1. Proposed Bylaw Amendments AGM June 22, 2015 St. Andrews Heights Community Association

2. SAH Proposed Bylaw Amendments Administrative Changes

3. Definitions OriginalProposed (none)“Officers” are General Members of the Association who are elected or reaffirmed to undertake specific roles on the Executive at the Association’s Annual General Meeting.

4. 2. Objectives OriginalProposed a) To promote recreational, educational, athletic and social facilities within the community. a) To promote recreational, educational, athletic and social activities within the community.

5. 3. Membership OriginalProposed b) For the purposes of this document, St. Andrew's Heights is that area bordered on the west by 29th Street West, on the south by the Shaughnessy Slopes, on the east by University Drive, and on the north by 16th Avenue North. Beyond these general borders, it also includes the Foothills Hospital west of 29th Street West and the Sun Court apartments east of University Drive. b) For the purposes of this document, St. Andrews Heights is that area bordered on the west by the westernmost boundary of the Foothills Medical Centre/University of Calgary, on the south by the green space that is located south of Toronto Crescent, on the east by University Drive/Crowchild Trail, and on the north by 16th Avenue North.

6. 9. Finances OriginalProposed a) All cheques of the Association shall be signed by any two of the following; President, Treasurer or Past President. a) All cheques of the Association shall be signed by any two of the following; President, Treasurer and any one additional Executive member, as designated by the Executive. b) An audit of the Association’s financial accounts shall take place within two months of the fiscal year end by a duly qualified accountant or two members of the Association elected for that purpose. b) An audit of the Association’s financial accounts shall take place within three months of the fiscal year end by a duly qualified accountant or two members of the Association elected for that purpose.

7. 10. Association Seal OriginalProposed a) The Association shall obtain a seal which shall at all times remain in the sole custody of the Secretary or the President. The seal shall be affixed to only such documents, deeds, or other correspondence as are approved by, and in the presence of, two of the following; the President, Secretary or Treasurer. a) The Association shall obtain a seal which shall at all times remain in the sole custody of either the President or the Treasurer. The seal shall be affixed to only such documents, deeds, or other correspondence as are approved by, and in the presence of, two of the following: the President, Secretary or Treasurer.

8. 11. Inspection of Books and Records OriginalProposed a) Any member of the Association may inspect the Books and Records of the Association by making the necessary arrangements with the President and Treasurer. a) Any General Member in good standing of the Association may inspect the Books and Records of the Association by making the necessary arrangements with the President and Treasurer.

9. 14. Amendments OriginalProposed a) The Bylaws (Constitution) may be amended by the affirmative vote of seventy-five percent of the members present at any meeting of the Association. Not fewer than twenty-one days notice must be given to all members and the proposed amendments must be made available to all members for the same twenty-one day period. a) The Bylaws (Constitution) may be amended by the affirmative vote of seventy-five percent of the General Members in good standing present at any meeting of the Association. Not fewer than twenty-one days’ notice must be given to all members and the proposed amendments must be made available to all members for the same twenty-one day period.

10. SAH Proposed Bylaw Amendments Governance Changes

11. 3. Membership OriginalProposed a) General Membership is to be limited to actual residents and non-resident property owners of St. Andrew's Heights. Members in good standing, eighteen years of age and over only, are permitted voting rights. Associate Membership is to be limited to non-community residents who desire to engage in St. Andrew’s Heights sports for themselves and/or family. Associate members do not have voting rights nor do they enjoy membership rates on hall rentals. a) General Membership is to be limited to actual residents and non-resident property owners of St. Andrews Heights. General Members in good standing, eighteen years of age and over only, are permitted voting rights. General Members must hold a membership for at least 90 days preceding any meeting, either an Annual General Meeting or a special meeting, in order to vote. Associate Membership is to be limited to non-community residents who desire to engage in St. Andrews Heights activities for themselves and/or their family. Associate Members do not have voting rights, nor do they enjoy membership rates on hall rentals. continued...

12. 4. Membership Meetings OriginalProposed b) There can be special as well as annual meetings of the general membership. A special meeting shall be called by the President upon written request of not fewer than thirty paid-up members of the Association. Such request shall specify the business to be considered and such special meeting shall consider only the business so specified. b) There can be special as well as Annual General Meetings of the General Membership. A special meeting shall be called by the President upon written request of not fewer than twenty-five paid-up members of the Association. Such request shall specify the business to be considered and such special meeting shall consider only the business so specified. (none)c) A special meeting can be called by a majority vote of the Officers to address specific business affecting community residents. continued...

