(a) Any resident of Alberta 18 years of age and older or any business or organization registered in Alberta may become a member of the Foundation upon payment of such fees as may be determined from time to time by resolution of the Executive Committee. Upon the recommendation of the Executive Committee, and the confirmation of said recommendation at a General Meeting of the Foundation, certain additional persons may be admitted to honourary membership in the Foundation.
(b) Any staff person paid by the Foundation, who might otherwise be entitled to become a member, shall not, whilst a paid staff person, be entitled to exercise any voting privilege, and/or hold any Board or Executive position in the Foundation.
(a) Any member who is in arrears for fees or assessments for any year shall be automatically suspended at the expiration of three (3) months from the end of such year and thereafter is not entitled to any membership privileges or powers in the Foundation until reinstated. In addition, any member may be expelled from membership for any cause or without cause upon a Special Resolution of the Foundation.
(b) Any member of the Foundation may withdraw from membership by giving written notice.
General Meetings
Elections shall be held at the Annual General Meetings. There shall be elected a Chair, one or more Vice Chairs, a Secretary, a Treasurer, and two or more Executive Members. It shall be permissible for the same person to be elected as both Secretary and Treasurer. These officers, together with the Past Chair, shall form the Executive, and shall serve a minimum of two (2) years and a maximum of four (4) years or until their successors are elected and installed. Such Executive members shall be considered to be and constitute the Board of Directors for purposes of the Societies Act. Any vacancy occurring during the year shall be filed by resolution of the Executive. Any member is eligible to run for any office of the Foundation.
Other general or special meetings of the Foundation may be called at any time by the Chair. The Chair shall call a general or special meeting upon receiving the written request of ten (10) or more members with such request having set forth the reason(s) for calling the meeting.
Subject to the Societies Act, fourteen (14) days notice of a general or special meeting shall be mailed or handed to all the members of the Foundation. Notice may also be served by publication of such notice in any general publication of the Foundation which is distributed to all members not less than one month prior to the proposed meeting, and when so published, such notice shall be deemed to be validly served on members of this Foundation.
Ten per cent (10%) of the membership shall constitute a quorum at a general or special meeting.
General or special meetings of the Foundation and meetings of the Executive may be adjourned to any time and such business may be transacted at such adjourned meetings as might have been transacted at the original meeting from which such adjournment took place. No notice shall be required of any such adjournment. Such adjournment may be made notwithstanding that no quorum is present.
Voting
Each member shall have the right to vote at every general or special meeting of the Foundation.
The Executive Committee
a) The Executive Committee shall, subject to the Bylaws or directions given it by the majority vote at any general meeting properly called and constituted, have full control and management of the business and affairs of the Foundation. Meetings of the Executive shall be held a minimum of two (2) times per year or as often as the business of the Foundation shall require such meetings to be called by the Chair. Unless otherwise agreed by the Executive, the meetings of the Executive shall be called by at least three days notice by telephone. Two-thirds of the Executive shall constitute a quorum.
b) No more than 49 percent of the Executive Committee shall be drawn from any single organization which benefits from charitable funds which the Alberta Music Education Foundation distributes.
The Executive shall appoint a Nominating Committee. The committee shall consist of at least one member of the Executive together with such other person(s) as the Executive may determine.
The Executive shall appoint the Chairperson of a special committee, and the Chairperson shall elect the members to form this committee. Such selection is to be ratified by the Executive. The Executive shall determine the rights, powers and duties of each special committee.
The Chair
The Chair shall, when present, preside at all meetings of the Foundation and the Executive. In the absence of the Chair, the First Vice-Chair shall preside at any such Meetings and in the absence of both, a Chairman may be elected by the Meeting to preside thereat.
The Secretary
The Secretary shall attend all meetings of the Foundation and the Executive, and keep accurate minutes of same. If the Foundation approves a seal, the Secretary shall have charge of the seal of the Foundation. Such seal, whenever used, shall be authenticated by the signature of the Secretary and the Chair, or, in the case of the death or inability of either to act, by the First Vice-Chair. In the absence of the Secretary, an officer appointed by the Executive shall discharge said duties. The Secretary shall keep record of the names and addresses of all members of the Foundation.
