By-Laws and Policies Committee Meeting
March 18, 2017
Institute National Office – Salons C-D
Present: N. McCune (Chair), D. Jones (BC/Yukon), J. Purdie (ON), R. Trudeau (PRA), B. Gerus (ATL), J. Gagnon (Staff Resource)
Regrets: L. Larocque (QC), M. Vanner (NCR)
The meeting was called to order at 9:00 a.m.
1. Approval of the Agenda
The following items were added to the agenda under New Business:
- Decisions Contravening Policy
- Interpretation of the NFP Corporation Act
2. Approval of the Minutes
The minutes of the December 6, 2016 BLPC meeting were approved as presented.
3. Matters Arising
3.1 AV Group (Amended)
Several proposed amendments were submitted for the BLPC’s review:
Title change – The AV Group proposed a change of acronym from AV to ACP (Audit, Commerce and Purchasing (ACP) Group.
The Group will be notified that a change of name is not allowed as it is linked to their bargaining certificate.
4.1 Only Regular members in good standing shall be eligible to hold office. All Regular (unless specified elsewhere in these Bylaws) shall be eligible to hold office, nominate members for positions on the Group Executive, propose amendments to the Constitution and Bylaws of the Group, and vote in Group affairs.
There were no issues raised with this proposed change.
7.4.1 Candidate Eligibility Only Regular members in good standing, who are also current active Stewards, shall be eligible for election to the Group Executive. To be a candidate for the office of Regional Representative, a Regular member must be employed in the particular Region. A member cannot be a candidate for more than one (1) office in the same election.
The BLPC will recommend that the wording “active” and “in good standing” be removed. The Committee also felt that the rights of members should not be limited, therefore the clause should read: “Stewards or members willing to become Stewards” (reference to Institute BL 7.1.1)
10.2.2 Only Regular members, who are also Stewards in good standing, shall serve on the Bargaining Team.
The words “in good standing” should be removed. The Committee also felt that the rights of members should not be limited, therefore, the clause should read: “Stewards or members willing to become Stewards” (reference to Institute BL 7.1.1)
15.1 Disciplinary measures may be taken in accordance with the By-Laws and Regulations of the Institute, as specified in Institute By-Law 4.
The BLPC felt that there were no changes required to this article and that the proposed amendment is redundant.
R10.2.8 (R10.2.2) Any Bargaining Team member (including the Bargaining Chair) that is not re-elected to the Group Executive during a period of active contract negotiations or the membership status of the Bargaining Team member changes from that of a Regular member to that of a Retired member, the person will have to resign their position on the Bargaining Team immediately upon retirement date. The replacement of the Bargaining Team Member will be selected by the Group Executive, and the replacement will be another Group Executive Member who holds the same classification (AU-CO-PG) as the previous Bargaining Team Member.
Note: If the position being replaced is the Bargaining Chair, which shall normally be held by the Group President (see Regulation 10.2.3), the replacement decision shall then default to the Group Vice-President (see By-Law 6.2.3i) and the Vice-President shall assume the duties of President, and choose whether to:
a) become the Bargaining Chair, or
b) to relinquish this duty to the Group Executive to decide the Bargaining Chair.
Some were of the view that the amended Regulation is redundant as it is covered by BL 10.2.2. The proposed change makes the By-Laws too wordy and cumbersome and is not required to govern the Group. There was concern expressed with creating a regulation to address a unique situation. Furthermore, some were of the view that the following statement of the Regulation contravenes the BL:
The replacement of the Bargaining Team Member will be selected by the Group Executive, and the replacement will be another Group Executive Member who holds the same classification (AU-CO-PG) as the previous Bargaining Team Member.
Some felt that the regulation does not contravene the BL but provides clarification to the process in cases where bargaining team members retire. The Group is trying to alleviate any possible confusion or misinterpretation in such cases.
The BLPC will be recommending that changes are not required as they are redundant. If the resolution passes, the words “will be” should be replaced with “normally”.
7.4 Candidates
7.4.1 Candidate Eligibility Only Regular members and retired members shall be eligible for election to the Group Executive. To be a candidate for the office of Regional Representative, a Regular member must be employed in the particular Region. A member cannot be a candidate for more than one (1) office in the same election. A retired member may only be elected to a member-at-large position. A maximum of 2 retired members may be elected or serve on the executive at any time.
The Committee felt that this proposed amendment contradicts the proposed amendment submitted for BL 4.1.
The last sentence “A maximum of 2 retired members may be elected or serve on the executive at any time.” would also need to be deleted as it is limiting the rights of members in terms of the number of retired members that can be elected.
10.2.3 (New) - Should a member of the bargaining team resign or retire prior to the end of bargaining, that member will be immediately replaced by a member of the same classification. The selection and replacement of the new bargaining team member will be decided by the AV National Executive.
