Kin Canada District Four Bylaws
Kin Canada District Four
BYLAWS, POLICIES AND PROCEDURES
AMENDED AT DISTRICT CONFERENCE 2013
Updated Following Implementation of GOB 2, Feb 2015
DRAFT 2015-3
Page 22 of 24 Updated: February 2015
Kin Canada District Four Bylaws
Table of Contents
ARTICLE 1 – PREAMBLE 5
Section 1 – Name 5
Section 2 – Bylaws 5
Section 3 – Autonomy 5
ARTICLE 2 – DEFINING AND INTERPRETING THE BYLAWS 5
Section 1 – Definitions 5
Section 2 – Interpretation 7
ARTICLE 3 – MEMBERSHIP 7
Section 1 – Members 8
Section 2 – Fees and Assessments 8
Section 3 – Rights and Privileges 8
Section 4 – Resignation of Membership 8
Section 5 - Suspension of Membership 8
ARTICLE 4 - AMENDMENTS TO BYLAWS 8
Section 1 – Amendments 8
Section 2 – Circulation of Bylaws 8
ARTICLE 5 – FINANCIAL MATTERS 9
Section 1 – General 9
Section 2 – Audit of Accounts 9
Section 3 - Operating Accounts and Investments 9
Section 4 – Assessments for Reserve Accounts 9
ARTICLE 6 - DISTRICT GENERAL ACCOUNT DUES 10
Section 1 – Obligation of Clubs to Pay District Dues and Assessments 10
Section 2 – Calculation of District Dues and Assessments 10
ARTICLE 7 – DISTRICT BUDGET 10
Section 1 – General and Service Budget 10
ARTICLE 8 – SUBSIDIZATION OF DISTRICT EXECUTIVE COMMITTEE MEMBERS’ EXPENSES 11
Section 1 – Reimbursement/Subsidization of Reasonable Expenses 11
Section 2 – Allowable Expenses for District Executive Committee Members at District Meetings 11
Section 3 – Allowable Expenses for Deputy Governors at National Convention 11
Section 4 – Allowable Expenses for Outgoing District Governors at National Convention 11
Section 5 – Allowable Expenses for Incoming District Governors at National Convention 11
ARTICLE 9 – REMUNERATION 12
Section 1 – Not Entitled to Remuneration 12
ARTICLE 10 – FISCAL YEAR 12
Section 1 – Definition of Fiscal Year 12
ARTICLE 11 – DISTRICT OFFICERS 12
Section 1 – Definition of District Executive Committee 12
Section 2 – Voting Privileges of District Executive Members 13
Section 3 – Definition of District Council (District Board of Directors) 13
ARTICLE 12 – ELECTION OR APPOINTMENT OF DISTRICT COUNCIL (DISTRICT BOARD OF DIRECTORS) 13
Section 1 – Qualifications 13
Section 2 – Nomination of Candidates 13
Section 3 – Election of Candidates 13
Section 4 – Filling of Vacancies 13
ARTICLE 13 – RESIGNATION AND REMOVAL OF DISTRICT COUNCIL MEMBER 14
Section 1 – Resignation of District Council Member 14
Section 2 – Removal of District Council Member 14
Section 3 – Written Notification of Removal of a District Council Member 14
Section 4 – Replacement of a District Council Member 15
ARTICLE 14 - RIGHTS, RESPONSIBILITIES AND DUTIES 15
Section 1 – Rights, Responsibilities and Duties of District Governors 15
Section 2 – Rights, Responsibilities and Duties of District Council (District Board of Directors) 15
Section 3 – Rights, Responsibilities and Duties of District Executive Committee 15
Section 4 – Rights, Responsibilities and Duties of Deputy Governors 15
ARTICLE 15 – NATIONAL DIRECTOR 16
Section 1 – Qualifications 16
Section 2 – Nomination of Candidates 16
Section 3 – Election of Candidates 16
ARTICLE 16 – DISTRICT CONFERENCE 16
Section 1 – Timing and Location of Conference 16
Section 2 – Quorum 16
Section 3 – Appointment, Certification, and Registration of Accredited Delegates 17
Section 4 – Voting 17
Section 5 – Financial Considerations 17
ARTICLE 17 – FALL LEADERSHIP CONFERENCE 17
Section 1 – Timing and Location of Conference 17
Section 2 – Quorum 17
Section 3 – Business Conducted at Fall Leadership Conferences 18
Section 4 – Financial Considerations 18
ARTICLE 18 – ZONE CONFERENCES & DEPUTY GOVERNORS 18
Section 1 – Zone Conferences and Election of Deputy Governors 18
Section 2 – Self-determination of Zones 18
ARTICLE 19 – SPECIAL MEETINGS 18
Section 1 – District Executive Calls Special Meeting 18
Section 2 – Quorum 19
Section 3 – District Governors’ Discretion to Call Presidents’ Meetings and Executive Seminars 19
BARTICLE 20 – PROXIES AT DISTRICT CONFERENCE 19
Section 1 – Proxy to Conference Delegates 19
ARTICLE 21 – ZONES AND CLUBS 20
Section 1 – The Clubs of District Four 20
ARTICLE 22 - ZONE AND CLUB SOVEREIGNTY 21
