BYLAWS April 14, 2010

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1 BYLAWS April 14, 2010

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3 PART I: ORGANIZATION Contents Section 1 Organizational Meeting Inaugural Meeting...1 PART II: COMMITTEES Section 3 Application Standing Committees Planning and Priorities Committee Establishment of Special Committees Membership Election of Committee Chair...6 PART III: BOARD MEETINGS BYLAWS Section 9 Definitions Regular Meetings of the Board Special Meetings of the Board Quorum Presiding Officer Order of Business Voting Record of Decisions Procedure at Board Meetings Motions Amendments Points of Order Questions of Privilege Timed adjournment Private Session Committee of the Whole...15 PART IV: COMMITTEE MEETINGS Section 25 Definitions Regular Meetings Special Meetings of a Standing Committee Quorum Presiding officer Order of Business Voting...18 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530 i

4 Contents cont. 32 Participation by Non-members Record of Recommendations Procedure at Committee Meetings Motions Amendments Points of order Questions of privilege Delegations Timed adjournment Reports...24 PART V: MISCELLANEOUS Section 42 Adoption of a procedure Temporary suspension of Bylaws Revision of Bylaws...25 ii G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

5 PART I: ORGANIZATION 1 Organizational Meeting 1.1 The Board shall hold an organizational meeting in each year no sooner than December 1 and no later than December The purpose of the organizational meeting shall be: (d) (e) (f) to elect the Chair of the Board; to elect the Vice-Chair of the Board; to review and renew the term of office of special committees of the Board; to appoint members to committees of the Board; to appoint members to represent the Board on external organizations; and, to adopt a schedule of meeting dates and times for regular meetings of the Board and standing committees for the following year if the Board has not yet done so. 1.3 The term of an office or other position to which a member has previously been elected shall expire immediately prior to the next organizational meeting, until a successor is elected, or until the member ceases to be a member of the Board, whichever occurs first. 1.4 The Director shall preside until the Chair of the Board is elected. 1.5 The Chair of the Board shall preside at the organizational meeting upon being elected. 1.6 The election of Chair and Vice-Chair of the Board shall be by majority vote of the members present. 1.7 Members shall be elected to offices other than Chair and Vice-Chair of the Board by a majority vote. 1.8 The Board may adopt a procedure for the election of members to various offices and positions from time to time. 1.9 Each member present shall vote for as many candidates as there are positions to be filled at the time each vote is taken. G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

6 Part I: Organization 2 Inaugural Meeting 2.1 The Chair of the Board, in consultation with the Director, shall arrange an inaugural meeting of the Board in the December following a municipal election within two weeks of the organizational meeting. 2.2 The purpose of the inaugural meeting shall be to introduce the members of the Board elected in the municipal election. 2.3 The Chair of the Board may deliver an address at the inaugural meeting. 2.4 The agenda for an inaugural meeting shall not include any business to be considered by the Board, but may include various ceremonial matters at the discretion of the Chair of the Board, in consultation with the Director. 2 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

7 PART II: COMMITTEES 3 Application 3.1 A reference in these Bylaws to a committee refers equally to a standing committee, a permanent committee, and a special committee established by the Board, unless otherwise stated. 3.2 In this Part, a reference to a committee refers equally to a subcommittee established by a committee. 4 Standing Committees Establishment of Standing Committees 4.1 There shall be four standing committees of the Board: (d) Administration, Finance and Accountability Committee; Program and School Services Committee; Operations and Facilities Management Committee; Human Resources and Professional Learning Committee Mandates of Standing Committees 4.2 The Administration, Finance and Accountability Committee shall consider and make recommendations to the Board on administrative matters, including finance matters, referred to it for consideration. 4.3 The Program and School Services Committee shall consider and make recommendations to the Board on education matters referred to it for consideration. 4.4 The Operations and Facilities Management Committee shall consider and make recommendations to the Board on operational matters, including property matters, referred to it for consideration. 4.5 The Human Resources and Professional Learning Committee shall consider and make recommendations to the Board on human resources and professional learning matters referred to it for consideration. 4.6 A matter may be referred to a standing committee for consideration by: the Board; the Planning and Priorities Committee; the Chair of the Board; G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