This new BL seems to be accomplishing the same intent as proposed regulation R10.2.2, which, in the BLPC’s view, was redundant.
Proposed Amendment
R10.2.3 The President of the Group shall normally act as the Chair of the Bargaining Team. Should the President of the Group not be re-elected or resign prior to the end of bargaining, a replacement will immediately be appointed by the AV National Executive from the remaining members of the bargaining team. In the event of a new President being elected, the newly elected President will normally become a member of the bargaining team but not necessarily as the Chair of bargaining for that round of bargaining.
This Regulation is inconsistent with the BL, which does not state that the Group President sits on the bargaining team therefore, the BL would need to be changed accordingly, otherwise, the resolution would not be required.
The word “normally” should be added.
The numbering should be changed to R10.2.2, to support the appropriate BL.
Several additional changes were proposed to line the Group constitution with the model. There were no issues raised by the BLPC regarding those changes.
The BLPC’s concerns will be discussed with the Group Executive. The next Group AGM will be held on June 10, 2017.
Action: N. McCune
3.2 RE NCR STC-CEO PWGSC Sub-Group
This was reassigned to Matt Vanner and deferred to next meeting.
Action: M. Vanner
3.3 NR Group (Amended)
This was deferred to a future meeting, pending submissions from the Group. The Chair will follow up with the Group Executive.
Action: N. McCune
3.4 AFS Québec Sub-Group (Amended)
This was reassigned to Lyne Larocque and deferred to the next meeting.
Action: L. Larocque
3.5 NR DND Louis St-Laurent Sub-Group (Amended)
This will be moved to parked items, pending input from the Sub-Group. The Chair will contact the Executive to see what the next step will be on their end.
Action: N. McCune
3.6 Ottawa West Branch (Amended)
This was reassigned to M. Vanner and deferred to the next meeting.
Action: M. Vanner
3.7 Winnipeg & Southern Manitoba Chapter (Proposed)
The revised version of the Chapter constitution reflects the Chapter model. The Chair will notify the Chapter Executive that there were no issues raised by the BLPC. The next Chapter AGM will be held in December 2017. This will be moved to parked item until then.
Action: N. McCune
3.8 Nova Scotia Chapter (Proposed)
This was reassigned to Barry Gerus and deferred to the next meeting.
Action: B. Gerus
3.9 Lennoxville Branch (Amended)
This was reassigned to Lyne Larocque and deferred to the next meeting.
Action: L. Larocque
3.10 SH CSC Montréal Rive-Nord (Proposed)
This was reassigned to Lyne Larocque and deferred to the next meeting.
Action: L. Larocque
3.11 AFS Laval Sub-Group
This was reassigned to Lyne Larocque and deferred to the next meeting.
Action: L. Larocque
3.12 MAGE Group (Amended)
J. Gagnon to follow-up with the Group Negotiator on the status of this constitution.
Action: J. Gagnon
3.13 Saint John Branch (Amended)
This was reassigned to Barry Gerus and deferred to the next meeting.
B. Gerus
3.14 NRCan Branch (Proposed)
This was reassigned to Matt Vanner and deferred to the next meeting.
M. Vanner
3.15 SP Vancouver Sub-Group (Amended)
The work with the Sub-Group President is ongoing.
Action: D. Jones
3.16 Dispute Resolution & Discipline Policy (DRDP)
Input from General Counsel is still pending regarding the appeal process (as discussed at the October 2016 BLPC meeting – excerpt below).
Dispute Resolution & Discipline Policy (Amended) (October 2016 Meeting)
There was a discussion on the following DRDP amendment, proposed to the October Board:
PART E – APPEALS
The third party neutral's role on an appeal under Part E shall be limited to determining whether the appellant has established that the Panel of Peers acted without arbitrariness, bad faith or discrimination in rendering its decision.
Further clarification will be provided to the BLPC by the General Counsel regarding the role of the third party neutral and what the process is at the appeal level.
Clarification will also be sought on the following statement:
The Institute will not be responsible for costs incurred by a member in relation to such appeal.
Clarification will also be sought from the General Counsel on the following statement in the DRDP:
PART D – DRDP vs BL 24.4
No member shall be suspended or expulsed from office or membership unless an investigation has been conducted.
Action: J. Gagnon / General Counsel
The BLPC engaged in a brief discussion on the change adopted at the March 2017 Board meeting regarding Board members representing members under the DRDP and whether or not it was permitted for a Board member to provide advice even if not representing members. The BLPC was of the view that providing advice could be considered as being akin to being a representative and could be disclosing confidential information, therefore, it would not be recommended. The level of counselling should be restricted to process and no further.