13. 4. Membership Meetings (continued) OriginalProposed c) Notice of not fewer than twenty-one calendar days shall be given to the general membership for both special and general meetings. The notice shall be posted in a public place and printed in the community newsletter. d) Notice of not fewer than twenty-one calendar days shall be given to the General Membership for both special meetings and Annual General Meetings. The notice shall be posted in a public place and on the Association’s website. (none)f) If there are insufficient Officers to meet quorum requirements (as defined in Section 8.b), a special meeting of the Association will be deemed to have been called for the purpose of electing additional Officers.

14. 6. Nominations and Elections OriginalProposed a) The Executive shall, not fewer than sixty days prior to the Annual General Meeting, appoint a nominations committee, which shall submit to the Executive one or more nominees for each of the positions to be filled. a) Current Officers must declare to the Executive, not fewer than sixty days before the next Annual General Meeting, whether they intend to stand for re- election to their position. b) All nominations shall be submitted by the nominations committee in time to be included with the notice of the Annual General Meeting. (deleted) c) Further nominations may be received from the floor at the Annual General Meeting. b) Further nominations for positions on the Executive may be received from the floor at the Annual General Meeting. continued...

15. 6. Nominations and Elections OriginalProposed e) Officers elected shall be members of the Association in good standing. An Officer shall not hold either a single position or any series of positions on the Executive for more than four consecutive years with the exception of the past President who shall continue to serve on the Executive as long as his or her successor is President. d) Officers elected shall be General Members of the Association in good standing. f) The nominations committee shall also attempt to recruit other resource people. These persons may serve for as many years as the Executive wishes. (deleted; see section 7. Duties, sub- section e) g) The new Executive will take office on July Ist following the Annual General Meeting. e) The new Executive will take office immediately following the Annual General Meeting.

16. 7. Duties OriginalProposed b) The Secretary shall be responsible for the preparation and custody of minutes of the proceedings of all general, special and Executive meetings of the Association. The Secretary shall have charge of all the correspondence of the Association and be under the direction of the President and the Executive. b) The Secretary shall be responsible for the preparation and control of minutes of the proceedings of all general, special and Executive meetings of the Association. The Secretary shall have charge of all of the official correspondence of the Association and be under the direction of the President and the Executive. (none)e) The Executive will recruit and appoint all non-Executive individuals or representatives (“Resource People”) authorized to speak or undertake specific duties on behalf of, or to represent, the Association. Such individuals will serve at the pleasure of the Executive or until the next Annual General Meeting, whichever is earlier. continued...

17. 7. Duties (continued) OriginalProposed (none)f) In the event that a serving Officer, other than the President, is unable or unwilling to complete his or her agreed term, the Officers will recruit or appoint another General Member in good standing to fill the vacant role. (none)g) In the event that the President is unable or unwilling to serve until the next Annual General Meeting, the Past President will fill the role until the next Annual General Meeting. If the Past President is unable or unwilling to fill the role, it will be deemed vacant and the Executive will call a special meeting to elect a President from the remaining Officers to serve for the remainder of the term. continued...

18. 7. Duties (continued) OriginalProposed (none)h) In the event that a serving Officer is unable or unwilling to fulfill one or more of his or her obligations, the remaining Officers may, by a majority vote, remove specific responsibilities from said Officer, including withdrawing the Officer’s signing authority. Through a majority vote, the Officers will determine how to distribute the Officer’s responsibilities. In the event that a majority of the Officers approve such a change in an Officer’s responsibilities, following the vote on the matter, the Executive shall call a special meeting of the General Members to determine if an alternate Officer should be appointed or elected to replace the Officer who is unable or unwilling to fulfill their obligations. In such an event, General Members of the Association may nominate possible candidates at the special meeting.

19. 8. Executive Meetings OriginalProposed c) Executive meetings are open to all members of the Association, but only members of the Executive may make or second motions or vote. Resource persons do not vote and the President may vote only to break a tie. c) Executive meetings are open to all members of the Association and guests invited by members of the Executive, but only members of the Executive may make or second motions or vote. Resource Persons do not vote and the President may vote a second time to break a tie.