By-Law Amendment 2012
BANGLADESH-CANADA HINDU MANDIR
1. By-Law Number 1.0 INTERPRETATION
Add to 1.01
1.01.01 The words “male/female” shall be deleted from this clause;
1.01.01(a) Hindu would mean “SANATAN” and Religion would mean “DHARMA”;
1.01.01(b) A member must have legal status in Canada and residing in Canada;
1.01 09 “at” shall be placed before the last 2 words and “as” shall be omitted;
1.01.10 “Trustee” means member of the Board of Trustees of the Corporation;
1.01.11 Any variation in the existing By-Law, the current By-Law shall persist.
2. By-Law Number 2.00 HEAD OFFICE
The words “Head Office” shall be omitted and shall read as:
PRINCIPAL OFFICE AND LOCATION
2.01 All existing wordings of the Clause 2.01 shall be omitted and read as:
The principal office and location of the Corporation shall be located at: 16 Dohme Ave, Toronto, ON- M4B 1Y9. The Corporation may from time to time have offices at other places inside or outside of the City of Toronto, in the Province of Ontario as designated by the Board of Trustees and Board of Directors jointly. The Corporation shall at all times, maintain a registered office in Toronto. Any change in address shall be notified to the appropriate agencies and all the members of the Corporation.
The objectives of the Corporation are:
- To advance religion by promoting the teaching of the Vedas and Sanatan Dharma through providing praying place, classes and forums;
- To advance education by providing scholarships, library, classes, forums and discussions to promote the Sanatan Dharma heritage, philosophy and teachings;
- To provide a community centre where members of the community can benefit from educational, spiritual, recreational and volunteering services;
- To provide assistance to needy people and in areas of natural disasters by providing humanitarian services, support, counseling and spiritual services.
2.03 CODE OF ETHICS
2.03(i) Equality: All devotees shall be treated equally and there shall be no discrimination among devotees.
2.03(ii) Conflict of Interest: No officer, corporate member, director, member of the Executive Committee or member of the Board of Trustees shall have a controlling interest or official position in any business that has transactions with the Corporation, unless such transactions are approved in advance by a majority of the Board of directors, after full disclosure of all of the terms of such proposed transactions.
2.03(iii) Violation of Code of Ethics: A charge of a violation of the Ethics Code may be brought against any director or member of any committee or any officer by any member of any committee or by any officer of the Corporation. Such charge(s) must be delivered to the President of the Board of Directors. The President shall forward this information to the Board of Trustees. Board of Trustees shall investigate the charge(s) through an investigation committee and present its findings at a joint meeting of the Board of Directors and Board of Trustees. Upon a secret vote of two-third (2/3) majority of such joint meeting, the accused member may be suspended or removed permanently from the membership and from participating in or holding any position in the Corporation. Before taking decision, the accused director or member shall be notified in writing by the Chairman of the Board of Trustees regarding the charge of violation of the Ethics Code; and the said director or member shall have to reply in writing within fifteen (15) days of the notification. The accused member shall also require for a physical appearance before the investigation committee to defend himself.
- SPECIFIC RESTRICTIONS
- Non-vegetarian food(s) of any kind is strictly prohibited on the Prayer Zone of the Corporation at any time;
- Alcoholic beverage(s) of any kind shall not be allowed on the Corporation’s premises at any time or for any reason;
- Consumption of controlled substances shall not be permitted on the premises of the Corporation, indoor smoking is prohibited;
- Any person found to be inebriated condition from consumption of alcohol or controlled substance would be removed from the Corporation’s premises;
- The Prayer Zone of the Corporation shall be for the exclusive purpose of conducting religious, spiritual, social, cultural and educational activities, subject to restrictions approved by the Board of Trustees and Board of Directors jointly;
- In all religious functions, the devotees shall maintain appropriate attire;
- Guns and firearms or any other weapon are prohibited on the Corporation’s premises.
3. By-Law Number 4.00 BOARD OF DIRECTORS
The words “Board of Directors” shall be omitted and read as:
This body will consist of
(A) BOARD OF TRUSTEES (BOT)
(B) BOARD OF DIRECTORS (BOD), Board of Directors shall also be named as EXECUTIVE COMMITTEE (EC) of the Corporation.
The Board of Trustees shall develop and execute long-term policies on behalf of the General Body of the Corporation. The Board of Trustees will advise the Executive Committee on major issues. The Executive Committee will be responsible for the day-to-day management and short-term policies on behalf of the General Body of the Corporation.
4.00A BOARD OF TRUSTEES (BOT)
4.00A(i) Structure: The Board of Trustees shall consist of minimum nine (9) members, which may be increased up to a maximum of fifteen (15) members as Executive Committee feels it necessary. The officers of the Board of Trustees include: Chairman and Secretary. The newly elected members of BOT will select a Chairman and a Secretary among themselves for a term specified by the Board.
