Constitution
- ARTICLE I… NAME
- ARTICLE II… PURPOSES
- ARTICLE III… SCOPE
- ARTICLE IV… TERRITORY
- ARTICLE V… MEMBERSHIP
- ARTICLE VI... DUES
- ARTICLE VII… TERMINATION OF MEMBERSHIP
- ARTICLE VIII… BOARD OF DIRECTORS
- ARTICLE IX…EXECUTIVE OFFICE
- ARTICLE X… AMENDMENTS
- ARTICLE X1… DISSOLUTION
ARTICLE I… NAME
This association shall be known as
CANADIAN ELEVATOR CONTRACTORS ASSOCIATION
ASSOCIATION CANADIENNE DES ENTREPRENEURS EN ASCENSEURS
ARTICLE II… PURPOSES
The several purposes of this organization are:
To be a service organization;
To promote better relations between the members of this Association and prospective users of equipment as defined in Article III herein;
For each member to be of mutual aid and assistance to the remaining members in those ways necessary to promote their welfare.
To maintain liaison with the remainder of the elevator industry;
To maintain a central office consistent with the structure of the organization;
To gather, analyze, appraise and disseminate information and ideas pertaining to the elevator industry;
To constantly strive for the betterment of relations between employee and employer;
To act as representative of its members in negotiations with the International Union of Elevator Constructors and any other labour organization with which this Association may be authorized to deal;
In general, to do all things proper and necessary to promote the general welfare of the Association and the members thereof and to contribute to its well-being to the end that it will at all times wisely serve its members, the industry and the public;
Including liaison with the Federal, Provincial and Municipal Governments of Canada.
ARTICLE III… SCOPE
The elevator industry, which embraces the manufacturing, installation, alteration, repair and maintenance of mechanical conveying systems, apparatus, accessories and other equipment such as elevators, hoists, escalators, flying scaffolds, ski lifts, dumbwaiters, moveable stage platforms, rolling sidewalks, handicap lifts and other similar equipment generally used or usable for transporting persons, things, or materials.
ARTICLE IV… TERRITORY
The territory in which the Association may operate is unlimited.
ARTICLE V… MEMBERSHIP
Section 1. CONTRACTOR MEMBERSHIP of this Association shall be composed of corporations, partnerships, and individuals regularly and substantially engaged in the business of selling, installing, and servicing of equipment, as described in Article III.
Section 2. Contractor membership shall be vested in the partnership or corporation as such, or in the name or firm of the individual doing business in such name. Any member may hold office in the Association, vote, and exercise all the rights and duties of membership, provided that not more than one representative of said member shall vote on any motion or any issue, or at an election, or hold any office.
Section 3. Each Contractor member shall be entitled to a seat in all conventions and to vote on any matter as stated in Section 2 above, provided that the member may vote only through a duly authorized representative who is substantially associated with the member.
Section 4. Application for Contractor membership, in order to be considered, must be accompanied by the initiation fee (if applicable) and dues for the first year.
Section 5. SUPPLIER MEMBERSHIP of this Association shall be composed of corporations, partnerships and the individuals regularly and substantially engaged in what is known in the elevator industry as supplying components, accessories, or services for equipment, directly to Contractor members, for equipment as described in Article III.
Section 6. Supplier membership shall carry the privilege of attending all meetings.
Section 7. Application for Supplier membership, in order to be considered, must be accompanied by a cheque for the initiation fee (if applicable) and dues for the first year.
Section 8. In order to qualify, an applicant for Contractor or Supplier membership must meet the following requirements:
(1) Must have been engaged in business as an elevator contractor or supplier for at least two (2) years prior to the date on which the application is made, or on acceptance by the Board of Directors.
(2) Must have an established place of business.
(3) Must subscribe to the principles and, in practice, apply the rules promulgated in the Canadian Standard Safety Code of Elevators, Dumbwaiters, and Escalators or other codes or ordinances having applicability.
(4) Must have an acceptable credit rating.
(5) Must subscribe to the purposes of the Association and be willing to accept committee assignments and other work to further its ends.
(6) The Officers who apply on behalf of a firm or corporation must be actively engaged in its business.
(7) Applicants who qualify for Contractor membership may not exhibit or display products or services at annual meetings, nor may they solicit at such times.
(8) Notwithstanding paragraph (7) of this section, a Contractor member may also take out Supplier membership with all the privileges of a Supplier member.
Section 9. SUBSCRIPTION MEMBERSHIP: There shall be available to those who qualify, non voting memberships in the Association, as follows:
(1) Architects, building planners, and all others who qualify as consultants on the installation, maintenance, conversion, design or placement of equipment as referred to in Article III, provided they are not engaged in the business of selling, installing or servicing of the equipment.
(2) Individuals associated with a Contractor or Supplier member as an Officer or employee of either the member or its affiliates or subsidiaries.
(3) Individuals at one time active in the organization as employees and/or as officials of a Contractor or Supplier company who are now retired or whose ownership of said company has lost its identity, as long as said individuals are not connected with the elevator industry.
(4) Companies doing business as described in Article III, but with head offices outside the territorial borders of Canada.
Section 10. Application for Subscription membership need not be accompanied by any sum for dues.
Section 11. Any member, to enjoy the rights and privileges of the Association, must be in good standing.
Section12. HONORARY MEMBERSHIPS: The Board of Directors may provide for Honorary Memberships.
ARTICLE VI... DUES
Section 1. New members who qualify as either Contractor or Supplier, shall pay an initiation fee as set by the Board of Directors. This fee may be changed at any meeting of the Board of Directors, by a two-thirds majority vote.
Section 2. The annual membership dues of Contractor and Supplier members of this Association shall be set by the Board of Directors and become due and payable at the times specified.
