The name of the society is the Vancouver Island Chapter (hereinafter referred to as the "Chapter") and it is one of the geographic chapters of the Pacific Northwest International Section, (hereinafter referred to as the "Section"), of the Air and Waste Management Association, (hereinafter referred to as the "Association").

The geographic area of the Vancouver Island Chapter shall consist of Vancouver Island and the Gulf Islands in the Province of British Columbia.

The address of the Chapter shall be the office of the incumbent Chairperson.

ARTICLE II

PURPOSE, POWERS

It shall be the purpose of the Chapter to promote better understanding of the problems of air pollution control and waste management and related environmental concerns among government agencies, research personnel, educators, representatives of industry and the general public within the geographic area of the Chapter, and to work toward resolution of these problems. It shall also be the purpose of the Chapter to promote closer professional and personal relations among members of the Chapter and to further the mission and objectives of the Association.

The Chapter shall have all the powers granted to it by the Association and shall have the ability to do all things necessary and incident to its purposes, provided, however, that the Chapter shall not engage in any activities or exercise any powers not permitted under sub paragraph 118-1(1)(a) of Revenue Canada Code.

The membership of the Association shall consist of Members, Honorary Members, Associate Members, as defined hereinafter. Membership is available to persons residing in or conducting business within the geographic area of the Chapter.

(a) Members - Any individual who supports the purpose of the Chapter is eligible to become an active Member of the Association, and is entitled to engage in all activities of the Chapter. A Member also includes any individual designated in writing by organizations that are corporate or government members of the Air and Waste Management Association.

 

(b) Honorary Members - Honorary memberships, not to exceed two each year, may be conferred upon persons who have attained eminence in some field related to the purpose of the Chapter or who have rendered valuable service to the Chapter. Approval of their membership must be by vote of the Executive Board. Honorary Members of the Chapter, and of the Section residing in the geographic area of the Chapter, are entitled to all privileges and prerogatives of Members of the Chapter but are excused from payment of dues.

 

(c) Associate Members - Any individual interested in the purpose of the Chapter shall be eligible to become an Associate Member with the privilege of participating in all activities of the Chapter except those of nominating, voting or holding office; but are excused from payment of dues.

 

Student Members - Any full-time student at the graduating level of high school or above shall be eligible to become a Student Member and shall have the privileges that are common to all classes of membership, but not the privileges of nominating, voting or holding office.

 

OFFICERS, DIRECTORS, EXECUTIVE BOARD

(a) The Officers of the Chapter shall consist of the Past Chair, Chair, Chair Elect, Secretary, and Treasurer. The Chair Elect becomes Chair in the year following election.

 

(b) Officers shall be elected to serve a one year term by a majority vote of the members voting. They shall hold office for the ensuing year or until their successors have been elected and have taken office.

There shall be six Directors of the Chapter. Initially three shall be elected to serve a one-year term and three shall be elected to serve a two-year term. Thereafter, three Directors shall be elected annually to serve a two-year term by a majority vote to the members.

Directors of the Association living within the area of the Chapter shall be Special Directors of the Chapter.

(a) The executive, financial and general administrative functions of the Chapter shall be vested in the Executive Board (hereinafter referred to as the "Board") whose members shall be the Officers, Directors and Special Directors.

 

(b) Interim vacancies of elected Officers or Directors shall be filled by appointment by the Board until successors have been elected at the next annual elections.

 

All Officers, Directors and Special Directors shall be members of the Association.

The Officers and other members of the Board shall serve without renumeration.

ARTICLE V

The Chair shall: preside at all meetings of the Chapter; call such special meetings as may be necessary, appoint, in consultation with the Board, the member and the Chairpersons of all Standing and Temporary committees on an annual basis; be the final authority, within the Chapter, on the Constitution and bylaws of said Chapter; and is authorized to conduct both internal and external business on behalf of the Chapter.

The Chair Elect shall preside at all meetings in the absence of the Chair; and assume all powers and duties of the Chair should the Chairperson be unable to so perform.

The Secretary shall: give written notice of general business, technical, special and Board meetings; keep a record of the minutes of all meeting of the Chapter and Board; conduct appropriate correspondence of the Chapter; make an annual report to the Association regarding affairs of the Chapter; active memberships, summary of public meetings, business transactions, and Treasurer’s report; and surrender to the elected successor, or to such person as may be authorized by the Chair to receive them, all properties and records of the Chapter and/or Association as may be in his/her custody.

