NOTE: This document is not for approval by the membership. It is an aid for the Organizational By-law # 87 to amend the Organizational By-law #83 – (ORGANIZATIONAL AMENDING BY-LAW #87)
Most changes relate to the changes to the Ontario Co-op Corporations Act. The amending document was developed by the Co-operative Housing Federation of Canada (CHFC).
Article 2: Applying for Membership — Signing Application – relating to electronic updates
Article 4: General meetings
– Continuing meetings – Continuing the meeting at a later time and Quorum
– Attendance by Non-Members – clarification
Article 6: Member Control – Requirements for All Requisitions; confidentiality
Article 9: Role of the Board of Directors and Board Procedures – clarification relating to electronic updates
Article 11: Board Procedures
– Numbering changes to match CHFC’s model Organizational Bylaw
– Resolutions in Writing – new paragraph
– Board polls – clarifies procedure and refers to new paragraph
Article 12: Early Ending of Directors’ Terms
– Vacancies – clarifies what happens if there is a vacancy, if members don’t ratify an appointee and calls for an election with the new normal process.
Article 16: Staffing – Staff Information
– Backup copies – new paragraph requiring staff to keep a record of passwords, e-mail addresses, and similar data and share with lawyer or auditor
Article 17: Committees – Role of Committees – requires sending minutes to the Board
Article 18: No Payment of Directors and Officers – expansion of One Year Gap before someone connected to an out-going director can be paid by the co-op or receive an honorarium from the co-op.
Article 19: Conflict of Interest – change of just one word for clarity from “benefits” to “affects”
Article 20: Confidential Information – Access to Personal Files and Accounts
– Added (f) Staff, Board and committee access to member files which restricts access
Article 21: Confidentiality Situations
– No Recording of Meetings – electronic update
– Disputes between members – recommendation of order changed for clarity
Article 24: Financial – Major Commitments – clarification of length of time of contracts for member approval
– Adjusting items in housing charges – new paragraph about changing what is included in housing charges or not included in housing charges by a vote of the members at a general meeting.
– Approval Process – How member approval is given – clarification
Article 26: Giving Notices – Delivery by electronic mail – new paragraph says what can be sent by email if the member has consented
– Notices to Co-op – new (d) Exceptions – what cannot be sent by email even with consent of the member
Schedule A: Rules of order – electronic
Schedule C: Director’s Ethical Conduct Agreement – clarification of point 1 and expansion of point 6.