Constitution and Bylaws
The name of the Society is: British Columbia Paleontological Alliance
The purpose of the Society is to:
foster the appreciation of fossils and knowledge about paleontology in British Columbia;
promote linkages among individuals and organisations with an interest in fossils;
act as an umbrella organisation to serve the needs of its members in areas where a province-wide approach is deemed the most efficient and effective;
act as a common voice for paleontology in matters of heritage conservation, scientific investigation and public education;
disseminate knowledge about paleontology and related matters through a newsletter, symposia and any other technical means deemed by the board to be appropriate in the carrying out of its purposes.
It is an unalterable provision of this constitution that the society will operate for charitable purposes only, and will cooperate with other charitable and non-profit organisations when such collaboration is deemed beneficial to carrying out the purposes of the society.
It is an unalterable provision of this constitution that members of this society shall have no interest in the property and assets of the society; and that, upon dissolution of the society, funds and assets of the society remaining after the satisfaction of its debts and liabilities, shall be distributed to another charitable organisation in British Columbia as determined by its members at the time of dissolution.
It is an unalterable provision of this constitution that the purposes of the society shall be carried out without purpose of gain for its members and any profits of the society shall be used for promoting its purposes.
The bylaws of the society are those set out in Schedule B to the Society Act, with the following amendments:
Part 1 - Interpretation
1 (3) The use of the word "person" in the Society Act (section 1) definition of member means an incorporated society as provided for in section 29 of the Interpretation Act.
Part 2 - Membership
- 1.0 The members of the British Columbia Paleontological Alliance (BCPA) are incorporated societies (Regional Societies) with an interest in paleontology that become members in accordance with these bylaws.
1.1 The Regional Societies are the official members of the BCPA rather than individuals.
1.2 The individual members of the Regional Societies are not official members of the BCPA, but are referred to as societal members in reference to their membership in the Regional Societies.
1.3 An incorporated society may apply to the Board of Directors for membership in the BCPA and, on acceptance by the directors, is a member.
1.4 Every member must uphold the Constitution, and comply with the bylaws
1.5 Every member and its societal members must comply with the BCPA Standards and Ethics for Scientific Collecting (the Code) and policies which may be established.
- 2.0 Terms of Admission and Membership
2.1 Membership shall be established on payment of an annual membership fee (societal fee) paid by each Regional Society based on the total number of societal members in the Regional Society. Societal members include any and all categories of membership recognized by the Regional Society.
2.2 In order to be a member, a Regional Society may not have categories of membership that are not subject to the fees, the Code and policies.
2.3 Each Regional Society will provide the names, addresses, telephone numbers, email addresses and other appropriate contact information of each societal member along with the applicable fees to the Treasurer of the BCPA.
2.4 The BCPA Board, at a general meeting, may set the amount of the membership fee and other applicable fees. All memberships expire at the end of the calendar year.
- 3.0 Rights and Obligations of Members
3.1 Each Regional Society may appoint up to two societal directors to represent the Regional Society on the BCPA Board.
3.2 Each Regional Society and its societal members upon payment of appropriate fees by the Regional Society shall be entitled to receive a copy of a newsletter or other publications that may from time to time be published.
3.3 Each Regional Society and its societal members shall be entitled to other benefits, as approved by the Board.
- 4.0 Cessation and Termination of Membership
4.1 A Regional Society may resign as a member upon giving notice in writing (hardcopy or electronic) to the Board.
4.2 A Regional Society ceases to be a member in the event of dissolution by the Regional Society.
4.3 A Regional Society ceases to be a member in good standing for failure to pay the fees described in 2.0 above within three months of the due date. The Board may reinstate a member, without penalty, if the fees are paid after the three month grace period.
4.4 A Regional Society may be expelled from membership by special resolution for not adhering to the Code and policies, or other reason which is deemed to be prejudicial to the interests of the BCPA by a majority vote of the Board at a general meeting.
4.4.1 Prior to the vote being taken, the Regional Society shall be given 30 days notice in writing of the proposed special resolution and the reasons for the proposed expulsion.
4.4.2 The Regional Society shall be given the opportunity to be heard at the general meeting or to provide a written explanation or justification of their position to the Board before the vote is taken on the special resolution.
- 4.5 In the event the BCPA Board is made aware that a societal member of a Regional Society is not complying with the Code or policies, the Board may notify the Regional Society and the societal member of the non-compliance. The Regional Society will be expected to address the issue with the societal member and take any appropriate steps to resolve the issue including, if necessary, removal of the societal member from the Regional Society. If no action or unsatisfactory action is taken by the Regional Society, the BCPA Board may take action in accordance with 4.4.
Part 5, 27. (1) The directors may at any time and from time to time appoint a member or non-member to fill a vacancy in the directors.
Part 5, 28. (1) If a director resigns his office or otherwise ceases to hold office, the remaining directors may appoint a member or non-member to take the place of the former director.
Part 6, 31. (2) The quorum of directors required to transact business is 8 (eight).
The constitution was amended at the AGM held on Saturday, September 14, 1996.
Amendments were made to Part 6, 31 (2) bylaws at the AGM held on Saturday, September 13, 1997.
Amendments were made to Part 5, 27 (1), 28 (1) bylaws at the AGM held on Saturday, September 26, 1998.
Amendments were made to Part 1 Interpretation and Part 2 Membership bylaws at the AGM held on Saturday, January 26, 2013.
Note: No changes were made to the bylaw in Part 4, 16. (3) which states that a quorum of 3 members must be present at an (annual) general meeting. Since the BCPA has 5 legal members (the 5 regional societies), it seems unlikely that representatives from at least 3 of these will not be present at an AGM, therefore no specific changes have been suggested for this section.
The official members of the BCPA are the regional societies. The members of the regional societies become BCPA societal members upon payment by the regional society of an annual fee for each member of its society.