Bylaw 1.

3 is rescinded
Bylaw 1.2 rescinded and replaced by the following:

“1.2 A person who has lived on Denman Island for more than 3 months and is over 18 years
of age is a member of the Society.”

DENMAN ISLAND RECREATION COMMISSION SOCIETY BY-LAWS 1. MEMBERSHIP

1.1 A person may apply to the Secretary of the Society for membership and, upon (a)
paying the required membership fee, and
(b) receiving acceptance of membership by the Directors,

is a member of the Society, subject to upholding the Society’s Constitution and complying
with its by-laws.

1.2 A person who has not lived on Denman Island for more than 3 months, or is less than
18 years of age, is ineligible for membership.

1.3 The membership feed is to be set at the Society’s first Annual General Meeting and it is
to prevail until the Board of Directors determine that the fee be amended, which
amendment shall be voted on and established at he next Annual General Meeting.

1.4 A person ceases to be a member of the Society upon

(a) resigning, by writing to the Secretary of the Society, and in so doing,

setting out the reasons for resigning, or

(b) failing to maintain membership in good standing i. e. renewal of membership within 30
days from the 1st day of the year.

1.5 rescinded 1.6 rescinded

1.7 The Society shall require the proper registration of all members in good standing.

1.8 A member is entitled to a copy of the Society’s Constitution and By-laws. DIRECTORS

2.1 Four Principal Directors – President, Vice-President, Secretary, and Treasurer – and five
other Directors are required to be elected, and, upon election, shall be known as the Board
of Directors.

2.2 The election of the Directors shall be as follows:

(a) The Directors shall be elected annually. Outgoing Directors shall retire at the Annual
General Meeting but if a retiring Director is not replaced by a successor, that Director may
hold office for the coming year.

(b)
(c) (d) (e)

(f)

1. (a)  oversee the business and management of the Society, as carried out by the
Directors fulfilling their allocated responsibilities and duties;

2. (b)  delegate tasks, as deemed necessary, to any member of the Society;

3. (c)  appoint committees;

4. (d)  carry out any direction from the membership passed at a General Meeting;

and

5. (e)  act on any matter that is deemed in the interest of the membership.

3.2 The Vice-President shall, in the absence of the President, assume his power and duties.
3.4 The Secretary of the Society shall:

(a) keep all records and documents of the Society except those required to be kept by the
Treasurer;

(b) conduct all in-coming and out-going correspondence of the Society; (c) issue notices of
meetings of the Society and Directors;
(d)record and keep minutes of all meetings of the members and directors

available for inspection by its members and the public,

(e) maintain the membership registry, and
(f) maintain a policy and procedure manual for the Society.

3.5 The Treasurer of the Society shall: (a) have charge of all Society funds;

(b) keep a proper record of all the Society’s financial transactions;

(c) pay all approved accounts and shall countersign or appoint an alternate executive
director to countersign all cheques.

3.6 A Director must not be remunerated for being or acting as a Director but a Director
must be reimbursed for all expenses necessarily and reasonably incurred

Election of Officers and Directors

1. (i)  the President and Vice-President shall be elected every two years. The

President shall not be elected to the Presidency for more than two
 consecutive terms unless by special resolution of the Board.

2. (ii)  Other officers and directors shall be elected every two years.

Elections can be by acclamation, or, where a vote is required, by ballot. Nominators of

absent candidates must have their permission in writing.
In the case of the resignation of a Director, the Board of Directors shall have the power to
fill the vacancy by appointment for the remaining term of office. In the event of two
simultaneous resignations:
A special meeting must be called. A Director or Directors so approved can hold office for
the remaining term with eligibility being unaffected.
The members may, by special resolution, remove a Director.

POWER OF DIRECTORS 3.1 The Board of Directors shall:

(g) Part 3

by the Director while engaged in the affairs of the Society, and the booking agent receives
an honorarium as determined by the Board.

3.8 The President and Treasurer are empowered to authorize expenditures up to $300
without the approval of the Board of Directors, subject to the provisions of By- law 3.6 of
these by-laws.