8 Part II: Committees (d) (e) (f) the Director; a member of the Board, by giving written notice of the matter in the manner prescribed by these Bylaws or in accordance with a procedure adopted by the Board from time to time for this purpose; or an advisory committee established by the Board Membership of Standing Committees 4.7 Each standing committee shall be composed of five members of the Board elected at the organizational meeting. 4.8 Each member of the Board, except the Chair and Vice-Chair of the Board, shall be appointed to one standing committee. 4.9 No member of the Board shall serve on more than one standing committee The Chair and Vice-Chair of the Board shall be members of each standing committee ex officio. 5 Planning and Priorities Committee 5.1 The Planning and Priorities Committee shall be established as a permanent committee of the Board. 5.2 The Planning and Priorities Committee shall be composed of: (d) (e) the Chair of the Board; the Vice-chair of the Board; the immediate past Chair of the Board if still a member of the Board; the chair of each of the standing committees; one member appointed by each standing committee from amongst its members. 5.3 The Planning and Priorities Committee shall make recommendations to the Board on: (d) the development and coordination of a strategic plan for the Board, in consultation with the Director and the standing committees; the Boards inter-governmental relations; matters relating to meetings of the Board and the standing committees; the Board's by-laws and procedures; 4 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

9 Part II: Committees (e) (f) (g) the development and management of plans for senior leadership succession; professional development for members of the Board; and, other matters referred to it from time to time by the Board or the Chair of the Board. 6 Establishment of Special Committees 6.1 The Board may establish a special committee of members of the Board to make recommendations to the Board on any matter. 6.2 The term of a special committee shall expire on November 30 in each year unless otherwise determined by the Board. 6.3 A special committee that has expired may be revived and continued by the Board at its next organizational meeting. 6.4 A committee of the Board may establish a subcommittee to make recommendations to the committee on any matter before the committee for consideration. 6.5 The term of a subcommittee shall expire when the term of the committee that established it expires, unless the committee is revived and continued by the Board. 7 Membership 7.1 Only members of the Board may be members of a committee of the Board or a subcommittee of a committee of the Board. 7.2 The membership of a committee, other than a subcommittee, shall be determined by the Board. 7.3 The membership of a subcommittee shall be determined by the committee establishing the subcommittee. 7.4 A member of the Board who is not a member of a committee may be appointed to be a member of a subcommittee established by the committee. 7.5 A member of the Board on whose motion a special committee or subcommittee is established shall be a member of the special or subcommittee upon the request of the member. 7.6 A member whose term of office on a committee has expired may be re-appointed to a subsequent term. 7.7 A vacancy on a committee, other than a subcommittee, shall be reported to the Board in the next report of the committee. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

10 Part II: Committees 7.8 The Board shall appoint a member to fill a vacancy on a committee upon being notified of a vacancy on a committee. 7.9 A vacancy on a subcommittee shall be reported to the committee that established it in the next report of the subcommittee A committee shall fill a vacancy on a subcommittee it established upon being notified of the vacancy A member of a committee who is absent from three consecutive meetings of the committee without the approval of the committee shall cease to be a member of the committee, and this information shall be reported to the Board, or to the establishing committee if the absence was from meetings of a subcommittee. 8 Election of Committee Chair 8.1 The Director shall convene the initial meeting of a committee within two weeks of the adoption of the resolution establishing the committee, and the first matter considered by the committee shall be the election of a chair. 8.2 At the initial meeting of a committee, or at the first meeting after the office of committee chair or vice-chair becomes vacant, the committee members shall elect a chair and a vicechair from amongst themselves. 8.3 The term of office of the chair and vice-chair of a committee shall expire on November 30 in each year. 8.4 The chair and vice-chair of a committee may be re-elected to a subsequent term of office by the committee. 6 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

