70 County Road 44 . Burnt River . Ontario . Canada . K0M 1C0
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2003 BOARD OF DIRECTORS
 PRESIDENT Andrea
Naperstkow
1056 Richmond Rd. RR#3, Ashton, Ontario K0A 1B0
1-613-257-5750 mcnap.ashton@sympatico.ca
 VICE PRESIDENT Kim McQuhae 1374 Larkin Rd. Box 435 Niagara-On-The-Lake, Ontario L0S 1J0
1-905-468-5603 fax: 1-905-468-5603
 SECRETARY
Steve Douglas 70 County Road 44, Burnt River, Ontario K0M 1C0
1-705-454-3597 fax: 1-705-454-3228 kyloe@nexicom.net
 DIRECTORS Judith Caird RR 1, Sydenham, Ontario. K0H 2T0
1-613-376-3577 rc1@post.queensu.ca
  Marianne Colvin 17973 Thorndale Road, Thorndale, Ontario. N0M 2P0
Tel 519-461-1091 torodinfarm@sympatico.ca
  Arvin
Naperstkow
1056 Richmond Rd. RR#3, Ashton, Ontario K0A 1B0
1-613-257-5750 mcnap.ashton@sympatico.ca
  Catie Rolica 2534 Murphy Dr. RR #2, Kerwood, Ontario N0M 2B0
1-519-247-3241 Catierolica@hotmail.com
CONSTITUTION

ARTICLE 1: Name
1. The organization shall be called Ontario Highland Cattle Association, hereinafter referred to as the "the Association"

ARTICLE 2: Purpose
1. The purpose of the Association is to advance the heritage, breeding, raising, showing,pageantry and marketing of Highland cattle in the province of Ontario.
2. To achieve its stated purpose, the Association shall engage in the following activities:
a) to better organize and advance the interests of their breeders and owners;
b) to promote Highland cattle through the sponsorship of educational meetings, field days, exhibitions, advertising, consignment sales and any other endeavour which, in the opinion of the Board of Directors, is in the best interests of the Association, its members and the breed;
c) to cooperate with The Canadian Highland Cattle Society in the development of the breed of Highland cattle and to cooperate with the regional and district associations within the province.
d) to collaborate with any other provincial Highland Cattle Associations
3. The Association may also engage in the following activities:
a) any other activities relevant to the purpose of the Association;
b) to receive, hold, and use all money and other assets subscribed to it or acquired in any other way.
4. Constitutional Limitations
a) The Association shall not constitute a branch of the Society,
b) The Act of the Association shall be binding on the Society, without prior resolution of the Board of Directors of the Society, nor in default thereof, by that of a general meeting of members of the Society.
c) No act or activity of the Association shall conflict with the Society constitution, the business, the affairs or the activities of the Society, or with the Act.
d) The Board of Directors of the Society may, by resolution, withdraw recognition of the Association in the event of the infringement of the provisions of the preceding clause
c) and therupon, the Association shall cease to exist.

ARTICLE 3: Affiliation
1. The Association may seek affiliation with other organizations that have similar purposes

ARTICLE 4: Membership
1. Full membership in the Association is open to all persons, companies or institutions who express an interest in pursuing the purposes of the Association and pay the annual dues as set by the Executive Committee as stated in Article 2.
2. Eligibility to vote: Membership in the Society is not a condition of membership in the Association, provided that only members of the Association who are members of the Society, may vote at meetings of the Association.
3. Forfeiture: If the number of members of the Association, who are eligible voting members of the Society, falls and remains below eight for more than twelve months, the Association shall automatically cease to be recognized by the Society and shall cease to exist.
4. Junior membership in the Association is open to all persons under the age of twenty as of the first day of January, who have paid the prescribed dues as set by the Executive Committee as stated in Article 2. Juniors shall not be entitled to hold office, vote, move, or second motions, or sign petitions, but may speak to or debate motions at any general meeting of the Association.

ARTICLE 5: Officers
1. The Association shall be governed by six elected directors, who are members of the Society, who shall be elected for staggered two year terms, three elected each year. Directors shall elect from amongst themselves, a President and Vice President. The directors shall appoint a Secretary-Treasurer.
2. The President is responsible for the overall supervision and administration of the affairs of the Association and ensures that all policies and actions approved by the general membership or by the Executive Committee are properly implemented. The President presides at general meetings of the Association and also chairs meetings of the Executive Committee.
3. The Vice-President fulfills the duties of the President when that person is temporarily absent or otherwise unable to perform the duties of the office. The Vice-President also performs specific duties assigned by the President, the Executive Committee, or the general membership.
4. The Past-President is available to undertake any special duties assigned by the President or requested by the Executive Committee or the general membership.
5. The Secretary-Treasurer is responsible for general correspondence and for internal communication within the Association. The Secretary-Treasurer issues notices and adgenda, and prepares, maintains, and distributes minutes for meetings of the general membership and of the Executive Committee. The Secretary-Treasurer also maintains an up-to-date list of members in each of the various categories. These lists shall include a record of the dues paid by members in order to establish those in good standing. The Secretary-Treasurer is responsible for the care and custody of the funds and other financial assets of the incurred by the Association. The Secretary-Treasurer maintains books of the accounts which shall be made available for inspection by members at any reasonable time on request. At each Annual General Meeting the Secretary-Treasurer shall present an audited account of the finances of the Association and a budget for the following fiscal year, which shall include any consequent recommendations for changes in the annual dues paid by members. The Secretary-Treasurer is responsible to transmit without delay a copy of the minutes of all meetings of the members, the directors and committees of the Association to the Secretary-Manager, to note and deposit in the archives of the Society. A list of members and their qualifications and a copy of the publications of the Association shall be similarly transmitted on a current basis and so noted and deposited.

