Special business is
- all business at an extraordinary general meeting except the adoption of rules of order, and
- all business conducted at an annual general meeting, except the following:
- the adoption of rules of order;
- the consideration of the financial statements;
- the report of the directors;
- the report of the auditor, if any;
- the election of directors;
- the appointment of the auditor, if required;(vii) the other business that, under these bylaws, ought to be conducted at an annual general meeting, or business that is brought under consideration by the report of the directors issued with the notice convening the meeting.
- Business, other than the election of a chair and the adjournment or termination of the meeting, must not be conducted at a general meeting at a time when a quorum is not present.
- If at any time during a general meeting there ceases to be a quorum present, business then in progress must be suspended until there is a quorum present or until the meeting is adjourned or terminated.
- A quorum is 3 members present or a greater number that the members may determine at a general meeting.
If within 30 minutes from the time appointed for a general meeting a quorum is not present, the meeting, if convened on the requisition of members, must be terminated, but in any other case, it must stand adjourned to the same day in the next week, at the same time and place, and if, at the adjourned meeting, a quorum is not present within 30 minutes from the time appointed for the meeting, the members present constitute a quorum.
Subject to bylaw 19, the president of the society, the vice president or, in the absence of both, one of the other directors present, must preside as chair of a general meeting.
If at a general meeting
- there is no president, vice president or other director present within 15 minutes after the time appointed for holding the meeting, or
- the president and all the other directors present are unwilling to act as the chair, the members present must choose one of their number to be the chair.
- A general meeting may be adjourned from time to time and from place to place, but business must not be conducted at an adjourned meeting other than the business left unfinished at the meeting from which the adjournment took place.
- When a meeting is adjourned for 10 days or more, notice of the adjourned meeting must be given as in the case of the original meeting.
- Except as provided in this bylaw, it is not necessary to give notice of an adjournment or of the business to be conducted at an adjourned general meeting.
- A resolution proposed at a meeting need not be seconded, and the chair of a meeting may move or propose a resolution.
- In the case of a tie vote, the chair does not have a casting or second vote in addition to the vote to which he or she may be entitled as a member, and the proposed resolution does not pass.
- A member in good standing present at a meeting of members is entitled to one vote.
- Voting is by show of hands.
- Voting by proxy is not permitted.
(Bylaw 23 of the “Society Act’s” standard bylaws does not apply to these bylaws.)