PROPOSED BY-LAW AMENDMENTS

Proposed By-Law Amendments 2015 May 13, 2015

Proposed By-Law Amendments 2015 Introduction The Board of Directors of the NLOHSA debated the following proposed Amendments to the Association’s By-Laws Each proposed amendment was presented to the Board as a separate motion and individually voted on In summary all motions were carried unanimously A motion was carried to present the proposed amendments to the Association’s Membership for ratification at the AGM scheduled for May 13, 2015.

13.1 AMENDMENTS This by-law may be amended by a two-thirds vote of the voting members and in the of members who are employers, partnerships, or corporations of their voting delegates duly registered as voting delegates who are present and voting at a extraordinary general meeting called for the purpose, provided that written notice of the extraordinary general meeting together with a copy of the proposed amendments must have been posted on the Association’s website at least thirty (30) days prior to the date of the extraordinary general meeting and publication of the notice of the extraordinary general meeting along with directions to view the Association’s website to review the proposed amendments, has been made in a newspaper of province wide circulation at least thirty (30) days prior to the date of the extraordinary general meeting.

Notice to Amend By-Laws The proposed amendments were posted on the NLOHSA website February 13 th, 2015, 90 days prior to the AGM. By- Law 13.1 requires that the proposed amendment be posted on the website 30 days prior to the AGM. Notice of the AGM along with directions to the association’s website to review the proposed amendments was published in the various regional newspapers throughout the province of Newfoundland & Labrador, including the Weekend Edition of the Evening Telegram on February 14 th, 2015.

Procedure Each proposed amendment will be presented, discussed and voted on separately A 2/3 majority of the registered voters present is required for the proposed amendment to be approved Voting will be by a show of hands

Proposed Amendments No.ArticleDescription 11.1 (c)Definition of “Board” 24.5Eligible Expenses 34.4Board Meetings at AGM 44.17Frequency of Board Meetings 54.8Office Eligibility 64.21Notice of Board of Directors Meeting 77.11For Consideration at AGM 87.12Order of Business at AGM 99.1Fiscal Year Amendments to By-Laws

Original Article 1.1 (c)“Board” shall mean the Board of Directors of the Association, which includes the President, First Vice-President, Second Vice-President, Immediate Past President, Secretary-Treasurer and seven other members. Proposed Amendment 1.1 (c)“Board” shall mean the Board of Directors of the Association, which includes the President, First Vice-President, Second Vice-President, Immediate Past President, Secretary-Treasurer and seven Director positions.

Original Article 4.5One meeting expense incurred per calendar year by Board members while attending Directors meetings, except the annual general meeting, will be reimbursed by the Association. Expense claims are to be submitted to the Secretary-Treasurer within 30 days of their occurrence using current Provincial Government guidelines for travel, meals, and lodging expense. Proposed Amendment 4.5Legitimate expenses incurred by Board Members on behalf of Association, including travel, as approved by the Board of Directors shall be reimbursed by the Association. Expense claims are to be submitted to the Secretary- Treasurer within 30 days of their occurrence using current Provincial Government guidelines for travel, meals, and lodging expense.

Original Article 4.4The Board of Directors shall meet at least once per year at the Annual General Meeting and as required upon request of the President. Proposed Amendment 4.4Remove Section 4.4

Original Article 4.17The Board of Directors shall meet annually, or as required, at a time and place as determined by the President. Proposed Amendment 4.17The Board of Directors shall meet Quarterly or as required, at a time and place as determined by the President.

Original Article 4.8To be eligible to stand for election as President and First and Second Vice- President, a member must have served a full term within (5) five years immediately preceding the year of election on the Board of Directors. Proposed Amendment 4.8To be eligible to stand for election as President, First and Second Vice- President and Secretary – Treasurer, a member must have served a full term within (5) five years immediately preceding the year of election on the Board of Directors.

Original Article 4.21Notice of the Board of Directors Meetings shall be posted on the Association’s Website and shall also be mailed by letter post and or ed to each of the directors. Proposed Amendment 4.21Notice of the Board of Directors Meetings shall be posted on the Association’s Website and ed to each of the directors.

Original Article 7.11The following must be considered at an Annual General Meeting: (a) The minutes from the previous annual general meeting (b) Consideration of accounts and balance sheets; (c) Report of the Board of Directors (d) Report of the Executive Committee (e) Report of the Auditor; (f) Election of Officers and Directors; and (g) Appointment of Auditor

Proposed Amendment 7.11The following must be considered at an Annual General Meeting: (a)The minutes from the previous annual general meeting (b)Accounting Firm’s Report (c)Consideration of accounts and balance sheets; (d)Approval of the Report of the Board of Directors as delivered by the President at the Association’s Conference (e)Report of the Nominating Committee (f)Election of Officers and Directors; and (g)Appointment of External Accounting Firm

Original Article 7.12At all Annual General Meetings, the Order of Business shall be as follows: (a) Call to order (b) Reading of the minutes of the previous Annual General Meeting; (c) Business arising out of the Minutes; (d) Committee Reports (e) Unfinished Business (f) New Business (g) Election of Officers Proposed Amendment 7.12(g) Election of Officers and Directors

Original Article 9.1The fiscal year of the Association shall be from September 1 to August 31. Proposed Amendment 9.1The fiscal year of the Association shall be from January 1 to December 31.

Original Article 13.1This by-law may be amended by a two-thirds vote of the voting members and in the of members who are employers, partnerships, or corporations of their voting delegates duly registered as voting delegates who are present and voting at a extraordinary general meeting called for the purpose, provided that written notice of the extraordinary general meeting together with a copy of the proposed amendments must have been posted on the Association’s website at least thirty (30) days prior to the date of the extraordinary general meeting and publication of the notice of the extraordinary general meeting along with directions to view the Association’s website to review the proposed amendments, has been made in a newspaper of province wide circulation at least thirty (30) days prior to the date of the extraordinary general meeting.

Proposed Amendment 13.1This by-law may be amended by a two-thirds vote of the voting members duly registered as voting delegates who are present and voting at an Annual General Meeting or an extraordinary general meeting called for the purpose, provided that written notice of the AGM or the extraordinary general meeting together with a copy of the proposed amendments must have been posted on the Association’s website at least thirty (30) days prior to the date of the AGM or the extraordinary general meeting and publication of the notice of the AGM or the extraordinary general meeting along with directions to view the Association’s website to review the proposed amendments, has been made in a newspaper of province wide circulation at least thirty (30) days prior to the date of the AGM or the extraordinary general meeting.

SUMMARY NoArticleDescriptionYayNay 11.1 (c)Definition of “Board” 24.5Eligible Expenses 34.4Board Meetings at AGM 44.17Frequency of Board Meetings 54.8Office Eligibility 64.21Notice of Board of Directors Meeting 77.11For Consideration at AGM 87.12Order of Business at AGM 99.1Fiscal Year Amendments to By-Laws