Brantford Lapidary and Mineral Society Inc.

By-law No. 13

Organizational By-law

A By-law which contains the rules for the organization of

The Brantford Lapidary and Mineral Society.

This By-law repeals and replaces By-laws No. 1 – 12c of

the Brantford Lapidary and Mineral Society

Passed by the Board of Directors on

February 6, 2023

Confirmed by the Membership on February 17, 2023

Note: This By-law contains rules under which the Brantford Lapidary and Mineral Society, Inc. (the “Society”) is organized. The Society is subject to the Ontario Not-for-Profit Corporations Act, which is expected to come into force soon after this By-law is passed, or the Ontario Corporations Act until it no longer applies.

When this By-law refers to the Act alone, it means the Not-for-Profit Corporations Act.

By-law No. 13

Organizational By-law

Article 1: About This By-law

1.1 Status of this By-law The Not-for-Profit Corporations Act will have priority over this By-law in case of conflict.

1.2 Prior By-laws All prior By-laws of the Society are repealed when this By-law comes into force.

Article 2: Membership

2.1 Qualifications for membership Membership in the Society shall be open to all individuals who agree with the constitution, By-laws and objectives of the Society and pay the appropriate fee. Persons who have specifically been removed from the membership shall not be entitled to become a member again unless approved by 2/3rds of the membership at a membership meeting according to the processes herein.

Regular Single memberships shall be open to persons who are sixteen (16) years old and older. Each individual member shall be entitled to one (1) vote at any member’s meeting.

Regular Family memberships shall include up to four (4) persons who are sixteen (16) years old and older and who all who have the same municipal address. Family membership also includes any number of children under the age of sixteen (16). Only two (2) family members who are sixteen (16) years old or older shall be entitled to vote at any member’s meeting.

Non-voting Single and Family memberships shall be available as per above. Non-voting members shall have all rights and privileges of voting members, except that: they shall not entitled to vote for any of the Society’s motions (including the Board of Directors’ positions), they will not be considered as part of the meeting Quorum requirements, and they cannot be a Board Member. Any non-voting member may pay for a Regular Single or Family Membership at any time and will not receive a refund for their non-voting membership cost.

Honorary memberships (non-paying) proposed by the Board of Directors must be approved by the membership with 2/3rds of the eligible voters present at a members’ meeting and is subject to regular Notice of Motion requirements. Honorary memberships (also called Lifetime memberships) may include family memberships and have all the rights and privileges of Regular Single or Regular Family memberships, whichever is bestowed.

2.2 Fees Annual fees shall be due and payable not later than January 31st each year, and shall be collected by the Treasurer. New members who join the Society during the period from September to December 31st shall be also entitled to Membership for the following calendar year.

A schedule of fees for classes of membership shall be published in the January issue of the Society’s newsletter, the Telephone City Crystal. The fee schedule shall be determined by the current Board of Directors.

2.3 Communications

The Society is only responsible for communicating to members via email and/or the club website.

Article 3: Members’ Meetings

3.1 Annual General Members’ Meetings The Society must hold an annual general members’ meeting no later than the earlier of • fifteen months after the last annual meeting, or • five months after the end of the Society’s fiscal year, which is December 31st.

3.2 Schedule of Regular Members’ Meetings Regular meetings of the Society shall be held on the third Friday of each month (except during July and August), unless otherwise arranged.

3.3 Agenda of Annual General Members’ Meetings

(a) The agenda for each annual general meeting must include:

• consideration of the financial statements

• consideration of the auditor’s report, if there has been an audit

• appointment of the auditor for the next year, or special resolution not to have an audit

• election of directors.

The agenda must also include the general nature of any other business to be dealt with at the meeting.

(b) Members can raise any matter at a meeting but they cannot vote on it if it was not included in the notice of the meeting.

(c) If proper notice is given, the members can make any decision or pass any version of a by-law. They can do this even if the version they pass is different from, or contrary to, the original.

(d) A copy of a new by-law or a by-law change must be made available to members at least five days before the meeting.

3.4 Notice of Members’ Meetings Notice of any members’ meeting must be given to the members not less than ten days nor more than fifty days before the date of the meeting. Notice must include the time and place of the meeting.

3.5 Quorum at Members’ Meetings

(a) Quorum at members’ meetings means the minimum number of members who must be present for the Society to hold an official members’ meeting and make decisions or transact any business. If there is no quorum, anything discussed has no official status. However, the meeting can be continued as an information meeting.