11 PART III: BOARD MEETINGS 9 Definitions 9.1 In this Part, the following definitions apply: "chair" means presiding officer; "majority" means a majority of the members present; "majority of the Board" means a majority of the members of the Board. 10 Regular Meetings of the Board Meeting schedule 10.1 A regular meeting of the Board shall take place on the date, at the time and at the location established in the schedule of meetings. Notice of a regular meeting 10.2 The Director will notify all members of the Board in writing of a regular meeting of the Board at least 48 hours in advance of the meeting, and shall include the agenda for the meeting with the notice The Chair of the Board shall be responsible for the content of the agenda for a regular meeting of the Board in consultation with the Director Two or more members of the Board may include a matter in the agenda for a regular Board meeting by submitting the matter in writing to the Director at least seven days in advance of the meeting The agenda for a regular meeting of the Board shall include all the matters that are to be considered by the Board as far as is known A matter may be added to an agenda for a regular meeting of the Board at the discretion of the Chair of the Board, in consultation with the Director, no later than the day before the meeting. New business at a regular meeting 10.7 A matter that is not included in the agenda may be added to the agenda as new business at a regular meeting of the Board if a majority of the Board agrees to do so, unless otherwise prohibited by these Bylaws A motion to reconsider a decision of the Board made at a previous meeting shall not be added to the agenda as new business. (See Bylaws ) G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

12 Part III: Board Meetings 11 Special Meetings of the Board Authority to call a special meeting 11.1 A special meeting of the Board may be called for the Board to consider an emergent or time-sensitive matter: by the Chair of the Board; or, by the Director at the written and signed request of a majority of members of the Board. Notice of a special meeting 11.2 The Director shall notify all members of the Board in writing of a special meeting of the Board at least 24 hours in advance of the meeting, and shall include the agenda for the meeting with the notice The agenda for a special meeting of the Board shall include all the matters that are to be considered by the Board at the meeting. New business at a special meeting 11.4 A matter that is not included in the agenda may be considered at a special meeting of the Board only if: all members of the Board are present at the meeting; and, all members of the Board agree to consider the matter. 12 Quorum 12.1 A quorum shall be a majority of members of the Board A meeting of the Board shall commence as soon after the time shown in the agenda as a quorum is present If a quorum is not present within 15 minutes after the time shown in the agenda the meeting shall be cancelled If a quorum is lost during the course of the meeting, the Board shall stand in recess If quorum cannot be re-established within 15 minutes of the Board recessing due to a loss of quorum, the Board shall stand adjourned When a meeting of the Board is cancelled or adjourned due to a lack of quorum, the Director shall record the names of the members present, and report that information to the next regular meeting of the Board. 8 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

13 Part III: Board Meetings 13 Presiding Officer 13.1 The Chair of the Board, or in his or her absence, the Vice-Chair of the Board, shall preside at a meeting of the Board In the absence of both the Chair and the Vice-Chair of the Board, the members present shall elect one of themselves to preside at the meeting, or until the Chair or the Vice- Chair of the Board is present No member of the Board shall preside over the consideration of a motion on which the member is disqualified from voting on. 14 Order of Business 14.1 The agenda for a meeting for a meeting of the Board shall be ordered by the Chair of the Board in accordance with any procedure that may be by the Board from time to time for that purpose The Board shall consider matters in the order shown in the agenda, unless the order of business is amended by a majority of members present at the meeting. 15 Voting 15.1 A member of the Board who is present at a meeting shall be entitled to vote once on each motion considered by the Board, unless otherwise disqualified from voting on the motion A member of the Board who is present at a meeting, except the chair, shall vote on each motion considered by the Board, unless otherwise disqualified from voting on the motion A member of the Board, except the chair, who is present and who fails to vote on a motion shall be deemed to have voted against the motion The chair may vote once on each motion considered by the Board When a motion is put to a vote, the chair shall first call for votes in favour of the motion, and then for votes opposed After a vote is taken, the chair shall declare whether the motion was carried or defeated At the request of a member, the Director shall record the vote of each member on a motion if the request was made before the vote was commenced. 16 Record of Decisions 16.1 The Director shall maintain a complete record of the decisions made, including recorded votes, at all meetings of the Board. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

