Borrowing (Societies Act FAQs)

Societies Act FAQs
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Contents
Introduction to Societies Act FAQs Transition Constitution Schedule B Bylaws New Model Bylaws Membership Meetings Of Members Proceedings At Meetings Directors And Officers Proceedings Of Directors Duties Of Officers Seal Borrowing Auditor Notice To Members Record-Keeping Member-Funded Societies Miscellaneous
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What are debentures?

A debenture is a debt instrument used to raise capital. Debentures are typically used to raise short term capital for specific purposes (for instance an upcoming expansion). Debentures are “unsecured” by collateral or assets, and are generally backed up by the creditworthiness of the borrower. Under the new Act, societies can borrow funds and issue debentures whenever the directors determine, unless it is prohibited by the bylaws. Under the old Society Act a special resolution was required for a society to issue a debenture.

v • d • e Societies Act FAQs

Introduction	The new Societies Act · Other information regarding the new Societies Act

Transition	Transition

Constitution	What is a constitution? · Can we change the constitution? · What do we do with the winding up and dissolution clause in our constitution? · Do we need the approval of the CRA to move the winding up and dissolution clause out of the constitution? · Do we need a special resolution when we move the winding up and dissolution provisions from the constitution to our bylaws? · Do we have to move the location of our office from our constitution? · What do we do with constitutional provisions that limit membership? · What does unalterable mean?

Schedule B Bylaws	Are the Schedule B Bylaws compliant with the new Societies Act? · What are the differences between Schedule 1 and Schedule B?

New Model Bylaws	What are the Model Bylaws (Schedule 1) · What are the differences between Schedule 1 and Schedule B?

Membership	Membership

Meetings Of Members	Meetings Of Members

Proceedings At Meetings	What is a member proposal? · Proceedings At Meetings (Societies Act FAQs)#What is an ordinary resolution? · What is the difference between ordinary and special resolution? And when do we need a special resolution?

Directors And Officers	What are the minimum qualifications for directors? · We want to have a director who is 16 or 17 years old. How do we do this? · What is a senior manager? · We are a church. Can the priest/minister/pastor be a member of the Board? · What is the difference between a director and an officer? · Can we remunerate our directors? · What does remuneration mean? · What is a conflict of interest? · What is an ex-officio director (unofficial director)?

Proceedings Of Directors	What is a consent resolution?

Duties Of Officers	Duties Of Officers

Seal	Seal

Borrowing	What are debentures?

Auditor	Auditor

Notice To Members	Notice To Members

Record-Keeping	What are the official records of a society? · Can we prevent our members from inspecting the official records? · Can we prevent our members from accessing the register of members?

Member-Funded Societies	What is a member-funded society? · What kinds of societies cannot become member-funded societies? · How do we decide whether to transition as a member-funded society?

Miscellaneous	What does proclamation mean? · Is there any way around the requirement of having an office that is staffed? Renting office space would put a financial burden upon us.

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What are debentures?

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