Power Pioneers Association of
         Saskatchewan Inc.
              Bylaws

Contents

1.   Definitions
2.   Objectives
3.   Fiscal Year
4.   Membership
5.   Meetings of Members
6.   Directors
7.   Officers
8.   Regional Representatives
9.   Financial Disclosure
10. Bylaws
11. Liquidation and Dissolution
12. Record of Revisions / Amendments


1.  Definitions

In these and all other bylaws of the corporation unless the context otherwise requires or specifies:

    (a) “Act” means the Non-Profit Corporations Act, as amended or replaced from time to time, and
    in the case of such amendment, any references in the bylaws of the corporation shall be read as
    referring to the amended provisions;

    (b) “the corporation” means Power Pioneers Association of Saskatchewan Inc.;

    (c) “the directors”, “board” and “board of directors” means the directors of the corporation for the
    time being;

    (d) the headings used in the bylaws are inserted for reference only and are not to be considered
    in constructing the terms thereof or to be deemed in any way to clarify,

    (e) all terms contained in the bylaws and which are defined in the Act shall have the meanings
    given to such terms in the Act;

    (f) words importing the masculine gender shall include the feminine, and such words importing
    the singular shall include the plural and vice versa;

    (g) member means a regular member.

2.  Objectives

The objectives of the corporation are:

    (a) to promote the interests of the membership to receive the best possible benefits from the
    Power Corporation Superannuation Pension Plan;

    (b) to provide such programs that will assist the membership in their health and well- being;

    (c) to provide a forum for the discussion and distribution of information on matters of interest to
    the members of the corporation.

3.  Fiscal Year

The fiscal year of the corporation shall end on the 31st  day of July in each year.

4.  Membership

    (a) The membership of the corporation shall consist of regular members.

    (i) A regular member is entitled to all privileges of membership including the right to vote at
    meetings of members and the right to be elected as a director.

    (b) Any person who is presently contributing or has contributed to the Power Corporation
    Superannuation Plan is eligible for admission to membership.

    (c) A spouse of a person who has contributed to the Power Corporation Superannuation Plan is
    eligible for admission to membership.

    (d) The Board of Directors shall, from time to time, by the resolution fix the membership dues,
    fees and assessments as may be payable by members, provided however that such
    membership dues, fees and assessments may be varied, altered or otherwise established at
    such further or other amounts as may be determined by a resolution of the members at a
    general meeting.

    (e) Membership fees are: $10.00 per calendar year.

    (f) Any person who is eligible for admission to membership may, upon payment of the prescribed
    fee, be admitted as a member by resolution of the directors.

    (g) Membership fees are not refundable.

5.  Meetings of Members

    (a) Annual General Meeting shall be held once in each and every year at a date, time and place
    to be determined by the Board of Directors.

    (b) The Annual General Meeting may be held in more than one location in the province to
    facilitate the attendance of the membership.  Motions presented to the Annual General Meeting
    held in more than one location will require a recorded vote. The majority of the combined votes
    from all the meeting locations will decide the outcome of such motions.

    (c) The president may call a special meeting of members at any time but shall do so upon written
    request by at least 5% of the members

    (d) All business transacted at a special meeting or at an annual meeting of members, other than
    consideration of financial statements and an auditors report, election of directors and
    reappointment of an incumbent auditor, is deemed special business.

    (e) No special business may be transacted at a special meeting of members unless the notice of
    meeting stated the nature of the business in sufficient detail to permit the members to form a
    reasoned judgment thereof.

    (f) Notice of the time and place of a meeting of members shall be made through the directors
    and region representatives of the Association to the membership, not less than 15 days or more
    than 50 days before the meeting.

    (g)   (i) No member is entitled to more than one vote on any question.

    (ii) Members shall vote by a show of hands except where a ballot is demanded by a member
    either before or after vote by show of hands.

    (h) Twenty members personally present at the opening of the meeting shall constitute a quorum.

    (i) The conduct of the meetings shall be governed by the latest revised edition of Roberts Rules
    of Order.

6.  Directors

    (a) The directors shall manage the activities and affairs of the corporation.

    (b) The directors of the corporation shall consist of a president, past president, vice-president,
    secretary, treasurer and a minimum of five other members, to a maximum of twenty directors.

