Bylaw
Name
Name of the Society
The name of the Society is Iranian Cultural Society of Calgary, hereafter referred to as "Anjoman".
Objects
Objects of Anjoman
- To preserve, promote, and encourage the positive attributes of Iranian culture, including multiculturalism, respect for human dignity, respect for the environment and living species, freedom of expression and conscience, enthusiasm for knowledge, science, technology, and literature, as well as love for life, peace, and prosperity for all.
- To encourage public gatherings and enhance social, cultural, and community services in Calgary.
- To uphold the virtues and values of responsibility in building a healthy community, ethical practices, recognition of individual uniqueness and respect for it, voluntarism, collaboration with like-minded communities, multiculturalism, pluralism, and environmental protection.
- To operate as a non-profit, volunteer organization with no religious or political affiliations.
Membership
Membership in Anjoman is a privilege, which should be extended to those individuals who share its values and endeavor to promote its objectives. Membership is open to anyone without regard to their sexual orientation, race, religion, or political beliefs.
- There are two categories of Members: Regular Members with voting rights and Honorary Members without voting rights.
- Any Member wishing to withdraw their Membership may do so upon a notice in writing to the Board of Directors and Officers.
- If any Member is at fault regarding Anjoman’s objectives, the affected Member may receive a written notice from the Board explaining the intention to terminate the Membership. The notice will state the reasons for considering termination. The Member will have the opportunity to appear before the Board to address the matter. The Board may allow another person to accompany the Member. In case of disagreement, the final decision regarding termination will be made at a General Meeting of Anjoman by a simple majority vote.
- A Member in "Good Standing" shall mean a person who has paid their dues and has not withdrawn from Membership, nor has been terminated.
- Memberships are yearly and are valid for one year from the date of payment.
Regular Membership
- Regular Membership shall be open to any person who is of the full age of 18 years and over, a resident of Calgary, and willing to abide by the objectives, rules, and regulations of Anjoman as set out in its Bylaws.
- Anjoman’s Membership fees for Regular Membership (including individuals, families, students, newcomers, and seniors) shall be determined by the Board and may be revised from time to time.
- An application for Membership shall be submitted to Anjoman through its Secretary.
- The Board shall have the power to accept or reject an application for Membership. In case of rejection, the applicant has the right to appeal to a committee formed by the Board to hear both sides and provide recommendations. The Board makes the final decision.
- The applicant shall become a Regular Member once the application has been accepted by the Board and upon payment of fees.
- A Regular Member shall remain in "Good Standing" if the payment of fees is maintained.
- Failure to pay the arrears within three (3) months of the due period shall result in automatic cancellation of Membership.
Honorary Membership
- Honorary Membership may be extended to any dignitary regardless of place of residence or nationality, as recommended by a member of the Board and approved by the Board. Honorary Membership is valid for three years.
- Honorary Members do not have voting rights.
Membership Fees
- Membership fees shall be categorized as follows:
- (a) Family (married, common-law, with or without children)
- (b) Single Adult (over 18 years old)
- The fees for both categories shall be determined and/or reviewed from time to time by the Board. This fee may be waived yearly in exchange for services provided by an individual to Anjoman.
- Senior Citizens (over 65 years of age), Newcomers, and Students applying under either the Family or Single Adult category shall be eligible for a 50% discount on the prescribed fees.
- Fees once paid shall not be refundable.
Board of Directors
Board of Directors and Officers
The business of Anjoman shall be managed by a Board of Directors and Officers (Board) consisting of a minimum of six (6) and a maximum of eight (8) elected Members.
- The Board consists of four Officers: President, Vice-President, Treasurer, and Secretary, along with up to four Directors, all of whom are voting Members at Board Meetings. Additionally, the Past President or a Past Board Member serves as a non-voting Member, except in the case of a tie-breaker.
- The Board shall be elected by the majority of Members in Good Standing in an election held at the Annual General Meeting (AGM).
- For the selection of positions, there are two options:
- (a) Board Members are elected without a specified position. The Board itself elects the Officers from among the elected Board Members.
- (b) Board Members are nominated and elected for specified positions.
- Each Board Member may be elected for a maximum of three (3) consecutive terms of two (2) years each.
- Any vacancy after the election of the Board shall be filled by nomination of at least two Members in Good Standing. The successful candidate shall be determined by the Board and confirmed at the subsequent AGM.
- The Vice-President shall fill any vacancy in the office of the President.
- In the event that four (4) Board Members resign simultaneously, a Special Meeting of Anjoman will be called by the remaining Board Members for the election of a new Board.
