Summary of 2025 Draft Bylaws

The proposed 2025 Bylaws modernize Heritage New West’s governance to align with the BC Societies Act and remain compliant with Canada Revenue Agency requirements for not-for-profit societies. Key updates include clearer membership and meeting procedures, reduced quorum requirements, and new provisions for virtual participation, as well as increased flexibility in the board’s structure and officer roles. The draft also updates financial signing authority, strengthens clarity around contracts and delegation, and confirms that the Society will continue to operate as a not-for-profit organization, with its assets upon dissolution being distributed to qualified charitable recipients.

Here are the draft bylaws that will be voted on by the membership at the Bylaws SGM on Wednesday, November 26 at 7:30 PM via Zoom: Directors’ Resolution for 2025 Bylaws

Highlights of the 2025 Draft Bylaws

  1. Updated to align with the BC Societies Act — references throughout changed from “Society Act” to “Societies Act,” reflecting current legislation and ensuring compliance with provincial standards.

  2. Modernized membership provisions — clarified process for expulsion and added an option for the board to remove a member (previously required a general meeting). Also specifies loss of standing after 12 months of unpaid dues.

  3. Simplified quorum and meeting rules — reduced quorum for general meetings from 10 to 3 members (or as otherwise determined) and added flexibility for virtual or hybrid meetings via videoconference or phone.

  4. Refined directors’ roles and structure — continues with a minimum of five directors but adds flexibility for future adjustments by special resolution; modernized officer duties and clarified that an Executive Director or CEO may fulfill the president’s executive function if hired.

  5. New clarity on signing authority and contracts — introduces provisions allowing the board to appoint signing officers and delegate contract authority, ensuring efficient financial and administrative management.

  6. Non-profit and dissolution language modernized — explicitly confirms that Heritage New West operates without purpose of gain and that any assets remaining upon dissolution will be distributed to qualified donees, as defined under the Income Tax Act.