Section 1 – Advertising and Project Operation 21
Section 2 – Territorial Infringement 21
ARTICLE 23 – ANNUAL CORPORATE RETURN/FINANCIAL STATEMENTS 21
Section 1 – Requirement for Annual Corporate Return Filing 21
ARTICLE 24 – KINSMEN & KINETTE REGALIA 21
Section 1 – Limitations on Liberation of Club Regalia 21
ARTICLE 25 – MONITORING OF GAMING EVENTS 22
Section 1 – Notice to District Executive in the Event of Failure of Gaming Controlled Project 22
ARTICLE 26 – INSURANCE AND LIABILITY 22
Section 1 – Notice to National Liability Insurance Policy Holder 22
ARTICLE 27 – DISTRICT ARCHIVES 22
Section 1 – Location of District Four Archives 22
ARTICLE 28 – DISTRICT FOUR KIN FOUNDATION 22
Section 1 – Clubs of District Four Support District 4 Kin Foundation 22
ARTICLE 29 – PRIVILEGES AND SANCTIONS 22
Section 1 – Sanctions for Clubs not in Good Standing 22
ADDENDUM FORMING PART OF THE DISTRICT FOUR BYLAWS - POLICIES AND PROCEDURES OF DISTRICT FOUR 24
ARTICLE 1 – PREAMBLE
Section 1 – Name
The name of this organization is “Kin Canada District Four”.
Section 2 – Bylaws
The following articles set forth the Bylaws of Kin Canada District Four.
Unless otherwise noted, all references to “the District” contained within these Bylaws shall be deemed to refer to Kin Canada District Four.
Section 3 – Autonomy
While the Members (Clubs) of the District are all Members of Kinsmen, Kinette, Kinsmen and Kinette and Kin Clubs in Kin Canada (hereinafter referred to as “the Association”), all Minutes, financial resources and records of the District shall be kept separate from those of the Association.
ARTICLE 2 – DEFINING AND INTERPRETING THE BYLAWS
Section 1 – Definitions
In these Bylaws, the following words and phrases have these meanings:
Accredited Delegate means as individual identified as an Accredited Delegate by his/her Club, and properly submitted and approved as the primary voting representative of that Club for a District meeting.
Act means, in Alberta, the Societies Act R.S.A. 2000, Chapter S-14 as amended or, In British Columbia, the Society Act R.S.B.C. 1996 Chapter 433 as amended, or any statute substituted for either.
Alberta (Corporate) Registry is the Alberta provincial authority that grants official recognition as a Society under the Societies Act.
Alternate Accredited Delegate means an alternate individual (Alternate 1, Alternate 2, or Alternate 3) to replace the primary Accredited Delegate if they are unable to attend a District meeting.
Association means the association known as Kin Canada, a federal, non-share capital corporation, through which it’s Directors, Members, employees, volunteers and agents may associate and collectively work together in the fulfillment of the Purposes.headquartered in Cambridge, Ontario.
Ballot Vote means a secret vote of the Accredited Delegates and Accredited Alternate Delegates present, with voting rights applying on the same basis as for a poll vote.
British Columbia Ministry of Finance, Corporate Registry is the British Columbia provincial authority that grants official recognition as a Society under the Society Act.
Bylaws means the Bylaws of the District hereinafter set down.
CRA means Canada Revenue Agency (or its successors).
Club means any Kinsmen, Kinette, Kinsmen and Kinette or Kin Club, or Kin Campus Club of District Four.
Committee Chairperson means a Director or Member appointed by the District Executive to chair a District Committee.
Deputy Governor is the representative on District Four Council for a Zone.
Director means any person elected or appointed to the District Executive to perform a specific function, for example, District Membership Director or District CF/Service Director.
District Board of Directors shall be comprised of all District Officers, all members of the District Executive Committee, and all Deputy Governors of the Zones located in the District
District Conference is the annual spring meeting of the Membership of the District, presided over by the District Governors of the day.
District Council (also known as the District board of directors) means all members of the District Executive Committee and all Deputy Governors.
