a)                  by the President of the Branch, as required; 

b)                  by the President of the Branch, when requested, in writing and duly signed, by twenty-five members in good standing, which request must state the object or reason(s) for which the meeting must be called; 

            c)          by resolution of the Branch Board of Directors. 

Sec. 4               All Branch members shall be notified by the Secretary, in writing, at least seven days prior to the holding of any general or special meeting and, in the case of a special meeting, shall be advised of the purpose thereof. 

Sec. 5               Only such business as is called for in the notices shall be transacted at the special meeting.

Sec. 6               For the transaction of business at any general or special meeting, one third of the membership eligible to vote, or 25 voting members in attendance, whichever is the smaller, shall constitute a quorum. 

Sec. 7               Minutes of the proceedings of all business meetings shall be permanently kept in a minute book and shall be accessible upon demand to all members in good standing. 

ARTICLE VI - DUES

Sec. 1              a)         Membership dues shall be determined by the Branch Board of Directors. 

                        b)         Professional Manager dues shall be determined by the Branch Board of Directors. 

Sec. 2               The fiscal year of the Institute shall begin on the first day of June and end on the thirty-first day of May.  Dues become payable on the first day of June in each year and shall be in arrears if unpaid sixty (60) days after this date. 

Sec. 3               Any membership commencing later than December 31 shall be subject to one-half the annual dues. 

Sec. 4               Any member whose dues are in arrears shall be notified in writing.  Members who do not comply after two such requests for payment, no closer than one month apart, may be suspended. 

Sec. 5               Reinstatement of suspended members shall be at the discretion of the Branch Board of Directors. 

ARTICLE VII - ELECTIONS 

Sec. 1               The Hamilton Board of the Canadian Institute of Management will be made up of of no more than 16 officers. The positions to be held are identified as the President,
Past President, Treasurer, Three (3) Vice-Prsidents and a minimum of five (5) Directors, a Director without Portfolio and a Recording Secretary. This should be
voted on at the AGM. The term of the President is 2 years. The term of all other Board members is 1 year.

Sec. 2               At least two months prior to the Annual Meeting, the President shall appoint a Nomination Committee, usually with the Past President as Chairman, composed of up to three members in good standing, whose duty shall be to submit a suggested slate of officers to the membership at least one month prior to the Annual Meeting. Additional nominations may be made by any member in good standing from the floor at the Annual Meeting.

Sec. 3               Only members in good standing shall be eligible for election to office.  In order to be elected President, the member should also have been an elected board member for three consecutive years and have held the position of a Vice-President for one year.   The Board may waive the eligibility requirements for President by passing a resolution to that effect.  

Sec. 4                Nominations from the floor at the Annual Meeting shall not be accepted unless the nomination is in writing and contains the consent of the nominee.  A candidate eligible for nomination to the Board of Directors, or his spokesman, shall have the opportunity to address the members at the regularly called Annual General Meeting of the Branch, for a period not to exceed three (3) minutes.  The only purpose of this is to expound on the qualifications and abilities of the said candidate for the said office. 

Sec. 5               Board members shall be elected by majority vote by secret ballot. 

Sec. 6               The Chairman of the election committee shall appoint scrutineers who shall have charge of preparing and counting the ballots.  No candidate for office may be a scrutineer. 

Sec. 7               The Branch Board of Directors shall have the power to appoint a member in good standing to any vacancy, except the Presidency, which may occur on the Board of Directors during its term of office.  Such appointee to hold office for the balance of the term. 

Sec. 8               Should the Presidency become vacant during the term, it shall be filled with one of the Vice-Presidents as agreed to by the Board of Directors until the next General Election.

Sec. 9               The immediate Past-President, who remains a member in good standing, will be a member of the Branch Board of Directors. 

