As an historic record, the SLNA's former By-Laws are noted below. They were superseded by the By-laws passed by the Delegates in November 2009 and they ceased to have any effect at the Annual General Meeting on March 31, 2010.
The SLNA's CURRENT By-Laws are HERE.
1. Name:
The name of the organization shall be St. Lawrence Neighbourhood Association.
2. Head Office:
The Head Office of the Association shall be in the Municipality of Metropolitan Toronto in the Province of Ontario and at such place therein as the Association may from time to time determine.
3. Definitions:
“SLNA” means the St. Lawrence Neighbourhood Association. “St. Lawrence Neighbourhood” means that area in the City of Toronto bounded by Yonge Street, Queen Street, Parliament Street and the railway tracks.
4. Objectives:
- To enhance the quality of life in the St. Lawrence Neighbourhood.
- To encourage change and development beneficial to all residents and businesses in the St. Lawrence Neighbourhood.
- To act as an umbrella organization, representing the St. Lawrence Neighbourhood in negotiations and communications with neighbouring associations, groups, individuals, the media and the general public.
- To represent the St. Lawrence Neighbourhood at all levels of government, creating a base with which to influence political actions affecting the St. Lawrence Neighbourhood.
- To encourage a sense of community within the St. Lawrence Neighbourhood.
- To act as an interface and facilitate communications for all groups within the St. Lawrence Neighbourhood.
- To undertake projects requiring - or benefiting from - community support to serve overall community purposes.
5. Membership:
There shall be two (2) classes of membership in the SLNA.
a) Full Member Housing Groups (Voting):
1) Eligibility:
a) Full Membership in the SLNA is open to an association or board representing a housing group in the St. Lawrence Neighbourhood, provided that such an association or board represents at least twenty percent (20%) of the housing units in its housing group.
b) Only one (1) association or board may represent its housing group as a Full Member.
2) Delegates:
Full Member housing groups having membership of fifty (50) housing units or less shall be entitled to be represented on the SLNA by one delegate; membership of fifty-one to one hundred (51-100) housing units shall be entitled to two (2) delegates; membership of one hundred and one (101) or more housing units shall be entitled to three (3) delegates.
3) Membership Dues:
Membership dues to the SLNA shall be assessed on the basis of the number of member housing units in each housing group. The per-unit membership rate for the coming fiscal year and the deadline for payment of membership dues shall be determined at each November meeting of the SLNA. Failure to meet the prescribed deadline for payment of membership dues may result in the suspension of membership rights.
b) Associate Members (Non-voting)
1) Eligibility:
Associate Membership in the SLNA is open to any agency, association, organization or business based in or active in the St. Lawrence Neighbourhood.
Admission of an Associate Member into the SLNA is at the discretion of the SLNA Executive. In exercising its discretion, the SLNA Executive shall consider all relevant factors, which may include, but are not limited to:
- the mandate or mission of the group being consistent with or not contradictory to the mandate and mission of the SLNA;
- the nature of the service provided
2) Delegates:
Associate Members shall be entitled to be represented on the SLNA by one (1) non-voting delegate.
3) Membership Dues:
The Membership due amount for Associate Members for the coming fiscal year shall be determined at each November meeting of the SLNA.
6. Meetings:
a) There shall be an annual general meeting (AGM), at which time, in addition to any other business which may be transacted, the SLNA shall:
1) hold election of the Executive;
2) receive a Treasurer’s report and appoint the auditor for the current fiscal year;
3) set the quorum for voting at general meetings for the coming year.
4) General meetings shall be held from time to time upon notice, and shall be open to the public.
7. Notice:
a) Notice of a general meeting shall be given to delegates at least one week in advance of the meeting.
b) No error in giving notice of any general meeting or any adjourned meeting, including annual meetings, shall invalidate such meeting or make void the proceedings taken at such meeting.
8. Adjournment:
Any general meeting of the SLNA may be adjourned by majority of the voting delegates present, to a future time and place. Business may be transacted at such adjourned meeting, as might have been transacted at the original meeting. Notice shall be required to be sent to all delegates notifying them of said adjournment and the new meeting time and place.