District Executive Committee is the body of executive officers charged with the responsibility of discharging the day-to-day business of the District. Composition of the District Executive Committee shall consist of the Officers set down in Article 11, Section 1(1) of these Bylaws
District Four means that part of the Association comprising the Province of Alberta, the Northwest Territories and the northeast part of the Province of British Columbia east of the Rocky Mountains.
Fall Leadership Conference is the annual fall meeting of the Membership of the District, presided over by the Kinsmen or Kinette Governor of the day.
Foundation means the District 4 Kin Foundation, an autonomous body acting as a Charitable Not for Profit Society under prevailing CRA legislation and the provincial Act as appropriate.
Foundation Chair means the Director elected at the AGM who shall act as the Chief Executive Officer of the Foundation.
Foundation Vice Chair means the Foundation Director elected at the Foundation AGM who shall perform the duties of the Foundation Chair in their absence or incapacity.
General Operating Bylaws (G.O.B) means General Operating By-Law No. 2 and any other subsequent By-Laws of the Association, in place from time to time.
Governing Documents means the Articles of Continuance, General Operating By-Law, all other by-laws, and Policies and Procedures of the Association, as adopted or amended by the Association from time to time, to which all Members, Directors, and Officers are required to subscribe and adhere.
House Rules means the house rules adopted by a Club, Zone, District, or Auxiliary Club of the Association to govern any internal matter or policy of such Club, Zone, District or Auxiliary Club in accordance with the requirements of the Governing Documents.
“In Good Standing” means material compliance with the duties and requirements of a particular position in accordance with the requirements of the Governing Documents in place from time to time as verified by the national Membership records maintained at National Headquarters.
Kinette Governor is the Kinette Chief Executive Officer of District Four.
Kinsmen Governor is the Kinsmen Chief Executive Officer of District Four.
Kin Year means a year commencing at 12:01 a.m. on July 1st and ending at 12:00 midnight on the June 30th following.
Member means a Member Club of the Association, inclusive of all rights, responsibility, and applicable powers to vote associated therewith, unless otherwise indicated in the General Operating By-Law Governing Documentsin good standing of the Association.
Members orMembership means the collective club membership of the Association.
Member in good standing means a Member of a Club in District Four
who is held to be in good standing within their respective Club and
whose Club is held to be in good standing within District Four and
whose Club is held to be in good standing within the Association.
Motion means any business put before a meeting, by way of making a motion, that has been duly moved and seconded.
National Director (National Elected Director) means the individual person elected or appointed in the District as per The National Policies and Procedures, Section 7.01 (d) (iii) to serve on the National Board of Directors of the Association for a two-year term.
Not in Good Standing means material non-compliance with the duties and requirements of a particular position in accordance with the requirements of the General Operating By-Law and the other Governing Documents in place from time to time as determined by Policy, with the resulting loss of rights associated therewith.
Officer means any Officer of the District as listed hereinafter or as may be appointed from time to time by the District Executive Committee.
Official Membership means the total number of Active Members, registered by a Club on the national Membership roster as of the Membership Date to be utilized for the purposes of voting at a meeting of the District.
Ordinary Resolution means a resolution passed by a majority of the votes cast on that resolution.
Person means an individual person, but does not include corporations, partnerships, trusts or unincorporated organizations.
Poll Vote means a vote taken by secret or public ballot that includes delegated representatives of the District Membership at a duly convened District Conference.a recorded vote of the Registered Accredited Delegates (or applicable Registered Alternate Accredited Delegates)
Quorum shall consist of a majority of the Accredited Delegates (or Alternate Accredited Delegates, as applicable), duly registered with the Credentials committee and present at the meeting, as set out in GOB Section 4.7means the number of Members required to be in attendance at a meeting in order to conduct business.
Resolution means a motion proposed at a meeting, such as a Zone Conference or District Conference.
Rules of Order means the Kin rules of order of the Association set out in Chapter 1 of the National Policies, as amended from time to time.
“Show of Hands” Vote means a vote conducted at a District meeting, typically through the use of flash cards, which uses the simplified approach of one vote per flash card, the results of which are binding on the meeting. A show of hands in the standard method of Member voting to be used in Association meetings, except in a case of either a secret ballot (such as an election), or when a poll vote is called (for which Club voting strength equal to its membership comes into play). The show of hands method is not the same as a “straw vote” which commonly has the meaning of a non-binding, informal indication of the opinion of delegates, general for information purposes.
Simple Majority means fifty percent (50%) plus one (1) of the votes cast.
Special Resolution means a resolution passed by a majority of not less than two thirds (2/3rds) of the votes cast on that resolution.
Spring Zone Conference shall be the annual spring conference held by each Zone in District Four.
Voting Member means a Member present and entitled to vote at any conference of the District.
Zone means a collective of geographically related Clubs as defined in Article 21, Section 1 of these Bylaws.