ARTICLE VIII - DUTIES OF THE OFFICERS 

Sec. 1               The President shall preside at all general, special and Board of Directors meetings of the Branch, preserve order and decorum and shall be guided by and enforce the Constitution and By-Laws.  The President shall give the casting vote on any question when, without his vote, there may be an equal division, except in the election of officers and appeals from his decision.  The President shall sign all certificates, reports and notices requiring his signature to make them official.  The President shall decide all questions of order, subject to appeal by the Branch and shall be an ex-officio member of all committees of the Branch. 

Sec. 2               The Vice-President of Education or Vice-President of Membership shall act as President during the absence or inability of the

                         President, and shall perform such other duties as shall be assigned from time to time by the Board of Directors. 

Sec. 3               The Vice-President of Marketing (Program and Publicity) shall act as Vice-President of Education and Membership in the absence of the                          Vice-President of Education and Membership and shall act as President in absence or inability of the President and Vice-President of                         Education and shall perform such other duties as shall be assigned from time to time by the Board of Directors.

Sec. 4               The Secretary shall be the custodian of all the records of the Branch and shall turn these over, intact, to his/her successor and shall be responsible for all the mailings and notices of the Branch and shall perform such other duties as shall be required by the Secretary by the Board of Directors. 

Sec. 5               All committees shall provide the Secretary with complete copies of all minutes and records of their transactions. 

Sec. 6               The Treasurer shall be the custodian of all the books of account of the Branch and shall be responsible for keeping such books in good order and up to date.  The Treasurer shall, at any time, at the request of the Board of Directors, be prepared to submit a complete financial report and shall, at all times, have the books of account ready for the inspection of the Branch auditors, or the Branch Board of Directors.  The Treasurer shall submit a proposed budget to the Board in February and submit an Annual Financial Statement, duly audited, to the Branch Board of Directors and to the Board of Directors of the National Council.  The Treasurer shall deliver to his/her successor all property of the Branch. 

Sec. 7               At the Annual General Meeting, the Board of Directors shall appoint Auditors for the following year, based on recommendation by the Treasurer and approved by the Board, whose duties shall be to audit the books of the Branch for the fiscal year, and to certify as to their correctness.

Sec. 8               Any officer of the Branch may be impeached and deposed from office for any of the following reasons:

a) misconduct of duty

b) conviction of a felony

c) inadequate performance of a duty to satisfy the requirements of that office 

Their rejection from office must be approved by a two-thirds vote of the Board of Directors present at a meeting called for that purpose. 

ARTICLE IX - BANKING AND EXPENDITURES 

Sec. 1               All funds shall be deposited by the Treasurer of the Branch or his designate in the name of the Institute in a chartered bank approved by the National Board of Trustees. 

Sec. 2               The signing officers shall be the Treasurer and any one of the President and a designated officer. 

Sec. 3               The fiscal year of the Institute shall be June 1st to May 31st. 

Sec. 4               Non-budgeted expenditures shall be authorized by a majority vote of the Board of Directors before being incurred. 

Sec. 5               All expenditures over fifty dollars ($50.00) shall be paid by cheque. 

ARTICLE X - THE EXECUTIVE 

Sec. 1               The Board of Directors shall meet as required to efficiently conduct the business of the Branch. 

Sec. 2               Absence from three consecutive Board of Directors meetings, without reasonable cause, shall be considered as an automatic resignation. The Member shall be notified in writing of this fact by the Branch Secretary. 

Sec. 3               Forty per cent (40%) of the Board of Directors shall constitute a quorum at Board Meetings. 

Sec. 4               The Board of Directors shall consist of the elected officers and Directors and the immediate Past President. 

ARTICLE XI - COMMITTEES 

Sec. 1               The Board of Directors shall create such committees, from time to time, as shall be deemed necessary and appoint Chairmen. 

ARTICLE XII - NATIONAL COUNCIL MANAGEMENT OF BRANCHES 

Sec. 1               The Board of Directors of the National Council, shall have authority to discipline by appropriate means, any Branch which it may deem to be acting in contravention of established National Policy. 

Sec. 2               The Board of Directors, National Council, shall have the authority, at any time, to inquire into and make an audit of the operation of any Branch. 

