Original Constitution
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This Archive is here for Members' reference. Our new Constitution was approved on March 11, 2015.
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Seaforth and District Horticultural Society
Constitution
Article I – Name
The name of the organization shall be the Seaforth and District Horticultural Society, henceforth referred to as “the Society”.
Article II – Authority
The Society is organized under the authority of the Agricultural and Horticultural Organizations Act of the Province of Ontario, and all articles of the constitution shall be read to conform with said Act.
Article III – Purposes
The objects of a horticultural society are to encourage interest and improvement in horticulture,
a) By holding meetings respecting the theory and practice of horticulture;
b) By encouraging the planting of trees, shrubs and flowers on public and private grounds;
c) By arranging field trips, contests, competitions and exhibitions related to horticulture and awarding prizes;
d) By distributing seeds, plants, bulbs, flowers, trees and shrubs;
e) By promoting the protection of the environment;
f) By promoting the circulation of horticultural information through any media;
g) By promoting the benefits of therapeutic horticulture;
h) By stimulating an interest, especially within the youth of the community, in the study of horticulture.
A Society shall not spend more than one-half of its total annual receipts, excluding grants or donations made for specific purposes, upon any one of the objects, except for the planting of trees, shrubs and plants on public grounds and the promotion of outdoor beautification.
Article IV – Head Office
The head office of the Society shall be located in the town of Seaforth in the Province of Ontario and at such a place therein as determined from time to time by the Board of Directors of the Society.
Article V – Membership
1) Every person shall be entitled to be a member of the Society;
2) Requirements for membership:
a. Payment of the annual membership fee as determined by the Board of Directors from time to time.
b. Attainment of the age of 18 years.
3) Associate membership:
Associate membership is open to those who do not meet all the requirements for full membership but nevertheless declare an intention to pursue the stated purposes of the Society. Associate members shall not have voting rights or be eligible to serve as officers of the Society.
4) Honourary membership:
Honourary memberships may be presented at the discretion of the executive and Board of Directors to those deemed worthy.
5) Privileges of membership:
A member or associate member shall be entitled to participate in the activities of the Society as shall be defined by the Executive and Board of Directors each year but only full members may vote or hold office in the Society. In addition, only members during the current year are entitled to vote at the Annual Meeting.
Article VI – Directors
1) The Board of Directors shall consist of 10 Directors plus the Executive.
2) The membership shall elect or appoint at each Annual Meeting from among themselves 5 directors for a term of 2 years.
3) Directors shall be eligible for re-election at the end of the 2 year term.
4) One half of the members of the Board will constitute a quorum.
5) In the event of vacancy occurring on the Board by the death of or resignation of any officer or director or other wise (failure to attend a minimum of 50% of the general and directors’ meetings during the year), the remaining members of the Board shall have the power to appoint any member of the Society to fill such vacancy.
6) The Board of Directors shall have the power to act for and on behalf of the Society in all matters, subject to the bylaws and regulations of the Society.
Article VII – Officers
1) The members shall elect from among themselves at the Annual meeting (or the Directors shall elect from among themselves at a meeting to be held immediately following the annual Meeting), a President, 1st Vice-President, 2nd Vice-President, Secretary and Treasurer to be known as the Executive of the Society.
2) The Executive and the remaining 10 Directors shall constitute the Board of Directors.
3) The Treasurer or Secretary -Treasurer of the Society shall keep an accurate account of the proceedings of the Board and General Meetings, acting under the control and with the approval of the Board.
4) The Treasurer or Secretary-Treasurer of the Society, before entering upon the duties of his office, shall give bond for the faithful performance of his duties and especially for the due accounting for and paying over all monies which may come into his hands.
5) It shall be the duty of the Board in each and every year to inquire into the sufficiency of the security given by such Treasurer or Secretary-Treasurer and to report thereon to the Society.
