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Greater Niagara Chamber of Commerce

Member Alert: By-Law Amendments

A number of by-law changes have been proposed by the Board of Directors of the Greater Niagara Chamber of Commerce. At our Annual General Meeting, to be held in April 2019, the Membership will vote to accept or reject these proposed changes.This email contains a detailed comparative chart containing the current wording of the by-laws in the left column and the proposed amendments to same in the right column. The bullet points below provide a cursory summary of what follows on the chart.

Dear Members of the Greater Niagara Chamber of Commerce,

A number of by-law changes have been proposed by the Board of Directors of the Greater Niagara Chamber of Commerce. At our Annual General Meeting, to be held in April 2019, the Membership will vote to accept or reject these proposed changes.

This email contains a detailed comparative chart containing the current wording of the by-laws in the left column and the proposed amendments to same in the right column. The bullet points below provide a cursory summary of what follows on the chart.

 

By-law

Proposed Amendment

Interpretation

Amended definitions as follows: j) “Adjunct Director” and “Ex-officio” member of the Board means a non-voting member of the Board.

 •

1.2

“Mission Statement, Vision and Objectives” amended to “Vision and Mission”

 •

1.2.1

Amended to reflect current Vision: “Vision: The region to be at its economic and social best.”

 •

1.2.2

Amended to reflect current Mission: “Mission: To power commerce through advocacy, winning connections and world-class communication”

 •

1.2.3

Deleted 1.2.3 (i.e. Objectives of Chamber)

 •

3.1

Deleted reference to “Objectives”

 •

4.1.2

Deleted reference to “Adjunct Director”

 •

4.1.3

Deleted Reference to “Adjunct Director”

 •

4.1.9

Delete 4.1.9 (i.e. process for appointing Adjunct Director)

 •

4.2.4

Edited to reflect that Board may further direct reporting structure of committees, taskforces and business councils

 •

4.7

Edited to add reference to Political Campaign Participation Guidelines

 •

5.7

Edited to add “Director at Large” to the mentioned positions (i.e. Chair and Vice Chair) to reflect that all of the foregoing positions within the Board are one-year term (max. two, if re-elected to said position)

Detailed Changes:
Proposed GNCC By-Law Amendments

By-law

Current By-law Wording

Proposed Amendment

Interpretation

j) “Adjunct Director” and “Ex-officio” member of the Board means a non-voting member of the Board.

Interpretation

j) “Adjunct Director” and “Ex-officio” member of the Board means a non-voting member of the Board.

1.2

MISSION STATEMENT, VISION AND OBJECTIVES

VISION AND MISSION

1.2.1

The Mission of the Chamber of Commerce is a non-partisan, non-sectarian association of businesses, groups and individuals who support business growth and effective government fostering a sustainable and vibrant Niagara.

Vision: The region to be at its economic and social best.

1.2.3

1.2.3 The Objectives of the Chamber of Commerce are:
a) To foster a successful business climate in Niagara;
b) To advocate on behalf of business to government and public institutions in a positive, visible, and proactive manner;
c) To strengthen business networks in Niagara; and
d) To articulate ideas and initiatives that strengthen business in Niagara.

Deletion of entire section 1.2.3.:

1.2.3 The Objectives of the Chamber of Commerce are:
a) To foster a successful business climate in Niagara;
b) To advocate on behalf of business to government and public institutions in a positive, visible, and proactive manner;
c) To strengthen business networks in Niagara; and
d) To articulate ideas and initiatives that strengthen business in Niagara.

3.1

ELIGIBILITY

All businesses including sole proprietors, corporations, firms, partnerships, joint ventures, associations, foundations, not-for-profit organizations, trade or professional organizations who agree to support the Mission Statement, Vision and Objectives of the Chamber of Commerce set out herein shall be eligible for membership, upon application to the Chamber of Commerce, and subsequent approval by the Directors. The Board reserves the absolute right to qualify or disqualify applications for membership in its own discretion and to set the terms of application as deemed appropriate from time to time.

ELIGIBILITY

All businesses including sole proprietors, corporations, firms, partnerships, joint ventures, associations, foundations, not-for-profit organizations, trade or professional organizations who agree to support the Mission and Vision of the Chamber of Commerce set out herein shall be eligible for membership, upon application to the Chamber of Commerce, and subsequent approval by the Directors. The Board reserves the absolute right to qualify or disqualify applications for membership in its own discretion and to set the terms of application as deemed appropriate from time to time.