4.00A(ii) Formation and election of BOT: Existing President, General Secretary and Finance Secretary of the Executive Committee shall automatically be ex-officio members of the Board of Trustees. Except the above three (3) members, other EC members shall not be qualified to be a BOT member. Rest of the members of BOT shall be elected by a secret ballot of the members of EC. Within forty five (45) days from the date of taking over charge of EC, the Election Commission will call and conduct the BOT election as per the advice of the EC.
The first BOT will be elected, initially, by the current EC through Election Commission from the members of the general body for the development and completion of the Corporation’s initial projects smoothly.
- Must be a member for a minimum period of two (2) years;
- The member should not have been involved in any type of activities against the interest of the Corporation;
- The member should not have been involved in any other similar corporation as a member of the existing Board of Directors or an Executive Committee member or a Trustee.
4.00A(iv) Tenure of the BOT: The tenure of the elected members of BOT shall be 4 years and three (3) members from the previous EC shall automatically be replaced after their tenure is finished, by the new office bearers.
4.00A(v) Meeting: The BOT must meet at least four (4) times yearly called by the Secretary of BOT as per procedure. EC may request BOT for special meeting for any specified reason. The Secretary of BOT shall submit a copy of the resolution of all meetings to the EC for their information and record.
- The BOT shall discuss and review the financial rules and recommendations made by EC and may request for any modification and amendment. Board of Trustees and Board of Directors jointly will explore and collect funds to execute the necessary development projects;
- The BOT shall recommend the use of property, financial policy and management;
- BOT shall be responsible for long-term planning, exploring and executing all possible ways to improve the financial position of the Corporation;
- The EC shall plan and prepare annual budget for day-to-day activities and maintenance of the Corporation and shall submit the same to the BOT for discussion, recommendation(s) or modification(s), if any;
- In the case of non-acceptance of the recommendation(s), BOT may request the EC to call a special general meeting to get comments and approval from the members within ten (10) days and shall finalize the issue in the general meeting within next thirty (30) days;
- If in any situation, EC needs to do some financial activities beyond the approved budget, EC has the right to make a supplementary budget for an amount of $1000 maximum per item of budget. Such event must not be more than three (3) in a financial year. If in any case, such financial activity crosses the limit of $1000 for any one event,
- The BOT has the right to review and analyze the actual performance of the budget to compare with the approved budget and shall point out any variation in this regard to the EC;
- In a special situation for the interest of the Corporation, BOT may request the EC to callspecial general meeting to discuss the issue(s) with the members to get their opinion and approval;
- BOT may request to set up any sub-committee at any time, if necessary, the members of which shall be minimum three (3) and maximum five (5) and such sub-committee shall automatically be dissolved after the purpose has been served.
4.00A(vii) Resignation and Termination:
- A member of BOT can submit the resignation for any reason in writing to the Chairman of BOT. BOT shall take the decision within fifteen (15) days through a meeting and shall refer the situation to EC in writing. If the Chairman of the BOT wants to resign, he shall submit his resignation to the President of the Executive Committee;
- A member of BOT can be terminated, if he is absent in three (3) consecutive meetings of BOT without any valid reason. Absenting trustee may inform the Chairman in advance stating a valid reason of absence;
- A membership position of BOT shall be declared vacant by two-third majority of the BOT members if the member is accused of any of the following reasons:
- Any activity by behave, statement or writing, which goes against the interest of the Corporation as per opinion of BOT and EC;
- Cancellation or Loss of membership.
In every case, the accused BOT member shall be notified in writing by the Board regarding the complaint(s), and the said member shall have to reply in writing within fifteen (15) days of the notification. The accused member shall require for a physical appearance for explaining the situation within thirty (30) days of the notification. EC may fill-up the vacant position for the rest of the tenure by selecting a new BOT member from the members of the general body.
4.00B BOARD OF DIRECTORS (BOD)
The word “Board” including the Clause 4.01 and all existing wordings shall be omitted and shall read as:
4.00B(i) Structure: The Officers of BOD will comprise of: One President, one or two Vice President(s), one General Secretary and one Finance Secretary. There shall be a maximum of twenty one (21) members of the BOD in various positions including BOD officers, each of whom at the time of election shall be a member of the Corporation. Each Director shall be elected to hold office until the next election. The whole board shall retire after the successor shall have been duly elected. A Director of the Board, subject to the provisions of this By-Law, shall be eligible for re-election. A Director cannot be elected for more than two (2) consecutive terms for the same post. The election of the Board of Directors shall be by a secret ballot.