Article VIII – Meetings of the Society
1) Annual Meeting
a. The Annual Meeting of the Society shall be held on the 2nd Wednesday of November each year. At least two weeks notice of the annual meeting shall be given by publishing it in a newspaper generally circulated in the area of the Society’s headquarters.
b. At the Annual Meeting:
i. The Board shall present a report of the activities and accomplishments of the Society since the last annual meeting. A statement of the assets and liabilities of the Society certified by the Auditors shall be printed in the yearbook.
ii. The Directors shall be elected.
iii. Auditors shall be appointed or elected.
iv. The Secretary shall make available a list of those members eligible to vote and hold office as determined in Article V.
2) General Meetings
a. Regular meetings shall be held at a time and place determined by the Board of Directors.
b. A general meeting may decide on all matters brought to it by the Board.
3) Directors’ Meetings
a. The Board shall meet at the call of the Chair.
b. Seven (7) members of the Board shall constitute a quorum.
c. Voting:
At a Board meeting, only the Executive, elected Directors and any ex-officio Directors (ie. Honourary President) are eligible to vote. The chairperson is not given a vote unless required to break a tie vote.
d. Powers and Duties:
In addition to other specific duties and powers assigned elsewhere in this constitution, the Board shall:
i. Take the initiative in preparing general policies and actions for consideration and possible adoption by the membership.
ii. Put into effect all policies and actions approved by the membership.
iii. Have power to enter into contracts in the name of the Society in accordance with policies and practices approved by the membership.
iv. Be responsible for the management of the affairs of the Society between general meetings.
e. Committees and Sub-committees
Standing committees shall be appointed every two years. Each committee should be established prior to or during the Annual Meeting. The chairperson of each committee shall be, if possible, a member of the Board. All committees are accountable to the Board.
Article IX – Finances
1) The fiscal year of the Society shall be from November 1st to October 31st.
2) All expenditures for items in excess of $100.00 shall require approval by a motion at a general meeting or Board of Directors meeting.
3) Cheques to disburse the funds of the Society shall bear the signatures of the President and the Treasurer of the Society.
4) The financial records of the Society shall be audited by at least two qualified individuals, neither of whom is a member of the Executive. They shall be appointed at the Annual Meeting.
5) Remuneration
No officer, director or member of a Society, shall receive any remuneration for carrying out his/her duties but travelling and living expenses may be allowed any officer, director or member while engaged in duties on behalf of the Society, and the Board may fix such remuneration and travelling and living expenses which shall be payable out of the funds of the Society.
6) The financial accounts and other books of the Society shall be made available for inspection by members reasonable request at general meetings.
Article X – Rules of Order
Robert’s Rules of Order shall govern the Society on all matters not covered by the By-laws.
Article XI – Change in Constitution and By-Laws
1) By-laws of the Constitution of the Society may be made and/or adopted, amended or repealed by the Board of Directors providing it is confirmed at an annual or regular meeting of the Society.
2) All regulations as set forth in the Agricultural and Horticultural Organizations Act, or as it may be revised from time to time, shall become a part of this constitution.
Article XII – Duties of Officers
1) Officers of a Society are responsible for the safe custody of:
a. Deeds, title papers and other documents relating to the Society’s property.
b. At least one copy of minutes of proceedings, resolutions and by-laws of the Society.
2) The Secretary of a Society shall:
a. Attend all meetings of the Society and keep true minutes thereof:
b. Conduct the correspondence of the Society; and
c. Keep a record of:
i. All business transactions of the Society;
ii. All resolutions passed by the Society;
iii. All amendments to the by-laws of the Society;
iv. A list of the members of the Society and their telephone numbers;
v. All annual statements and financial and auditor’s reports.
3) The Treasurer of a Society shall:
a. Receive all monies paid to the Society and deposit them to the credit of the Society in a chartered bank, as the Society may by resolution direct;
b. Keep the securities of the Society in safe custody;
c. Keep or cause to be kept proper books of account or make or cause to be made entries of all receipts and expenditures of the Society;
d. Prepare the annual financial statement of the Society; and
e. Prepare reports showing the financial position of the Society, as the officers from time to time direct.
