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CONSTITUTION AND BYLAWS
ZERO WASTE ACTION TEAM
ARTICLE I
NAME: The name of the group shall be the Zero Waste Action Team. (ZWAT)
ARTICLE 2
PURPOSE:
The The Zero Waste Action Team is comprised of members of industry, commerce, institutions, organizations, City Council, City of Thunder Bay and the Ministry of the Environment working together to manage resources and eliminate waste from landfill.
The Zero Waste strategy unites environmental, community and economic sustainability equating efficiency with sustainability.
OBJECTIVES:
1) ZWAT eliminates waste through the incorporation of the environmental principles of reduce, reuse and recycle in daily business activities.
2) ZWAT educates the IC&I sector and organizations using teamwork and information exchange as its guide.
3) ZWAT promotes local initiatives that reduce, resuse and recycle waste and promote a healthier environment, maximize employment opportunities and provide the greatest degree of local economic self reliance.
ARTICLE 3
STRUCTURE OF ZWAT:
The structure of ZWAT is comprised of the Executive (Chairperson, Vice-Chairperson and Treasurer); the Administrative Assistant, Members; Honorary Members, Advisors and Committees.
ARTICLE 4
MEMBERSHIP:
SECTION 1: Requirements and types of membership
Membership is open to the Industrial, Commercial and Institutional Sector and Organizations that support and agree with the goals and objectives of ZWAT as set forth in Article II and that comply with all other provisions of this Constitution. Members may have more than one ZWAT representative.
SECTION 2: Members
To maintain membership in ZWAT, an applicant must
a) Pay the required annual membership fee in compliance with Section 4; Annual Memberhip Fees or have Honorary Membership.
c) The Executive may grant free membership or set additional conditions for membership in ZWAT as it may deem reasonable.
SECTION 3: Voting Members
a) Voting Members must satisfy the Section 2 membership criteria.
b) Voting Members must attend a minimum of one meeting a year.
b) Each of the Voting Members' representatives is entitled to one vote on all matters as required.
SECTION 4: Annual Membership Fee
a) Members shall pay the annual membership fee at the beginning of each fiscal year. Members in good standing may have more than one representative on ZWAT.
b) The Executive shall have the power to change the amounts for annual fees at any time and remit or waive the membership dues of any member, or members, by whole or in part.
SECTION FIVE: Failure to Pay Annual Membership Fee
If a Member is more than two months in arrears, membership will be deemed to have expired. A membership that has expired because of failure to pay dues may be reinstated by payment of the dues owed. Upon payment, the membership expiration date will be the end of the fiscal year.
SECTION 6: Honorary Membership
Honorary Membership is open to those individuals who retain a supporting interest in ZWAT or who fall outside the guidelines for general membership. Honorary Members must attend a minimum of one meeting annually in order to be a voting member.
The Executive may set additional conditions for honorary membership in ZWAT as it may deem reasonable including membership fees, application requirements, and nominations. Honorary Members may enjoy the benefits of the Group as determined by the Executive from time to time; however, they will not have voting rights.
ARTICLE 5
MEETINGS:
SECTION 1: General Meetings
General Meetings will be held the third Wednesday of every second month from September until May, unless otherwise directed by the Executive. There shall be a minimum of three General Meetings annually at a date and place designated by the Executive.
SECTION 2: Special Meetings
ZWAT shall hold special meetings within seven calendar days of and upon the call of the Chairperson or upon the call of a majority of the membership.
SECTION 3:Presiding Officer
The Chairperson shall preside at all meetings adhering to simple parliamentary procedure. In the Chairperson's absence, the Vice-Chairperson or Treasurer shall preside. If the Executive cannot be present at the meeting then it shall be adjourned to a later agreed upon date.
SECTION 4: Adjournment
Any General Meeting may be adjourned to a future date by consensus of the majority present at the meeting, or by the Executive.
SECTION 5: Quorum
Seven(7) Member representatives shall constitute a quorum for the conduct of business at any general meeting.
ARTICLE 6
EXECUTIVE
SECTION 1: General Powers
The Executive shall manage and direct the affairs of ZWAT.
SECTION 2: Number and Qualifications
a) The Executive shall consist of such individuals as defined in Article IV of this Constitution.
b) Unless a member of the Executive has earlier resigned, has been removed, or died, a member of the Executive shall hold office until his or her elected successor assumes office.
c) The Executive may increase or decrease from time to time. In no event may the number of the Executive be decreased to fewer than three.
SECTION 3: Executive Meetings
Any member of the Executive may call a meeting of the Executive.
The Chairperson shall set the time and place for these meetings, adhering to simple parliamentary procedures.