14 Part III: Board Meetings 16.2 At each regular meeting of the Board, the Director shall present, through the chair, unconfirmed minutes of the decisions and votes recorded at previous meetings of the Board for confirmation. 17 Procedure at Board Meetings Rules and privileges of the Board 17.1 The rules and privileges of the Board shall include these Bylaws, procedures adopted by the Board under these Bylaws, and other recognized authorities on parliamentary procedure. Debate 17.2 The chair shall maintain a list of members who wish to speak to a motion The chair shall recognize a member to speak by calling the member by name and indicating that the member has the floor A member shall stand while speaking to a motion A member shall address his or her comments to the Board through the chair At any time before a motion is put to a vote, a member may require the motion to be read aloud A member shall confine his or her comments to the merits of the motion being considered No member who has the floor shall be interrupted by another member except for the purpose of stating a point of order A member may speak once to each motion A member may speak for up to five (5) minutes to a motion The member who moved the main motion, but not of an amendment, may speak a second time for up to three (3) minutes to close the debate The chair shall not move or speak to a motion, but may pass the chair to another member and request to be recognized for either purpose After the member who moved the main motion has spoken to close debate, no further debate shall be in order and the motion shall be put to a vote No member shall speak to a motion after the vote on that motion has commenced. 10 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

15 Part III: Board Meetings Ending debate A member who has not spoken to a motion may move that debate on the motion be closed, and that the pending motion be put to a vote A motion to end debate shall be seconded No member shall speak on a motion to end debate A motion to end debate shall be decided by a majority of members of the Board If a motion to end debate carries, the Chair shall immediately put the pending motion to a vote. 18 Motions 18.1 A matter shall be considered by the Board in the form of a motion A motion shall be presented to the Board in writing A motion shall be seconded before it is before the Board for consideration Any member present, except the presiding officer, may move or second a motion A motion that has been moved and seconded shall be decided by a vote, unless it is withdrawn The member who moved a motion may withdraw it from consideration by the Board before a vote is commenced on the motion, and provided no other member present objects to it being withdrawn If any member objects to a request to withdraw a motion, the Board shall immediately decide whether to permit the motion to be withdrawn A motion, other than an appeal from a ruling of the chair, shall be defeated on a tie vote. Motions of precedence 18.9 When a motion is being considered by the Board, no other motion shall be in order except a motion of precedence A motion is a motion of precedence if it proposes to: adjourn; end debate; recess; Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

16 Part III: Board Meetings (d) (e) (f) (g) (h) postpone consideration of the motion indefinitely; defer consideration of the motion to a specified time; refer the motion to a committee for consideration; refer the motion to the Committee of the Whole, Private Session; move into Committee of the Whole to consider the motion A motion of precedence shall take precedence over the main motion and any pending amendments, and shall be decided before the debate on the main motion and amendments resumes Only one motion of precedence shall be before the Board at any one time If a motion of precedence is defeated, another motion of precedence to the same effect cannot be made until some other business has intervened and been decided A motion of precedence to do the following shall be decided without debate: (d) adjourn; end debate; recess; postpone consideration of the motion indefinitely. Separate propositions A motion that contains distinct propositions shall be separated, and each proposition shall be voted on separately, if a member so requests before a vote on the motion is commenced. Reconsideration No decision of the Board shall be reconsidered for a period of 12 months following the decision, or for the remainder of the term of office of the Board, whichever period is shorter, unless decided otherwise by the Board A motion to reconsider a previous decision of the Board shall require a majority of the members of the Board to carry A decision of the Board made at a previous meeting shall not be reconsidered unless notice of the motion to reconsider the decision is included in the agenda A decision of the Board made earlier in an ongoing meeting may be reconsidered on a motion without notice. 12 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

