Model By-laws
The latest edition of the Model By-laws was issued in December 2007.
The National By-laws have been substantially updated in recent years, to reflect state-of-the-art thinking on corporate governance. This involved a review of models from Industry Canada, non-governmental organizations, and other sources, as well as incorporating requirements from legislation and legal precedent.
The new Model By-laws are updated in a number of important areas. For example, they:
- enable an association to take advantage of new technology (e.g., in communications);
- provide an association with transparency and accountability in its operations;
- express commitment to member democracy with respect to such matters as access to information, nominations, resolutions, annual meetings and elections.
All of the above are critically important for good governance. They are also extremely significant for the image of our industry, because they reflect on its professionalism and its commitment to important principles.
The Model By-laws outline several areas where HBAs have an option, e.g. for the number of elected Directors, quorum, etc. In the same vein, the National By-laws say that the President must be a Builder, and the Model By-laws do likewise, but some HBAs may wish to consider omitting that requirement depending on circumstances.
As in the past, the Model By-Laws also include Disciplinary Procedures which were approved and circulated some years ago. They are formatted to give HBAs the option of either adopting them as an Appendix to their By-laws (for ease of reference), or as a stand-alone document. The key is that they be formally adopted in a resolution of the Membership, and given official status within the HBA. They provide the only real enforcement mechanism for the CHBA Code of Ethics. If an HBA proposes to expel a Member or refuse to renew its membership, it is on much safer legal ground when it follows a clear pre-established procedure than when it doesn’t.
It is hoped that the new edition of these Model By-laws will help all HBAs in their efforts to further progressive governance.
