APELL Constitution

Name

The association shall bear the name "Association for the Protection of the Environment of Latourelle Lake" (APELL).

Address

The mailing address of the association shall be as follows: (amended July 15, 2008)

   APELL
   207 Chemin Lac Long,
   RR1 BLUE SEA, QC JOX 1C0

Objectives

The objectives of the Association shall be to:

Depollute the waters of Latourelle Lake (Lac Long) and its tributaries;
Protect the shallows, shores and forestial border of the lake and it's tributaries against any form of degradation;
Sensitize the public to the problems of protection of the quality of the natural environment;
Apply to the Ministry of Environment for the studies and services available under the provincial Lake Program;
Influence municipal authorities to adopt by-laws for water decontamination, and the protection of the natural environment;
Support any other efforts aimed at improving the quality of life around the lake;
Ally with the Federation des Associations sur la Protection de 1'Environnement des Lacs (FAPEL) and its member associations to pressure government authorities for legislation, by-laws and the budget which will ensure the protection of lakes.
Support any efforts aimed at the best interests, financial or otherwise, and to oppose any attempts to thwart the best interests of members of the Association as a community within Blue Sea, insofar as these efforts do not result in secondary interests taking on an importance over environmental concerns which shall forever be the dominant consideration of our Association. (amended 1997)

Membership

Membership is open to all persons 18 years of age or older who are owners or tenants of a cottage or property located on or in the vicinity of either lakes Latourelle or Morisette. (amended 1995)
One name only can appear on a membership card.
A member may secure a proxy form in order to allow a specific person to vote on his/her behalf if unable to attend an Association meeting.
Anyone is welcome to attend the meetings and participate in any activity put forth by the Association. However, only members in good standing are allowed to vote.

Annual Fee

All regular members must pay an annual fee, the amount of which is to be proposed by the Executive from time to time and approved at a General Meeting. (amended Sept 26, 2009)
This fee must be paid within each calendar year.
All members, primary or secondary, from either lakes Latourelle and/or Morisette have equal voting rights. (amended 1995)
Only paid members have the right to vote at the Annual General Meeting. Paid members may also be considered as "members in good standing".

The Annual General Meeting

A special general meeting of members must be held each year at the place and time indicated in the notice.

Special General Meeting

A special general meeting may be convened by:

Order of the President;
Resolution of the Board of Directors;
The written request of at least ten percent of the members in good standing addressed to the President or Secretary and specifying the purpose of the meeting.

Upon receipt of such a request, the Secretary is to immediately convene the meeting.

Notice of a special meeting must include an agenda; no subject other than those indicated in the agenda may be discussed.

Notice for General Meetings

The notice for either an annual or special meeting, signed by the Secretary and indicating its location, time and purpose must be either posted in the appropriate public places or communicated to members by any other procedure chosen by the Board of Directors.

Quorum for the General Meeting

The quorum shall constitute 10 paid members which must be present in order for the meeting to legally proceed.

Voting

At all general meetings voting shall be by raised hands unless a paid member calls for secret ballot;
The meeting chairperson will abstain from voting unless there is a tie, in which case he or she will cast the deciding vote;
Only members in good standing have the right to vote at general meetings and the list of eligible voters shall be retained by the Secretary.

Board of Directors

The Association will be administerd by a Board of Directors comprising seven elected members, as well as two alternates. (amended 1995)
If through resignation or any other reason a vacancy occurs on the Board of Directors, the Board may appoint one of the alternate directors to fill the post and assume the rights, privileges and duties of that position until the next annual election. (amended 1995)

Nominations

Nominations for office, signed by at least two members in good standing, may be presented to the Secretary at least one week before the general meeting.
In addition, nominations for office will be called at the annual General Meeting and any person so nominated for any office must be proposed by at least one member in good standing, and seconded by at least another member in good standing not of the same family unit as the person nominated.(amended 1997)

Meetings of Board of Directors

The Board of Directors shall meet at least three times a year, these meetings being called by the Secretary at the request of the President. Other meetings may be convened by the Secretary at either the President's request, or that of three members of the Board of Directors.
Any resolution signed by all members of the Board of Directors will be as valid as if it had been adopted during a meeting duly convened and held.

Additional Duties of the Board of Directors

In addition to the duties required to carry out the stated objectives of the Association, the Board of Directors, by majority vote, shall decide if at any time the Association should get involved in any subject matter outside the traditional objectives of the Association. (amended 1997)

Notice of Board of Directors

A notice indicating the time and place of the meeting must be sent to each member of the Board before the meeting.

Quorum for the Board of Directors

Five members of the Board of Directors shall constitute a quorum.

Meeting Procedures

The president is the chairperson. In his or her absence, the Vice-President will take charge. All members of the Board have the right to vote, a majority carrying the rule. In case of a tie, the President casts the deciding vote.