The Treasurer shall: receive all monies of the Chapter and deposit or invest them as directed by the Board; disburse monies as directed by the Chapter or by the Board; keep accurate and complete records of all financial transactions; furnish a financial report at the business meetings of the Chapter or as called for by the Chair and/or Board; submit the records and accounts for audit on an annual basis by an audit committee appointed by the Chair and surrender to the elected successor, or to such person as may be authorized by the Chair to receive them, all properties and records of the Chapter and/or the Association as may be in his/her custody.

The Past Chair shall: preside at meetings of the Board in the absence of both the Chair and the Chair Elect; and shall chair the Nominating Committee.

ARTICLE VI

Standing Committee shall consist of:

(a) Membership Committee which shall promote the growth of the Association by soliciting membership in the Chapter, Section, and Association, and maintain a list of current members in all categories.

 

(b) Arrangements Committee which shall make all the physical arrangements for meetings including meeting place, meal arrangements, special equipment and the like.

 

(c) Program Committee which shall secure speakers and arrange and present the program for technical meetings.

 

(d) Public Relations Committee which shall ensure that all members are notified of forthcoming meetings and functions of the Chapter, provide press releases and information to the news media as required, and ensure that information describing the mission and purpose of the Chapter is available to the public, prospective members and other interested parties, and shall publish a newsletter at least once a year.

 

(e) Nominating Committee consisting of the Past Chair as Chair and two other members, which shall nominate candidates for Officer and Director positions in accordance with these Bylaws.

 

(d) Audit Committee which shall review the books of the Chapter prior to the end of the fiscal year and submit a report not later than the last meeting of the current Board. Other Standing Committees may be established by the Board to promote the purposes of the Chapter.

Standing Committee chairpersons shall prepare and submit an annual report.

Other Committees The Chapter Chair may appoint temporary committees as deemed necessary, provided such appointment does not conflict with other provisions of the Bylaws.

Annual dues may be established by the Board.

The fiscal year, the membership year and the operating year of the Chapter shall be May 1 to April 30 during which at least one technical meeting shall be held.

Board meetings may be called by the Chapter Chair by notifying the members of the Board. The Board shall designate the dates for the general business and technical meetings and the Secretary shall give written notices thereof.

Fifteen active Members shall constitute a quorum for any general business or special meeting. Five members of the Board shall constitute a quorum for a meeting of the Board.

Only Members of the Chapter are entitled to vote. Unless otherwise provided, a majority vote of the Members present and voting shall rule.

The Nominating Committee shall prepare a list of nominees for Officers and Directors having regard for their field of work and the geographical representation of members in the Chapter, shall obtain their acceptance and shall present the slate by letter to the members of the Chapter not later than November 1. Between November 1 and December 1 any Member may submit other nominations by submitting a written nominating petition signed by at least five Members of the Chapter.

Between December 1 and February 1 the Secretary shall prepare and mail to each Member in good standing a ballot listing all nominees for Officers and Directors. A brief biographical sketch of each nominee shall be included with the ballot. A date not later than March 30 shall be specified for return of ballots. The Board shall appoint two Members to assist the Secretary and the Chair of the Nominating Committee to count the ballots. The election of candidates shall be determined on the basis of the majority of votes cast.

The Chair of the Board shall call an Annual Meeting as soon as practical after the completion of the election and in any case not later than April 30. Newly elected Officers and Directors shall be invited to attend. Appropriate annual reports shall be presented, after which the outgoing Board shall effect the transfer of duties and responsibilities to the incoming Officers and Directors.

The Chapter Secretary shall provide a list of all Officers and Directors of the Chapter to the Section Secretary not later than May 30 of each year.

Unless otherwise provided, Robert’s Rules of Order shall govern the procedure for all meetings.

Chapter Members shall pay Section dues and shall be entitled to all privileges of Section Membership.

No financial commitment by any Chapter shall be binding upon the Section.

Any Member may propose an amendment to the Bylaws to the Board or at any Annual or Special General Meeting of the Chapter.

The Board shall submit promptly to the membership by mailed ballot any proposed amendment approved or endorsed as provided in Section 1 above. Adoption of proposed amendments shall require affirmation by 75% of the votes cast. Amendments shall become effective immediately upon receiving an affirmative vote. Where appropriate, the Board may direct that the voting coincide with the annual election of Officers and Directors.

Any chapter of the Bylaws or amendments adopted hereafter which conflict with the Bylaws or policy of the Association are null and void

In the event of dissolution of the Chapter, any remaining assets after discharge of all liabilities and obligations shall be transferred to the Association or a successor organization. No part of the net earnings of the organization shall insure to the benefit of any private shareholder or individual. Upon dissolution, if the Association is unable, unwilling or eligible to receive assets, they will be distributed to one or more organizations exempt under subparagraph 118-1(1)(a) of Revenue Canada Code.