Fulcrum By-Laws Proposal for AGM
Since January 2015, the Fulcrum Board of Directors Policy Committee has been reviewing the By-Laws of
the Fulcrum in order to update and improve the text. This update includes substantive changes that
reflect the changing processes of the Fulcrum’s day to day business, as well as style, grammar, and
formatting changes to ensure the By-Laws are as professional as possible.
The following document is divided into two sections “content” changes are changes that actually alter
the rules of the Fulcrum, and “form” changes that only correct a formatting or grammar issue. All
recommended changes have been thoroughly discussed by the Policy Committee and approved by the
Board of Directors.
It is suggested that you read this document with a copy of the By-Laws beside you for reference. They
can be accessed at: http://thefulcrum.ca/wp-content/uploads/2014/07/FPS-Bylaws-Master-April2014.pdf
If you have any questions or comments, do not hesitate to contact Benjamin Miller, Chair of the Policy
Committee at chief@thefulcrum.ca or (613) 407-1810.
Content
Article
BL11-2.02
BL1-5.09a
BL1-7.12
Recommended Change
Change the official seal to be in line with branding change.
Currently: “Voting members of the Corporation shall be allowed to proxy their vote to
other voting members by filling out a form and presenting it to the chair of the meeting of
members.”
“Voting members of the Corporation shall be allowed to proxy their vote to other voting
members by notifying the Chief of Staff in advance of the meeting, who will then be
responsible for notifying the meeting’s Chair.”
Currently: “All decisions made by the Board via email vote shall be presented at the
subsequent meeting.”
Recommended: “All decisions made by the Board via email vote shall be presented at the
subsequent meeting except in cases where that vote was called for at the prior meeting. In
which case, the vote will be recorded in the minutes of that prior meeting.”
BL1-9.039.04
This change is required to bring the By-Laws in line with the changed policy manual.
This section seems to imply that is possible to be a board member while being employed
by the Corporation or owning/investing in a company that the Fulcrum employs.
These articles should be stricken and the following should be added: to BL1-6.02 “No
Director shall be an employee of the Fulcrum, own or invest in a company contracted by
the Fulcrum.”
1
BL1 and BL2 refer to the fact that the By-Laws are divided into two separate sections. See By-Laws for clarity on
this.
BL1Section 10
BL1- 11.01
BL1- 11.03
BL1-12.01
BL1-12.03
BL2-11.05
BL2-12.03
BL2-13.01
This section should be cut.
The following line should be added after the first sentence. “The General Manager is
responsible for presenting the profiles of auditors to be considered at least once every
three years.”
The following should be added: “The General Manager is responsible for gathering and
presenting estimates from potential auditors.”
It offers a list of official ways to deliver notices.
The following should be added: “Any notice… shall be sufficiently given if delivered
personally to the individual to whom it is to be given, if delivered to her recorded address,
or if mailed to him at her recorded address by prepaid air or ordinary mail, if sent to him at
her recorded address by any means of prepaid transmitted or recorded communication,
or, where legal requirements permit, by e-mail.”
It currently says that when calculating the time of notice, we should exclude the day of
delivery and include the day of the meeting. I don’t think this makes sense given that (1)
our Board meetings are in the morning and (2) it is not useful to count in whole days if a
document is delivered at 11:59 PM.
Computation of time should be in hours not days, so as to account for the difference in
when the meetings happen and when the documents are actually sent.
The person who the complaint might be about counts as one of the objects of complaint,
and so is entitled to speaking time at the complaint’s hearing.
Current: “If any member of the Corporation requests a copy of the Constitution,
Policy Manual, or Bylaws of the Corporation they must be provided to said member in
any form that the Board or President of the board Deems appropriate within twenty-four
(24) hours of the request.”
It should not be up to the Board or president to deem what is appropriate. If this measure
is about accessibility, then the appropriate format should be determined by the expressed
and reasonable needs of the person requesting a copy.
The requirement that CUP and Campus Plus must be included in the Masthead should be
scrapped.
Form
Article
BL11.01i,o
BL1-3.01
Change
Add a period.
Currently: “The membership shall consist of the applicants for incorporation of the
Corporation and such other individuals and such corporations, partnerships and other
legal entities as are admitted as members by the Board.”
Recommended: “The membership shall consist of the applicants for incorporation of the
Corporation and such other individuals, corporations, partnerships, and other legal
entities as are admitted as members by the Board.”
BL1-5.075.08
BL1-6.04
There is a line of empty space missing between this articles.
Currently: “Any vacancy in the Board, howsoever caused, so long as a quorum of directors
remains in office, may be filled by the directors if they shall see fit to do so;”
Recommended: “Any vacancy in the Board, howsoever caused, so long as a quorum of
directors remains in office, may be filled by the directors if they see fit to do so;”
BL1-8.01
BL1-8.03
BL1-8.08
BL1-9.01
Bylaw 2
Title Page
BL 2-1.01
BL 2Section 1
BL2-3.02
BL2-4.01
BL2-4.02
BL2-5.01
BL2-8.01
BL2-8.03(g)
BL2-8.03(i)
Add comma between VP and Chief of Staff
Currently: “The President… shall have the general powers and duties of supervision and
management of the affairs and operations of the Corporation as are incident to her
office.”
It should be “incidental”
Line is cut-off by hard return. This should be corrected.
Currently: “shall from time to time and at all times”
This is redundant it should be changed to “from time to time”
Section 7 has an “=” where it should be “-“
The subsection notation is very unclear. This should be corrected.
The title of each article underlines the period, whereas it is not underlined in the
subsequent sections or prior sections.
Change VP-Internal Comms to Chief of Staff
Underline missing.
Student should be pluralized.
The way the responsibilities are written is not consistent, i.e. “the board will…” v. “to…”
By-laws is not consistently capitalized or spelt with a hyphen.
The subsection notation gets messy around 10.
The formatting of these sub-sections should be fixed.
Currently: “the Editor-in-Chief must send to the content in question to the appropriate
lawyer whose decision of what can and cannot be published shall be final.”
Should be: “the Editor-in-Chief must send to the content in question to the appropriate
lawyer whose decision of what can and cannot be published shall be final.”
Currently: “Such retraction or apology shall be published in the next issue of the
publication following a decision of the board Board.”
Should be: “Such retraction or apology shall be published in the next issue of the
publication following a decision of the board Board.”
BL2-10.02
Eliminate the stray apostrophe.
BL2-10.04
Capitalize Investigation Committee.
BL2-Sec. 11 Capitalize Investigation Committee.
BL2-11.01
Add “(3)” after the word “three” in order to be consistent with the rest of the document.
BL2-11.04a Eliminate the extra “member”.
BL2-11.05
Add (2) after the word two and (5) after the word five. The paragraph ends mid word. It
should probably be “begins”.
BL2-12.01
Bylaws should be capitalized and hyphenated.
BL2-12.03
BL2-12.05
Current: “If any member of the Corporation requests a copy of the Constitution,
Policy Manual, or Bylaws of the Corporation they must be provided to said member in
any form that the Board or President of the board Deems appropriate within twenty-four
(24) hours of the request.”
Deems shouldn’t be capitalized.
The formatting for this article should be fixed.