3.9 The Board of Directors’ authority for unallocated expenditures of the Society’s finances
is limited to no more than $1500.00. Expenditures exceeding these limitations must receive
the approval of the membership at a properly convened meeting.

3.10 A debit balance of more than $500.00 on the Society’s books shall not be incurred
unless the Treasurer indicates that incoming funds shall be sufficient to erase the debt.
Larger expenditures than $1500.00 shall require approval of the Board.

PART 4 ASSETS AND LIABILITIES

4.1 The Society shall cause true accounts to be kept of the Assets and Liabilities of the
Society.

4.2 Financial Statements of all accounts of the Society shall:

(a) be prepared by the Treasurer;
(b) be duly reviewed and endorsed by an outside accountant every 5 years; and (c) be
signed by the President and another Board member, for presentation and approval at the
Society’s Annual General Meeting.

4.3 An Auditor may be appointed by the Society if deemed necessary, but no member of the
Society may be appointed to act in that capacity.
4.4 In the event that an Auditor is appointed by the Society, the Auditor may attend any
general meeting in addition to attending the Annual General Meeting.

4.5 An Auditor may be removed by ordinary resolution and shall be informed in writing of
that decision. The Auditor is, however, to receive a notice not less than 14 meeting days
before the meeting takes place, informing him of the proposed resolution and of his right to
attend.

PART 5 MEETINGS

5.1 The Annual General Meeting of the Society shall be held sometime during the month of
February in each year.

5.2 All members shall be notified of a General meeting either by

(a) mail not less than 14 days in advance of the meeting, or

(b) a notice appearing in two consecutive issues of the Denman Island local

weekly newspaper, The Grapevine, provided that the first notice appears not

less than 14 days in advance of the meeting.

5.3 Any new by-laws may be made and any of the by-laws herein contained may be
amended or rescinded by an extraordinary general meeting of the Society provided that, at
least fourteen days prior to the meeting, written notice of the proposed new by-law or
amendment or rescission shall be delivered to each member entitled to vote at the
extraordinary general meeting to which such alteration or amendment is to be submitted.
The changes do not take effect until filed and registered by the Registrar of Companies.

5.4 The numbers of members at an Annual General Meeting or General Meeting to

constitute a quorum shall be 25% of the membership but in no case shall a quorum be less
than 5 members.

5.5 Members of the Society may participate in discussions of the Society’s affairs at an
Annual or General meeting, and, if in good standing, having paid their membership fee, can
vote on proposals. Members not in good standing at the time of the meeting, or any other
person who is not a member, cannot vote but my address the Society upon invitation.

5.6 A member in food standing at a General meeting is entitled to one vote and shall give
that vote by a show of hands.

5.7 Voting by proxy is permitted, but no member shall be allowed to submit more than 2
proxy votes.

5.8 General meetings are, for the purposes of the Society Act, extraordinary general
meetings and as such require;
 1. (a)  notice of the meeting, specifying place, day, and hour of the meeting and the
nature of any special business under consideration;

2. (b)  no business can be conducted at a General meeting at any time when a quorum
is not present except to terminate or adjourn the meeting;

3. (c)  The President of the Society shall chair all General meetings but, in his

absence, the Vice-President shall assume the chair. Where both are absent, a
Director with approval from the members present, can act as chair.

4. (d)  A General meeting may be adjourned by resolution but where there is

unfinished business, the members attending shall be notified at that meeting, of the
time and place of the new meeting to conclude the unfinished business. The new
meeting must take place within 10 days of the adjourned meeting.

5. (e)  A proposed resolution at a General need not be seconded, and the chair of a
meeting may move or propose a resolution.

5.9 Meetings of any committee formed by the Board of Directors shall conform to any rules
imposed on it by the Directors and shall convey the extent and nature of things done, to the
Directors at the next General meeting.

PART 6 BORROWING

6.1 The Society may elect to raise or secure payment of repayment of money in the manner
it decides. The Society’s members may not incur debt in the name of the Society.

PART 8 THE BY-LAWS

8.1 A member on being admitted to membership is entitled to, without charge, a copy of the
Society’s Constitution and By-laws.

8.2 These by-laws must not be altered or added to except by special resolution.