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NOTICE of General Meeting

Posted 3 years ago on · Permalink

NOTICE IS HEREBY GIVEN in compliance with section 17(1) of the Board of trade Act, that a general meeting of the members of the Ajax Pickering Board of Trade will be held at Makimono Japanese Restaurant – Ajax on July 9, 2019, for the following purposes:

  1. To provide an update on the current state of affairs and finances of the Board of Trade to the members;
  2. To consider and, if thought advisable, to pass, with or without variation, a resolution for the amendments to the bylaws, as moved by Christine Ashton, Wilson Vukelich LLP, and seconded by Shannon Moore, Chaplin & Burd CPAs, LLP. The full text of proposed amends, which is included as Appendix A (relevant bylaws, marked up and clean copy) and as Appendix B (a full copy of the bylaws, marked up and clean copy), in order to:

a) Director Diversity and Qualifications – In order ensure we have an ideal Board of Directors, it is important that we have diverse representation, skills, and abilities. In particular, it is ideal to have diversity in regards to: 1) geographic location (to ensure representation of both Ajax and Pickering); 2) industry and organizational size; 3) skills and experience; 4) ability to contribute (e.g. help with membership, help with advocacy, etc.). Further, it is important to ensure that we have Directors for necessary executive positions (e.g. Treasurer) and committee positions (e.g. HR Committee).

Historically, the Governance Committee has selected a slate of potential new Directors for the Board and this slate has been approved at the Annual General Meeting. This is the preferred path for determining Directors, as it allows a thorough process for ensuring that the incoming Directors will be reflective of the needs of the Board. We want to have the bylaws revised to have this preferred path enshrined.

b) Executive Flexibility – Currently, many of the executive functions rest on the President, these include acting as the representative for all public facing Board communication, representing the executive on several subcommittees (e.g. governance, government relations, audit and finance, joint chambers, etc.), overseeing the Executive Director’s performance, advocating for the Board’s member before various levels of government, etc. It is important that the executive functions as defined by the bylaws can be shared amongst the Chair, President, and Vice President, based on the skills and interest of each. Otherwise, we risk that a qualified person may turn down the opportunity to be President because of a particular task.

c) Director Overlap – Currently, the bylaws provide that Directors are to serve a three year term, with a potential second three year term. The result is that every few years, the Board of Directors sees a substantial turn over, resulting in a Board with only a few experienced directors. We want to avoid any periods with a huge turn over. We also want to ensure that qualified individuals are able to volunteer as a Director, when they may only be able to commit one or two years.

d) Technology – As technology is ever advancing, it is important that the bylaws are open to new technological options and not limited to current options. For example, the options for how votes are cast should not be limited to specific technology (e.g. emails).

e)Membership – APBOT offers multiple options to members to pay their membership dues, so the bylaws must be updated to include monthly paying members and to incorporate anniversary renewal dates. Since renewal notices are sent by the Executive Director, the bylaws must be updated to reflect cancellation notices being received by the Executive Director.

Each member is entitled to only one vote. As such, if your organization has a single membership, your organization is only entitled to one vote (even if you have multiple individuals who attend at the General Meeting). If you wish to proxy your vote to another member member, you will be required to complete the proxy form and it will need to be turned in at the time of voting. The proxy form is available HERE.

Click here to register for the General Meeting.