4.1.2

A Director, Adjunct Director and Ex-officio member of the Board shall be elected or appointed in accordance to this By-law.

A Director, Adjunct Director and Ex-officio member of the Board shall be elected or appointed in accordance to this By-law.

4.1.3

A Director, Adjunct Director and Ex-officio member of the Board shall be an Individual Member or a representative of a Corporate Member in good standing. In the event that a Director is no longer a Member, the said Director may, with the approval of the Board, continue with his/her duties until the next election of Directors.

A Director, Adjunct Director and Ex-officio member of the Board shall be an Individual Member or a representative of a Corporate Member in good standing. In the event that a Director is no longer a Member, the said Director may, with the approval of the Board, continue with his/her duties until the next election of Directors.

4.1.9

The Board, by a vote of two-thirds (2/3) of the Directors present, cast at any duly constituted meeting, may from time to time appoint an Adjunct Director to serve for a period of one-year from the date of such appointment. The total number of Adjunct Directors appointed shall not exceed four (4) at any one time and anyone appointed an Adjunct Director shall be limited to two (2) successive one-year appointments. The Board, by a vote of two-thirds (2/3) of the Directors present, cast at any duly constituted meeting, may terminate the appointment of any Adjunct Director from the Board.

Deletion of entire section 4.1.9:

The Board, by a vote of two-thirds (2/3) of the Directors present, cast at any duly constituted meeting, may from time to time appoint an Adjunct Director to serve for a period of one-year from the date of such appointment. The total number of Adjunct Directors appointed shall not exceed four (4) at any one time and anyone appointed an Adjunct Director shall be limited to two (2) successive one-year appointments. The Board, by a vote of two-thirds (2/3) of the Directors present, cast at any duly constituted meeting, may terminate the appointment of any Adjunct Director from the Board.

4.2.4

The Board shall authorize and define the powers and duties of all committees, business councils and taskforces and shall appoint a chair and/or board liaison for same. All committees, business councils and taskforces shall be directly responsible to the Board and shall submit reports of their findings and recommendations to the Board. All committees, business councils and taskforces may adopt such rules and regulations and may appoint such officers as are required for proper government but no resolution or action by a committee shall be binding upon or expressive of the Chamber of Commerce without the approval of the Board.

The Board shall authorize and define the powers and duties of all committees, business councils and taskforces and shall appoint a chair and/or board liaison for same. All committees, business councils and taskforces shall be directly responsible to the Board and shall submit reports of their findings and recommendations to the Board or as the Board may further direct. All committees, business councils and taskforces may adopt such rules and regulations and may appoint such officers as are required for proper government but no resolution or action by a committee shall be binding upon or expressive of the Chamber of Commerce without the approval of the Board.

4.7

POLITICAL PARTICIPATION

Any member of the Board who becomes a candidate for any elected office in the municipal, regional, provincial or federal government shall be required to immediately take a leave of absence from the Board and if elected, shall resign from the Board. Notwithstanding that a member of the Board may take a leave of absence from the Board, said member(s) of the Board shall continue to adhere to conflict of interest, confidentiality and code of conduct policies existent during any such leave of absence.

POLITICAL PARTICIPATION

Any member of the Board who becomes a candidate for any elected office in the municipal, regional, provincial or federal government shall be required to immediately take a leave of absence from the Board and if elected, shall resign from the Board. Notwithstanding that a member of the Board may take a leave of absence from the Board, said member(s) of the Board shall continue to adhere to conflict of interest, confidentiality and code of conduct policies existent during any such leave of absence including but not limited to Political Campaign Participation Guidelines established, reviewed and amended by the Board from time to time.

5.7

TERMS OF OFFICE

The positions of Chair and Vice Chair shall each serve a one (1) one-year term of office, subject to re-election to the said position; provided that the said Officers are limited to two (2) consecutive terms in the same position.

TERMS OF OFFICE

The positions of Chair, Vice Chair, Director-at-Large shall each serve a one (1) one-year term of office, subject to re-election to the said position; provided that the said Officers are limited to two (2) consecutive terms in the same position.

If you have questions about the proposed changes, please email Mishka Balsom, President/CEO of the Greater Niagara Chamber of Commerce, at mishka@gncc.ca