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Difference between revisions of "Preparing for Transition under the New Societies Act"
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Preparing for Transition under the New Societies Act (view source)
Revision as of 16:02, 30 November 2016
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<blockquote>''This society is a member-funded society. It is funded primarily by its members to carry on activities for the benefit of its members. On its liquidation or dissolution, this society may distribute its money and other property to its members.''</blockquote> | <blockquote>''This society is a member-funded society. It is funded primarily by its members to carry on activities for the benefit of its members. On its liquidation or dissolution, this society may distribute its money and other property to its members.''</blockquote> | ||
==Step 4: Prepare the | ==Step 4: Prepare the society's consolidated bylaws== | ||
To file the transition application, you will need to submit a single, consolidated set of the | To file the transition application, you will need to submit a single, consolidated set of the society's bylaws in electronic form. In other words, you must create one document that reflects the original bylaws as well as all subsequent amendments to the bylaws filed with the Corporate Registry. | ||
The document can be a word processing document or a PDF. If your constitution and bylaws are currently in a single document, you will need to separate them into two documents; the bylaws must be in a single, consolidated document. | The document can be a word processing document or a PDF. If your constitution and bylaws are currently in a single document, you will need to separate them into two documents; the bylaws must be in a single, consolidated document. | ||
To assemble this document, the transition package described in the [[Preparing_for_Transition_under_the_New_Societies_Act#Optional_preliminary_step:_Order_a_transition_package|optional preliminary step above]] can be very helpful. For societies that use the model bylaws in Schedule B of the old ''Society Act'', a [http://www2.gov.bc.ca/assets/gov/employment-business-and-economic-development/business-management/permits-licences-and-registration/corporations/societies/schedule_b_bylaws.docx Word version of the Schedule B Bylaws] available on the Corporate Registry website can be used as a starting point to assemble your society’s consolidated bylaws. You will need to update that document with any amendments to the | To assemble this document, the transition package described in the [[Preparing_for_Transition_under_the_New_Societies_Act#Optional_preliminary_step:_Order_a_transition_package|optional preliminary step above]] can be very helpful. For societies that use the model bylaws in Schedule B of the old ''Society Act'', a [http://www2.gov.bc.ca/assets/gov/employment-business-and-economic-development/business-management/permits-licences-and-registration/corporations/societies/schedule_b_bylaws.docx Word version of the Schedule B Bylaws] available on the Corporate Registry website can be used as a starting point to assemble your society’s consolidated bylaws. You will need to update that document with any amendments to the society's bylaws that were filed with the Corporate Registry. | ||
===Moving provisions from the | ===Moving provisions from the society's constitution=== | ||
For any provisions in the society’s constitution other than the | For any provisions in the society’s constitution other than the society's name and purposes, move those provisions to the society's consolidated bylaws. You can add them to a new part at the end of the bylaws under a separate heading such as "Provisions from the Society's Pre-Transition Constitution" or "Former Constitutional Provisions". | ||
If you are moving an "unalterable" provision from the | If you are moving an "unalterable" provision from the society's constitution to the bylaws, mark that provision as having been "previously unalterable". For example, a society might have an unalterable provision in its constitution about remuneration of board members: | ||
<blockquote>''3. The society shall be carried on without purpose of gain for its members. No member of the board shall be paid any remuneration for services rendered to the society but may be paid his reasonable expenses. This paragraph is unalterable.''</blockquote> | <blockquote>''3. The society shall be carried on without purpose of gain for its members. No member of the board shall be paid any remuneration for services rendered to the society but may be paid his reasonable expenses. This paragraph is unalterable.''</blockquote> | ||
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On moving this provision to the consolidated bylaws, it could look like this: | On moving this provision to the consolidated bylaws, it could look like this: | ||
<blockquote>'''''Provisions from the | <blockquote>'''''Provisions from the Society's Pre-Transition Constitution''''' <br/> | ||
''40. The society shall be carried on without purpose of gain for its members. No member of the board shall be paid any remuneration for services rendered to the society but may be paid his reasonable expenses. This provision was previously unalterable.''</blockquote> | ''40. The society shall be carried on without purpose of gain for its members. No member of the board shall be paid any remuneration for services rendered to the society but may be paid his reasonable expenses. This provision was previously unalterable.''</blockquote> | ||
Note that on transition, any previously unalterable provisions cannot be amended. Other provisions you move from your | Note that on transition, any previously unalterable provisions cannot be amended. Other provisions you move from your society's constitution to your bylaws (and other bylaws for that matter), can be amended on transition – with member approval. But any potential amendments to previously unalterable provisions must wait until after the society has filed its transition application. | ||
===If the society was a reporting society=== | ===If the society was a reporting society=== | ||
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If the society was a reporting society under the old ''Society Act'', incorporate the new reporting society provisions into the consolidated bylaws. | If the society was a reporting society under the old ''Society Act'', incorporate the new reporting society provisions into the consolidated bylaws. | ||
Reporting societies under the old ''Society Act'' include hospitals, insurance societies and other societies that require government consent to incorporate, as well as any society that has a subsidiary. Approximately 1% of | Reporting societies under the old ''Society Act'' include hospitals, insurance societies and other societies that require government consent to incorporate, as well as any society that has a subsidiary. Approximately 1% of BC's 27,000 societies are reporting societies, and most can expect to be notified of this status by the Corporate Registry by November 2016. (A society is not reporting just because it files annual reports with the Corporate Registry.) | ||
The new reporting society provisions are in [http://www.canlii.org/en/bc/laws/regu/bc-reg-216-2015/latest/bc-reg-216-2015.html#Schedule_3__58546 Schedule 3 of the Societies Regulation]. They contain special rules, such as the requirement to have an auditor. | The new reporting society provisions are in [http://www.canlii.org/en/bc/laws/regu/bc-reg-216-2015/latest/bc-reg-216-2015.html#Schedule_3__58546 Schedule 3 of the Societies Regulation]. They contain special rules, such as the requirement to have an auditor. | ||
A reporting society under the old ''Society Act'' must include these provisions without alteration in the bylaws filed with the transition application. Once the provisions have been included in a | A reporting society under the old ''Society Act'' must include these provisions without alteration in the bylaws filed with the transition application. Once the provisions have been included in a society's bylaws on transition, they can be altered like any other bylaw. | ||
==Step 5: Review the society's bylaws== | ==Step 5: Review the society's bylaws== | ||