17 Part III: Board Meetings Refusal to accept a motion The chair shall rule a motion out of order if is contrary to the rules and privileges of the Board If the chair rules a motion out of order, the chair shall state the applicable rule or authority without comment. 19 Amendments 19.1 A motion being considered by the Board may be amended, except a motion to: (d) (e) (f) (g) (h) appeal a ruling of the presiding officer; end debate; postpone consideration of the motion indefinitely; reconsider a previous decision of the Board; temporarily suspend the rules; lay a motion on the table; take a motion from the table; or, withdraw a motion To be in order, an amendment must: be directly relevant to the motion it proposes to amend; propose some change in the substance or form of the motion; and, not be contrary to the motion is proposes to amend An amendment may be amended Only one amendment to an amendment shall be considered by the Board at any one time The vote on the motion, the amendment and the amendment to the amendment shall be taken in the reverse order of that in which they were moved. 20 Points of Order 20.1 A member may bring a departure from the rules of order to the attention of the chair by raising a point of order A member may interrupt another member to raise a point of order. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

18 Part III: Board Meetings 20.3 The point of order shall be clearly stated, with reference to the particular Bylaw or rule that has been breached The chair shall decide on the point of order without debate The chair may declare a recess in order to review the point of order and make a decision The decision of the chair may be appealed to the Board An appeal from the decision of the chair shall be decided by the Board If the appeal from the decision of the chair results in a tie vote, the decision shall be upheld. 21 Questions of Privilege 21.1 A member may raise a question of privilege if the member believes that: the member's reputation, or the reputation of the Board has been impugned; the member's ability to exercise the rights and privileges of a member of the Board has been impinged; the authority of the Board to govern its proceedings has been impugned A member shall not interrupt another member to raise a question of privilege The question of privilege shall be clearly stated, and shall include the remedy sought by the member A question of privilege shall not be in order unless the remedy sought by the member is within the power of the Chair or the Board to grant The chair shall decide on the question of privilege without debate The chair may declare a recess in order to review the question of privilege in order to make a decision The decision of the chair may be appealed to the Board An appeal from the decision of the chair shall be decided by the Board If the appeal from the decision of the chair results in a tie vote, the decision shall be upheld. 14 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

19 Part III: Board Meetings 22 Timed adjournment 22.1 The Board may adopt a procedure from time to time for the purpose of establishing an ending time for meetings of the Board. 23 Private Session 23.1 The Board shall not meet and conduct business in private A matter requiring consideration in private may be referred to a private session of the Committee of the Whole by the Chair of the Board or by the Board. 24 Committee of the Whole 24.1 The Board may resolve into Committee of the Whole by a majority vote of the members present The Committee of the Whole shall consider: private matters referred to it by the Chair of the Board; and, matters that are referred to it by the Board The Committee of the Whole shall observe the rules for committee meetings as established in these Bylaws, except that no motion to adjourn shall be in order The Committee of the Whole shall report and make recommendations to the Board on all matters referred to it The Committee of the Whole shall report to the Board upon a majority vote of the members present to rise and report to the Board A motion to rise and report is in order at any time A motion to rise and report is not amendable A motion to rise and report shall be voted on without debate. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