(b) The quorum for a meeting of the members is 20% of the members entitled to vote as of the notice date for the meeting. The quorum count includes both members voting in person as well as those who have voted via electronic means and mail.

3.6 Voting

(a) At any members’ meeting and as defined in 2.1, every Regular Family membership has the right to 1 or 2 votes and every Regular Single membership has the right to 1 vote. Anyone can vote who is a member and at least 16 years old at the time that the meeting notice is published.

(b) A majority vote is needed to make any decision, unless a by-law, or the Act, states differently.

(c) A two-thirds majority vote of the members present at a regular or annual general meeting is needed to pass or amend by-laws. A two-thirds majority vote of the members present at an annual meeting is required to amend the constitution.

(d) An abstention is not counted as a vote. A tie vote defeats the motion.

(e) Voting by proxy is not permitted for any members’ vote.

3.7 Participating in Members’ Meetings

(a) The board may adopt a system to make available telephonic or electronic ways for participating in a members’ meeting that permit all participants to communicate adequately with each other during the meeting. Anyone participating in a meeting in those ways will be considered to be present at the meeting.

(b) A system to confidentially cast votes via electronic means shall be made available to all members. A system to confidentially cast votes via mail shall be made available to members. For members’ meetings that are in-person, a system to confidentially cast votes in-person may be made available but is not mandatory. All systems of voting must ensure that only votes cast by members entitled to vote and that the Society cannot identify how each member voted. Electronic voting must be done of the day of the member’s meeting and if sent via email must be received at least 2 hours before the start of the meeting. Mail in voting must be received by a member of the election committee at least 2 hours before the start of the meeting, shall be handled by the election committee and shall be opened during the meeting. Regardless of the above, all members present at a members’ meeting shall have an opportunity to vote.

3.8 Minutes of Members’ Meetings

(a) Within 4 weeks of each members’ meetings the draft minutes shall be emailed to all members who have consented to communicate via email and shall be posted at the head office for all membership to view.

(b) Within 2 weeks of approval of all meeting minutes, the minutes shall be added to the minute book, which is securely kept at the head office.

Article 4: Directors and Officers

4.1 Powers and Duties of the Board

(a) The Board of Directors manages or supervises the management of the business of the Society. It can use all the powers of the Society, unless the Act or the By-laws say that a members’ meeting is needed to decide on something.

(b) The board can act only by a decision at a proper board meeting. Individual directors or officers have no authority to act except as stated in a by-law or as authorized by the board. The authorization can be specific according to a Society Policy.

i) Lapidary (and associated arts),

ii) Minerals (and associated sciences)

iii) Field Trips (including rock hounding and museum trips)

iv) Social through Clubhouse, activities, etc.

Lapidary requires equipment and a workshop, which also serves as the BLMS head office. The Board is not permitted to remove any one of these four pillars. In order to remove any one of these three parts of the BLMS, first a Board of Directors vote of 2/3rds or more is required and then a membership vote of 2/3rds or more is required at an Annual General Members’ meeting or a special Members’ Meeting.

(d) The Board is permitted, with a unanimous vote of the 4 executive board members and in only during a Regular Board Meeting, to put up for sale:

i) specified surplus equipment owned by the BLMS

ii) specified minerals and other non-equipment (e.g. metals, , etc.) owned by the BLMS

Otherwise, all such items can be sold by the BLMS if voted by the members in a member’s meeting with a 2/3rds or more vote. It is preferred that equipment is sold via an open silent auction process and posted on the BLMS website.

(e) The Board is permitted, with a majority vote, to create and manage an equipment rental program for surplus equipment and to members only.

4.2 Number of Directors

(a) The board is made up of 9 directors who have been elected or appointed to hold specific offices.

There will be four executive officers, the President, Vice-President, Treasurer and Secretary. The other officers will be a Show Chairperson, a Newsletter Editor, the Immediate Past President, a Workshop Administrator, and a Field Trip Director.

(b) A director can hold one or more offices, but will only have one vote.

(d) If there are any “not at arm’s length” (as defined by the CRA) Directors on the Board, only 1 Director is permitted to vote on any decision made by the Board of Directors.