Constitution
Article I – Name
The name of the organization shall be the Seaforth and District Horticultural Society, henceforth referred to as “the Society”.
Article II – Authority
The Society is organized under the authority of the Agricultural and Horticultural Organizations Act of the Province of Ontario, and all articles of the constitution shall be read to conform with said Act.
Article III – Purposes
The objects of a horticultural society are to encourage interest and improvement in horticulture,
a) By holding meetings respecting the theory and practice of horticulture;
b) By encouraging the planting of trees, shrubs and flowers on public and private grounds;
c) By arranging field trips, contests, competitions and exhibitions related to horticulture and awarding prizes;
d) By distributing seeds, plants, bulbs, flowers, trees and shrubs;
e) By promoting the protection of the environment;
f) By promoting the circulation of horticultural information through any media;
g) By promoting the benefits of therapeutic horticulture;
h) By stimulating an interest, especially within the youth of the community, in the study of horticulture.
A Society shall not spend more than one-half of its total annual receipts, excluding grants or donations made for specific purposes, upon any one of the objects, except for the planting of trees, shrubs and plants on public grounds and the promotion of outdoor beautification.
Article IV – Head Office
The head office of the Society shall be located in the town of Seaforth in the Province of Ontario and at such a place therein as determined from time to time by the Board of Directors of the Society.
Article V – Membership
1) Every person shall be entitled to be a member of the Society;
2) Requirements for membership:
a. Payment of the annual membership fee as determined by the Board of Directors from time to time.
b. Attainment of the age of 18 years.
3) Associate membership:
Associate membership is open to those who do not meet all the requirements for full membership but nevertheless declare an intention to pursue the stated purposes of the Society. Associate members shall not have voting rights or be eligible to serve as officers of the Society.
4) Honourary membership:
Honourary memberships may be presented at the discretion of the executive and Board of Directors to those deemed worthy.
5) Privileges of membership:
A member or associate member shall be entitled to participate in the activities of the Society as shall be defined by the Executive and Board of Directors each year but only full members may vote or hold office in the Society. In addition, only members during the current year are entitled to vote at the Annual Meeting.
Article VI – Directors
1) The Board of Directors shall consist of 10 Directors plus the Executive.
2) The membership shall elect or appoint at each Annual Meeting from among themselves 5 directors for a term of 2 years.
3) Directors shall be eligible for re-election at the end of the 2 year term.
4) One half of the members of the Board will constitute a quorum.
5) In the event of vacancy occurring on the Board by the death of or resignation of any officer or director or other wise (failure to attend a minimum of 50% of the general and directors’ meetings during the year), the remaining members of the Board shall have the power to appoint any member of the Society to fill such vacancy.
6) The Board of Directors shall have the power to act for and on behalf of the Society in all matters, subject to the bylaws and regulations of the Society.
Article VII – Officers
1) The members shall elect from among themselves at the Annual meeting (or the Directors shall elect from among themselves at a meeting to be held immediately following the annual Meeting), a President, 1st Vice-President, 2nd Vice-President, Secretary and Treasurer to be known as the Executive of the Society.
2) The Executive and the remaining 10 Directors shall constitute the Board of Directors.
3) The Treasurer or Secretary -Treasurer of the Society shall keep an accurate account of the proceedings of the Board and General Meetings, acting under the control and with the approval of the Board.
4) The Treasurer or Secretary-Treasurer of the Society, before entering upon the duties of his office, shall give bond for the faithful performance of his duties and especially for the due accounting for and paying over all monies which may come into his hands.
5) It shall be the duty of the Board in each and every year to inquire into the sufficiency of the security given by such Treasurer or Secretary-Treasurer and to report thereon to the Society.