Election to the Board of Directors

The members of the Board of Directors are elected every two years at the annual general meeting. (amended 1997)
In an election year, the second General Meeting of the Association, held in mid-summer, usually in July, shall be considered the Annual General Meeting. (amended 1997)
Notwithstanding the holding of such elections for office, the current Board of Directors shall continue to hold office and to carry out its normal responsibilities until the end of the current elected term, which shall be the end of September in the year during which an election is held. (amended 1997)
The newly elected Board of Directors shall assume its normal duties and responsibilities at the end of September of the year during which an election is held. (amended 1997)
At the first Board of Directors Meeting after the last General Meeting of the year during which an election is held, at a time and a place mutually acceptable, both the old and the new Board of Directors shall attend. The official hand-over of power shall here take place, and the attendance of both Boards of Directors will hopefully insure continuity between them on matters then outstanding. (amended 1997)

The Executive Committee

The Executive Committee is composed of a President, a Vice-President, a Secretary/Treasurer and four Directors.

Vacancies of the Executive Committee

If through resignation or any other reason a vacancy occurs on the Executive Committee, the following procedures will prevail:

If the President is unable to complete his/her term, the position will be filled by the Vice-President who will hold office until the next general election. (amended 1995)
If the Vice-President, the Secretary, or the Treasurer is unable to complete his/her term, the Committee may appoint someone from the Board of Directors to fill the post and to assume the rights, duties and privileges of that position until the next general election. (amended 1995)

Removal of a Member of the Executive from Office

If there is a perceived abuse of power by any member of the Executive, with the exception of the President, or if any member of the Executive, President excepted, does not carry out his/her functions in a proper and diligent manner or seems to be abandoning, in part or in whole, his/her responsibilities, the other members of the Executive may, by a simple majority vote, declare the position vacant. (amended 1995)
If there is a perceived abuse of power by the President, or if he/she does not carry out his/her functions in a proper and diligent manner or seems to be abandoning, in part or in whole, his/her responsibilities, the other members of the Executive, or a group of members in good standing representing ten percent (10%) of the general membership, may request an election to fill the post of President.
Such a request will be submitted in writing to the Secretary of the Association. Such an election vote may not be held earlier than 30 days after the Secretary will have advised all of the members of the Association of such an election call. In the interim, the Vice-President will assume the role, rights, and responsibilities of the President. (amended 1995)

Duties of the Executive Committee President

The President is the official representative of the Association. He/she presides at all meetings of the members of the Association and of the Board of Directors.

He/she acts as required or authorized by law and exercises all the powers and duties attributed to him or her by the Association by-laws.

Duties of the Vice-President

The Vice-President shall, in the absence, death, disability, or resignation of the President, replace the later for the remainder of the term and shall exercise all the powers and duties confered in him or her by the Board of Directors.

Duties of the Treasurer

The Treasurer is the Guardian of the funds, investments, debts and all valuable documents of the Association. He or she shall deposit in the name and to the credit of the Association in a bank or Credit Union so designated by the Board of Directors such funds belonging to the Association which shall have been turned over to him/her. He(she) shall keep detailed records of the receipt and disbursement of such funds.

Duties of the Secretary

The Secretary shall keep the minutes of all meetings of the Association as well as all meetings of the Board of Directors in a book provided for that purpose. He or she shall see to it that all meeting notices conform to the by-laws of the Association or the law and that all bonds, reports, certificates and other documents and records are properly updated and filed.

Travelling Expenses

Members of the Board of Directors and Executice Committee shall not receive any renumeration for their services except for the travelling expenses legally incurred while conducting the normal business of the Association, as well as telephone and other legitimate association expenses approved by the Board of Directors.

Signatures

Cheques and other commercial documents shall be cashed, accepted, endorsed and signed by the Secretary/Treasurer and the President or the Vice-President.
Documents requiring the signature of the Association may be signed by the President and another member of the Board of Directors so designated by the Board, or the President alone, if so designated to do so in any specific instance by the Board of Directors.

Adjournment

If a quorum is not obtained by 30 minutes after the hour scheduled for the meeting, the meeting shall be adjourned.

Amendments

Amendments to these by-laws or to any Association by-law shall be proposed in writing by the Board of Directors or by 10 members in good standing to the Secretary and approved by a vote of not less than two-thirds of the members in good standing present at a meeting duly convened by the Board of Directors.

A copy of the proposed amendments must be posted to all members of the Association at least 10 days before the date of the special or general meeeting at which they are to be presented for a vote.

Financial Report

A financial report shall be presented at the last General meeting of the Association every year, usually held in September, copies to be made available.

Revision

These by-laws are Revision 5, dated September 26, 2009.