    (c) Independent elections will be held at the annual general meeting in Saskatoon and Regina,
    up to five directors may be elected at each location in any year.

    (d) Directors hold office until the conclusion of the meeting at which the successors are elected.

    (e) Subject to (d), the term of office shall be two years.

    (f) The members may, by ordinary resolution at a meeting called for that purpose, remove any
    director (s) from office.

    (g) Where there is a vacancy on the board of directors and;

    (i) where there is a quorum of directors, the remaining directors:
    a)  may exercise all the powers of the directors; or
    b)  may fill the vacancy until the next annual meeting

    (ii) where there is not a quorum of directors, the remaining directors shall call a general
    meeting for the purpose of electing members to fill any vacancies.

    (h) Every director shall be given, by letter, telephone or otherwise, at least five days notice of
    every meeting of directors.

    (i) Attendance of a director at a meeting of directors is deemed to be a waiver of notice of the
    meeting, unless the director attends the meeting for the express purpose of objecting to the
    transaction of any business on the grounds that the meeting was not lawfully called.

    (j) The quorum at board meetings shall be a majority of the board.

7.  Officers

The Board of directors shall:

    (a) Appoint a president from among the number.

    (b) Designate the offices of the corporation, appoint persons as officers, specify the duties
    and delegate powers to manage the business affairs of the corporation to them.




8.  Regional Representatives

    (a) The board shall select regional representatives.

    (b) The regional representatives shall be kept informed of the corporation’s activities.

    (c) The regional representatives shall inform the members in their region of the corporation’s
    activities.

9.  Financial Disclosure

    (a) The directors shall place before the members at every annual meeting:

    (i)  financial statements for the year ended not more than four months before the annual
    meeting;

    (ii) the report of the auditor, if any; and

    (iii) any further information respecting the financial affairs of the corporation.

    (b) The directors shall approve the financial statements and shall evidence their approval by
    the signature of two or more directors.

    (c) No financial statement shall be released or circulated unless it has been approved by the
    directors and may be accompanied by the report of the auditor.

    (d) The corporation shall not less than 15 days before each annual meeting, send a copy of
    its financial statements which may include a copy of the auditors report to the Director,
    Corporations Branch, Saskatchewan Justice.

    (e) The corporation shall make copies of the financial statements available to the members at
    the annual meeting.

10.  Bylaws

    (a) The directors may, by resolution, make, amend, or repeal any bylaws that regulate the
    activities and affairs of the corporation.

    (b) The directors shall submit a bylaw, or an amendment or repeal of a bylaw to the next
    meeting of members and the members may, by ordinary resolution, confirm, reject or amend
    the bylaw, amendment or repeal.

    (c) A bylaw, or an amendment or repeal of a bylaw is effective from the day of the resolution
    by the directors until confirmed, confirmed as amended, or rejected by the members.

    (d) If a bylaw, or an amendment or repeal of a bylaw is rejected by the members or is not
    submitted to the next meeting of members, the bylaw, amendment or repeal thereof, ceases to
    be effective and no subsequent bylaw, amendment or repeal having substantially the same
    purpose or effect shall be effective until confirmed as amended by the members.

11.  Liquidation and Dissolution

The remaining property of the corporation shall, in the course of liquidation and dissolution, be
transferred to a charitable organization of the board’s choosing.

12.  Record of Revisions / Amendments

September 2002 – Section 4, clause (d), amended from “membership fees are: $10.00 per year.”
September 2002 – Section 6, clause (b), amended from “The directors of the corporation shall
consist of a president, vice-president, secretary, treasurer and a minimum of five other members.”
September 2003 – Section 6, clause (c), amended from “Directors shall be elected at the annual
meeting.”
November 2004 – Section 6, clause (e), amended from “subject to (d) the term of office shall be
one year.”
November 2004 – Section 12 added to bylaws.
November 2014 – Section 6, clause (b), amended from “The directors of the corporation shall
consist of a president, past president, secretary, treasurer and a minimum of five other members,
to a maximum of twenty directors.”


*  To be confirmed at next A.G.M. by membership (none pending as of 2015 November 22).