20 PART IV: COMMITTEE MEETINGS 25 Definitions 25.1 In this Part, the following definitions apply: (d) (e) "chair" means presiding officer; committee means a standing committee, a special committee, or a subcommittee; "majority" means a majority of the committee members present; "majority of the committee" means a majority of the members of the committee; "member" means a member of the Board, unless otherwise indicated. 26 Regular Meetings Meeting schedule 26.1 A regular meeting of a standing committee shall take place on the date, at the time and at the location determined by the Board in its schedule of meetings A regular meeting of a committee other than a standing committee shall take place on the date, at the time, and at the location determined by the chair of the committee, in consultation with the Director, or as determined by the Board. Notice of a regular meeting 26.3 The Director will notify all members of the Board in writing of a committee meeting at least 48 hours in advance of the meeting, and shall include the agenda for the meeting with the notice The chair of a committee shall be responsible for the content of the agenda for a meeting of the committee in consultation with the Director A member of the Board may include a matter in the agenda for a regular meeting of a committee by submitting the matter in writing to the Director at least seven days in advance of the meeting The agenda for a regular meeting of a committee shall include all the matters that are to be considered by the committee as far as is known The agenda shall be ordered in accordance to any procedure that may be adopted by the Board from time to time for that purpose. G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

21 Part IV: Committees Meetings 26.8 A matter may be added to an agenda for a regular meeting of a committee at the discretion of the committee chair, in consultation with the Director, no later than the day before the meeting. New business at a regular meeting 26.9 A matter that is not included in the agenda may be considered at a regular meeting of a committee if a majority of the committee members agrees to do so, unless otherwise prohibited by these Bylaws. 27 Special Meetings of a Standing Committee Authority to call a special meeting 27.1 A special meeting of a committee may be called: (d) by the committee chair; or, by the Chair of the Board in the absence of the committee chair; or, by the Director at the written request of a majority of the members of the committee; or, by the Board. Notice of a special meeting 27.2 The Director shall notify all members of the Board in writing of a special meeting of a committee at least 24 hours in advance of the meeting, and shall include the agenda for the meeting with the notice The agenda for a special meeting of a standing committee shall include all the matters that are to be considered at the meeting. New business at a special meeting 27.4 A matter that is not included in the agenda may be considered at a special meeting of a standing committee only if: all members of the committee are present at the meeting; and, all members of the committee agree to consider the matter. 28 Quorum 28.1 A quorum shall be a majority of members of the committee A member of the Board who is ex officio a member of the committee may count towards quorum. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

22 Part IV: Committees Meetings 28.3 A meeting of a committee shall commence as soon after the time shown in the agenda as a quorum is present If a quorum is not present within 15 minutes after the time shown in the agenda the meeting shall be cancelled If a quorum is lost during the course of the meeting, and the members of the committee remaining determine that it cannot be reestablished, the committee shall stand adjourned When a meeting of the committee is cancelled or adjourned due to a lack of quorum, the Director shall record the names of the members present, and report that information to the next regular meeting of the Board. 29 Presiding officer 29.1 The Chair of the committee, or in his or her absence, the Vice-Chair of the committee, shall preside at a meeting of the committee In the absence of both the Chair and Vice-Chair of the committee, the members of the committee who are present shall elect one of themselves to preside at the meeting, or until the Chair or Vice-Chair of the committee is present No member of the committee shall preside over the consideration of a motion on which the member is disqualified from voting on. 30 Order of Business 30.1 The agenda for a meeting of the committee shall be ordered by the chair of the committee in accordance with any procedure that may be adopted from time to time by the Board for that purpose The committee will consider matters in the order shown in the agenda, unless the order of business is amended by a majority of members of the committee who are present at the meeting. 31 Voting 31.1 A member of the committee who is present at a meeting shall be entitled to vote once on each motion considered by the committee, unless otherwise disqualified from voting on the motion A member of the committee who is present at a meeting, except the chair, shall vote on each motion considered by the committee, unless otherwise disqualified from voting on the motion A member of the committee, except than the chair, who is present and who fails to vote on a motion shall be deemed to have voted against the motion. 18 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

