By-Laws
Preamble
These By-Laws have been adapted from those recommended by Probus Centre – Canada, Inc. The Probus Club of Kitchener – Waterloo may make further amendments to meet its Club’s conditions, providing that any changes are in harmony with the current Standard Constitution.
Article 1 – Territory
1.1 Membership of this Club shall be primarily, but not exclusively, for residents of the area of Kitchener – Waterloo.
Article 2 – Membership
2.1 An application for membership shall have one member as sponsor, and be accompanied by a brief resume of the proposed member. The amount of the initiation fee and the annual fee is specified in the application form. After payment of the required fee and the induction, a new member shall be presented by the President or the Past President with a Probus lapel pin and other items as determined by the Management Committee.
2.2 Annual membership fees are payable by August 1st.
2.3 The Management Committee may terminate the membership of any member who fails to pay the annual membership fee by November 1st.
2.4 An Honorary Life Membership, on the recommendation of the Past Presidents’ Committee, may be awarded to an existing member of the Club for outstanding service to the Probus Club of Kitchener-Waterloo. Honorary Life Members shall not be required to pay the annual membership fees and shall enjoy all the other privileges of membership. No more than five (5) per cent of the membership may hold this distinction at any one time. A nomination for honorary membership must provide a written submission describing the worthiness of the proposed nominee. Honorary Life Membership shall preferably be granted at the Annual General Meeting of the Club. The Honorary Life Members shall be inducted into Honorary Life Membership by the presentation of an engraved Probus Plaque, suitably worded to commemorate the occasion. If an Honorary Member retires from membership, he shall inform the Management Committee.
2.5 A Charter Member of the Club is one who became a member at the Organizational Meeting of the Club and any other person registered as a member up to and including September 30, 1988.
Article 3 – Management
3.1 The Club shall be managed by a management Committee consisting of a President, a 1st Vice President (President Elect), a 2nd Vice President, a Director-at-Large, the Immediate Past President, a Secretary, a Treasurer, a Sergeant-at-Arms and a Chairman for each of the Standing Committees.
3.2 The Standing Committees shall be: Pro Buzz Editor, Health, Historian, Membership, and Program.
3.3 A vacancy during the Probus Year shall be filled by the Management Committee.
3.4 The President, or his designate, shall preside at all General Club Meetings and Management Committee Meetings.
3.5 The Management Committee shall set out the responsibilities and duties of all members of the Management Committee.
3.6 The 1st Vice President shall preside over the General Meetings and Management Committee Meetings in the President’s absence. The 2nd Vice President shall preside in the absence of the President and the 1st Vice President.
3.7 Past Presidents of the Club are welcome to attend meetings of the Management Committee.
Article 4 – Election of Officers
4.1 The Nominating Committee for the election of Officers and other members of the Management Committee shall be composed of: the Immediate Past President, acting as Chairman, the President, the 1st Vice President and the 2nd Vice President.
4.2 The month prior to the Annual General Meeting, the Nominating Committee shall present to the Management Committee a slate of nominees, for each position on the Management Committee. The Nomination Slate, as presented, shall be published in the next Monthly Bulletin.
4.3 Any further nominations, with prior agreement to stand, shall be forwarded to the Nominating Committee at least fourteen (14) days in advance of the Annual General Meeting.
4.4 The Chairman of the Nominating Committee shall present the slate of Nominations, with any additional Nominations, duly received, to the general membership at the Club’s Annual General Meeting.
4.5 With the exception of the Immediate Past President, all other members are eligible for election, taking into account the maximum term of 5 years for each position for Committee Chairmen. The President may stand for a second term in office.
Article 5 – General Meeting
5.1 The Annual General Meeting of the Club shall be held on the last meeting day of September each year, or as otherwise determined by the Management Committee. The Agenda shall include the election of Officers and other members of the Management Committee, the approval of the Club’s Annual Financial Statement and the appointment of an accountant. A quorum for voting shall be twenty-five (25) per cent of the membership.
5.2 A General Meeting of the Club shall be held on the last Tuesday of each month, except in July and December, at 9:30AM at a location determined by the membership, upon the recommendation of the Management Committee.
5.3 Meetings of the Management Committee shall be held on the second Wednesday of the month at 9:30AM at a site determined by the Management Committee.
5.4 Any notice of motion shall be submitted in writing to the Secretary, published in the Pro Buzz bulletin, and shall be read at the General Meeting prior to the General Meeting at which it is to be considered.
Article 6 – Financial
6.1 The financial year of the Club shall be August 1st to July 31st.
6.2 The Treasurer shall deposit all funds of the Club in a Bank or Trust Company approved by the Management Committee. Signatures for cheques shall be any two (2) of the President, 1st Vice President, Secretary or Treasurer.
6.3 A statement of income and expenses and a balance sheet for the twelve months ended July 31st, shall be presented to the Annual General Meeting.
Article 7 – Amendment
7.1 Any amendment to the Club’s By-Laws requires a two-thirds majority vote of the members present at a General Meeting of the Club. Any such vote is subject to the required notice of motion having been given and the presence of a quorum.