Injuries Are Costly

By-Laws

Injury Free Nova Scotia:  Bylaws (revised September 2017)


l) Legal Name
  1. The name of the organization shall be Injury Free Nova Scotia Society, herein referred to as “the Society”.
ll) Board of Directors
  1. The Board of Directors shall be called the Leadership Team.
  2. The Leadership Team members shall serve without pay; however, members are eligible for reimbursement of reasonable travel expenses associated with their services as members, as per organizational policies.
  3. The Leadership Team shall consist of a minimum of five and a maximum of nine members, plus the Executive Director, who serves as a non-voting ex-officio member of the Leadership Team.
  4. The Leadership Team members shall serve for terms of two years and may re-offer their services at the end of each term for an additional two-year term.
  5. Any decision to retain a Leadership Team member past the initial two-year term shall require Leadership Team consensus.
  6. Leadership Team vacancies shall be filled by the Leadership Team, through consensus, in discussion with the Executive Director.
  7. New Leadership Team members shall commence their service at any regular Leadership Team meeting.
  8. Regular attendance at Leadership Team meetings shall be an expectation of involvement. Leadership Team members are required to attend 80% of all scheduled meetings of the Leadership Team to maintain their membership on the Leadership Team.
  9. The Leadership Team may revoke the membership of any member upon motion where the Leadership Team decides that such a member has conducted him/herself in a manner contrary to the best interests of the organization.
  10. All materials produced by the organization will refer to the board as the “Leadership Team”.
lll) Officers
  1. The officers of the Leadership Team shall consist of two co-chairs and a Treasurer, each nominated by the Leadership Team at the Annual General Meeting.
  2. Elected officers shall serve a term of two years and can be re-elected through a motion made at the Annual General Meeting.
  3. In accordance with the Nova Scotia Registry of Joint Stocks, the Annual General Meeting will be held within 90 days from the fiscal year end of March 31.
  4. The Co-chairs shall share the chairing role, presiding over all Leadership Team meetings, setting and following agendas, serving as signing authorities and performing other duties as associated with the office. Each will carry out all the required duties of the position in the other’s absence.
  5. The Treasurer shall account for and report on the funds, budget and expenditures of the organization and will serve as a signing authority.
  6. The Executive Director is the spokesperson for the organization, in work with the media and with government representatives.
  7. The Executive Director is responsible for ensuring that meeting minutes from Leadership Team meetings are taken, distributed, and approved by members. The Executive Director is also responsible for maintaining all documentation related to Leadership Team meetings.
  8. All documentation is kept for a minimum of 6 years, in accordance with the Canada Revenue Agency guidelines.
IV. Committees
  1. The Leadership Team shall appoint standing and ad hoc committees as needed. These committees shall consist of individuals both within and outside of the Leadership Team. Members of ad hoc committees are identified and chosen based on their expertise, experience and knowledge of the issue being explored.
V. Meetings
  1. The Annual General Meeting shall be held within three months after the end of the fiscal year of the Society. The following business items are mandatory and are determined to be ordinary business:
    • Minutes of the preceding Annual General Meeting
    • Consideration of the Annual Report of the Society
    • Consideration of the Reviewed Financial Statements of the Society
    • Appointment of new Leadership Team Members
  2. Regular Leadership Team Meetings shall be held four times a year.
  3. The Leadership Team may call any other general meetings as required to support the Society. The nature of business to be discussed shall be communicated to the members by email at least seven days in advance.
  4. Leadership Team members shall be provided with at least two weeks email notice of a meeting, specifying the place, date, teleconference details, and time.
  5. A Leadership Team member shall be responsible for notifying the Executive Director they are unable to attend a regularly scheduled Leadership Team meeting. They must also assign proxy, via a proxy form, to another Leadership Team member prior to non-attendance. The proxy form is provided by the Executive Director.
  6. Leadership Team meeting agendas shall be provided at least seven days in advance.
VI. Voting
  1. A majority of Leadership Team members (half plus one) constitutes a quorum.
  2. In absence of a quorum, no Leadership Team meeting shall take place, and no action shall be taken. Any informal discussion that occurs at that time by the attending Leadership Team members shall be captured as meeting notes and distributed to the entire Leadership Team.
  3. A new date for the Leadership Team meeting shall be set within one week of the meeting where no quorum was achieved.
  4. Passage of any motion at a Leadership Team meeting requires a simple majority (half plus one).
VII. Conflict of Interest
  1. Any member of the Leadership Team who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Leadership Team, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Leadership Team to voluntarily excuse themselves and vacate their seat and refrain from discussion and voting on said item.
VIII. Finances, Accountability and Reporting
  1. The fiscal year of the Society shall be from April 1 to March 31.
  2. The financial records of the Society will be kept in the custody of the Executive Director at the Injury Free Nova Scotia Office, Box 2344, Wolfville, Nova Scotia B4P2N5.
  3. Execution of contracts can occur with approval by any two of the Executive Director and officers of the Leadership Team.
IX. Amendments
  1. These bylaws shall be amended by a two-third vote of Leadership Team members present at any meeting, provided a quorum is fulfilled and that a copy of the proposed amendment(s) are provided to each Leadership Team member at least one week prior to said meeting.
  2. Notwithstanding the identification of an issue resulting in the pursuit of a bylaw amendment, the bylaws shall be revisited by the organization every two years.