4.3 Roles and responsibilities of the Officers

a) The President

• gives leadership to the Society

• presides over Society and Board meetings, unless a decision is made to have another person be the chair

• co-ordinates the work of the board

• acts as the Society’s representative with outside organizations

• signs all by-laws, minutes, contracts and other official documents

• follows the decisions approved at board and members’ meetings

• each month reviews and signs the bank reconciliation statement prepared by the treasurer to indicate the review has been performed and reports to the board on any problems.

b) The Vice-President

The vice-president performs the president’s duties in the absence of the president and generally works with the president in carrying out the above responsibilities. The president and vicepresident should review their roles regularly to make sure that they are carrying out all the responsibilities outlined above.

The vice-president is responsible for coordinating the activities of the field trip director, the program coordinator, social coordinator, the librarian, and the CCFMS representative.

c) The Secretary

• records minutes of board and members’ meetings including all motions made, a brief summary of the discussion and the result of the motion

• ensures that all reports, resolutions, by-laws and other matters submitted to the board at a meeting are attached to or included with the minutes of the meeting

• ensures that the minutes of board and members’ meetings are duly signed by two signing officers and inserted in the minute book

• generally makes sure the minute book is kept up to date

• ensures that all legally required notices, such as notice of meetings, are given in accordance with this by-law

• makes all necessary corporate filings, such as Notices of Change under the Corporations Information Act

• is the custodian of the minute book and other corporate records (other than financial records).

d) The Treasurer

The treasurer shall be responsible for the preparation of an annual budget for the activities of the Society in advance of each fiscal year. He/she shall maintain all financial records of expenditure and receipt and be prepared to give a current financial report at all Board and members’ meetings. He/she will collect all membership fees, maintain a current list of members and supply the list to the secretary and the newsletter chair. All monies shall be deposited with a recognized financial institution, and expenditures, wherever possible, shall be by authorized cheque drawn against a Society account.

The treasurer will

• act as the Society’s representative in dealing with the accountant

• work with the accountant in implementing and monitoring internal financial controls

• normally be the director who signs cheques under this By-law

• each month prepare a reconciliation of the Society’s bank accounts.

e) Immediate Past President

The past president shall serve in an advisory capacity, but may be assigned other responsibilities by the board.

f) Show Chairperson

The Show Chairperson shall coordinate the Society’s shows and displays at the local and

Federation levels. Specifically, the Show Chairperson is responsible for organizing and managing the Society’s annual “Paris Gem and Mineral Show”.

g) Communications Administrator

The Communications Administrator is responsible for implementing and coordinating all communications to the membership and outside the membership. This role includes, but is not limited to:

• Newsletter Editor: supervise, edit and distribute all bulletins, newsletters and notices of members’ meetings for the Society.

• Webmaster: maintain and keep current the Society’s website

• Social Media Editor: keep the Society’s social media accounts and announcements current

• Work with the Show Chairperson and/or assistants on communications

h) Workshop Administrator

The workshop administer is responsible for coordinating activities at the Society’s workshop, including maintenance of the facility, management of Workshop Monitors, acquire supplies and housekeeping. The Workshop Administrator is also responsible for recruiting and coordinating Instructors and instructional courses.

i) Field Trip Director

The Field Trip Director shall schedule and arrange all Field Trips for the Society, they shall propose and an annual budget and ensure that approved annual budgetary guidelines are followed by all individual field trip leaders. They shall also be responsible for the first aid kit and rockhounding equipment on such trips. They have the authority to dismiss any Society member from a trip if the member has not met the health and safety and any other requirements for the trip.

Appointment of other positions by the Board

The Board will appoint people to fulfill the following non-director responsibilities:

(i) Workshop Monitors - These persons are experienced at using and giving basic instruction on all standard lapidary equipment in the workshop. They will establish their workshop session schedules and pay only 50% of the regular workshop fee. They are expected to provide some level of supervision to members using the machines to ensure safety and minimize the risk of machines becoming damaged. They shall immediately report to the Workshop Administrator of any issues with any machines. They shall also ensure that machines are only used by the Society’s members and other occasional persons specifically approved by the Board of Directors.

(ii) Class Instructors - These persons shall schedule and provide classes for various aspects related to the club such as, but not limited to: cabbing, saw operation, silver smithing, properly hammering when rockhounding, etc.

(iii) Program Coordinator - The program coordinator shall organize the monthly program and assist with the agenda for each regular and annual meeting, and assist the speaker before, during and after the program

(iv) Social Convenor - The Social Convenor shall be responsible for organizing the social functions of the Society, including provision of light refreshments at members’ meetings. (v) Librarian -The librarian shall maintain the Society’s library and keep the necessary records of books in circulation.

