ARTICLES OF ASSOCIATION
THE ESTATE PLANNING COUNCIL OF ABBOTSFORD
Article 1: Name
1.1 The name of this association shall be “The Estate Planning Council of Abbotsford” (the “Council”).
Article 2: Objects
2.1 The objects of the Council are:
(a) to provide an opportunity for its members to discuss all the subjects necessary in the planning and administration of estates, and to promote discussion of (these and other) topics of mutual interest;
(b) to develop a knowledge of the functions of the various professions so engaged, and the relationship of each to the other, and to strive for the fullest co-operation and understanding of each other’s function in the interests, protection, and enlightenment of its members, their mutual clients, and the general public;
(c) to build a trusting relationship and familiarity with like-minded business professionals that leads to a comfort level whereby the members will be inclined to do business with and refer business to other council members;
(d) to study legislation and amendments concerning tax and other matters pertaining to the administration of estates, and to submit to others proposals for consideration respecting such legislation or proposed amendments thereto;
Article 3: Membership
3.1 The membership of the Council shall consist of not more than ninety (90) persons, each of whom shall be a member of one (1) of the following five (5) groups, plus life and honorary members:
(a) Lawyer (being members of the Law Society of British Columbia holding a current practice certificate);
(b) Accountant, including Chartered Accountant, Certified Management Accountant and Certified General Accountant, and being members in good standing of their respective associations;
(c) Banker- a member who is involved in management, financial planning, mortgages or loans within a financial institution.
(d) Financial Advisors – a member who is involved in financial planning, sales of mutual funds, stocks or insurance not located within a financial institution.
(e) Others with relevant experience which the membership committee considers will contribute towards the advancement of the Council.
3.2 Each member of the foregoing five (5) groups shall have his or her place of business, or carry on business, within the Fraser Valley, or such additional areas as approved from time to time by the Executive Committee.
3.3 Each of the foregoing groups shall be represented in the Council by not more than twenty (20) members, with the exception of the “Others” group which will have a limit of ten (10).
3.4 Life members shall be members who have completed: ten (10) years membership in the Council and being aged 65 or over; or ten (10) years membership in the Council and retired from active business. Life members shall be exempt from the payment of dues, except that Life Members shall be required to pay for each meeting attended at the prevailing guest rate.
3.5 An Honorary Member shall be a member who, in the opinion of the Executive Committee, has distinguished himself or herself as a practitioner or scholar in the area of estate planning; has made an outstanding contribution to the Council; or whose participation in or affiliation with the Council will serve to enhance the Council. Honorary members shall be entitled to membership from the time of their appointment to the end of the current fiscal year, and shall be guest of the Council at each meeting attended.
Article 4: Executive Committee
4.1 The affairs of the Council shall be managed by an Executive Committee comprising not less than five (5) or more than thirteen (13) members of the Council in good standing (other than Honorary or Life members), of whom all but one (1) shall be elected at the Annual General Meeting of the Council. The other member of the Executive Committee shall be the immediate Past President of the Council who shall be a member without election by virtue of his or her office during the previous year.
4.2 Each of the five (5) groups listed in Article 3 that is comprised of five (5) or more members shall have at least one (1) and not more than four (4) representatives on the Executive Committee. Groups comprised of less than five (5) members may have no more than one (1) representative on the Executive Committee. Notwithstanding, no more than one (1) member from the “Other” group, listed under Article 3.1(e) may be a representative on the Executive Committee.
4.3 The whole Executive Committee shall retire at each Annual General Meeting and shall, subject to Article 5, be eligible for re-election if otherwise qualified.
Article 5: Officers
5.1 The officers of the Council shall consist of an immediate Past President, a President, a Vice-President, a Secretary and a Treasurer. All of the officers except the immediate Past President shall be elected by the members of the Executive Committee, upon their election at the Annual General Meeting, and shall hold office for one year.
5.2 The offices of President, Vice-President, Secretary and Treasurer shall be held by four (4) members of the Executive Committee.
Article 6: Quorums
6.1 Any four (4) members of the Executive Committee shall constitute a quorum for the transaction of business and the Committee shall have the power to fill, for the unexpired term, any vacancy which may occur either in their own body or in the offices, provided however that at least four (4) members of the Committee are unanimous.
6.2 Twenty-five percent (25%) of the members of Council shall constitute a quorum at any ordinary, special or annual general meeting of the Council.
Article 7: Nominations and Elections
7.1 The members of the Executive Committee except the Past President shall be elected each year at the Annual General Meeting from among the members in good standing of the Council.
Article 8: Annual General Meeting
8.1 The Annual General Meeting of the Council shall be held in the month of June of each year at such time and place as may be selected by the Executive Committee. The Secretary shall notify each member of the meeting at least fourteen (14) days prior to its date, by mail, facsimile or email (as selected by the member).