SECTION 4: Quorum
Two-thirds of the Executive shall constitute a quorum for the transaction of business at any meeting of the Executive.
SECTION 5: Conduct of Meetings
At all meetings of the Executive, the presiding officer or his delegate shall prescribe the order of business and the rules of order.
SECTION 6: Resignation
a) A member of the Executive may resign at any time by written notice delivered to the ZWAT Chairperson or designate. an Executive Officer. A resignation is effective when the notice is delivered unless the notice specifies a future date of effectiveness.
SECTION 7: Vacancies
Any vacancy on the Executive, due to an increase in the number of the members or otherwise, shall be filled by the Executive from the existing ordinary Membership
ARTICLE 7
EXECUTIVE DUTIES
SECTION 1: Chairperson
Subject to the direction and control of the Executive, the Chairperson shall:
a) Be the principal Executive Officer of the Organization;
b) Preside at all General and Executive meetings; ensure that meetings are conducted in a respectful, orderly fashion;
c) Oversee all of ZWAT's business affairs;
d) See that the resolutions and directives of the Executive are carried out into effect;
e) Serve as Vice-Chair for two years following a two year term as Chairperson;
f) Discharge all duties incident to the office of Chairperson and such other duties as the Executive may prescribe.
SECTION 2: Vice Chairperson
The Vice Chairperson shall:
a) Assist the Chairperson in the discharge of the Chairperson's duties;
b) Perform the duties of the Chairperson in the Chairperson's absence;
c) Act as a resource person for ZWAT Committees; ensure that they function properly and that all committee meeting minutes are circulated to to committee members, the ZWAT Executive and Administrative Assistant.
d) Perform other duties incident to the office and as the Chairperson or the Executive may assign.
SECTION 3: Treasurer
The Treasurer shall:
a) Be the principal accounting and financial officer of ZWAT
b) Have charge of and be responsible for the maintenance of adequate financial records;
c) Have charge and custody of all funds and securities;
d) Report ZWAT's financial status to the Executive and the Members at general meetings; prepare an Annual ZWAT Financial Report.
e) Be responsible for the completion and filing all forms and reports required by agencies;
f) Deposit to the credit of ZWAT in such banks, trust companies, or other depositories as the Executive may select, all funds belonging to ZWAT;arrange for financial audits upon direction of the Executive;
g) Receive and issue receipts for annual membership dues and
h) Perform other duties incident to the office and as the Chairperson or the Executive may assign.
SECTION 4: Administrative Assistant
The ZWAT Executive shall make provision for an Administrative Assistant and under its direction the Administrative Assistant shall:
a) Prepare and circulate notices of meetings; record and circulate records of the minutes of the meetings of members and of the Executive;
b) Serve as the custodian of the corporate records, excluding financial records
c) Recruit members, and maintain current membership list and
d) Perform other duties incident to the office and as the Chairperson or the Executive may assign.
ARTICLE 8
SELECTION AND ELECTION
SECTION 1:Term of Office
Officers shall serve for a term of two years coinciding with the Fiscal Year. With the exception of the Administrative Assistant, officers shall not serve two successive terms in the same Executive position.
SECTION 2: Nomination of Candidates
All candidates for an office shall be nominated and shall accept or decline such a nomination by directly communicating his or her intentions.
SECTION 4: Election Date
The Election Date shall be the held on the last meeting date of the fiscal year or as mutually agreed upon.
ARTICLE 9
RATIFICATION
The ratification of this Constitution and all amendments or changes require a vote of a majority of Member's representatives present at a general meeting, providing there is a quorum. The amendments or changes shall be effective upon ratification.
ARTICLE 10
AMENDMENTS TO THE CONSTITUTION
Any Member may request that the Constitution and Bylaws be amended or changed. The requested amendment or change shall be communicated to the Members and agreed upon.
ARTICLE 11
BOOKS AND RECORDS
ZWAT shall keep accurate and complete books and records of accounts and shall also keep minutes of Executive, General and committee meetings or any having authority of the Executive. Any member, or such member's agent or attorney may inspect all books and records for any proper purpose at any reasonable time.
ARTICLE 12
FISCAL YEAR
The fiscal year shall be from September 1 to August 31.
REVISIONS
ZWAT Constitution and Bylaws First Draft-January 2002
Revised-March 22, 2005
Article 1V Membership:
Section 1. "Membership is open to individuals of the IC&I sector." Eliminated the word "individuals"
Article X111 Fiscal Year
Changed from April 1 to September 1.
Signed
Bill Deadman, Chairperson
Lynn Duffield, Vice-Chairperson
March 22, 2005