(vi) Central Canadian Federation of Mineralogical Societies (CCFMS) Representative The CCFMS representative will attend meetings of CCFMS and provide liaison between CCFMS and the Society.

4.4 Election of Directors and Officers

(a) The members elect at the Annual General Meeting the directors to fill designated offices.

(b) No executive officer shall be elected to hold the same office for more than three (3) consecutive terms. For clarity, if a person is appointed as an executive officer after the AGM, the initial period of time until the next AGM does not count towards the 3 consecutive term limit. In the event that after the 3 consecutive terms there is no one else to replace a executive officer the person who held the position may serve in an “acting” capacity until a new person volunteers and is appointed by the Board of Directors.

(c) Ordinarily all directors/officers will serve until their successors are elected. If a vacancy occurs during the term of office, the board will appoint a member of the Society to fill the office for the remainder of the term.

(d) The board can elect any other officers and give them authority and duties.

(e) An office becomes vacant as soon as the office-holder resigns, or is removed, as a director.

(f) A nominating committee, consisting of a chairperson and two (2) members of the society, shall be appointed by the Board, and shall present a slate of candidates for election at the Annual General Meeting. Each Officer shall be elected by a majority of the eligible voting members present. Nominations from the floor will be received provided a) the nominee is present and agrees to stand, or (b) if absent, the nominee agrees in writing within 10 days after the meeting.

4.5 Who Can Act as a Director and Officer

(a) To be a director and officer, a person must be eighteen years or older. Anyone who is bankrupt cannot be a director and officer. Anyone who is not mentally competent cannot be a director and officer. Definitions may be found in the Act.

(b) To be a director and officer, a person must be a Regular Member or Lifetime Member of the Society.

(c) People cannot be directors and officers if they were present at the meeting that elected them and refused to accept the office. If absent, a person must agree in writing to be a director and officer. They must do this within ten days after the meeting. If not, there is a vacancy on the board and 4.4 of this By-law applies.

All directors and officers should sign an agreement relating to this, whether or not they were at the meeting where they were elected.

4.6 Election of Directors

(a) If there is more than one candidate for an office, voting shall be according to Sections 3.5 and 3.6.

(b) If there is only one candidate for an office, the secretary will cast a single vote in favour of the candidate.

(c) Members can vote only during a proper meeting. There must be a quorum present from the time the ballot boxes open until the final vote is cast. There does not have to be a quorum present while the votes are being counted and when the results of the vote are announced. If there is a tie and a quorum is no longer present, then the board must call a new meeting to complete the election.

4.7 Term of Office

Directors and officers serve from the time they are elected at the AGM until the following year’s AGM. Anyone elected or appointed to fill a vacancy will serve for the remainder of the term of the director whose position they are filling.

4.8 Standard of Care

Each director and officer in exercising his or her powers and discharging his or her duties to the Society will:

• act honestly, in good faith with a view to the best interests of the Society; and

• work with the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.

4.9 Conduct of Individual Directors and Officers Each director and officer is expected to:

• attend all board and members’ meetings unless excused by the board based on advance notice of absence

• prepare for all meetings

• keep confidential any private information about the affairs of the Society, or its members

• comply with all Government Requirements and the By-laws and Corporate Policies of the Society

• comply with any Code of Behaviour for Directors, Officers and/or Members that may be adopted as a Society Policy

4.10 Payment of Directors and Officers Directors and officers must serve as such without payment of any kind whether direct or indirect.

However, they may be reimbursed for reasonable travel or other expenses incurred while doing business for the Society. The board must authorize these expenses. Directors and officers cannot receive compensation for lost income while doing business for the Society.

4.11 Conflict Procedures When a potential conflict of interest is raised before or during a board meeting, then:

(a) The board must decide if there is an actual or potential conflict of interest. The parties to the potential conflict must not participate in the process of deciding if there is a conflict. They cannot be in the room while the decision is being made.

(b) If the board decides that a conflict of interest exists, the involved party must not participate in any decision-making regarding the resolution or subject-matter of the conflict of interest and must leave the meeting while the item is under discussion. The party involved may not see any of the documents relating to the matter.

4.12 Indemnification of Directors and Officers

(a) The Society will indemnify all directors and officers, and their heirs and legal personal representatives in respect of civil, criminal, administrative, investigative or other actions or proceedings against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgement, reasonably incurred by the individual in respect of any civil, criminal, administrative, investigative or other action or proceeding in which the individual is involved because of his or her association with the corporation or other entity.

