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Difference between revisions of "Reviewing Your Non-profit Society's Bylaws"
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Reviewing Your Non-profit Society's Bylaws (view source)
Revision as of 05:43, 1 December 2016
, 05:43, 1 December 2016→Directors' meetings
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|- valign="top" | |- valign="top" | ||
| <strong>Proceedings of directors</strong> | | <strong>Proceedings of directors</strong> | ||
| Directors may pass | | Directors may pass directors' resolution without a meeting if all directors consent in writing. | ||
| Bylaws can provide for a written consent resolution to be passed by a fewer number of directors or | | Bylaws can provide for a written consent resolution to be passed by a fewer number of directors or "in any other manner". | ||
| New model bylaws are silent. Old Schedule B model bylaws require all directors to sign written consent resolution. Consider whether to take advantage of flexibility in new Act to have a fewer number of directors pass a written consent resolution. | | New model bylaws are silent. Old Schedule B model bylaws require all directors to sign written consent resolution. Consider whether to take advantage of flexibility in new Act to have a fewer number of directors pass a written consent resolution. | ||
|- valign="top" | |- valign="top" | ||
| <strong>Borrowing of funds</strong> | | <strong>Borrowing of funds</strong> | ||
| Society may borrow funds at | | Society may borrow funds at director's discretion. (Under old Act, issuing a debenture on borrowing funds required a special resolution of members.) | ||
| Bylaws may limit | | Bylaws may limit directors' ability to borrow funds - e.g., by requiring an ordinary or special resolution of members before borrowing can occur. | ||
| Old Schedule B model bylaws require a special resolution of members to issue a debenture (effectively curtailing the increased flexibility provided under new Act). | | Old Schedule B model bylaws require a special resolution of members to issue a debenture (effectively curtailing the increased flexibility provided under new Act). | ||
|- valign="top" | |- valign="top" | ||
| <strong>Investment of funds</strong> | | <strong>Investment of funds</strong> | ||
| Society may invest its funds in any prudent investment. | | Society may invest its funds in any prudent investment. | ||
| Bylaws may expand or limit | | Bylaws may expand or limit society's power to invest - e.g., by expanding the permissible types of investment to include more risky ones. | ||
| New model bylaws and old Schedule B model bylaws are both silent on investment of funds. | | New model bylaws and old Schedule B model bylaws are both silent on investment of funds. | ||
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