9. Quorum:
a) The quorum for voting at general meetings shall be determined by the newly elected Executive following the AGM, but in no case shall it be less than nine (9) voting delegates.
b) Proxies shall not be considered for purposes of determining quorum.
10. Voting:
a) Every fully paid up Member delegate present at general meetings is entitled to one (1) vote per motion and is entitled to exercise one (1) proxy vote (proxy vote must be in writing from voting delegate member).
b) Motions shall be carried by a simple majority of votes cast at SLNA meetings unless otherwise provided by these by-laws.
The President may vote on every motion but has only one (1) vote.
In the case of a tie vote, the motion is defeated.
c) Voting by proxy is permitted. Delegates must notify the Executive of the proxy on their behalf, in writing prior to a general meeting. Such appointment shall be announced at the commencement of that general meeting.
A proxy so announced is valid only at that general meeting and no person may exercise more than one (1) proxy vote.
A proxy vote may only be exercised by a member of the same housing group represented by the assignor of the proxy vote.
11. Executive:
a) The Executive of the SLNA, who constitute the Directors of the SLNA, shall be composed of:
- President
- Vice President - External
- Vice President - Internal
- Secretary
- Treasurer
- Three (3) At Large positions
and may also include other officers as determined by the delegates at the annual general meeting.
b) Vacancies on the Executive may be filled by a simple majority vote at any general meeting.
c) The Executive, acting in good faith, will represent the SLNA between general meetings.
The SLNA Delegates may remove any member of the Executive. When a motion is put forward at a general meeting to remove an elected member of the Executive, that motion shall be placed on the agenda for the next general meeting at which time there shall be discussion and a vote taken; which vote shall require a two-thirds majority.
d) The Executive may meet together for the conduct of business, adjourn and otherwise regulate its meetings as it determines, subject to these by-laws.
e) A simple majority of the Executive members present shall constitute a quorum, for the purposes of a meeting of the Executive.
f) The Executive may delegate any of its responsibilities to other delegates of the SLNA, provided that such delegation is agreed upon by a two-thirds majority of the Executive.
In addition, the Executive may appoint any person to represent the SLNA in any other capacity, and may revoke such appointments. All such delegation or any such appointment is subject to ratification at the next general meeting by the delegates, and failure to ratify such delegation or appointment shall automatically revoke same. At each subsequent general meeting, such delegate or appointee shall submit a report to the SLNA membership. A simple majority vote of voting delegates may revoke any delegation or appointment by the Executive.
g) The Executive of the SLNA may appoint members of the community at large to assist in the SLNA’s activities where the Executive deems it desirable.
h) Members of the Executive shall serve without remuneration.
12. Elections:
a) The rotational Executive elections of the SLNA shall be at the annual general meeting. To provide continuity, at each annual general meeting, half of the Executive will be elected for a two (2) year term, the remaining half to be elected the following year.
b) Nominees must indicate either by their presence or in writing their intention to stand.
c) The President shall not serve for more than two 2-year terms as President consecutively. The President shall serve for a further period of one (1) year as past President, but having no vote at the Executive Board meetings.
13. Committees:
a) Standing committees of the SLNA shall be as follows:
1) Membership Committee with the Vice President (internal) as chair will develop and carry out membership related activities.
2) Government Relations Committee with Vice President (external) as chair, will develop relationships with external organizations and the different levels of government; and will be responsible for the gathering of information in relation to the aforementioned.
3) Communications Committee with the Secretary as chair, will oversee the development of publications of the SLNA; and develop communications strategy for the SLNA.
4) Finance Committee with the Treasurer as chair, will co-ordinate fundraising and applications for all grants or other external funding; and will consider and evaluate the investment strategy from time to time.
b) The SLNA may appoint other committees from time to time for such purposes as it deems appropriate and it may revoke any such appointment.
c) Each committee created under b) above shall have a chairperson, appointed by the SLNA at a general meeting. The chairperson of a committee shall preside at committee meetings report to general meetings on the work of the committee, supervise committee members in the discharge of their responsibilities and shall ensure that a record of minutes, correspondence and any other material relating to the committee’s work be maintained.