Article 9: Executive Committee Meetings
9.1 Meetings of the Executive Committee may be called by the President, or in his or her absence, by the Vice-President, or by the Secretary when requested to do so by any two (2) members of the Committee.
9.2 At all Meetings of the Council and the Executive Committee, the Chair, in addition to his or her original vote, shall have a second or casting vote in the event of an equality of votes.
Article 10: Powers of the Executive Committee
10.1 The Executive Committee shall have the power to administer the affairs of the Council in all things, including the establishment of rules of procedure and practice of any meetings of the Council, the establishment of various sub-committees, the administration of the financial affairs of the Council, the submission to others of proposals for consideration respecting tax and other legislation and amendments thereto relating to the administration of estates, and generally may exercise all things as may be requisite and necessary in order to carry out the foregoing.
10.2 There shall be a Membership Committee consisting of five members of the Council, one from each of the five groups mentioned in Article 3. The Chair of the Membership Committee shall be a member of the Executive Committee, duly appointed by the Executive Committee at its first meeting in each year after election. The Chair may choose Committee members other than members of the Executive Committee. The whole Membership Committee shall retire at each Annual General Meeting but each member shall be eligible for re-appointment if otherwise qualified.
10.3 The Membership Committee shall consider and recommend or not, all applications for membership in the Council, and submit names of all recommended applicants to the Executive Committee for approval to membership in the Council, in accordance with Article 3.
Article 11: Meetings
11.1 Ordinary meetings of the Council for the furtherance of the objects of the Council may be called by the Executive Committee from time to time in their discretion, upon giving fourteen (14) days notice to the members.
11.2 Special meetings to deal with all affairs of the Council other than those normally dealt with at the Annual General Meeting or at any Ordinary meeting shall be called at the request of the president, or in his or her absence, of the Vice-President, or upon written request of three (3) members. At least fourteen (14) days notice of a Special Meeting shall be given to the members within three (3) days of receipt of a request for such a meeting.
Article 12: President
12.1 The President shall, when present, preside at all meetings of the Council and of the Executive Committee. The President shall be charged with the general management and supervision of the affairs and operations of the Council.
Article 13: Vice-President
13.1 The Vice-President shall exercise the duties and powers of the President during the absence or inability of the president.
Article 14: Secretary
14.1 The Secretary shall be responsible for maintaining an accurate list of all members; shall keep minutes of the meetings of the Council and the Executive Committee; shall keep all records of the Council and the Executive Committee other than financial records, and shall give notice of meetings of the Council and the Executive Committee to all members thereof.
Article 15: Treasurer
15.1 The Treasurer shall have custody of all funds and property of the Council and shall deposit all funds of the Council in a bank or trust company located in the City of Abbotsford. All withdrawals of such funds shall be on cheques or orders signed by any two (2) of the President, Vice-President, Secretary and Treasurer, or the Treasurer alone if so authorized by the Executive Committee. The Treasurer shall prepare and submit a statement of the financial affairs of the Council as at June 30th in each year, at the Annual General Meeting.
Article 16: Auditors
16.1 An Internal Audit Committee shall review the Treasurer’s statement of the financial affairs of the Council on a yearly basis, if requested by the Council at an Annual General Meeting. In such case, the Internal Audit Committee shall at all reasonable times have access to the books and accounts of the Council for the purpose of preparing such review.
Article 17: Financial Year
17.1 The fiscal year of the Council shall terminate on the 30th day of June in each year.
Article 18: Expenses and Dues
18.1 The expenses of the Council shall be provided for by assessments from time to time announced at Ordinary or Special Meetings or by annual assessments or by both, the amounts of which shall be fixed from time to time by the Executive Committee. Membership fees shall be in such amount as shall be set by the Executive Committee from time to time and payable in advance on or before the first Annual Meeting in September of each year.
Article 19: Attendance
19.1 Any member who fails to attend three (3) consecutive meetings of the Council, without reasonable excuse, and who is, in the opinion of the Executive Committee, not thereby contributing to the furtherance of the objects of the Council, shall on being so advised in writing by the Secretary, cease to be a member of the Council.
Article 20: Discipline
20.1 The Executive Committee shall have the power to expel from the Council any member the Committee deems guilty of a breach of these Articles or whose conduct the Committee deems is not in keeping with the purposes of the Council, provided that at least five (5) members of the Committee are in favour of expulsion.
Article 21: Amendments
21.1 These Articles of Association may be amended at any Annual General or Special Meeting of the Council by a vote of one-half (½) of the members present, provided that notice setting forth such proposed amendments shall have been sent to all members at least fourteen (14) days prior to the date of the meeting.
21.2 Any member may vote by proxy on any proposed amendments to these Articles of Association.