ARTICLE 1 – NAME
The name of this Society shall be “The Canada Society of Yi Jing (The Book of Changes)”.
ARTICLE 2 – OBJECT
To afford a convenient and beneficial non-profit association of persons interested in the Yi Jing- known in the West as the Book of Changes or the I Ching,
To promote the study, research and application of the Yi Jing,
To improve the education of the knowledge of the Yi Jing,
To develop the domestic and international exchange of the information on the Yi Jing, and,
To encourage the origination, introduction, and co-operation of Yi Jing scholars, researchers and practitioners in various professional fields. The society shall include several groups: “Humanities and Yi Jing”, “Sciences and Yi Jing”, “Management and Yi Jing”, “Medicine, Healthcare and Yi Jing”, “Martial arts and Yi Jing”, “Fine arts and Yi Jing”, “Feng Shui and Yi Jing”, and “Forecast and Yi Jing”.
ARTICLE 3 – POLICY
The policy of this society shall be non-sectarian, non-partisan and non-political.
ARTICLE 4 – NON-PROFIT
This society shall be and exist as a non-profit organisation.
ARTICLE 5 – MEMBERSHIP
Membership fee, if any, in the society shall be determined, from time to time, by the members at a general meeting. Any person interested in the Yi Jing and in the purpose of this Society may become a member by the discretion of the Board of Directors, and upon payment of the fee.
Any member wishing to withdraw from membership may do so upon a notice in writing to the Board through its Secretary. If any member is in arrears for fees or assessments for any year, such member shall be automatically suspended at the expiration of six months from the end of such year and accorded thereafter no membership privileges or powers in this Society until reinstated. Any member upon a majority vote of all members of this Society in good standing may be expelled from membership for any cause which this Society may deem reasonable.
Annual dues shall be payable in February for each current year. New members joining shall pay the annual dues as soon as their memberships are approved. Non payment of dues by the following December 31 may be cause for loss of membership. Resignation by a member shall not give any right to rebate of dues, or any interest in the funds or properties of the Society.
ARTICLE 6 – EXECUTIVE OFFICERS AND DIRECTORS
The executive officers of the Society shall consist of a President, several vice-presidents (corresponding to groups), a Secretary, a Treasurer, and three Directors and shall be referred to as the Executive Committee.
The Executive Committee shall consist of seven members at least.
The term of office shall be two years.
ARTICLE 7 – BOARD OF DIRECTORS
The Executive Officers and Directors shall constitute the Board of Directors. The Board shall, subject to the by-laws or directions given it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the Society; and meetings of the Board shall be held as often as may be required, but at least once every three months, and shall be called by the President. A special meeting may be called by any two members on their request to the President in writing to call such meeting, and state the business to be brought before the meeting. Meeting of the Board shall be called by 10 days notice in writing mailed to each member or by three days notice by fax or telephone. Any four members shall constitute a quorum, and meetings shall be held without notice if a quorum of the Board is present, provided however, that any business transactions at such meeting shall be ratified at the next regularly called meeting of the Board; otherwise they shall be null and void.
A person appointed or elected a director becomes a director if he/she was present at the meeting when being appointed or elected, and did not refuse the appointment. He/she may also become a director if he/she was not present at the meeting but consented in writing to act as director before the appointment or election, or within ten days after the appointment or election, or if he/she acted as a director pursuant to the appointment or election.
Any director or officer, upon a majority vote of all members in good standing, may be removed from office for any cause which the Society may deem reasonable.
ARTICLE 8 – PRESIDENT AND VICE-PRESIDENTS
The President shall be ex-officio a member of all Committees. He/she shall, when present, preside at all meetings of the Society and of the Board. In his/her absence, any vice-president, when present, shall preside at any such meetings. In the absence of both, a chairperson may be elected at the meeting to preside. The immediate Past President shall be an ex-officio member of the Board. The vice-presidents shall assist the President with the business portion of the General Meeting and preside at all the relevant groups’ meetings.
ARTICLE 9 – SECRETARY
It shall be the duty of the secretary to attend all meetings of the Society and of the Board, and to keep accurate minutes of the same. He/she shall have charge of the Seal of the Society which whenever used shall be authenticated by the signature of the Secretary and the President, or, in the case of the death or inability of either to act, by any vice-president. In case of the absence of the Secretary, his/her duties shall be discharged by such officer as may be appointed by the Board. The Secretary shall have charge of all the correspondence of the Society and be under the direction of the President and Board.
The Secretary shall also keep a record of all the members of the Society and their addresses, send all notices of the various meetings as required, and collect and collect and receive the annual dues or assessments levied by the Society. Such moneys shall be promptly turned over to the Treasurer for deposit in a Bank as required.
