called for that purpose.

5.0.1 The business and affairs of the Society shall be managed by a Board of Directors.

5.1.1 The Board shall be comprised of all:

a. The Six (6) Officers of the Engineering Society;

b. Nine (9) Discipline Representatives as follows:

i. Chemical Engineering Program Representative;

ii. Civil Engineering Program Representative;

iii. Computer Engineering Program Representative;

iv. Electrical Engineering Program Representative;

v. Engineering Science Program Representative;

vi. Industrial Engineering Program Representative;

vii. Materials Science and Engineering Program Representative;

viii. Mechanical Engineering Program Representative;

ix. Mineral Engineering Program Representative;

c. Three (3) Representatives from First Year

d. Four (4) Upper Year Representatives, elected from Second, Third and Fourth Year, and PEY.

5.2.1 The CRO must bring forward a motion to ratify the new Board at the first Board meeting following the Joint Council Meeting

5.2.2 The Board shall not refuse to ratify the results of an election conducted in accordance with the Bylaws of the Society

5.2.3 Each incoming Board member’s term of office shall begin at the adjournment of the meeting at which their election is ratified by the Board

5.3.1 Each Board Member shall have one (1) vote on each question to be decided by the Board;

5.3.2 A Board Member (except Officers) may proxy their vote to a Member of the Society of the same constituency;

5.3.3 Officers may proxy their vote to any Member of the Society;

5.3.4 No member may hold more than two (2) votes at a meeting of the Board of Directors.  

5.4.1 Every Board Member and his heirs, executors and administrators, and estate and effects, respectively shall be indemnified and saved harmless out of the funds of the Society, from and against:

a. All costs, charges and expenses whatsoever that are sustained or incurred by the Board Member in or about any action, suit or proceeding that is brought, commenced and prosecuted against the Board Member for, or in any respect of, any act, deed, matter or thing whatsoever made, done or permitted by the Board Member, in or about the execution of the duties of the Board Member’s office; and

b. All other costs, charges or expenses that resulted, were sustained or were incurred by the Board Member in, about or in relation to the affairs thereof, except such costs, charges or expenses as are occasioned by the Board Member’s own willful neglect or default.

5.5.1 In accord with the provisions of the Corporations Act of Ontario, every Board Member who is in any way directly or indirectly financially interested in a contract or proposed contract with the Society shall declare their interest at a meeting of the Board of Directors and shall not vote in respect to that contract.

5.6.1 The Board of Directors shall hold a meeting at least once a month during the academic year.

5.6.2 The President may call a meeting of Board of Directors, and shall call a meeting within one (1) week of receiving a written request to call such a meeting signed by one half of the Board.

5.6.3 Any Member may attend, speak and move or second motions at meetings of the Board of Directors subject to the rules of order.

5.6.4 The Vice-President Communications shall ensure that an agenda is circulated to all Board Members five days before any meeting of the Board.

5.6.5 All motions submitted by a Member to the Vice-President Communications at least seven days of a meeting of the Board of Directors shall be included on that agenda.

5.6.6 Unless its consideration is unanimously approved by the Board, no substantive motion shall be considered other than those on the agenda, or those to clarify motions on the agenda.

5.7.1. Notice of meetings of the Board of Directors must be given electronically or in writing to every Member by the Vice-President Communications at least five (5) days before the time chosen for such a meeting.

5.8.1 Minutes of all meetings of the Board of Directors shall be kept in accordance with the Bylaws.

5.8.2 Copies of all Board meeting minutes shall be circulated to all Board members with the agenda for the upcoming Board meeting, and presented at the meeting.

5.9.1 Quorum of the Board of Directors shall be fifty per-cent (50%) voting members present.

5.9.2 Proxy members shall not count towards quorum.