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Policy and Recommendation Manual

Policy and Recommendation Manual

 (Second Edition)

 

Board of Directors

 

of the

 

Chinese Society of Nova Scotia

 

 

September 2007

 

 

CONTENTS

1. INTRODUCTION

1.1 Concept of the Board of Directors 4

1.2 Powers of Directors 4

2. POLICY ON OFFICIAL GUESTS AT THE CHINESE NEW YEAR BANQUET

2.1 Preamble 4

2.2 Policy 4

3. POLICY ON OFFICIAL USE OF THE SOCIETY NAME

3.1 Preamble 5

3.2 Policy 5

4. POLICY ON SPONSORSHIP AND TAG-ON BUSINESS AT SOCIETY ORGANIZED EVENTS

4.1 Preamble 5

4.2 Policy 6.

5. POLICY ON REQUEST FOR OFFICIAL SUPPORT OF THE SOCIETY

5.1 Preamble 6

5.2 Policy 6

6. POLICY ON THE SIZE OF SOCIETY DONATIONS TO CHARITABLE ORGANIZATIONS

6.1 Preamble 6

6.2 Policy 7

7. POLICY ON REQUEST OF USE OF THE CAPITAL FUND

7.1 Preamble 7

7.2 Policy 7

8. POLICY ON NOMINATION FOR REPLACEMENT OF RETIRING DIRECTORS

8.1 Preamble 7

8.2 Policy 7

9. POLICY ON REPLACEMENT OF MID-TERM RESIGNED EXCECUTIVE COMMITTEE MEMBERS

9.1 Preamble 8

9.2 Policy 8

10. RECOMMENDATION ON CARRYING OUT A FEASIBILITY STUDY ON ESTABLISHING A HOME FOR THE SOCIETY

10.1 Preamble 8

10.2 Recommendation 8

11. RECOMMENDATION ON CLOSER COMMUNICATION BETWEEN THE SOCIETY AND THE CHINESE BENEVOLENT ASSOCATION OF NOVA SCOTIA

11.1 Preamble 9

11.2 Recommendation 9

12. RECOMMENDATION ON TOTAL INVESTMENT PORTFOLIO AND FINANCIAL STATEMENTS

12.1 Preamble 9

12.2 Recommendation 10

13. RECOMMENDATION ON LIABILITY INSURANCE

13.1 Preamble 10

13.2 Recommendation 10

  14 Policy on the number of the Board of Directors

14.1 Preamble

14.2 Policy

 

APPENDIX– Members of Boards of Directors 11

 

1. Introduction

1.1 Concept of the Board of Directors

The concept of a board of directors of the Chinese Society of Nova Scotia (Society) was first introduced by Fred Lee, a longstanding Society member. Since the Executive Committee of the Society is elected new each year, he was concerned that operational policies may not be consistent from year to year and that such a deficiency may be circumvented by having a board of directors. He also believed that a board of directors would provide advice and guidance to the Executive Committee. Subsequently, his idea was incorporated in the newly drafted by-laws. At the Annual General Meeting (AGM) on October 3, 2004, the draft by-laws were approved with some minor amendments by about 83% of the Society members. The first Board of Directors (Board) was elected by the General Membership at the January 2005 special meeting, in accordance with Articles 26-37 of the 2004 By-Laws (By-Laws).

 

1.2 Powers of Directors

Article 38 of the By-Laws stipulates that “The formulation of policies and future directions of the Society shall be vested in the Board which, in addition to the powers and authorities by these By-Laws or otherwise expressly conferred upon them, may exercise all such powers and do all such acts and things as may be exercised or done by the Society and are not hereby or by Statute expressly directed or required to be exercised or done by the Society in general meeting.”

 

2. Policy on Official Guests at the Chinese New Year Banquet

2.1 Preamble

In the annual Chinese New Year Banquet, official guests were invited to attend the event. The guests usually included officials from the various levels of governments. This yearly function has been gaining more attention from the general public and the politicians. As a consequence, problems like who should be invited as official guests, who should be given the opportunity to bring official greetings and who should extend an invitation on behalf of the Society frequently arose. These issues need to be addressed and the invitation process formalized.

These issues were discussed at the February 5, 2005 Board meeting.

 

2.2 Policy

The list of official guests in all future banquets will be the Prime Minister of Canada, the Premier of Nova Scotia, the Lieutenant Governor of Nova Scotia and the Mayor of the Halifax Regional Municipality (HRM). The invitation to the Prime Minister should be extended to the Prime Minister Office (PMO). If an official guest is unable to attend, with the exception of the Lieutenant Governor of Nova Scotia, his/her office has the discretion to have someone else to represent him/her and to extend official greetings at the banquet. The President of the Society should extend the invitations on behalf of the Society. Since every person attending the banquet is a “very important person (VIP)”, there is no need to designate a particular group of attendees.

This policy was approved by the General Membership at the October 9, 2005 AGM and reaffirmed at the September 22, 2007 AGM.

3. Policy on Official Use of the Society Name

3.1 Preamble

The Board was advised in February 2005 that some members of the Society were corresponding with outside sources using the name of the Society and/or the Society letterhead. The Board felt that this practice could misrepresent the Society official view and may even damage the reputation of the Society.