Sec. 3               All Branches of the Institute are subject to the National by-laws and to all policies and procedures established by the National Council. 

ARTICLE XIII - AMENDMENTS AND ALTERATIONS 

Sec. 1               Amendments to the Constitution may be made at any Annual Meeting, or at any Special General Meeting of the Branch by a two-thirds vote. A copy of the proposed amendments to the By-Laws shall be submitted to each member of the Branch, together with notice of the meeting, 30 days prior to the meeting. 

Sec. 2               Any member in good standing may move an amendment to the By-Laws by submitting it in writing to the Branch Board of Directors. 

Sec. 3               The Board of Directors will consider the motion and vote on it. 

Sec. 4               If the motion is approved by a simple majority of the Board of Directors, it shall be placed before the general membership and voted upon, as provided for in Sec. 1 of this article. 

Sec. 5               All amendments of the By-Laws shall be presented to National Board of Directors for approval. 

DUTIES OF EACH OFFICE 

President

Is responsible for the complete operation of the Branch.  The President must see that it is run actively, progressively and in accordance with the standard Branch Constitution. 

Past President

Should be the Branch's number one advisor, giving the benefit of knowledge and experience.  The Past President is often a Branch delegate to National Council and serves as Chairman of the Nominating Committee. 

Vice-President of Education

Assumes supervisory responsibility for Education, and works directly with the Directors assigned to those tasks.  If 1st Vice-President, he/she acts as President when necessary as may be caused by the President's absence or illness. 

Vice-President of Membership

Assumes supervisory responsibility for Membership and Professional Managers and works directly with the Directors assigned to those tasks.  If 1st Vice-President, he/she acts as President when necessary as may be caused by the President's absence or illness. 

Vice-President of Marketing

Assumes supervisory responsibility for Program, Publicity, Newsletter and Electronic Communications and works directly with the Directors assigned to those tasks.  If 1st Vice-President, he/she will substitute for the President as previously described. 

Secretary

Is custodian of the Branch records and has the responsibility of Branch communications, which includes mailings, calling and arranging meetings and issuing minutes of their proceedings, and is responsible for distribution of the "Manager", taking minutes of monthly meetings (manual or mechanical), producing timely minutes and looking after the running of the Branch Office. NOTE:  Should the Branch not have the paid position of Office Administrator, these duties would then fall to an elected Secretary. 

Treasurer

Takes complete charge of Branch funds and the accounting of them, checks expenditures against budget, gets authority for payment, issues cheques and prepares financial statements as and when required.  Presents proposal for appointment of annual auditor. 

Presently Combined Position of Secretary-Treasurer

Looks after the running of Branch Office as set out in above description of Secretary and Treasurer and is responsible for the Office Administrator and the day-to-day administration duties as assigned by the Secretary-Treasurer. 

Director of Education

Is responsible for co-ordination and detailed operations of Branch educational activities.  The first and largest of these jobs is running the C.I.M. Course.  For this task, the Director of Education must be the link between the National Office, university or college, instructors and members-on-course. 

Director of Program

Prime responsibility is to provide the Branch with a program of regular and special activities outside the strictly educational field.  To be successful in this, the Director of Program should commence the job (for successor, if necessary) during the previous Winter and Spring.  A full draft program for the year, starting in September, should be drawn up by early Summer. 

Director of Membership

Is responsible for keeping the Branch in a strong membership position, both as to numbers and quality, and is in charge of membership growth, membership records (kept at Branch Office), admission of new members and collection of past-due membership fees. 

Director of Professional Managers

Is responsible for the promotion of the P.Mgr. and is responsible for checking P.Mgr. applications and arranging presentation of certificates. 

Director of Publicity

Is responsible for promoting the best image of CIM and the Branch, by every means possible and should get acquainted with and work with the personnel of all the local media: press, radio and TV.  The Director of Publicity is the Branch representative to the "Manager" and is responsible for submitting regular news reports to National Office and keeping National updated on Branch activities.