Constitution

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Alberta/Japan Twinned Municipalities Association (A/JTMA)


OBJECTIVES

1. To develop and promote friendship and goodwill between citizens of their Alberta/ Japan twinned municipalities and citizens in Japan and their surrounding areas.
2. To work in conjunction with the Federal and Provincial Ministries of International and Intergovernmental Relations, the office of the Consul-General of Japan, and other organizations already promoting Japanese culture.
3. To provide advice and assistance to existing twinned Alberta municipalities and Alberta municipalities contemplating a twinning relationship.
4. To promote informational and cultural exchanges between groups, service clubs, schools, civic organizations, businesses and individuals of all ages, interests and abilities in the twinned communities.
5. To explore economic and tourism opportunities as a result of the friendly relations between the twinned communities.
6. To promote an understanding and appreciation between the twinned communities for Canadian and Japanese culture.
7. To develop and implement a means of fundraising to support the Association's objectives.


MEMBERSHIP

1. Membership fee in the Association shall be determined, from time to time, by the members at a general meeting.
2. A member is a municipality or a non-profit organization recognized by the Alberta/ Japan Twinned Municipalities' Association as being in a twinned partnership with a municipality or non-profit organization in Japan and shall be entitled to one vote each.
3. Any person residing in Alberta or Japan and being of the full age of 18 years, may become a (non-voting) Associate member by a favourable vote passed by a majority of the members at a regular meeting of the Association, and upon payment of the fee. Such voting shall be by show of hands, unless the meeting by resolution otherwise dictates.
4. Any member wishing to withdraw from membership may do so upon a notice in writing to the Board through a member of the Executive. If any member is in arrears for fees or assessments for any year, such member shall be suspended at the expiration of six months from the end of such year and shall be required to re-apply for membership in the Association. Any member upon a majority vote of all members of the Association in good standing may be expelled from membership for any cause which the Association may deem reasonable.


BOARD OF DIRECTORS

1. Board of Directors, Executive Committee or Board, shall mean the Board of Directors of the Association.
2. The Board shall, subject to the bylaws or directions given it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the Association, and meetings of the Board shall be held as often as may be required. Meetings of the Board shall be called by 10 days notice in writing to each member. A quorum will be as set out in Art. XI. Miscellaneous Section 64, Quorum in Robert's Rules of Order.
3. Special meetings of the Association may be called when considered necessary by the President, or at the request of the Board of Directors, or when requested in writing to do so by one-third or more of the members.
4. The Board shall be responsible for carrying on any routine business of the Association in the intervals between the Annual General Meeting and meetings of the Board of Directors.
5. A person appointed or elected as a director becomes a director if they were present at the meeting when being appointed or elected, and did not refuse the appointment. They may also become a director if they were not present at the meeting but consented to act as director before the appointment or election, or within ten days after the appointment or election, or if they acted as a director pursuant to the appointment or election. If the person is not present at the meeting, a signed letter of intent received prior to the Annual General Meeting will be acceptable.
6. Any director or officer, upon a majority vote of all members in good standing, may be removed from office for any cause which the Association may deem reasonable.


PRESIDENT

The President shall be ex-officio a member of all Committees. He/she shall, when present, preside at all meetings of the Association and of the Board. In his/her absence, the Vice­ President shall preside at any such meetings. In the absence of both, a chairperson may be elected at the meeting to preside. Term of Office: The President shall serve for a three-year term to a maximum of two terms.

VICE-PRESIDENT

The Vice-President shall, in the absence of the President, perform the duties of the President and exercise the same authority, as well as work in conjunction with the President. Term of Office: The Vice-President shall serve for a two-year term to a maximum of three terms.

PAST-PRESIDENT

The Past-President shall serve in an honourary position with no Executive voting privileges to ensure a smooth transition and continuity of the Association. Term of Office: The Past-President shall serve for one year only.

SECRETARY

It shall be the duty of the Secretary to attend all meetings of the Association and of the Board, and to keep accurate minutes of the same. In case of the absence of the Secretary, his/her duties shall be discharged by such officer as may be appointed by the Board. The Secretary shall have charge of all the correspondence of the Association and be under the direction of the President and the Board. The Secretary shall also keep a record of all the members of the Association and their addresses and send all notices of the various meetings as required. Term of Office: The Secretary shall serve for a two-year term to a maximum of three terms.

TREASURER

The Treasurer shall receive all monies paid to the Association and be responsible for the deposit of same in whatever Bank, Trust Company, Credit Union or Treasury Branch the Board may order. He/ she shall properly account for the funds of the Association and keep such books as may be directed. He/ she shall present a full detailed account of receipts and disbursements to the Board whenever requested and shall prepare for submission to the Annual General Meeting a statement duly audited of the financial position of the Association and submit a copy of same to the Secretary for the records of the Association. Term of Office: The Treasurer shall serve for a two-year term to a maximum of three terms.

EXECUTIVE VISIONARY

The Executive Visionary position will be held by a "youth" from a Member Association who is between the ages of eighteen (18) and twenty-five (25) inclusive. Term of Office: The Executive Visionary shall serve a three-year term to a maximum of two terms.

AUDITING

1. The books, accounts and records of the Secretary and Treasurer shall be open for review. A complete and proper statement of the standing of the financial reports for the previous year shall be submitted at the Annual General Meeting of the Association. The fiscal year of the Association in each year shall be from March 1 to the last day of February in the following year.

MEETINGS

1. This Association shall hold an annual meeting at least two months prior to the fiscal year end in each year, of which notice in writing to the last known address of each member shall be delivered in the mail sixty days prior to the date of the meeting. At this meeting there may be selected a President, Vice-President, Secretary, or Treasurer. The officers and directors so elected shall form a Board, and shall serve until their successors are elected and installed. Any vacancy occurring during the year shall be filled for the remainder of the term at the next meeting, provided it is so stated in the notice calling such meeting. Any member in good standing shall be eligible to any office in the Association.

2. General meetings of the Association may be called at any time by the Secretary upon the instructions of the President or Board by notice in writing to the last known address of each member, ten days prior to the date of such meeting. A special meeting shall be called by the President or Secretary upon receipt of a letter (fax or email) signed by one-third of the members in good standing, setting forth the reasons for calling such meeting, which shall be by letter to the last known address of each member.

3. Fifty percent (50%) plus one of members in good standing who have registered and are in attendance shall constitute a quorum at the Annual General Meeting.

VOTING

1. Any member who has not withdrawn from membership nor has been suspended or expelled shall have the right to vote at any meeting of the Association. Such votes must be made in person by one delegate from each represented municipality and not by proxy or otherwise.

REMUNERATION

1. Unless authorized at any meeting and after notice for same shall have been given, no officer or member of the Association shall receive any remuneration for his/her services.

SIGNING AUTHORITY

1. The President, Vice-President, Secretary and Treasurer are signing authorities for the Association. Two signatures shall be required on all cheques, one of which must be the Treasurer.

BYLAWS

1. The Bylaws may be rescinded, altered or added to by a "Special Resolution".

SIGNATURES:

Harold Pereverseff, Jerry Madsen, Dr. Roy Kariatsumari, Donna Cowan, Erynne Sjoblom.

This information is being collected for the purposes of corporate registry records in accordance with the Societies Act. Questions about the collection of this information can be directed to the Freedom of Information and Protection of Privacy Coordinator for the Alberta Government, Box 23140, Edmonton, Alberta T5J 2G7, (780) 427-7013.

Final copy revised May 4, 2010

Revised March 08, 2012