ACSLPA Revised Bylaws
(3rd Edition)
ACSLPA Revised Bylaws (3rd Edition)
Part 8: Operations Administration
ACSLPA may have a College seal in the form approved by the Council, which may be used for the purpose of authenticating regulated member certificates or other official documents. If a College seal is approved by the Council, the Registrar shall be the custodian of the seal.
(1) Deeds, transfers, assignments, contracts, obligations and other instruments in writing requiring execution by ACSLPA may be signed by the CEO and/or other persons as the CEO may from time to time designate, direct or authorize.
(2) Notwithstanding anything else in this section, the Council may direct by policy the manner in which and the person or persons by whom a particular document or type of document shall be executed.
(3) Any person with corporate signing authority may certify a copy of any instrument, resolution, bylaw or other document of the College to be a true copy thereof.
The College’s financial and reporting yearend for the purposes of the annual report and financial audit shall be December 31 of each year.
(1) The banking business of the College shall be transacted at such bank, trust company or other firm or corporation carrying on a banking business in Canada as the CEO may designate, appoint or authorize from time to time.
(2) The banking business or any part of it shall be transacted by the CEO and/or other persons as the CEO may from time to time designate, direct or authorize.
(3) Notwithstanding anything else in this section, the Council may direct by policy the manner in which and the person or persons by whom particular banking business may be transacted.
The College may enter into credit agreements or facilities with such bank, trust company or other firm or corporation providing credit in Canada as the CEO may designate, for purposes and subject to direction established by Council in policy.
The accidental omission to give any notice to any member of Council, officer, official, or a member of a committee of Council, or the non-receipt of any notice by any such person where the College has provided notice in accordance with the by-laws, or any error in any notice not affecting its substance, shall not invalidate any action taken at any meeting to which the notice pertained or which was otherwise founded on such notice.
(1) Disputes or controversies among members of Council, officers, committee members, or volunteers, or between any of these persons and a College Official, are as much as possible to be resolved in accordance with mediation and as provided in these bylaws.
(2) In the event that a dispute or controversy is not resolved in private meetings between the parties, then without prejudice to or in any other way derogating from the rights parties and as an alternative to such person instituting a lawsuit or legal action, such dispute or controversy may be settled by a process of dispute resolution as follows:
(a) The dispute or controversy shall first be submitted to a panel of mediators whereby the one party appoints one mediator, the other party (or if applicable the Council) appoints one mediator, and the two (2) mediators so appointed jointly appoint a third mediator. The three (3) mediators will then meet with the parties in question in an attempt to mediate a resolution.
(b) The number of mediators may be reduced from three (3) to one (1) or two (2) upon agreement of the parties.
(3) A request for mediation must be submitted to the Executive Committee and must include a rationale for why mediation is being requested. The Executive Committee, in its sole discretion, may direct that mediation be made available to the parties to the controversy or dispute.
(4) In order for mediation to take place, the parties must agree that all proceedings relating to mediation shall be kept confidential and there shall be no disclosure of any kind.
(5) Notwithstanding section 76, all costs of mediators appointed in accordance with this section shall be borne equally by the parties to the dispute or the controversy, unless the Council decides in its sole discretion that the College will bear all or a portion of the costs.
The College shall indemnify every member of Council, Officer, Official, employee, or volunteer, and their heirs, executors and administrators, against all losses, costs and expenses, including solicitor and client fees, reasonably incurred for any act done in good faith, honesty, and in the best interests of the College, in connection with any action, suit or proceeding to which they may be made a party by reason of their duties to the College except to the extent that such losses, costs and expenses are attributable to the negligence or willful misconduct of the party in question.
(1) No member of Council can also be employed by the College or apply for employment with the College during their term on Council, except they could apply for the position of Registrar and/or CEO.
(2) A member of Council cannot resign from Council to apply for employment with the College.
(3) A member of Council who applies for the position of Registrar and/or CEO must take a leave of absence from the Council and all Council business from the time of their application until a final decision on the position has been made by the Council and accepted by the successful candidate.
(4) A member of Council’s term on Council ends immediately if they are hired as the Registrar and/or CEO.
The invalidity or unenforceability of any provision of these bylaws shall not affect the validity or enforceability of the remaining provisions of the bylaws.