- Any Board Member at fault as detailed in Article 1.v or failing to perform their duties may be terminated. The process for termination of a Board Member requires the following:
- (i) A written statement outlining the reason for termination, signed by at least two Board Members, must be presented to the President.
- (ii) The President shall call for a Special Meeting of the Board, where the Board Member at fault is given the opportunity to present their explanation.
- (iii) Termination requires approval of three-quarters (rounded up) of the remaining Board Members present, while maintaining a quorum.
- Two Members from the same immediate family may not serve as Board Members simultaneously.
Meetings of the Board
- Meetings of the Board shall be held as often as required, but at least once every month, and shall be called by the President or their designate.
- A Special Meeting of the Board may be called upon a written request of any two Board Members to the President, including the issues to be discussed. Board Members shall be notified at least three (3) days in advance via telephone or email.
- A quorum for Board Meetings shall consist of any four (4) Board Members, provided either the President or Vice-President is present. Meetings may be held without notice if a quorum of the Board is present, but any decisions made at such meetings must be ratified at the next regularly called Board Meeting; otherwise, the decisions shall be null and void.
- Decisions of the Board shall be made by a simple majority of the Board Members present at a Meeting that meets the quorum requirement, except where otherwise specified.
- Any Board Member with a conflict of interest regarding a matter being discussed shall announce the conflict and refrain from voting.
- All matters discussed at Board Meetings shall be considered confidential. Any external communication shall be drafted and approved by the Board.
- Non-Board Members may attend Board Meetings only upon invitation by the Board, but they shall not have voting rights.
- All Meetings of the Board may be held in person or virtually.
Roles and Responsibilities
Officers of Anjoman
The Officers of Anjoman include the President, Vice-President, Secretary, and Treasurer.
1. President
- Is responsible and accountable for the affairs of Anjoman, including the full implementation of Anjoman’s Bylaws.
- Presides at all Meetings of Anjoman and the Board. In the absence of the President, the Vice-President shall preside at such Meetings. In the absence of both, a chairperson may be elected to preside.
- Calls Meetings of the Board.
- Serves as the main spokesperson for Anjoman.
- Ensures that committee chairpersons are appointed.
- Is an ex-officio member of all committees of Anjoman.
- Acts as one of the signing officers for cheques and other documents, such as contracts and grant applications.
- Plays a leading role in supporting fundraising activities.
- Prepares a report for the Annual General Meeting (AGM).
- Orients the new President.
2. Vice-President
- Assumes the President’s duties if the President is unable to fulfill them due to illness, absence, or a vacancy in the office.
- Works closely with the President.
- Acts as a signing officer, along with another officer, for cheques and other documents.
- Orients the new Vice-President.
3. Secretary
- Keeps minutes and records of Meetings.
- Attends all Meetings of Anjoman and the Board, preparing and preserving accurate minutes.
- Is in charge of the Seal of Anjoman, which, whenever used, shall be authenticated by the signatures of the Secretary and the President, or, in their absence, by the Vice-President.
- Keeps a record of all Members of Anjoman and their addresses, sends notices of various Meetings as required, and collects and receives annual dues or assessments levied by Anjoman. Such funds shall be promptly turned over to the Treasurer.
- Maintains and preserves the correspondence, contracts, and other important records of Anjoman.
- Sends all notices for various Meetings of Anjoman and its governing bodies.
- Files the annual return, amendments to the Bylaws, and other corporate documents with the Corporate Registry.
- Orients the new Secretary.
- In the absence of the Secretary, their duties shall be discharged by another officer appointed by the Board.
4. Treasurer
- Manages the finances of Anjoman.
- Presents a full, detailed account of receipts and disbursements to the Board upon request and prepares an audited financial statement for submission to the AGM. A copy of this statement shall be submitted to the Secretary for record-keeping.
- Receives all monies paid to Anjoman and is responsible for their deposit in Anjoman’s accounts.
- Acts as a signing officer, along with another officer, for cheques and other documents.
- Oversees the accounting of Anjoman’s funds, budget, and expenditures.
- Keeps full and accurate accounts of all organizational receipts and disbursements.
- Prepares and submits the Annual Return to the Canada Revenue Agency.
- Works with Anjoman’s accountants or auditors on financial statement audits.
- Orients the new Treasurer.
5. Directors
- All Board Members carry out a Director role in addition to any other officer or committee role they undertake.
6. Past Board Member
- The Past President, or if unavai
Committees
The Board has the power to set up committees and assign their function and responsibilities.
Committees of Anjoman
- The Board has the authority to establish committees and assign their functions and responsibilities.
- The Board is responsible for appointing committee members.
- Chairpersons of the various committees shall be Members of the Board.