This issue was discussed at the February 5, 2005 Board meeting.

3.2 Policy

Any external correspondence written on the Society letterhead and signed by the Executive Committee (individually or as a whole) or the President, the subject matter at hand should be thoroughly researched and discussed in a formal manner before the issue is to be considered as the official view of the Society. A majority of the Executive Committee should approve the final draft of said correspondence before it is issued on behalf of the Society. Furthermore, the use of the Society letterhead must be carefully scrutinized.

This policy was approved by the General Membership at the October 9, 2005 AGM.

4. Policy on Sponsorship and Tag-On Business at Society

Organized Events

4.1 Preamble

A member suggested to the Board to set up a policy on the extent a sponsor can use its name for advertising and business purposes at Society organized events.

This issue was discussed at the September 24, 2005 Board meeting.

4.2 Policy

Sponsorship should be acceptable at Society organized events. However, if a logo is used by a sponsor, its design should be approved by the Executive Committee prior to its use. In any event, the Society’s logo should be more prominent/larger in size/dimension than the sponsor’s logo. Tag-on business at Society organized events should be approved in advance by the Executive Committee and if not approved, the tag-on business would be asked by the Society to leave the premise and/or the event.

 

This policy was approved by the General Membership at the October 9, 2005 AGM.

 

5. Policy on Request for Official Support of the Society

 

5.1 Preamble

The Board was advised by the Executive Committee that a local Chinese resident proposed to the HRM to have a street named after a Chinese family surname and requested the Society to lend its support. The Executive Committee asked the Board for guidance.

This issue was discussed at the September 30, 2006 Board meeting.

5.2 Policy

Any requests from individuals or organizations for official support of the Society should be accomplished by a formal written statement including background information and rationale for the request and submitted to the Executive Committee for review. A verbal request is not sufficient for consideration. Final approval of the request by the Executive Committee should only be made after consultation with the Board. If it is deemed necessary by the Board, the request would be forwarded to the General Membership for a vote at a general meeting.

This policy was approved by the General Membership at the October 8, 2006 AGM.

6. Policy on the Size of Society Donations to Charitable

Organizations

6.1 Preamble

Prior to February 2005 the Society had no specific guidelines regarding donations to charitable organizations. It was considered important for the Board to formulate a policy on this matter.

This issue was discussed at the February 5, 2005 Board meeting.

6.2 Policy

Only in exceptional cases, not more than 5% of the budget surplus in each year can be used as charitable donations to worthy organizations with the approval of the entire Executive Committee, i.e., not by any one of the Executive Committee members, and that any amount in excess of this figure must be approved by the General Membership.

This policy was accepted by the General Membership at the October 9, 2005 AGM.

 

7. Policy on Request of Use of the Capital Fund

7.1 Preamble

The ultimate use of the Capital Fund has been raised by a number of members. While the Board did not have a specific discussion on how the fund should be used, it was considered advisable to have policy on the procedure of submitting proposal for use of the fund.

This issue was discussed at the October 28, 2006 and May 20, 2007 Board meeting.

7.2 Policy

If a member would like to see the Capital Fund put to a specific use, he/she should submit a formal request to the Executive Committee for review. Depending on the request, the Executive Committee can forward it to the Board for further review and recommend-

dation. If the Board supports the request, approval of the General Membership at a general meeting will be required.

 

This policy was accepted by the General Membership at the September 22, 2007 AGM.

 

8. Policy on Nomination for Replacement of Retiring

Directors

 

8.1 Preamble

 

In order to encourage members to serve as Directors, it was considered desirable to notify members about any vacancies on the Board prior to and not at the AGM.

 

This issue was discussed at the October 28, 2007 Board meeting.

 

8.2 Policy

 

When vacancies occur as a result of Directors retiring at the end of their terms, the General Membership should be notified by the Board at least three months in advance of the AGM, if possible. The notification could be published in the Society Newsletter and/or posted on the Society website.

 

This policy was accepted by the General Membership at the September 23, 2007 AGM.

 

9. Policy on Replacement for Mid-Term Resigned Executive

 

Committee Members

 

9.1 Preamble

 

It is not unusual for members of the Executive Committee to resign before their terms of office expire. In order for the Society to function fully, the Board agreed that the position being vacated should be refilled as soon as possible.

 

This issue was discussed at the May 20, 2007 Board meeting.

 

9.2 Policy

 

When an Executive Committee member resigns prior to the expiration of his/her term, the Executive Committee should nominate another Society member for the Board to appoint for the period that is left vacant.

 

This policy was accepted by the General Membership at the September 22, 2007 AGM.

 

10. Recommendation on Carrying Out a Feasibility Study

 

On Establishing a Home for the Society

 

10.1 Preamble

 

In his report to the Board, the President of 2004-2005 stated that the Executive Committee felt that a “home” is essential to the continued existence, growth and future development of the Society and every effort should be made to make the dream come true. It was reported by the President that several real estate agents were approached to locate a suitable site for the home but without success. A long and serious deliberation on the possible financial burden on the Society by renting a space as home was held.