23 Part IV: Committees Meetings 31.4 The chair may vote once on each motion considered by the committee A member of the committee who is present and who fails to vote on a motion shall be deemed to have voted against the motion When a motion is put to a vote, the chair shall first call for votes in favour of the motion, and then for votes opposed After a vote is taken, the chair shall declare whether the motion was carried or defeated No vote taken in a committee shall be recorded. 32 Participation by Non-members 32.1 A member of the Board who is not a member of a committee may attend a meeting of the committee, except where disqualified from doing so by a conflict of interest A member of the Board who is present and who is not a member of a committee may speak to a motion under consideration by the committee 33 Record of Recommendations 33.1 The Director shall maintain a complete record of the recommendations adopted at all meetings of a committee The Director shall report to the Board, through the Chair of the committee, the recommendations recorded at the previous meeting of the committee. 34 Procedure at Committee Meetings Rules and privileges of the Board apply 34.1 The rules and privileges of the Board, including these Bylaws, procedures adopted by the Board under these Bylaws, and other recognized authorities on parliamentary procedure, shall apply at committee meetings. Debate 34.2 The chair shall maintain a list of members who wish to speak to a motion The chair shall recognize a member to speak by calling the member by name and indicating that the member has the floor A member may remain seated while speaking to a motion A member shall address his or her comments to the committee through the chair At any time before a motion is put to a vote, a member may require the motion to be read aloud. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

24 Part IV: Committees Meetings 34.7 A member shall confine his or her comments to the merits of the motion being considered No member who has the floor shall be interrupted by another member except for the purpose of stating a point of order A member may speak more than once to a motion being considered by the committee A member may speak for up to five (5) minutes at a time The member who moved the main motion, not an amendment, may speak for up to three (3) minutes to close the debate The chair shall not move or speak to a motion, but may pass the chair to another member of the committee and request to be recognized for either purpose After the member of the committee who moved the main motion has spoken to close debate, no further debate shall be in order and the motion shall be put to a vote No member shall speak to a motion after the vote on that motion has commenced. Ending debate A member of the committee who has not spoken to a motion may move that debate on the motion be ended, and that the motion, including all pending amendments, be put to a vote A motion to end debate shall not be in order unless all members of the committee who wish to speak to the motion have had an opportunity to do so There shall be no speakers to a motion to end debate A motion to end debate shall require a vote by a majority of members of the committee to carry If a motion to end debate carries the chair shall immediately put the motion, and any pending amendments, to a vote in accordance with a procedure adopted by the Board from time to time for that purpose. 35 Motions 35.1 A matter shall be considered by the committee in the form of a motion A motion shall be presented to the committee in writing No motion shall be seconded in committee A member of the committee who is present may move a motion. 20 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

25 Part IV: Committees Meetings 35.5 A motion that has been moved shall be decided by a vote, unless it is withdrawn The member of the committee who moved a motion may withdraw it from consideration by the committee before a vote is commenced on the motion, and provided no other member present objects to it being withdrawn If any member of the committee objects to a request to withdraw a motion, the committee shall immediately decide whether to permit the motion to be withdrawn A motion, other than an appeal from a ruling of the chair, shall be defeated on a tie vote A motion to do the following shall not be in order in committee: postpone consideration of the motion indefinitely; reconsider a decision previously made by the Board, unless the motion to reconsider the decision was referred to the committee by the Board; temporarily suspend the rules. Motions of precedence When a motion is being considered by the committee, no other motion shall be in order except a motion of precedence A motion is a motion of precedence if it proposes to: (d) (e) (f) adjourn; end debate; recess; defer consideration of the motion to a specified time; refer the motion to a sub-committee for consideration; move into Private Session to consider the motion A motion of precedence shall take precedence over the main motion and any pending amendments, and shall be decided before the debate on the main motion and amendments resumes Only one motion of precedence shall be before the committee at any one time If a motion of precedence is defeated, another motion of precedence to the same effect cannot be made until some other business has intervened and been decided. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