(b) A corporation shall not indemnify an individual under subsection (1) unless,

(i) the individual acted honestly and in good faith with a view to the best interests of the Society or other entity, as the case may be; and

(ii) if the matter is a criminal or administrative proceeding that is enforced by a monetary penalty, the individual had reasonable grounds for believing that his or her conduct was lawful.

(c) The board of directors must purchase insurance to cover this liability, subject to reasonable limitations and deductibles.

4.13 Resignation of a Director A Director can resign by giving written notice via email to all other directors. The resignation will take effect at the time the resignation is received.

4.14 Removal of a Director and Officer

(a) The members may by ordinary resolution remove a director from office. This can be because the director broke the By-laws or Society Policies or for any other reason that the members consider sufficient.

The decision must be made at a meeting of the members. The director must be given at least 15 days notice in writing with reasons for the proposed removal and termination.

The director must be given an opportunity to be heard, orally or in writing at the members meeting. The decision of the members will not go into effect until at least six days after the meeting.

(b) The directors may remove a director who no longer meets the qualifications outlined in Sect 4.5.

4.15 Vacancy when there is no board quorum If there is a vacancy on the board and no quorum of directors remains in office, the remaining directors must call a members’ meeting to fill the vacancies. At that meeting the members elect directors to serve the rest of the terms of the former directors.

4.16 Board Meetings

(a) Place of meetings - Board meetings must be held in the Province of Ontario or via an internet meeting.

(b) Regular meetings - Unless the Board decides something else, the board will hold regular monthly meetings on a date decided at the previous meeting, or at a regular time set by the board. There is no need to give notice of regular meetings. The Board must hold at least four meetings a year.

(c) Special meetings - The board can hold special meetings. A special meeting can be called by a decision of the board, by the president or vice-president, or by a quorum of directors.

Each director must be given at least three days written, verbal or electronic notice of a special meeting. The notice must state the general nature of the meeting’s business.

(d) Emergency Meetings

A special meeting of the board can be called on less than three days notice if:

• there is an emergency, and

• a quorum of directors is present at the meeting.

Emergency meetings can be called only in very unusual circumstances. For example, roof repairs might have to be done immediately to avoid serious damage. Notice of an emergency meeting must be given in writing or by telephone, or electronically, and all if possible.

There must be a report to the next regular directors’ meeting of any decision made at an emergency meeting.

(e) Quorum for board meetings - Quorum at board meetings means the minimum number of directors who must be present to hold a board meeting and make decisions or transact any business.

A quorum for a meeting of the Board shall consist of the President or Vice- President, one (1) other Executive Officer and two (2) other directors to deal with the business of the Society.

(f) Agenda of a board meeting - An agenda and minutes of the previous meeting should be given to directors before a board meeting. The agenda contains the items that the directors will consider at the meeting. At regular meetings, however, the board can consider or adopt any motion even if no notice of the item was given.

At special meetings or at emergency meetings, the board can only consider the business stated in the notice, or the agenda given with the notice.

(g) Giving up the right to a notice - Directors can give up their right to a notice. This must be done in writing.

(h) Chair - The chair of board meetings can be either the president or another person chosen by the board.

The chair can only vote on matters which come before board meetings in order to break a tie.

(i) Voting - Each director has one vote at board meetings. A majority vote is needed to make a decision unless this By-law states differently.

(j) Previous meeting minutes - The Secretary shall provide a draft of each Board Meeting’s minutes to all Board Members within 2 weeks of each Board Meeting.

4.17 Participation in Meetings Remotely - Should a Board Meeting or a meeting of a committee of directors be in-person, any director not physically present may choose to participate in such meeting by telephonic or electronic means. Any such director is deemed to be present at the meeting.

4.18 Signed Resolutions - A resolution signed by all the directors entitled to vote on that resolution at a board meeting or committee is as valid as if it had been passed at a duly called meeting of the board or committee. All such resolutions will be kept with the minutes of board or committee meetings.

Article 5: Financial and Legal

5.1 Fiscal Year - The fiscal year of the Society starts January 1 of each year and ends December 31.

5.2 Auditor:

(a) The members appoint an auditor or a person to conduct a review engagement of the Society at each Annual General Members’ meeting. The auditor can be either a chartered accountant or a chartered accountant firm. The auditor stays in office until another auditor is appointed as stated in the Act. The board will arrange for payment of the auditor.