Article VIII – Meetings of the Society
1) Annual Meeting
a. The Annual Meeting of the Society shall be held on the 2nd Wednesday of November each year. At least two weeks notice of the annual meeting shall be given by publishing it in a newspaper generally circulated in the area of the Society’s headquarters.
b. At the Annual Meeting:
i. The Board shall present a report of the activities and accomplishments of the Society since the last annual meeting. A statement of the assets and liabilities of the Society certified by the Auditors shall be printed in the yearbook.
ii. The Directors shall be elected.
iii. Auditors shall be appointed or elected.
iv. The Secretary shall make available a list of those members eligible to vote and hold office as determined in Article V.
2) General Meetings
a. Regular meetings shall be held at a time and place determined by the Board of Directors.
b. A general meeting may decide on all matters brought to it by the Board.
3) Directors’ Meetings
a. The Board shall meet at the call of the Chair.
b. Seven (7) members of the Board shall constitute a quorum.
c. Voting:
At a Board meeting, only the Executive, elected Directors and any ex-officio Directors (ie. Honourary President) are eligible to vote. The chairperson is not given a vote unless required to break a tie vote.
d. Powers and Duties:
In addition to other specific duties and powers assigned elsewhere in this constitution, the Board shall:
i. Take the initiative in preparing general policies and actions for consideration and possible adoption by the membership.
ii. Put into effect all policies and actions approved by the membership.
iii. Have power to enter into contracts in the name of the Society in accordance with policies and practices approved by the membership.
iv. Be responsible for the management of the affairs of the Society between general meetings.
e. Committees and Sub-committees
Standing committees shall be appointed every two years. Each committee should be established prior to or during the Annual Meeting. The chairperson of each committee shall be, if possible, a member of the Board. All committees are accountable to the Board.
Article IX – Finances
1) The fiscal year of the Society shall be from November 1st to October 31st.
2) All expenditures for items in excess of $100.00 shall require approval by a motion at a general meeting or Board of Directors meeting.
3) Cheques to disburse the funds of the Society shall bear the signatures of the President and the Treasurer of the Society.
4) The financial records of the Society shall be audited by at least two qualified individuals, neither of whom is a member of the Executive. They shall be appointed at the Annual Meeting.
5) Remuneration
No officer, director or member of a Society, shall receive any remuneration for carrying out his/her duties but travelling and living expenses may be allowed any officer, director or member while engaged in duties on behalf of the Society, and the Board may fix such remuneration and travelling and living expenses which shall be payable out of the funds of the Society.
6) The financial accounts and other books of the Society shall be made available for inspection by members reasonable request at general meetings.
Article X – Rules of Order
Robert’s Rules of Order shall govern the Society on all matters not covered by the By-laws.
Article XI – Change in Constitution and By-Laws
1) By-laws of the Constitution of the Society may be made and/or adopted, amended or repealed by the Board of Directors providing it is confirmed at an annual or regular meeting of the Society.
2) All regulations as set forth in the Agricultural and Horticultural Organizations Act, or as it may be revised from time to time, shall become a part of this constitution.
Article XII – Duties of Officers
1) Officers of a Society are responsible for the safe custody of:
a. Deeds, title papers and other documents relating to the Society’s property.
b. At least one copy of minutes of proceedings, resolutions and by-laws of the Society.
2) The Secretary of a Society shall:
a. Attend all meetings of the Society and keep true minutes thereof:
b. Conduct the correspondence of the Society; and
c. Keep a record of:
i. All business transactions of the Society;
ii. All resolutions passed by the Society;
iii. All amendments to the by-laws of the Society;
iv. A list of the members of the Society and their telephone numbers;
v. All annual statements and financial and auditor’s reports.
3) The Treasurer of a Society shall:
a. Receive all monies paid to the Society and deposit them to the credit of the Society in a chartered bank, as the Society may by resolution direct;
b. Keep the securities of the Society in safe custody;
c. Keep or cause to be kept proper books of account or make or cause to be made entries of all receipts and expenditures of the Society;
d. Prepare the annual financial statement of the Society; and
e. Prepare reports showing the financial position of the Society, as the officers from time to time direct.