26 Part IV: Committees Meetings A motion of precedence to do the following shall be decided without debate: adjourn; end debate; recess. Separate propositions A motion that contains distinct propositions shall be separated, and each proposition shall be voted on separately, if a member so requests before a vote on the motion is commenced. Refusal to accept a motion The chair shall rule a motion out of order if is contrary to the rules and privileges of the Board If the chair rules a motion out of order, the chair shall state the applicable rule or authority without comment. 36 Amendments 36.1 A motion being considered by a committee may be amended, except a motion to: (d) (e) (f) appeal a ruling of the presiding officer; end debate; reconsider a previous decision of the Board; lay a motion on the table; take a motion from the table; or, withdraw a motion To be in order, an amendment must: be directly relevant to the motion it proposes to amend; propose some change in the substance or form of the motion; and, not be contrary to the motion is proposes to amend An amendment may be amended. 22 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

27 Part IV: Committees Meetings 36.4 Only one amendment to an amendment shall be considered by the Committee at any one time The vote on the motion, the amendment and the amendment to the amendment shall be taken in the reverse order of that in which they were moved. 37 Points of order 37.1 A member of the committee may bring a departure from the rules of order by raising a point of order A member of the committee may interrupt another member of the committee to raise a point of order The point of order shall be clearly stated, with reference to the particular Bylaw or rule that has been breached The chair shall decide on the point of order without debate The chair may declare a recess in order to review the point of order and make a decision The decision of the chair may be appealed to the committee An appeal from the decision of the chair shall be decided by the committee If the appeal from the decision of the chair results in a tie vote, the decision shall be upheld. 38 Questions of privilege 38.1 A member of the committee may raise a question of privilege if the member believes that: the member's reputation, or the reputation of the committee has been impugned; the member's ability to exercise the rights and privileges of a member of the committee has been impinged; the ability of the committee to govern its proceedings has been impinged A member of the committee shall not interrupt another member of the committee to raise a question of privilege The question of privilege shall be clearly stated, and shall include the remedy sought by the member A question of privilege shall not be in order unless the remedy sought by the member is within the power of the chair or the committee to grant. Adopted November 24, 2004 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec

28 Part IV: Committees Meetings 38.5 The chair shall decide on the question of privilege without debate, or may refer the question of privilege to the Chair of the Board for a decision at a later date The chair may declare a recess in order to review the question of privilege in order to make a decision A decision of the chair may be appealed to the committee An appeal from the decision of the chair shall be decided by the committee If the appeal from the decision of the chair results in a tie vote, the decision shall be upheld. 39 Delegations 39.1 The Board may adopt a procedure from time to time to permit public delegations at committee meetings. 40 Timed adjournment 40.1 The Board may adopt a procedure from time to time to establish an ending time for meetings of committee. 41 Reports 41.1 A committee shall transmit its recommendations to the Board in a written report in the form that may be established by a procedure that may adopted by the Board from time to time for that purpose If one or more members who are present disagrees with the recommendation of the committee, the member or members may include an alternative position in the report of the committee if the position is presented in writing before the committee rises to report A committee shall transmit recommendations of a private nature to the Committee of the Whole in private session. 24 G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec.1530

29 PART V: MISCELLANEOUS 42 Adoption of a procedure 42.1 The Board may adopt a procedure from time to time to establish rules and processes under these Bylaws A procedure shall require a majority vote of the members of the Board to carry. 43 Temporary suspension of Bylaws 43.1 The Board may temporarily suspend a provision of these Bylaws by a two-thirds majority vote of the members of the Board, except where the provision is grounded is an obligation imposed by law A temporary suspension of the Bylaws shall expire at the end of the meeting in which the Bylaws are suspended, unless the Board determines otherwise No temporary suspension of the Bylaws shall extend beyond the next organizational meeting of the Board. 44 Revision of Bylaws 44.1 The Board may revise these Bylaws from time to time Written notice of a proposed revision to these Bylaws shall be given at a regular meeting of the Board prior to the meeting at which the proposed revision is to be considered A revision of these Bylaws shall require a majority vote of all members of the Board. G01(R:\Secretariat\Staff\g01\bylaws\BYLAWS Apr 2010.doc)sec