This is the official Constitution of CSEE, a registered not-for-profit
organization of Canada (effective July 10 2006). Please send any
comments to the CSEE Secretary (Sally Otto),
who will circulate them to the board.
Article 1. Name. The name of this society is
the Canadian Society for Ecology and Evolution/ la Société
Canadienne d'Écologie et d'Évolution.
Article 2. Purposes. The Purposes of the Society
- to promote the study of ecology and evolution in Canada;
- to raise public awareness of the importance of ecology and
evolution to Canadian society;
- to facilitate communication between members of the Society
and decision-makers in the public, private and non-governmental
- to act as a liaison with Federal and Provincial funding agencies
to support and promote ecological and evolutionary research
Article 3. Membership. The society shall consist
of regular, life, and student members. Membership applications
are voluntary and are subject to approval by Council. The eligibility
criteria are as follows. All members have a single vote in all
- Regular member: Any person who supports the
purposes of the society is eligible for a regular membership.
- Life Member: Any person who supports the
purposes of the society and who pays a life membership fee equal
to 20 times the annual regular membership dues is eligible for
a life membership.
- Student member: Any person who supports the
purposes of the society and is a registered student or a postdoctoral
fellow at a university or college is eligible for a student
Termination of Membership: Membership may be
terminated by direct request of the member, failure to pay dues,
or action of the Council.
Article 4. Officers and Elections. The Executive
constitutes the Officers of the Society and comprises the President,
the President Elect (Vice-President), Secretary, and Treasurer.
The Council consists of the Executive and seven council members
including one student member. Council members and Executive serve
The President serves a two-year term, following
a two-year term acting as President Elect (Vice President). A
person may hold the office of President for only one term, in
addition to such time as may be served filling the office following
the death or resignation of a President.
The Secretary and Treasurer serve four-year
terms and are eligible for reelection to additional terms. For
continuity, elections for Secretary and Treasurer shall be held
in alternate biennial elections.
The Council constitutes the Board of Directors of the
Society. The board of director will manage the corporation.
The Council members with the exception of the student member shall
serve four-year terms, with three new councilors elected in each
biennial election, together with any additional members necessary
to fill vacancies that may arise. The student member shall serve
a term of two years. Councilors are eligible for re-election only
to non-consecutive terms.
The officers and other positions filled by Society elections
shall be selected by mail ballot . The official terms of the
officers commence on January 1. Only Regular, Life, and Student
members are eligible to hold office in the Society. No employee
or member of the immediate family of an employee of the Society
may be nominated for or hold elected office within the Society.
The Nominations Committee shall serve for one year and consist
of the Vice-President as Chair and three Council members. Council
shall solicit nominations for Society positions not less than
three months before the election from the general membership and
any nomination supported by five or more members in good standing
shall be added to the list of candidates by the Nominating Committee.
The Committee shall submit to the Secretary a list of at least
two candidates, who have agreed to serve, for each position to
be filled, excepting the Secretary and Treasurer, which may be
uncontested. Names of the candidates shall be made known to the
membership by the Secretary.
The Secretary shall prepare and mail ballots to the voting membership,
tabulate and record the votes, notify the candidates for Council
of the election results, and notify the membership of the results.
In the event that the election of Council cannot be completed
by mail ballot, the election will be conducted at the general
meeting of the Society. In the event of a tie vote for any office,
the Secretary shall poll the members of the Council to resolve
If for any reason the President is unable to carry out the duties
of the office, the position shall be filled by the President-Elect.
Vacancies in the other offices may be filled until the next election
by vote of the Council. A member of the Council or the Executive
may be removed from office by a petition signed by six of the
eleven members of Council. A member of Council may be removed
from office by a resolution passed by a majority of members present
at the annual members’ meeting.
Article 5. Duties of Officers. The President
acts as chief executive officer. The duties of the President are
- to prepare the annual report of the Society;
- to preside over meetings of Council;
- to appoint committees as directed by Council or prescribed
by the Constitution;
- to act as spokesperson for the Society;
- to sign all official Society correspondence;
- to advance the purposes of the Society.