ARTICLE 10 – TREASURER
The Treasurer shall receive all moneys paid to the Society and be responsible for the deposit of same in the bank the Board may order. He/she shall properly account for the funds of the Society and keep such books as may be directed. He/she shall present a full detailed account of receipts and disbursements to the Board whenever requested and shall prepare for submission to the Annual Meeting a statement duly audited of the financial position of the Society and submit a copy of same to the Secretary for the records of the Society.
The Treasurer shall be responsible for designing and implementing comprehensive fund development programs, annual and capital donations, sponsorships, scholarships and research funding for the Society.
All disbursements shall be made by cheque endorsed by the treasurer and either the President or Secretary. The aforementioned shall be known as the Signing Officers of the Society.
ARTICLE 11 – AUDITING
The books, accounts and records of the secretary and treasurer shall be audited at least once each year by a duly qualified accountant or by two members of the Society elected for that purpose. A complete and proper statement of the standing of the books for the previous year shall be submitted by such auditor at the Annual Meeting of the Society. The fiscal year of the Society in each year shall be December 31.
The books and records of the Society may be inspected by any member of the Society at the Annual Meeting or at any time upon giving reasonable notice and arranging a time satisfactory to the officers having charge of same. Each member of the Board shall at all times have access to such books and records.
ARTICLE 12 – DIRECTORS AND COMMITTEES
The Directors shall assist in the management of the Society and shall be elected to Chair one of the standing committees of the Education, Publication and Public Relations. The committees shall consist of a chairman and a minimum of one member. These members shall be selected by the Chair.
The Education Committee shall have charge of the educational programme and educational supplies for the relevant group’s members. This committee shall co-operate with the relevant group to design, organise and manage a project and to select and provide materials for projects.
The Publication Committee shall have charges of publishing the Society’s Bulletin and other items as required by the Society and to keep a record of said publications.
The Public Relations Committee shall have charges of stimulating a wide-spread interest in the Yi Jing, encouraging the origination and introduction of new members, and organising special events to meet the objectives of the Society.
ARTICLE 13 – MEETINGS
This Society shall hold an annual meeting on or before January 28 in each year, of which notice in writing to the last known address of each member shall be delivered in mail or fax 18 days prior to the date of the meeting. At this meeting a President, vice-presidents, Secretary. Treasurer and directors will be elected. The officers and directors so elected shall form a Board, and shall serve until their successors are elected and installed. Any vacancy occurring during the year shall be filled at the next meeting, provided it is so stated in the notice calling such meeting. Any members in good standing shall be eligible to any office in the Society.
General meetings of the Society may be called at any time by the Secretary upon the instructions of the President or Board by notice in writing to the last known address of each member, delivered in the mail or fax eight days prior to the date of such meeting. A special meeting shall be called by the President or Secretary upon receipt of a petition signed by one-third of the members in good standing, setting forth the reason for calling such meeting, which shall be by letter to the last known address of each member, delivered in the mail or fax eight days prior to the meeting.
Five (5) members in good standing shall constitute a quorum at any meeting.
ARTICLE 14 – VOTING
Any member who has not withdrawn from membership nor has been suspended nor expelled shall have the right to vote at any meeting of the Society. Such votes must be made in person or by proxy.
ARTICLE 15 – REMUNERATION
Unless authorised at any meeting and after notice for same shall have been given, no officer or member of the Society shall receive any remuneration for his/her services.
ARTICLE 16 – BORROWING POWERS
For the purpose of carrying out its objects, the Society may borrow or raise or secure that payment of money in such manner as it thinks fit, and in particular by the issue of debentures, but this power shall be exercised only under the authority of the Society, and in no case shall debenture be issued without the sanction of a special resolution of the Society.
ARTICLE 17 – DISSOLUTION
Should the Society be dissolved, the available assets are to be donated to organisations relating to the Yi Jing at the direction of the Board of Directors.
ARTICLE 18 – BY-LAWS
The By-Laws may be rescinded, altered or added to by a “Special Resolution”.
The proposed resolution must be submitted in writing to the Board of Directors. If approved by the Board, the amendment shall then be issued in the next bulletin or other medium and voted upon at the next succeeding General or Special Meeting of which not less than 21 days notice has been given. If passed as a special resolution by a vote of not less than 75% of those members, who are entitled to do so, vote in person or by proxy, it shall become part of the By-Laws.
ARTICLE 19 – ENGLISH AND CHINESE TEXTS OF BY-LAWS
Both the English and Chinese texts of this BY-LAWS are equally authentic.
Dated January 8, 1999.