2021 Annual General Meeting

**The AGM Will Consider the Nomination of Directors and the Adoption of Special Resolutions**

Director Nominees are as follows:

John Emmerton

Sheila Giffen

Christopher Girodat

Trevor Harvey

Sameer Ismail

Drew Morris

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Proposed Special Resolutions:

Special Resolution 1:

BE IT RESOLVED THAT Section 2.10 of the bylaws be struck and replaced with the following:

2.10 A person’s membership can be suspended at the discretion of the Board in the event that the member engages in the following behaviour and/or actions, which include but are not limited to:

(a) Non-compliance with the client-member code of conduct,

(b) Non-compliance with Policies or Procedures of the Society,

(c) Aggressive or abusive behavior towards the Society’s client-members, members, volunteers or staff,

(d) Theft,

(e) Misuse of programs or services,

(f) Breach of confidentiality, or,

(g) Providing false information on the membership application.

BE IT FURTHER RESOLVED THAT new Sections 2.13, 2.14, and 2.15 of the bylaws be inserted as follows:

2.13 Where, in the opinion of the Executive Director, a member of the society is to be referred to the Board for disciplinary action under subsection 2.10 of the bylaws, the Executive Director, at their discretion, may immediately suspend that member on a temporary basis.

2.14 Further to subsection 2.13, the Board shall consider the temporary suspension at its first meeting following such decision by the Executive Director.

2.15 Where a member of the society is suspended under subsection 2.13 and 2.14 of the bylaws, the Executive Director must send to the member within 72 hours written notice of the temporary suspension, including reasons, with such notice also sent to the Board President and Secretary.

BE IT FURTHER RESOLVED THAT the existing section 2.13 of the bylaws be renumbered accordingly.

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Explanation:

The proposed bylaw change addresses two functional gaps in the existing bylaws. As things stand, client-members agree to abide by the Society’s Code of Conduct. However, the Code of Conduct is silent when it comes to the commonsense requirement that client-members abide by applicable Policies and Procedures of the Society.

Further, a client-member may be suspended for a variety of forms of misconduct, many of which may represent a risk to the house, its staff and volunteers, and/or other client-members. However, as written, any action to address such a risk would have to wait until the next meeting of the Board of Directors, and the risk would persist in the meantime.

This proposed amendment addresses these issues while respecting the due process rights of client-members. Specifically, it does the following:

•  Adds language to subsection 2.10 to add non-compliance with the Policies and Procedures of the Society as grounds for discipline;
• Gives the Executive Director the authority to suspend a client-member temporarily until the Board is able to act;
• Introduces a requirement for the Executive Director to provide a client-member with written reasons for their suspension in a timely manner; and
• Introduces a requirement for the Executive Director to notify the Board of Directors of the reasons for such a suspension.

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Special Resolution 2:

BE IT RESOLVED THAT in Section 2.2 of the Bylaws, that the word 'two' be struck and replaced with the word 'three.'

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Explanation:

The proposed Bylaw change is meant to correct an error where the context of the Bylaws recognize three classes of voting membership, and the numeral '3' appears in parentheses immediately following the word 'two'. The word should be changed to align with the numeral and the context of the Bylaws.