3.17 SP South Saskatchewan Sub-Group (Proposed)
The Sub-Group AGM was held on October 7, 2016 and was approved by the Board in December 2015. There is no further action required.
3.18 Winnipeg & Southern Manitoba Branch (Amended)
The amended constitution was ratified at the January 19, 2017 Branch AGM. The BLPC raised no issues regarding the proposed amendments. This will be submitted to the Board for approval in May.
Action: BOD / J. Gagnon
3.19 Toronto West Branch (Amended) / AFS Toronto West Sub-Group
These two amended constitutions were ratified at their last AGM and are pending Board approval. This will be added to the May Board meeting agenda.
Action: BOD / J. Gagnon
3.20 AFS Windsor Sub-Group
The Sub-Group constitution was ratified at the Sub-Group AGM, held on November 10, 2016, with a minor amendment at Article 5.5 (Signing Officers). It will be submitted to the Board for approval in May.
Action: BOD / J. Gagnon
3.21 Policy Suite Review
The Board endorsed Phase One of the policy suite review. The working group will be comprised of Sean O’Reilly, Nancy McCune, Dan Jones and Robert Trudeau. Nancy and Sean will discuss logistical arrangements and next steps.
Action: N. McCune
4. New Business
4.1 BLPC 2017 Work Plan
The BLPC will be identifying all constituent bodies that are currently without BLs or currently working under dated ones. Once the list is identified, the BLPC will need to determine how this will be communicated back to those constituent bodies.
The BLPC will also begin the work on the triennial review of the BLs, which will be tied to the Policy Review.
A draft work plan will be prepared accordingly, for the BLPC Chair’s consideration and for approval by the Board in May.
Action: J. Gagnon / N. McCune / BOD
4.2 SH St. John’s Sub-Group (Proposed)
The proposed constitution reflects model language and was ratified at the Sub-Group AGM, which was held on November 29, 2016. It will be submitted to the Board for approval in May.
Action: BOD / J. Gagnon
4.3 SH Fredericton Sub-Group (Proposed)
The proposed constitution contains older model language. The BLPC will recommend using the most recent version of the model. This newly formed Sub-Group will be holding its first AGM on April 5th, 2017.
Action: B. Gerus
4.4 Edmonton Area Chapter (Proposed)
The proposed constitution reflects model language, with some minor changes. The BLPC raised the following concerns:
Change to Article 6.5 (Meetings) contravenes the model, which requires Chapters to meet at least three times per year.
The role of Secretary and the role of Treasurer are defined separately however the Secretary-Treasurer is elected as one single position. The Chapter will need to clarify how the Chapter will operate.
Article 6.9.4 (Division of Duties of the Secretary-Treasurer) should be removed as it is inconsistent with Articles 6.2 (Composition) and 6.3 (Term of Office).
The BLPC will be recommending that the description of the duties would also need to be combined, in line with the model.
The Chapter AGM is scheduled for March 22nd, 2017, at which time the proposed constitution will be submitted for ratification.
The Chair will follow-up regarding the BLPC’s recommendations.
Action: N. McCune
4.5 DND Ottawa-Gatineau Branch (Proposed)
The proposed Branch constitution reflects model language and was ratified at the Branch AGM of January 26, 2017. It will be submitted to the Board for approval in May.
The BLPC engaged in a discussion regarding the recent merger of the two Branches. Although the BLs were approved at the last Branch AGM (March 1st, 2017?), an election for the new Executive could not be held as the notice of election deadline was not met. As such, the Branch currently operates with a four-member “interim executive” (or planning committee).
BLPC was of the view that the “interim executive” should be the body to call a “special meeting” (vs 10% of Branch membership) to hold the election. This recommendation will be submitted to the Executive Committee for consideration. The Chair will also advise the Regional Director (Greg Scriver), Chair of the NCR Region.
The option of holding elections electronically was not supported as it contravenes BLs. This was verified and supported by General Counsel, the COO and the Chair Elections Committee.
Action: N. McCune
4.6 NB Legal Aid Group (Proposed)
The BLPC will be recommending the application of the model. If changes are made, they should be clearly reflected and a rationale provided. This will be communicated back to the Group Executive. Clarification will also be sought on the date of their last AGM and whether or not the constitution was ratified. Action: B. Gerus
4.7 Prairie/NWT Region – Proposed Regulation
Policy - Ordering of Resolutions at the Prairie/NWT Regional Council
Ordering of Resolutions dealing with Regional By-Law Amendments
By-Law amendments received by the Regional Executive shall be heard first. By-Law amendments received from by Branches shall be heard second and in the order that they were received. All other bylaw amendments received shall be heard in the order that they were received.