The Vice-President is the President Elect. The
duties of the Vice-President are as follows:
- to take over the responsibilities of the President whenever
the President is unable to carry them out;
- to organize the General Business meeting of the Society;
- to chair the Nominations committee.
The duties of the Secretary are as follows
- to keep the records and archives of the Society and the list
- to give notice of Council meetings and the General Business
- to administer elections;
- to take minutes of the Council meetings and the General Business
meetings and to distribute these to the Council in a timely
The duties of the Treasurer are as follows
- to administer all society funds;
- to disburse funds as directed by the Council;
- to present an audited financial statement to the General
The duties of the Council members are as follows
- to direct the business of the Society;
- to advise the Executive as to how to advance the purposes
of the Society;
- to serve on Society committees.
Article 6. Conduct of Business. All business
of the Society can be conducted in French or in English and all
official documents shall be distributed in both languages unless
decided otherwise by majority vote of Council.
The signature of the President or in the absence or incapacity
of the President the signature of the Vice-President shall certify
that a document is an official document of the Society.
The custody of the corporate seal of the Society shall be entrusted
to the President or in the absence or incapacity of the President
to the Vice-President.
Article 7. Meetings. The General Business meeting
of the society will be held annually at a date and place to be
established by the Council. The board of directors shall call
a special general meeting of members on written request of members
carrying not less than 5% of the voting rights. Notice will be
given at least three months in advance on the website of the Society.
In the event of special business the notice will contain sufficient
information to allow the members to form a reasoned judgment.
The quorum for the meeting shall be forty (40) members.
An auditor shall be appointed by the members at each annual meeting
to audit the books for report to members at the annual meeting.
The Council meeting of the society will be held at least annually
at a time and place determined by Council. At least two weeks’
notice of the meeting will be given. A quorum for the Council
meeting consists of the President or Vice-President and at least
five other members of council. All members of Council have a single
vote in all business. Minutes of Council meetings shall be made
available to the membership in a timely fashion by the Secretary.
Article 8. Dues. Annual dues are established
by a majority vote of the Council.
Article 9. Amendments. This Constitution may
be amended by the following procedure:
- Proposals for amendment: An amendment may be proposed either
by a majority vote in council or by a request in writing from
any 12 members of the society.
- Notice of amendment: A notice of amendment must be sent out
to members by the Secretary at least 20 days in advance of the
next business meeting.
- Voting on amendment: Following discussion at the business
meeting, an amendment shall be adopted if approved by 2/3 of
members voting in a mail ballot, provided that these comprise
at least 1/5 of the members in good standing.
Article 10. Byelaws. The Council may enact byelaws
that interpret and implement this Constitution. Such byelaws may
be adopted, amended, or repealed by a two-thirds majority of those
voting at an annual meeting of the Council, or by a two-thirds
vote of the Council in a mail ballot, provided that in either
case notice of the proposed action shall have been sent to each
voting member of the Council, or presented at an annual meeting
of the Council, at least two months and not more than fifteen
months before the vote. Changes to the Constitution must be approved
by an affirmative vote of at least two-thirds of those voting
at the annual members’ meeting of the Society. No such changes
will be enforced or acted upon until the approval of the Minister
of Industry has been obtained.
Article 11. Incorporation. The Society shall
be incorporated as a not-for-profit organization.
Article 12. Distribution upon Dissolution. In
the event of dissolution or final liquidation of the Canadian
Society for Ecology and Evolution all of the remaining assets
and property shall, after paying or making provision for the payment
of all of the liabilities and obligations of the Canadian Society
for Ecology and Evolution and for necessary expenses thereof,
be distributed to such organization or organizations organized
and operated exclusively for charitable, scientific or educational
purposes. In no event shall any of such assets or property be
distributed to any member, director, or officer or any private
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