The Treasurer
The Treasurer shall receive all monies paid to the Foundation and shall be responsible for the deposit of same in whatever bank the Executive may order. The Treasurer shall promptly account for the funds of the Foundation and shall keep such books of account as may be directed. He shall present a full detailed account of receipts and disbursements to the Executive whenever requested. In the absence of the Treasurer, an officer appointed by the executive shall discharge said duties.
Duties of Officers
Subject to these bylaws, the members, in a general meeting shall determine the rights, duties and powers of the Chair, Vice-Chairs, Secretary, Treasurer and Past Chair, and any other members of the Executive Committee. Any member of the Executive Committee may be removed upon a Special Resolution of the Foundation
Audit of Accounts
The books, accounts, and records of the Treasurer shall be audited at the close of each fiscal year by two members of the Foundation (“the Auditors”) elected at the previous year’s Annual General Meeting, according to the requirements of Paragraph 21; alternatively, the books and records may be audited by a professional accountant engaged by the Executive for such purpose. The Auditors, at the Annual General Meeting of the Foundation, shall submit a complete and proper statement of the standings of the books for the previous year. The fiscal year of the Foundation shall end on March 31st unless otherwise resolved by the Foundation at a General Meeting.
The books and records of the Foundation may be inspected by any member of the Foundation at the Annual General Meeting. Each member of the Executive shall, at all times, have access to such books and records.
Should members of the foundation be used as auditors, they should not be one of the persons who have signing authority on any of the bank accounts of the Foundation.
Remuneration
No officer or member of the Foundation shall receive any remuneration for services as an officer or member.
Borrowing
The Foundation shall not borrow money for its purposes, unless authorized by “Special Resolution” passed by a majority of not less than three-fourths (3/4) of such members entitled to vote as are present in person at a general meeting. Twenty-one (21) days written notice specifying the intention to propose the resolution as a “Special Resolution” must be given prior to the meeting.
Signing Authority
Unless otherwise approved by ordinary resolution passed at an Annual General Meeting, all cheques, bills of exchange or other orders for the payment of money issued in the name of the Foundation shall be signed by any two of the following: the Chair, Vice-Chair, Secretary, Treasurer or the Executive Director.
Dissolution
Upon dissolution of the foundation, and after the payment of all debts and liabilities, the remaining property of the Society shall be distributed to a non-profit organization supporting music education as the Executive may, by resolution, determine.
Bylaws
The bylaws may be rescinded, amended or added to by a “Special Resolution” passed by a majority of not less than three-fourths (3/4) of such members entitled to vote as are present in person, at a general meeting. Twenty-one (21) days written notice specifying the intention to propose the resolution as a “Special Resolution” must be given prior to the meeting.
Parliamentary Authority
Robert’s Rules of Order shall govern matters of procedure not covered by these bylaws, so long as they are not inconsistent with the provisions of the Societies Act.
The Objects of the Society are:
To support music education in the Province of Alberta through delivering, promoting, sponsoring or participating in workshops, camps, performances, festivals and other music education programs offered by AMEF and affiliates.
To support the development of quality music instruction in Alberta through providing music educators with opportunities and training for self-development, leadership and study including at, but not limited to, the annual Music Conference Alberta.
To develop and maintain resources for music education including but not limited to electronic resources, musical instruments and printed materials.
To promote the development and advancement of music education through AMEF programs by the provision of scholarships, awards, or other assistance to music educators, students and musicians of need, merit or distinction as well as to other organizations involved in music education.
To solicit, receive, acquire, and hold donations, gifts, devices and bequests for the Objects of the Society; to enjoy all the benefits of ownership thereof; to sell or convert any property into money from time to time; to invest and re-invest any principal in such manner as may from time to time be determined; and to disburse and distribute such money and property in furtherance of the Society.
To provide all necessary equipment, furniture, premises and resources for carrying out its Objects.
To do such other things as may be reasonably incidental to the above.