Section 3. The annual membership dues for Subscription members of this Association shall be set by the Board of Directors and payable at the times specified.
Section 4. No initiation fee shall be required of, nor any dues paid by Honorary Members.
ARTICLE VII… TERMINATION OF MEMBERSHIP
Section 1. Any member – firm or individual may resign at any time upon submission of written resignation. A member resigning in good standing (dues paid to the end of the period on which termination is requested) can be reinstated without the payment of the initiation fee if one is required for the classification involved. Those not in good standing shall pay the initiation fee upon request for reinstatement, if one is required for the classification involved, and all arrears. In both instances, current dues will be charged as of the billing date nearest the date of approval for reinstatement.
Section 2. The Board of Directors shall have the power to suspend or expel any member who is in arrears for dues, after giving suitable written notice for such delinquency, and any member who is one year in arrears shall be dropped automatically by the Treasurer from the rolls. Any such member may be reinstated only by paying one-half the initiation fee (if applicable) and all accumulated dues.
Section 3. Any member whose location, after diligent search, is deemed unknown and/or any member who has been adjudged as bankrupt, or is otherwise known to be insolvent, will automatically be expelled from membership.
Section 4. The Board of Directors may, by three-fourth vote of those present, suspend or expel any member whose actions are found to be harmful to the best interest of the Association.
Section 5. During the period of its operation, the “suspension” shall have the same meaning and shall carry the same force and effect as the term “expulsion”.
Section 6. Under no conditions of termination of membership – voluntary or involuntary – shall there be a refund of dues; and further, all right, title and interest to the property and privileges of this Association shall cease with the termination of membership.
ARTICLE VIII… BOARD OF DIRECTORS
Section 1. The Board of Directors shall consist of a minimum of (8) eight persons, to a maximum of (12) twelve persons, of whom six shall be from the contractor membership, as described in Article V, Section 1, herein; and of whom two (2) two shall be from the Supplier membership as described in Article V, Section 5 herein. The term of Directorship shall be for a period of four (4) years, or as directed by section 7 of this article.
A Dual member shall be considered a Contractor member.
No competitive Association Directors shall be accepted on the Board of Directors of CECA.
Section 2. The President, Vice-President, Secretary and Treasurer of the organization shall be elected by the Board of Directors from the segment of its personnel elected from the Contractor membership and each shall serve for a term of one year, except for the office of President that shall be for a term of two years, followed by a term of one year as Past-President. His term as Director shall be so extended as to accommodate these positions of office. Each member of the Board shall have one vote for each office to be filled.
Section 3. Between general meetings, the Directors are the sole representatives of the Association and have the power of deciding matters of governing policy inclusive of, but not limited to, the convening of annual meeting, funds, and whether Contractor or Supplier membership shall have the same duties, obligations, and authority as each and every other Director, except as hereinbefore provided in Article VIII, Section 2.
Section 4. The Board of Directors shall see that there is a Reserve Fund provided for the Association until the Reserve Fund is equal to at least 50%, but not to exceed 100% of the total average annual expenditures during the preceding five years. The board of Directors may expend, as a contingency fund, a total not to exceed 10% of the funds in reserve in any one year. Expenditure of any reserve funds in excess of 10% of the total reserve must be subject to approval by the majority of the entire membership of the Association.
The Board of Directors may expend the necessary reserve funds by resolving, that because of a period of recession or depression affecting the income and financial position of the Association, or unforeseen decline of income or increase in expenses, or a need to fund an emergency project, such an expenditure is necessary to meet the current operating expenses of the Association
Section 5. In accordance with the By-Laws, the Board of Directors may convene itself at any time between or during the general assemblies of the membership. In connection with attending interim meetings, round trip air transportation from the Board members respective homes to the place of the meeting, and a per diem expense, to be decided upon by the Board of each day of executive session, shall be borne by the Association.
Section 6. The Board of Directors may, within its discretion, decide certain interim matters by mail ballot.
Section 7. Where membership vacancies occur on the Board of Directors between general assemblies, said vacancies shall be filled by the runner-up candidates at the previous election who shall complete the terms of the Directors replaced. If a candidate is not available from a region, the Board of Directors may appoint a replacement.
Section 8. A quorum of at least 50% of the present Board shall be requisite minimum for the conducting of all business meetings of the Board of Directors, of which at least three shall be a Contractor Member, and at least one of whom shall be a Supplier Member when the Board is at its minimum of eight Board Members. The ratio shall be adjusted when there are more than eight Board Members.
ARTICLE IX…EXECUTIVE OFFICE
Section 1. The Association may establish an Executive Office, and retain an Administrator to administer the affairs of the Association under the direction of the Board of Directors.
Section 2. The budget for the Executive office, including salaries and expenses, shall be set by the Board, but shall be limited to seventy-five percent (75%) of the Association’s income.
ARTICLE X… AMENDMENTS
Section 1. Proposed amendments of this Constitution and By-Laws must be signed by at least one-third of the Contractor membership, provided that when the membership reaches more than forty-five, the signature of fifteen members shall be sufficient.
Section 2. Such proposed amendments must then be submitted to the Board of Director’s, through the Association Secretary, at least sixty days before the General Convention and to all the membership by mail at least thirty days before the next general convention. This section may be waived by three-fourths of the Contractor membership present at the General Assembly.
Section 3. Such proposed amendments must be presented by the Board of Directors to the Convention and shall require a three-fourths affirmative vote of those present for adoption.
ARTICLE X1… DISSOLUTION
Upon the dissolution of the Association, in any manner by law, after payments of all the Association debts and liabilities, its remaining property, if any, shall be distributed or disposed of to charities as determined by the Board of Directors.
