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Difference between revisions of "Introduction to Transitioning an Existing Society"
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Introduction to Transitioning an Existing Society (view source)
Revision as of 05:52, 30 November 2016
, 05:52, 30 November 2016no edit summary
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| text = The new rules relating to disclosure of remuneration paid to directors and certain employees and contractors apply as soon as the new Act comes into force. Any financial statements prepared or presented by a society after November 28, 2016 need to comply with these new requirements. | | text = The new rules relating to disclosure of remuneration paid to directors and certain employees and contractors apply as soon as the new Act comes into force. Any financial statements prepared or presented by a society after November 28, 2016 need to comply with these new requirements. | ||
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==3. There is greater flexibility in conducting members’ meetings== | |||
The new Act provides greater flexibility in conducting members’ meetings. Participating by telephone or other communications media is recognized as the norm. Unless a society’s bylaws provide otherwise, members can participate in meetings by phone or using other technology so long as all the people participating are able to communicate with each other. | |||
An annual general meeting can now be held entirely in writing. All voting members must consent to a written resolution covering the matters that must be dealt with at the AGM, including the presentation of the financial statements and any auditor’s report. | |||
==4. The voting threshold for a special resolution has been lowered== | |||
The new ''Societies Act'' lowers the voting threshold for approving a special resolution. A special resolution approved by a society’s members is required to make fundamental changes to a society, including changing its name or bylaws. | |||
Under the old "Society Act", a special resolution required at least 3/4 of votes cast at a members’ meeting in order to be approved. Under the new Act, a special resolution requires 2/3 of the votes cast. | |||
The new Act also allows societies flexibility in setting a higher threshold for special resolutions if they choose. In its bylaws, a society can provide a threshold of up to 100% of voting members. The higher threshold can apply generally or be set for specific special resolutions. For example, the bylaws can require a unanimous vote to change the bylaw that sets out where the society’s assets are to go on dissolution, while retaining the default threshold of 2/3 of the votes cast for other bylaw amendments. | |||
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| text = If your society’s bylaws currently require that a special resolution be approved by at least 3/4 of votes cast, then that threshold still applies under the new Societies Act. Under the new Act, the default voting threshold to pass a special resolution is 2/3 of the votes cast at a members’ meeting. But if a society’s bylaws impose a higher threshold, the higher threshold in the bylaws prevails. The exception is for a vote to remove a director from office – the new default threshold of 2/3 applies to that situation regardless of what the bylaws say. | |||
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==5. Members now have the right to bring a “member’s proposal”== | |||
Members of a society have always been able to requisition a member’s meeting for a specific purpose, provided that at least 10% of voting members sign the requisition. The new Act introduces a right for members to add specific issues to the agenda of an annual general meeting. A member proposal must be added to the agenda if the proposal is signed by at least 5% of the society’s voting members. The proposal must be received by the society at least 7 days before notice of the AGM is sent. | |||
A society’s board of directors have the discretion to reject the proposal if it is substantially similar to an issue that has already been voted on at a member’s meeting in the previous two years. | |||