On 1 February 2010 13:53, Amgine
<amgine.saewyc@gmail.com> wrote:
Found additional requirements under the act at
http://www.ic.gc.ca/eic/site/cd-dgc.nsf/eng/cs03440.html#b
* Added to paragraph 2, Membership and voting: "Any member retains
the right to withdraw from membership in Wikimedia Canada by a
public announcement of withdrawal." (as per B.1.b and in the
spirit of Right to vanish
http://meta.wikimedia.org/wiki/Right_to_vanish)
* Insert new paragraph 3, Members meetings: "An annual general
meeting of the membership must be held. A simple majority of
active voting members will be used to determine when and where
such a meeting will be held. The annual general meeting (AGM)
may take place in IRC, with voting recognized by their use of
registered IRC accounts and votes recorded via the secretary
referencing a published log of the proceedings. The AGM place
and time will be announced at least 14 days prior to the event
on at least the Wikimedia-CA e-mail list. (as per B.2.a, B.2.b,
B.2.c, B.2.d)
* Insert new paragraph 4, Members of the board of directors:
"Members of the board of directors: The membership shall elect
at least 3 directors to serve as members of the board for the
Corporation by simple majority at the Annual General Meeting.
The membership may, at any members' meeting, vote on the removal
of any director or ex-officio member of the board, and hold
in-term election of replacement members to fulfill the
requirement of 3 directors if the approved removals or
retirements bring the number of directors below the minimum of
three. Directors shall determine among their number one who will
be responsible for recording and publishing board transactions
in accordance with Canadian law, as well as other officers as
required by the needs of the Corporation. The board of directors
shall have authority to make decisions for and sign documents on
behalf of the Corporation." (as per B.3.a, B.3.b, B.3.d, B.3.e,
B.5.i, B.5.ii, B.5.iii)
* Insert new paragraph 17, Amendment and repeal of by-laws: "The
repeal or amendment of by-laws or the enactment of a new by-law
relating to the requirements of subsection 155(2) of the Canada
Corporations Act shall not be enforced or acted upon until the
approval of the Minister has been obtained, which approval will
not be obtained prior to, or without, membership approval." (as
per B.9.b)
* Insert new paragraph 18, Appointment of Auditor: "At the Annual
General Membership meeting, the members shall appoint an Auditor
in accordance with relevant Canadian and provincial laws whose
duty shall be to audit the accounts of the corporation and make
a report to the members at the annual meeting." (as per B.10.a,
B.10.b)
* Renumbered the other paragraphs as required.