The Clause 4.02 shall be read as 4.00 B (ii) and the following responsibilities will be vested on the BOD in addition to the responsibilities outlined in Clause 4.02
4.00B(ii) Responsibilities: The day-to-day governance and short-term operational management of the Corporation shall be vested in the Board of Directors. The absolute responsibility of the EC is to execute the approved short-term plan and budget made by the Board of Directors and recommendation(s)/modification(s) suggested by the Board of Trustees, which needs to be approved by the Board of Directors.
The Board of Directors will find out avenues for fund collection for the day-to-day activities of the Corporation, maintenance of the temple, and to execute short-term plans;
The Board of Directors will help the Board of Trustees for fund raising for the development work of the corporation and long-term projects;
The Board of Directors will be responsible for membership drive to bring the Hindu community closer and for the benefit of the Corporation. Every year the Board will communicate with the existing members and potential new members through electronic media, over telephone or any other means the Board feels fit and update the membership list.
The subsequent Clause numbers shall be replaced chronologically as follows:
4.03 shall be as 4.00B(iii) 4.04 shall be as 4.00B(iv) 4.05 shall be as 4.00B(v)
4.06 shall be as 4.00B(vi) 4.07 shall be as 4.00B(vii) 4.08 shall be as 4.00B(viii)
4.09 shall be as 4.00B(ix) 4.10 shall be as 4.00B(x) 4.11 shall be as 4.00B(xi)
4.12 shall be as 4.00B(xii) 4.13 shall be as 4.00B(xiii) 4.14 shall be as 4.00B(xiv)
4.15 shall be as 4.00B(xv) 4.16 shall be as 4.00B(xvi) 4.17 shall be as 4.00B(xvii)
4.04 [replaced 4.00B(iv)] Qualifications
All existing wordings of the Clause 4.04 [replaced 4.00B(iv)] shall be omitted and read as:
(a) Must be a member for a minimum period of one (1) year;
(b) The member should not have been involved in any type of activities against the interest of the Corporation;
(c)The member should not have been involved in any other similar corporation as an existing member of the Board of Directors or an Executive Committee member or a Trustee.
4. By-Law Number 6.00 ELECTION OF BOARD
Add to 6.04 Election Commission
6.04(a) Election Commission will consist of one (1) Chief Election Commissioner and two (2) Commissioners. The only function of the Election Commission will be electing the Board of Directors and Board of Trustees. After successful completion of election of the Board of Directors and Board of Trustees, the Election Commission will be dissolved automatically;
6.04(b) The existing EC will appoint the Election Commission.
Add to 6.05 Nominations
6.05(a) Each Nominee shall submit their application as an individual candidate and Election Commission shall not recognize and accept any group-based applicants for the election. Election campaign must not be done in a group basis or panel basis. Any violation may result in cancellation of candidacy by the Election Commission.
Add to 6.06 Election
6.07 Election Rules and Procedure (ERP)
The title of the election rules shall be “The Election Rules and Procedure (ERP)”. The Election Commission may execute any existing rules to hold the Election peacefully and impartially. The Election Commission may have addition(s), modification(s) and deletion(s) of any or part of the Election rules for the upcoming election. The Election Commission might consult with the candidates/voters to implement any rule for the purpose of impartial election. The existing Executive Committee shall provide the Election Commission with a budget amount to meet the expenses to hold an election.
The following Rules and Procedures must be followed for election purpose. All election shall be held under these rules and procedures and must be followed by all Candidates, Voters, Agents, Election-volunteers, and Election officials.
- Only registered member, who is on the published list, (who has paid the membership dues) shall be able to cast his vote. Voter has to be physically present at the voting booth in order to cast his vote;
- Identification: To cast vote, voters shall have to present their valid photo ID (Driver’s License, Health Card, Student ID, or Employee Card with photo). In case of any difference in spelling between voter list and the ID, the Election Commission will ask opinion of the agents. In case of difference of opinion among agents, the Election Commission will give its verdict which shall be considered as final.
6.07(ii) Polling Center, Date and Time:
The Election Commission will declare the polling center, date and time of the election on communication media to hold election.
6.07(iii) Ballot Box:
The Election Commission has to set up Ballot box in a visible place. The box has to be shown to the agents AS EMPTY before sealed & signed by the commission and placed in a designated place.
6.07(iv) Ballot Paper(s):
- The names of candidates on the Ballot paper shall be in Bangla and English and in “Alphabetically Ascending Order of Candidates’ first names in English” for each position. It means each position has its own ascending order of candidates’ names;
- Ballot paper should be serial numbered and has to be signed by election official before providing to the voter.