Ordering of all other Resolutions
All other resolutions shall be heard in the order that they were received.
The BLPC suggested that the proposed regulation be reflected as policy as it is not tied to a specific article in the constitution. This “regulation” was approved at the Prairie/NWT Regional Executive meeting on December 3, 2016.
Some were of the view that the nomenclature is important as it undergoes a different review and approval process. It is good practice to bring regional policies to the BLPC for review. The “policy” will be posted on the regional page.
Action: J. Gagnon?
4.8 SP Group – Proposed Amendments
The proposed wording from the Group does not provide for any flexibility, is too restrictive and could be non-workable.
It is unclear what the Group is trying to resolve by the proposed changes. Clarification will be sought regarding the intent of Articles 7.11 up to 7.12.4. If the intent is to move processes into Terms of Reference, those could be more easily changed than if enshrined in BLs.
The BLPC will be recommending the following changes (in italics):
6.1.1 Composition: The Group Executive shall be elected by and from the Group members. The Group Executive shall be composed of a President, a Vice-President, a Secretary, a Treasurer7 and Members-at-Large up to the maximum permitted by Institute BLs. of thirteen (13) members. The membership shall be apportioned on the basis of one (1) member from each region outside the National Capital Region (NCR) (Atlantic, Quebec, Ontario, Prairies/Northwest Territories, BC/Yukon), five (5) members from the NCR, and the remaining three (3) members at large from the five regions outside the NCR.
6.7.2 (MODEL LANGUAGE) – replace BL 6.6.1 of Group BLs - If a position, other than that of the President becomes vacant for any reason, the remaining members of the exec may select an eligible member of the Group to fulfil that vacancy until the next election.
The Chair will follow up with the Group President. The Group AGM is scheduled for May 27, 2017.
Action: N. McCune
4.9 2009 AGM – F-8 (Group Funds for Specific Projects
The following amendment to the Policy on Constituent Body Finances will be submitted to the Board for approval in May:
Funding Cap:
A Constituent Body entitled to an annual allowance of $2,000 or less will receive the lesser of the amount necessary to restore the balance of the actual or deemed funds on hand on December 31 to three (3) times the annual allowance itself, or the annual allowance itself. 2014 AGM
A Constituent Body entitled to an annual allowance greater than $2,000 will receive the lesser of the amount necessary to restore the balance of the actual or deemed funds on hand on December 31 to one and a half (1.5) times the annual allowance itself, or the annual allowance itself.
Furthermore, the Institute reserves the right to reduce the annual allowance of any Constituent Body that owes the Institute money as a result of unpaid invoices.
Funding Reserve
Constituent bodies will be allowed to set aside a portion of their annual allowance, upon approval by the Institute’s Executive Committee for a business case which specifies the timing and the intended use of these funds; and
These funds will not be included in the calculation of the annual allowance unless the group decides not to proceed with the special initiative approved by the Institutes Executive Committee. 2009 AGM
Action: BOD / J. Gagnon
4.10 ECC Draft Terms of Reference (ToR)
The final draft of the “ECC Terms of Reference” was submitted for final review by the BLPC. The Board previously approved the general text from the 2015 McConnell Report and the material was also previously review by Legal Counsel and the BLPC. The drafting of the ToR document was in the ECC's Work Plan, which was approved by the Board in August 2016.
The BLPC felt that as the ToR make reference to a three year term for the ECC, a change to By-Laws would be required. The Committee will be recommending the deletion of Article 7 (Term of Membership). The Chair will communicate this to the ECC Chair.
Action: N. McCune
4.11 Proposed Branch Policies – Winnipeg & Southern Manitoba Branch
The proposed policies (Elections at the AGM, Elections of the Branch Executive and Order of Resolutions at the Branch AGM) were submitted for the BLPC’s consideration. The three policies were supported by the Branch Executive and the Branch AGM.
The BLPC raised no issues with the policies, which will be posted on the Branch Web page.
Action: R.Trudeau
4.12 2017 Schedule of Meeting
The BLPC will be holding six meetings in 2017, the first being the March meeting. The remaining five meetings will be held on:
June 26th (Monday)
August 27th (Sunday)
RSC August 28th (Monday)October 14th (Saturday) October 15th (Sunday) (new date)
November 27th (Monday)
4.13 Decisions Contravening Policy
The BLPC engaged in a brief discussion regarding the funding of Guild Chapters. As per the Chapter model constitution, R5.2, the entire Guild Executive approves funding for Chapters. The BLPC was of the view that if this practice is not followed, the issue would need to be addressed by the Guild Executive and/or the Board, if required.
5. Adjournment and Next Meeting
The meeting adjourned at 5:30 p.m. The next meeting will be held on Monday, June 26th.