- The Committees may include the following:
1. Events Committee
- Responsible for organizing events and ceremonies.
2. Nominating Committee
- Prepares a slate of candidates to be nominated as potential Officers and Directors of Anjoman before the Annual General Meeting (AGM).
3. Membership Committee
- Attracts new Members and helps define the benefits of Membership.
4. Bylaw Review Committee
- Reviews and suggests amendments to the Board regarding Anjoman’s Bylaws.
5. Finance Committee or Fundraising Committee
- Responsible for developing financial policies for presentation to the Board.
- Organizes fundraising events under the supervision of the Board.
- The Treasurer typically chairs or is a member of this committee.
6. Auditing Committee
- Audits the financial statements and assets of Anjoman.
- The Treasurer typically chairs or is a member of this committee.
7. Advisory Committee
- Provides expertise and advice to the Board on specific issues as requested.
Auditing
Financial Statements and Records
- The annual financial statement of Anjoman shall be audited at least once a year by a duly qualified accountant or by two Members of Anjoman, where at least one must be from outside the Board. These auditors shall be elected for this purpose at least 30 days before the Annual General Meeting (AGM).
- A complete financial report shall be provided by the Treasurer at the AGM.
- The books and records of Anjoman may be inspected by any Member at the AGM or at any time upon giving reasonable notice. All Board Members shall have access to these books and records.
- The fiscal year of Anjoman shall end on July 31st of each year.
Meetings
General Meetings of Anjoman
- General Meetings of Anjoman may be called at any time by the President upon the instruction of the Board. Notice of the General Meeting shall be sent to the last known postal or email address of the Members at least 21 days prior to the Meeting date.
- Anjoman shall hold an Annual General Meeting (AGM) within three (3) months of the end of each fiscal year. Notice of the AGM shall be sent to the last known postal or email address of the Members at least 21 days prior to the Meeting date.
- A Special Meeting shall be called by the President or Secretary upon the instruction of the Board or upon receipt of a petition signed by at least twenty percent (20%) of Anjoman Members in Good Standing. Notice of the Special Meeting shall be sent to the last known postal or email address of the Members at least 21 days prior to the Meeting date.
- No other business shall be conducted at a Special Meeting except for the specific purpose previously circulated as the reason for calling the Meeting.
- The quorum for any General or Special Meeting shall consist of no less than half of the Regular Membership. If this is not met, the Members present may elect to continue the Meeting, provided at least three-quarters (¾) of the Members present agree. However, this requires the presence of at least one-fourth (¼) of the Regular Membership. If this quorum is also not met, the Meeting shall be postponed by at least 21 days, at which time the quorum requirement shall be at least one-tenth (⅒) of the Regular Membership.
- All Meetings of Anjoman may be held in person or virtually.
Amendments of the Bylaws
Amendments to Bylaws
- The Bylaws of Anjoman may be rescinded, altered, or added to by a “Special Resolution” at a General or Special Meeting of Anjoman.
- A proposal for amending the Bylaws shall be submitted to the Board at a General Meeting of Anjoman and must be accepted by no less than half of the Regular Members present.
- Upon approval by the Members, the Board shall be responsible for drafting the modifications and presenting them at a subsequent General or Special Meeting. A written notice specifying the intention to propose the amendments shall be sent to Members at least 21 days prior to the Meeting. The Board may form a Bylaw Review Committee for this purpose.
- Approval of the Special Resolution for the amendments at such a Meeting requires a minimum of three-quarters (75%) of Regular Members present in person or by proxy.
Voting
Voting Rights and Procedures
- Regular Members who are at least 18 years old and in Good Standing shall have the right to vote at any General or Special Meetings of Anjoman. Voting may be conducted in person or by proxy.
- For proxy voting, a proxy form must be signed and submitted to the Secretary of Anjoman by the time of the Meeting. The proxy form shall be prepared by the Board and sent to Members along with the Meeting invitation.
- Motions presented at Meetings of Anjoman shall be passed by a majority vote of no less than half of the eligible Members, except for Special Resolutions, which require approval by at least three-quarters (¾) of eligible Members in person or by proxy.
Remuneration
Volunteer Nature of Board Services
- The services provided by the Board Members are on a voluntary basis, and no remuneration shall be offered.
Borrowing Powers
Borrowing Powers
- For the purpose of carrying out its objectives, Anjoman may borrow money, up to a maximum amount equal to its cash balance as determined in the Financial Statement approved at the last Annual General Meeting (AGM).
- Such borrowing requires a Special Resolution of Anjoman and approval by a minimum of three-quarters (75%) of the Members in person or by proxy.
- Anjoman may not hold two simultaneous loans.