9,075
edits
Drew Jackson (talk | contribs) |
|||
Line 1: | Line 1: | ||
{{DEMOWARNING}}{{REVIEWEDPLS | reviewer = [[Mary Childs]], [[Michael Blatchford]] and [[Steve Carey]] |date= November 2016}} | {{DEMOWARNING}}{{REVIEWEDPLS | reviewer = [[Mary Childs]], [[Michael Blatchford]] and [[Steve Carey]] |date= November 2016}} | ||
{{Transitioning an Existing Society TOC}} | {{Transitioning an Existing Society TOC}}A non-profit society’s bylaws set out the rules for governing and operating the society. Most existing societies have some bylaws that are offside the new ''[http://www.bclaws.ca/civix/document/id/complete/statreg/15018_01 Societies Act]''. As of November 28, 2016, those bylaws ceased to have effect. Conducting a review of your society’s bylaws is highly recommended to harmonize them with the new Act. It also presents an opportunity to make positive organizational change. | ||
==Options for reviewing your bylaws== | ==Options for reviewing your bylaws== | ||
There are three ways to approach a review of your society’s bylaws: | There are three ways to approach a review of your society’s bylaws: | ||
* '''Option 1:''' Revise your | * '''Option 1:''' Revise your society's existing bylaws to align with the new Act. | ||
* '''Option 2:''' Adopt the new model bylaws and revise them to fit your | * '''Option 2:''' Adopt the new model bylaws and revise them to fit your society's needs. | ||
* '''Option 3:''' Undergo a detailed review of your | * '''Option 3:''' Undergo a detailed review of your society's vision and operations and use this opportunity to overhaul your bylaws. | ||
The third option is the most ambitious. It also has the biggest payoff. You could think of it this way. Transitioning under the new Act presents an opportunity to do something that organizations rarely make time to do: take a detailed look at the organization’s governing documents and policies, and revise as needed to realize the organization's vision. | |||
While the third option is encouraged, this guide focuses on the first two options, recognizing that many non-profits are constrained by time and resources. | While the third option is encouraged, this guide focuses on the first two options, recognizing that many non-profits are constrained by time and resources. | ||
{{PLSTipsbox | |||
| text = Why review your bylaws now? | |||
* To minimize confusion. Having bylaws that conflict with the new ''Societies Act'' means that members and directors might be confused about what rules prevail. | |||
* To reduce risk. Effectively, you can’t trust your bylaws between November 28, 2016 and when you conduct a review to ensure they are harmonized with the new Act. | |||
* To take advantage of increased flexibility under the new Act. Even if you are generally satisfied with your society’s existing bylaws, you may want to take advantage of increased flexibility offered by the new Act in some areas. | |||
}} | |||
===Option 1: Revise your society’s existing bylaws=== | ===Option 1: Revise your society’s existing bylaws=== | ||
This option features working through your | This option features working through your society's current bylaws to consider whether provisions in the new ''Societies Act'' are at odds with the bylaws or offer options to adapt the bylaws to better fit your society's needs. | ||
If your society currently uses the model bylaws under the old ''Society Act'', they may not need radical changes. The old model bylaws, often called '''Schedule B bylaws''' because they appeared in Schedule B of the old Act, are for the most part compliant with the new Act. That said, there are a few clauses in the Schedule B model bylaws that are somewhat in tension with the new Act: two are highlighted in the discussion below on conducting a clause-by-clause analysis. | If your society currently uses the model bylaws under the old ''Society Act'', they may not need radical changes. The old model bylaws, often called '''Schedule B bylaws''' because they appeared in Schedule B of the old Act, are for the most part compliant with the new Act. That said, there are a few clauses in the Schedule B model bylaws that are somewhat in tension with the new Act: two are highlighted in the discussion below on [[Reviewing Your Non-profit Society's Bylaws#Conducting a clause-by-clause analysis|conducting a clause-by-clause analysis]]. | ||
As well, other clauses in the Schedule B bylaws don’t take advantage of the flexibility provided under new Act. For example, under the new Act a society’s directors have discretion to issue a debenture on borrowing funds, unless the bylaws restrict that discretion – which the Schedule B bylaws do, by requiring a special resolution of members to issue a debenture. So effectively that clause of the Schedule B bylaws curtails the flexibility introduced with the new Act. | As well, other clauses in the Schedule B bylaws don’t take advantage of the flexibility provided under new Act. For example, under the new Act a society’s directors have discretion to issue a debenture on borrowing funds, unless the bylaws restrict that discretion – which the Schedule B bylaws do, by requiring a special resolution of members to issue a debenture. So effectively that clause of the Schedule B bylaws curtails the flexibility introduced with the new Act. | ||
Line 34: | Line 34: | ||
{{PLSTipsbox | {{PLSTipsbox | ||
| text = If your society currently uses the model bylaws under the old ''Society Act'', often called Schedule B bylaws, there may not be many changes needed to your bylaws. The Schedule B bylaws – available as a [http://www2.gov.bc.ca/assets/gov/employment-business-and-economic-development/business-management/permits-licences-and-registration/corporations/societies/schedule_b_bylaws.docx Word document] on the Corporate Registry’s website – have a few clauses that are somewhat in tension with the new Act, and others that don’t take advantage of the flexibility provided under the new Act. The section below on conducting a clause-by-clause analysis highlights clauses to pay particular attention to if you are currently using the Schedule B bylaws. | | text = If your society currently uses the model bylaws under the old ''Society Act'', often called Schedule B bylaws, there may not be many changes needed to your bylaws. The Schedule B bylaws – available as a [http://www2.gov.bc.ca/assets/gov/employment-business-and-economic-development/business-management/permits-licences-and-registration/corporations/societies/schedule_b_bylaws.docx Word document] on the Corporate Registry’s website – have a few clauses that are somewhat in tension with the new Act, and others that don’t take advantage of the flexibility provided under the new Act. The section below on [[Reviewing Your Non-profit Society's Bylaws#Conducting a clause-by-clause analysis|conducting a clause-by-clause analysis]] highlights clauses to pay particular attention to if you are currently using the Schedule B bylaws. | ||
}} | }} | ||
edits