ARTICLE 6: Executive Committee
1. The Executive Committee shall be composed of the President, Vice-President and Secretary-Treasurer.
2. The Executive Committee shall take the initiative in preparing policies and actions for consideration and possible action by the general membership. The committee is also responsible for the implementation of all resolutions passed at the general meetings for the membership and for the management of the affairs of the Association between general meetings.
3. Meetings of the Executive Committee are called by the President, who is also responsible for the preparation of the agenda. The Executive Committee shall also meet at the request of at least a majority of its members.
4. A quorum, of the Executive Committee shall be a majority of its eligible voting members.

ARTICLE 7: General Meetings
1. The general membership shall retain all powers of the Association except those delegated in this Constitution to the Executive Committee.
2. The President may call an ordinary general meeting at any time by giving at least 30 days notice of the time and place, and by sending agenda to the members at least 14 days before the scheduled date of the meeting.
3. The Annual General meeting shall be held in the month of November each year.
4. The Executive Committee may call a special general meeting by giving at least 30 days notice of the time and place of the meeting and of the specific items to be considered. No additional items may be added to the agenda for a special general meeting.
5. The Secretary-Treasurer shall call a special general meeting within 30 days of receiving a written petition signed by at least 10 full members and stating the purpose of this meeting.
6. The general meeting may from time to time appoint a member to serve in the role of a) Monitor, to assist the chair with the timing of the agenda b) Recorder, to assist the chair with the organization, presentation, and recording of ideas
7. A quorum of all general meetings shall be 7 full members.

ARTICLE 8: Elections
1. The Election of the directors shall take place by written vote at the Annual General Meeting.
2. Only full members of the Society are eligible to serve as officers of the Association.
3. Casual vacancies that occur during the year shall be filled by appointment of the Executive Committee.

ARTICLE 9: Committees
1. Committees shall be established as required to facilitate the achievement of the purposes of the Association.
2. Terms of reference for standing committees shall be prepared and amended as required by the Executive Committee.

ARTICLE 10: Finances
1. The financial year of the Association shall be from 1 August to 31 July.
2. Cheques to disburse the funds of the Association shall bear the signature of any one member of the Executive Committee and Secretary-Treasurer.
3. The financial records of the Association shall be audited by a qualified accountant or by at least two members of the Association appointed for such a purpose at a general meeting of the Association.
4. No officer or member of a committee other than the Secretary-Treasurer shall receive any remuneration for duties performed on behalf of the Association, but those persons may performing these duties.

ARTICLE 11: Rules of Order
1. "Procedures for Meetings and Organizations: by M.K.Kerr and H.W.King, Carswell Legal Publications, Toronto, 1984 or later editions, shall govern the Association in all procedural matters not contained in this Constitution.

ARTICLE 12: Amendments
1. This Constitution may be amended by approval of a motion by a two-thirds majority of votes at a general meeting, provided that at least 30 days notice is given for such a motion. Approved by the Association at a general meeting held on 11 November/1993

From the MINUTES of the Ontario Highland Cattle Association Annual General Meeting of April 11 1999

Moved by Michael Carty, seconded by Ron Scott that:
1) Application for Membership The Association reserves the right to refuse an application for membership for cause, by resolution of the Board of Directors ratified at the next annual general meeting of members.
Motion carried.

Moved by Michael Carty, seconded by Ron Scott that:
2) The membership year of the Association corresponds with the calendar year. Motion carried. Moved by Michael Carty, seconded by Mona Harrison that non-resident members adopt the same rights as with the Canadian highland Cattle Society Constitution. (Canadian Highland Cattle Society, Bylaw No. 1 and Regulations, Part 1 1993 Page 5):

3) Non-Resident Members Non-Resident Annual Members are those individuals, partnerships and firms resident outside Canada, and those corporations incorporated or resident outside Canada, who have complied with the relevant provisions of the constitution. Non-Resident Annual Members are entitled to receive publicatons of the Association and to attend meetings of members, but may not hold office, move or second motions, vote, or be party to petitions.
Motion carried.

DIRECTORS
 BOARD OF DIRECTORS CONSTITUTION