6.07(v) Vote Marking Station and process:
- Upon entering into the polling booth, polling official will verify voter’s identification and will issue a ballot paper to the eligible voter. Voter has to sign on the counterfoil of the ballot book. Then, the voter will enter a designated MARKING station;
- Voter will choose the candidate by marking a cross (X) against the candidate’s name on the ballot paper. The cross mark should be inside of the printed box against each candidate’s name on the ballot paper. Overlapping cross mark between/among candidate may cause cancellation for a particular position;
- After marking the ballot paper, voter will fold the ballot paper and shall drop in the secured ballot box in front of the election official.
6.07(vi) Polling Agents/Volunteers:
- The Election Commission may recruit few polling agents/volunteers to assist the election process;
- The Election Commission will request each candidate to provide his agent/volunteer’s name(s) and contact telephone number(s) and to send to the Election Commission’s email address within the deadline determined by the Election Commission. One alternate agent should also be nominated to represent, in absence of the prime agent;
- Agent/Volunteer can be a voter, but can not be a candidate for the election or a member of existing BOD or BOT;
- Other than voter, agents and volunteers will not be allowed at the marking station. Agents and volunteers will be helping at the polling area but not at the marking station. In case of a blind or a disable person, the Election Commission will decide on the spot.
- Election commission will encourage all the candidates to post the future improvement and development plans for the institution without any negative criticism of the past and must maintain mutual respect;
- 24 hours before the election starts, campaigning will be prohibited within 500 yards of the polling station;
- Election Commission will arrange to publish the names of the candidates for each post in the website as part of help for the campaign.
6.07(viii) Conflict, Objection resolution and unexpected situation:
- The Election Commission reserves the power to cancel or reschedule the election;
- Objection, if any, should be lodged with the Chief Election Commissioner in writing by the candidates only. Election Commission may provide spot decision or defer the decision till the completion of casting of votes;
- On a particular issue, Election Commission may ask opinion from the agents, in case of disagreement; Election Commission’s decision will be final;
- Though highly unexpected, if any unwanted situation arises on the election-day in the booth area or in the vicinity which may harm the reputation of the institution and its devotees, Election Commission will follow the law of the land.
6.07(ix) Counting of votes:
- Votes will be counted in the tabulation sheet by the Election Commission in presence of the candidates’ agents;
- Result will be announced & posted on the notice board by the Election Commission;
- Single candidate for any of the positions will be declared as elected and his name shall not appear in the ballot paper.
Taking oath of the successful candidates is not within the terms of reference of the Election Commission and nothing has been spelled out any where about oath. Election Commission will suggest that the existing president will arrange the occasion within seven (7) days of the declaration of election result. Election Commission also will strongly recommend that the runner-up president candidate will conduct the oath of the successful candidates one by one. In absence of the runner-up candidate, the out-going president/secretary will be substituted. In exceptional situation the out-going president will nominate a person to conduct the Oath.
6.07(xi) Sample Election Forms:
- Nomination of candidates
- Withdrawal or Cancellation on candidates’ request
- Ballot paper
5. By-Law Number 7.00 EXECUTIVE COMMITTEE
Add to 7.04
7.04(a) The presence of fifty one percent (51%) or more members of the executive committee shall be considered as a quorum of any business transaction.
6. By-Law Number 9.00 MEMBERSHIP
Add to 9.03 Honorary and Ex-Officio Members
9.03(a) The Honorary member shall not have any voting right to the election of Board of Directors and such members shall not be eligible to be member of the Board of Directors.
9.03(b) Life Members: A person having the qualifications to be a member can also be a Life Member by paying a single amount as decided by the Board of Directors and Board of Trustees jointly, from time to time. Life Member shall have all the rights and obligations like a general member.
Add to 9.07 Termination of Membership
.05 If a member is involved in any inappropriate activity, the BOT and EC may decide to terminate his membership.
All existing wordings of the Clause 9.14 shall be omitted and read as:
A quorum for the transaction(s) of business at meeting(s) of members of the corporation shall be not less than Twenty one (21) of the registered members.
Add to 9.15 Voting by members
9.15 (a) A new member shall not be entitled either to participate in election for a member of the board or cast his vote in the election until his membership is not older than ninety (90) days or more from the date of circulation of election by the Election Commission.
7. By-Law Number 11.00 FINANCIAL
Add to 11.02
11.02(a) Any member of the Board of Directors or Board of Trustees shall not be entitled to be appointed as an internal auditor;
11.02(b) An internal auditor shall be appointed by the EC from the members of the corporation with accounting background and knowledge;
11.02(c) Internal auditor shall review Financial Statement semi-annually and report to the EC within thirty (30) days of receiving the financial statement;
11.02(d) If he does not receive Financial Statement semi-annually within thirty (30) days time, he must report it in writing to the President of the EC;
11.02(e) A qualified auditor may be appointed by members of the corporation in the AGM,if necessary.