(b) The Act states how to remove an auditor and appoint a different auditor.

(d) The directors, officers, and contractors of the Society must provide any information and explanations which the auditor requests.

(e) The members may pass an extraordinary resolution not to appoint an auditor and to not have an audit or a review engagement in respect of the corporation’s financial year if the Society had an annual revenue in that financial year of $500,000 or less, in accordance with Section 76 of the Not- for-Profit Corporations Act.

(f) An extraordinary resolution means a resolution that is submitted to a special meeting of the members of the corporation duly called for the purpose of considering the resolution and passed at the meeting, with or without amendment, by at least 80 per cent of the votes cast.

(i) In the event that such an extraordinary resolution is passed, the Society will hire an independent qualified accountant to prepare year-end financial statements.

5.3 Signing Officers

(a) Each of the Executive Officers will be signing officers.

(b) All mortgages, contracts and other documents must be signed by two signing officers. This includes any written commitment such as an order for work to be done. Before signing a document, the officers must make sure that the document has been properly approved.

The board can make a specific decision to appoint one or more officers, or directors to sign documents, or any class of documents, for the Society.

(d) When authorizing a document, the board can decide its exact form. If it does not, the signing officers can approve the final document.

5.4 Signing Cheques

(a) All cheques must be signed by two signing officers. Ordinarily the treasurer will be one of them.

(b) Before signing a cheque, whoever signs must make sure that the expense has been properly approved and that clauses (c), (d), (e) and (f) have been followed with respect to the cheque as well as all relevant provisions of any Society Policies.

(c) Cheques must never be signed where the amount or anything else on the cheque is blank. Postdated cheques must not be signed.

(d) Cheques must be pre-numbered.

(e) Cheques must be supported with all necessary invoices or other supporting documents. When the cheque has been signed, the invoice must be marked paid and the cheque number entered on the invoice.

(f) References to cheques in this section includes other negotiable documents.

5.5 Head Office

The head office of the Society will be in Brantford, Ontario or in Brant County, Ontario.

5.6 Confidentiality of Board and Committee Business

(a) Sometimes directors or committee members discuss confidential matters. All directors and committee members must keep these matters secret, even after they are no longer directors, members of the committee, or members of the Society.

(b) Officers, employees or members sometimes learn confidential information. They must keep that information secret and not pass it on to anyone else.

(c) When the board discusses confidential matters, the minutes of these discussions must be kept in a separate section of the minute book. Only board members can see the confidential minutes.

(d) Directors must decide which items are confidential. They should remember that members have the right to be fully informed about the Society’s business. They must have a good reason for keeping something confidential.

(e) Confidential or other personal information may be made available to the board when necessary, in connection with the Society’s business.

(f) Directors and committee members should sign a confidentiality agreement.

5.7 Expenditures above $1500 - Any expenditures proposed by the Board over $1500 that are not part of the current year’s budget must be presented to the membership with explanation of why the expenditure is required. Membership to vote on any expenditure over $1500 and must pass by 2/3rds majority vote per our bylaws.

Article 6: Notice

6.1 Defects in Notice - Notices or other documents may be given personally to a member or director or sent by ordinary mail, or by email, to the member or director at their last address, as shown on the books and records of the Society. Where something is served by mail, it will be considered to have been delivered, served or given on the third day after it was mailed.

6.2 Delivery of Notice - Notices or other documents may be given personally to a member or director or sent by ordinary mail, or by email, to the member or director at their last address, as shown on the books and records of the Society. Where something is served by mail, it will be considered to have been delivered, served or given on the third day after it was mailed.

6.3 Calculating Time for Notices - When calculating the time for a notice, the date on which the notice is given is not counted, but the date of the meeting or event is counted. For example, a members’ meeting is scheduled for Friday, October 21. The By-law says that there must be a notice of ten days. Counting back ten days, including the day of the meeting, this count will end at Wednesday, October 12. Therefore, notice should be given on or before Tuesday, October 11. Sundays or holidays are included when counting.

Article 7: Affiliation

7.1 Central Canadian Federation of Mineralogical Societies - The Society shall become and remain a member in good standing of the Central Canadian Federation of Mineralogical Societies (CCFMS).

7.2 Appointment of Delegates - It shall be the responsibility of the Board to ensure that at least one duly authorized delegate from the Society attends applicable meetings of the CCFMS for the purpose of representing the Society’s interests.

END OF BY-LAW.