14. Spending Of Funds:
Any single non-budgeted expenditure of a value greater than Five Hundred Dollars ($500.00) must be brought to a general meeting for approval prior to expenditure. All expenditures must be pre-approved by the majority of the Executives.
15. Amendments:
Any proposed amendments to the by-laws must be presented to and accepted by a majority of votes at any general meeting. Such proposed amendments shall then be placed on the agenda for the next general meeting for discussion and the vote, which vote shall be passed by a two-thirds majority of votes.
16. Signing Powers and Financial Year:
a) The Executive Officers (President, Vice-Presidents, Secretary and Treasurer) shall have signing authority in respect of the SLNA’s financial responsibilities. Two (2) authorized signatures are required for each disbursement.
b) The fiscal period of the SLNA shall commence on the 1st day of January and shall end on the 31st day of December each year.
17. Duties Of Executive Members:
President shall, in addition to other duties: preside at all general meetings and Executive meetings; assist all other Executive members in the discharge of their responsibilities; be an ex officio member of all committees; plan and prepare an agenda for each general meeting and Executive meeting in co-operation with the Executive; ensure that the SLNA complies with its by-laws; and receive and discharge correspondence in the name of the SLNA in conjunction with the secretary.
Vice-President - Internal shall, in addition to other duties: chair meetings of the membership committee; in the absence and at the request of the President, preside at general meetings and Executive meetings; perform other duties that may be determined by the Executive from time to time; keep records of all current memberships; and co-ordinate membership campaign.
Vice President - External shall, in addition to other duties: chair meetings of the government relations committee; in the absence and at the request of the President, preside at general meetings and Executive meetings; perform other duties that may be determined by the Executive from time to time; and establish co-operative relations with other external organizations.
Secretary shall, in addition to other duties: chair meetings of the communications committee; keep attendance of delegates at general meetings; keep minutes of all meetings; maintain a permanent record of all minutes, correspondence, budgets and financial reports, by-laws, policy statements and any other records that may be deemed necessary by the SLNA; be responsible for the distribution of minutes of all general meetings to delegates; and be responsible for the administration and co-ordination of the SLNA office.
Treasurer shall, in addition to other duties: chair meetings of the finance committee; have custody over all funds of the SLNA; be responsible for ensuring that all accounts are in proper order at all times; receive all grants, contributions and other revenues and deposit such into the appropriate accounts of the SLNA; present Financial Reports at general meetings; prepare annual budget and present it to the membership; arrange for annual audit and give a detailed Audited Financial Report at the annual general meeting.
Executive Member at Large (3): will perform duties as determined by the Executive from time to time.
18. Indemnification:
1) All Directors and Officers of the St. Lawrence Neighbourhood Association and their heirs, executors and trustees, and their estates and effects respectively, shall at all times be indemnified and saved harmless out of funds of the Association from and against:
- All Costs, charges and expenses whatsoever which Directors or Officers sustain or incur in or about any actions, suit or proceedings which is brought, commenced or prosecuted against them, for or in respect of any act, deed, matter or thing howsoever made, done or permitted by them in or about the execution of the duties of their offices on behalf of the Association or a corporation controlled by the Association.
2) All other approved costs, charges and expenses that they may sustain or incur in or about or in relation to the affairs thereof, except such costs, charges, or expenses as are occasioned by their own wilful neglect or default.
19. General:
a) The SLNA shall be carried on without the purpose of gain for its members, and any profits or other accretions to the SLNA shall be used in promoting its objects.
b) The SLNA shall not affiliate itself with any political party, religious order, group or organization At all time the SLNA must act in a non-partisan manner and to the benefit of all its Delegates and the Delegate resident associations at large. However the SLNA may support any particular stand taken on any issue at any time by any organization or association, provided that at all times the SLNA is acting to promote its objectives.
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