NCR - #11 - BOARD OF DIRECTORS - Eligibility

Whereas the Institute is subject to the provisions of the Canada Not for Profit Corporations Act (“CNFPCA”); and

Whereas incorporating key provisions of the Act in Institute By-Laws helps to ensure that all of our members, Directors and Officers of the Institute do not inadvertently contravene provisions of the CNFPCA;

Therefore be it resolved that By-Law 15.3 be adopted as follows:

By-Law 15.3 (New) A person is eligible to be a Director if he or she:

a) Is a regular member of the Institute;

b) Is at least 18 years of age;

c) Has not been declared incapable by a court in Canada or elsewhere; and

d) Is not an un-discharged bankrupt

By-Law 15.3.1 - Ceasing to be a Director (New) A Person shall cease to be a Director:

a) Upon the date which is the later of the date of delivering his or her resignation in writing to the secretary of the Corporation or to the Registered Office and the effective date of the resignation stated therein;

b) Upon ceasing to be eligible pursuant to BL 15.3;

c) Upon his or her removal; or

d) Upon his or her death.