 

 

 

This issue was discussed at the September 24, 2005 Board meeting.

 

 

 

10.2 Recommendation

 

 

 

While the Board supports the idea and recognizes the desirability and significance of having a place for the Society to call home, it also wishes to emphasize the importance of first having an in-depth and professional feasibility study to unsure the Society can maintain such a home financially and in the long term. The Board unanimously recommended that the Executive Committee form a committee to investigate the feasibility of having a home for the Society and that Fred Lee would chair the committee because of his strong desire and immense interest in the issue. The Committee is to report the final findings to the Board, after the report is accepted by the Executive Committee.

 

 

 

This recommendation was accepted by the General Membership at the October 9, 2005 AGM.

 

 

 

11. Recommendation on Closer Communication Between

 

The Society and the Chinese Benevolent Association of

 

Nova Scotia

 

 

 

11.1 Preamble

 

 

 

Due to the fact that many of the Society members are also members of the Chinese

 

Benevolent Association of Nova Scotia (CBANS) and that many CBANS members have been very helpful to the Society for organizing events, such as the Multicultural Festival and Dragon Boat Festival, the issue of having the two organizations to work even closer for the benefits of the Chinese community was discussed.

 

 

 

This issue was discussed at the November 19, 2005 Board meeting.

 

 

 

11.2 Recommendation

 

 

 

While the Board recognizes that it is not feasible at this time for the two organizations to integrate into one body representing the Chinese population in the region, it believes that close communication should be established between the Society and CBANS. For this reason, the Board recommended that the President of the Society attend the executive meetings of CBANS and vise versa on a regular basis. The Executive Committee should propose this recommendation to the executives of CBANS for their consideration.

 

 

 

This recommendation was accepted by the General Membership at the October 9, 2005 GAM.

 

 

 

12. Recommendation on Total Investment Portfolio and

 

Financial Statements

 

12.1 Preamble

 

In the presence of a member of the Capital Fund Committee (Kam Chung), the Board had a long discussion on the investment strategy of the Fund and the reporting of the Society investment portfolio to the proper authority for taxation purposes.

 

This issue was discussed at the September 24, 2005 Board meeting.

 

12.2 Recommendation

 

The Board recommended to the Capital Fund Committee that the total investment portfolio be invested in balanced portfolio and copies of all year end portfolio statements be forwarded to the Board and tax slips and tax reporting documents to the Executive Committee for it to report to Canada Revenue Agency, if necessary.

 

This recommendation was accepted by the General Membership at the October 9, 2005 AGM.

13. Recommendation on Liability Insurance

13.1 Preamble

The Board was concerned about liability insurance for non-members attending Society functions, especially sport activities at the Fairview Junior High School on Friday evenings. Discussion was centered on how to limit the liability of the Society in the event when accidence occurs. The Board agreed that the Executive Committee should clarify with the School Board if the rental contract between the Society and the School Board covers liability.

This issue was discussed at the October 28, 2006, May 20 and September 15, 2007 Board meetings.

13.2 Recommendation

The Board recommended to the Executive Committee to make sure that the Society has a sufficient insurance coverage for its activities and that a disclaimer of responsibilities is to be posted on the Society website or any other suitable places.

This recommendation was accepted by the General Membership at the September 22, 2007 AGM.

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14 Policy on the number of the Board of Directors

14.1 Preamble

Section 26 of By-Laws stated, “Unless otherwise determined by the membership at the AGM, the number of directors is four (4).” Section 37 of By-Laws ruled that, “In the event of an equality of votes, he/she (Chair of theBoard) shall have a casting vote in addition to the vote to which he/she is entitled to as a Director.”

The current Board of Directors found that, in the event of more than one absence of Directors, the Board’s voting function could be impaired for presenting a majority.  In addition, By-laws didn’t rule whether, at the absence of the Chair of the Board, an Acting Chair had the same casting vote.

14.2 Policy

The Board recommended to the 2014 AGM to increase the number of the Board of Directors from four to five as a solution to 14.1.

This policy was accepted by the General Membership at the October 18, 2014 AGM.

 

 

APPENDIX – Members of Boards of Directors

January 2005 – September 2005

Paul Liu (1-year term), Shawna Seto Moore (2-year term), Oscar Wong (3-year term) and David Yung (3-year term, Chair and Secretary)

October 2005 – September 2006

 

 

 

Paul Liu (new 3-year term, re-elected), Shawna Seto Moore (1 year remaining), Oscar Wong (2 years remaining) and David Yung (2 years remaining, Chair and Secretary)

 

 

 

October 2006 – September 2007

 

 

 

Paul Liu (2 years remaining), Shawna Seto Moore (new 3-year term, re-elected, Chair), Oscar Wong (1 year remaining) and David Yung (1 year remaining, Secretary)

 

 

 

October 2007 – September 2008

 

 

 

Zhongmin Dong (new 3-year term), Kim Lam (new 3-year term), Paul Liu (1 year remaining, Secretary) and Shawna Seto Moore (2-year remaining, Chair)

 

 

 

 

 

 

 

Approved by the Board and at the 2007 Annual General Meeting.