75th ARC - By-Laws and Policies Committee Annual Report

Submitted By: Barry Gerus

This is my Bylaws and Policy Committee (BLPC) report to the 2018 ARC with a focus on Atlantic issues.

The BLPC met 4 times from June 2017 to April 30, 2018.

The 2017 Work Plan included the review of all the subgroup and branch constitutions within Atlantic to ensure that they are in agreement with the group constitutions. Several subgroup/branch bylaws have been found to no longer conform to newly approved and changed bylaws. This work has started and will continue throughout 2018-2019.

Several group, subgroup and branch bylaws in Atlantic were reviewed and/or approved last year;

Saint John Branch,

NB Legal Aid Group,

SP Fredericton Sub-Group,

AV St. John’s Sub-Group,

And Retired Members Guild Nova Scotia.

The BLPC was tasked by the BOD to clarify the intent of the ‘Appropriate Use of Funds for Hospitality Expenses’

Be it further resolved that BLPC review the wording on appropriate use of funds for hospitality expenses in the Board Policy based on input from the Board and Finance; and

 Be it further resolved that Finance Committee and Finance Section examine the amounts currently in attachment “B” of the Constituent Body Finances policy to ensure that they are still appropriate amounts.

The BLPC is seeking additional information from the Finance Committee in terms of how many cases of use of hospitality for “gifts” have been identified. The BLPC will be making a recommendation based on the results of the additional information and if a change to the policy is required.

The BLPC is currently reviewing the policy suite. This is a result of the work of the Policy Review Committee. We are also performing the triennial review of Institute Bylaws in preparation for the 2019 AGM.

The AV Group no longer permits retired members to hold office. We advised the AV Sub-Groups to ensure their bylaws are amended to reflect this change

When the EC meetings were suspended by the President, the BLPC was tasked by the Board of Directors to provide an interpretation of Institute Bylaw 18.2.2 (Executive Committee Meetings). Specifically the ambiguity between the words “shall” and “normally”. General Counsel joined the BLPC to discuss this and a legal opinion was drafted.

The BLPC discussed members being allowed compensatory time to complete the follow-up work assigned to them. Although there is a significant learning curve and a great deal of work required on this committee, it was generally agreed that committee members who volunteer for this committee must take into account the significant personal time required before they volunteer. The budget does not allow for additional time / salary compensation for committee members.

The BLPC was tasked with the question regarding whether or not it is appropriate for constituent bodies to make donations to the Legacy Foundation. The intent of proposed amendments is to address the questions being raised by constituent bodies and confirm that they can donate funds to the Foundation. The amendments seek to clean up the bylaws and to create guidelines out of existing Institute bylaws and policies which would be provided to the Foundation.

The BLPC had several members (including the Atlantic member) taking on the role of vetting/reviewing amendments on the floor at the 2017 AGM. This was done in previous years. These members already had seats at the AGM. No AGM seats were provided for simply being a member of the BLPC.

This completes my BLPC annual report for 2017/18 to the ARC.

Barry Gerus