A. Resolutions
1. Resolutions can only be dealt with by the Standing Committee(s) to whom they have been allocated.
2. Any resolution received after the pre-Annual General Meeting deadline is considered as a late resolution and will be reviewed by a Resolutions Review Committee to ensure it meets the criteria for late resolutions set out below. The Resolutions Review Committee shall be made up of five (5) representatives, one (1) of whom shall be the Resolutions Chairman and the remaining four (4) of whom shall be nominated from among the Chairs of the Standing Committees. Where possible, the Committee should attempt to be representative of all five regions.
3. Committee members shall be nominated prior to the Annual General Meeting during a conference call at which all Standing Committee Chairs are in attendance. Late resolutions must be true and current and none will be accepted after the deadline, unless:
(i) They respond to some action or event which has happened since the deadline; or
(ii) They are drafted and carried by a Standing Committee of Council; and
(iii) They are approved by the Resolutions Review Committee; and
(iv) The are approved by three-quarters (¾) of the Board of Directors during the meeting of the Committee of the Whole; or
(v) They deal with specific topics which are too confidential in nature to discuss openly and therefore, need to be referred to a Closed Board of Directors’ Meeting.
4. All resolutions which simply restate CHC Standing Policy and have been received prior to the deadline will not be included in the Annual Report. However, reference to the appropriate sections of the Standing Policy will be provided.
5. A late resolution may be introduced at a meeting of a Standing Committee by being moved and seconded by any two attendees who are duly registered for the Annual General Meeting, provided the resolution meets the criteria specified under Item No. 3 above. If adopted, such resolutions must be submitted to the Resolutions Review Committee within thirty (30) minutes of the adjournment of the Standing Committee meeting. The responsibility for bringing such resolutions to the attention of the Resolutions Review Committee is that of the Chairman of the relevant Standing Committee. The Resolutions Review Committee will review the late resolution and determine whether it is accepted or declined based on whether it meets the criteria for late resolutions set out under Item No. 3 above. If accepted, the late resolution will be numbered and distributed, and presented by the Resolutions Chairman for debate at the Committee of the Whole.
6. All action taken on resolutions, which have been referred to and/or introduced by the various Standing Committees, must be reported to the meeting of the Committee of the Whole (Open Board of Directors) by the Chairman of the respective committees in order to permit appropriate action by the Directors of Council (ie. adoption, amendment, rejection, etc...).
7. A resolution which has been adopted by a Standing Committee as presented in its original format should be introduced to the meeting of the Committee of the Whole with the Chairman of that Standing Committee asking for a motion for the adoption of the resolution; stating both number and title.
8. A resolution which has been referred to a Standing Committee and which has been amended prior to adoption should be introduced to the meeting of the Committee of the Whole with the Chairman of the Standing Committee first asking for a motion for adoption of the amendment(s). If the amendments are adopted, then the Chairman should ask for a motion for adoption of the resolution as amended.
9. A resolution referred to a Standing Committee which is subjected to major amendments, which substantially alter its original format as presented to committee, should be withdrawn by the sponsor or defeated in favour of the adoption of a new resolution which needs to be referred to the attention of the Resolutions Chairman for appropriate action (ie. numbering and distribution).
10. The status of resolutions which have been defeated or withdrawn by the sponsor at a meeting of Standing Committee should be reported to the meeting of the Committee of the Whole by the Chairman of the Standing Committee. The Chairman, normally does not ask for a motion for any further action with respect to these resolutions. However, any resolutions defeated by a Standing Committee may be re-introduced for consideration at the meeting of the Committee of the Whole, if it is moved and seconded from the floor by any two Directors of Council.
B. Voting Procedures
1. Each member of the Board of Directors, representing an Active Member of Council at an Annual or Special Meeting of the Council, shall be entitled to one vote only.
2. At all meetings of the Council voting will be by a show of hands, provided however, that upon request of a member of the Board of Directors a secret ballot shall be taken.
3. Voting by proxy shall not be permitted at any meetings of the Council and the presiding Officer shall have a vote only in the case of a tie; but if a secret ballot is requested the Chairman shall vote with the Board of Directors and shall not having a casting vote. If a secret ballot results in a tie, then the motion shall be declared lost.
4. The meetings of the Active Members of the Council and Committees other than the Board of Directors, Executive Committee and Finance Committee shall be open to all members of the Council whether Active, Associate or Honourary who have registered and they may participate in discussions, but voting shall be confined at the meeting of members of Council to the individual members of the Board of Directors representing Active Members of the Council and at Committee Meetings to the named members of the particular committee.
NOTE: This last section essentially means:
(1) All persons registered for the Annual Meeting can vote at the Standing Committee level.
(2) At the Board of Directors' Meetings, including the Committee of the Whole, only registered Directors can vote.