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A2A Articles Of Incorporation

CONSTITUTION
of the Algonquin to Adirondacks Conservation Association
(Rideau-Saint Lawrence Chapter)

including a motion to amend the constitution passed at a general meeting Sept 15th 2001


ARTICLE 1 NAME

1.01 The name of the association is the Algonquin to Adirondacks Conservation Association (AACA), Rideau - Saint Lawrence Chapter.

1.02 Le nom français est l'Association de conservation Algonquin Adirondacks (ACAA), section Rideau - Saint Laurent.

ARTICLE 2 PURPOSES

The objectives of the association are:

2.01 To support, promote and initiate action to sustain a functional habitat of connected natural areas across highlands, valleys, rivers, wetlands and human barriers and boundaries that will enhance the survival and movement of healthy wildlife between the existing protection provided by Algonquin and Adirondack Parks;

2.02 To consult with, learn from, inform, and work with landowners, potential partners and the public in support of the above;

2.03 To conduct, support and recommend research and disseminate research results;

2.04 To advocate on behalf of and represent the interests of members with policy and decision-makers;

Approved motion: Delete 2.04, and renumber remaining objectives.

2.05 To seek official heritage and environmental recognition in support of the above as appropriate;

Approved motion: Replace with "To seek and promote recognition of the heritage and environmental character of the A2A Region."

2.06 To do so without inhibiting normal agricultural practices or other responsible uses of the land.


ARTICLE 3 MEMBERSHIP
3.01 Membership in the Association shall be open to individuals, organizations, and governments interested in furthering the Objects of the Association.

3.02 Members shall be entitled to notice of all meetings of the Association, to attend and have a voice at such meetings, and to one vote per Member at such meetings.

3.03 Members are eligible for nomination and election as Directors or Officers of the Association and eligible to serve on committees, sub committees, working groups, task forces and advisory councils.

3.04 The bylaws of the association, as revised from time to time, shall specify further details such as any membership fees.


ARTICLE 4 BOARD OF DIRECTORS

4.01 The Association shall be governed by a Board of Directors. Directors shall be elected by vote of the Members of the Association at the annual general meeting of the Association.

4.02 Officers of the Association shall include a President, Vice-President, Treasurer, and Secretary. After the election of each new board, the Board shall appoint these officers from among its membership.

4.03 The bylaws of the association, as revised from time to time, shall specify further details such as the minimum and maximum number of Directors, nomination and election procedure, terms, filling vacancies, and quorum.


ARTICLE 5 PARTNERSHIPS

5.01 The Association actively seeks out partnerships with others as a means to achieve shared goals.

5.02 Additional guidelines regarding partnership agreements such as memoranda of understanding and contracts shall be provided in the bylaws of the association and policies enacted by the Board of Directors.


ARTICLE 6 DOCUMENTS OF AUTHORITY AND AMENDMENT

6.01 The Association and all its officers are governed by the following Documents of Authority: a Constitution, Bylaws, and Board policies.

6.02 The Constitution establishes the fundamental governance of the Association, and supersedes all other bylaws and policies. The Constitution may be amended by a resolution drafted by the majority of the Directors at a meeting of the Board and sanctioned by an affirmative vote of at least three quarters (3/4) of the Members voting at a duly called general meeting of the Association, the proposed amendment having been circulated to Members at least 30 days in advance. If at least 1/3 of the membership indicates a desire to amend the constitution, the Board must draft an amendment to address the concern, circulate it at least 60 days in advance, and present it to a duly called general meeting of the Association, where it must receive an affirmative vote of at least three quarters (3/4) of the Members voting to take effect.

6.03 The Bylaws, subject to the terms of the Constitution, specify the operation of the Association. The Bylaws of the Association may be repealed or amended by a Bylaw enacted by the majority of the Directors at a meeting of the Board, circulated to the Members at least 30 days in advance, and sanctioned by an affirmative vote of the majority of the Members voting at a general meeting of the Association. If the Bylaw is not circulated to the Members at least 30 days in advance, the Bylaw may be sanctioned by an affirmative vote of at least 2/3 of the Members voting at a general meeting of the Association.

6.04 Board policies, subject to the terms of the Constitution and Bylaws, are established, rescinded, or amended by the Board of Directors, either by consensus or vote.


ARCTICLE 7 DISSOLUTION

7.01 In the event of dissolution of the Association, all its remaining assets after payment of its liabilities shall be distributed to one or more registered charitable or not-for-profit organizations under the provisions of the Income Tax Act. It is specifically provided that these organizations be organizations in Canada supporting conservation activities.