Constitution

The Constitution of the Conservative Party of Canada Electoral District Associations

EDA Constitution Memo - final version

Note: The above links are lead to the constitution. They are in .pdf format.
I have left the old constitution here for comparison.

INTERIM CONSTITUTION OF
THE CONSERVATIVE PARTY OF CANADA ELECTORAL DISTRICT ASSOCIATIONS

Developed pursuant to Section 8 c, d, e & f of the
Agreement in Principle on the Establishment of the
Conservative Party of Canada

1. NAME
a. The name of the Constituency Association is “Conservative Party of Canada (insert official Elections Canada name of the federal electoral district) Electoral District Association”.
2. DEFINITIONS
a. "Association" is the Conservative Party of Canada (insert name of federal electoral district) Electoral District Association;
b. “AiP” is the Agreement in Principle on the establishment of the Conservative Party of Canada signed by the Leaders of the Canadian Alliance and the Progressive Conservative Party;
c. “CPC” is the Conservative Party of Canada;
d. “EDA” is Electoral District Association;
e. “REDA” is a Registered Electoral District Association;
f. "Annual General Meeting" or “AGM” is a specific meeting of an Association at which the Directors of the Association are elected by the Members in attendance to manage the affairs of the Association until the next such meeting is held.
g. "Board of Directors" or "the Board" is the collective of the Directors selected by an Association to manage the affairs of said Association, subject always to the direction and provisions set out in this Constitution;
h. "Candidate" is the person selected by the Members of the Association as the CPC Candidate for election to Parliament;
i. "Director" is any member of the Board of Directors of an Association;
j. "Executive Committee" is the committee by that name established under "Article 8 – Officers and Executive Committee";
k. "Nomination Papers" are those documents that the CPC deems necessary to be filed by a member of the CPC prior to that member becoming a declared Nomination Contestant;
l. “Nomination Contestant” is an individual that has been approved by the Party to compete for the position of candidate;
m. "Member" is a Member of the Conservative Party of Canada;
n. "Officer" is a Member holding the position of President, Vice-President, Secretary, or Treasurer of an Association;
o. “Interim Council” or “IC” is the body responsible for the implementation of the Agreement in Principle;
p. “Chief Agent” of the Party is responsible for administering the financial transactions of the Party and reporting these activities in accordance with the Canada Elections Act;
q. “Registered Agent” is an individual appointed by the Chief Agent of the Party and who may expense funds and collect contributions;
r. “Financial Agent” of a Registered Electoral District Association is responsible for administering the financial transactions of the REDA and reporting on them in accordance with the Canada Elections Act;
s. "Returning Officer" is an individual approved by the CPC to supervise the election process at a meeting of the Association called for that purpose and in accordance with the provisions of this constitution or other direction as may be provided by the CPC.
3. OBJECTIVES
a. The Objectives of the Association are:
i. to support and promote the principles, objectives and policies of the CPC, and to maintain an effective Association for that purpose;
ii. to select a candidate to represent the CPC in the Association for each federal election and by-election;
iii. to encourage the participation and recruitment of youth;
iv. to assist and promote the election of the Candidate of the CPC in the Association for each federal election and by-election;
v. to raise money and maintain a fund to support the Association and to assist candidates in federal elections and by-elections;
vi. to actively identify potential supporters;
vii. to recruit members to carry out the objectives of the CPC and the Association; and,
viii. to comply with the obligations, and benefit from the rights and privileges of being an Association of the Conservative Party of Canada.
4. MEMBERSHIP
a. Members of the Conservative Party of Canada shall be organized according to their residential address in CPC Electoral District Associations for the prime purpose of electing a Member of Parliament. Members temporarily residing outside of Canada shall be assigned to the Association in which they vote for federal elections.
b. To become a member of the Conservative Party of Canada a person must:
i. be a Canadian Citizen or have Landed Immigrant Status;
ii. actively support the principles and policies of the CPC;
iii. have attained the age of fourteen (14) years;
iv. have paid the Party’s national membership fee; and,
v. have their name on the CPC official membership listing maintained by CPC Head Quarters (HQ).

c. The Association shall be responsible for forwarding membership forms and remittances to CPC HQ on a timely basis.
d. The Association shall obtain the official membership list from CPC HQ five (5) days in advance of any date required for eligibility purposes.
5. VOTING
a. Only Members with primary residence within the Electoral District boundaries may vote on matters coming before a general meeting of that Association. Motions require a majority vote of persons present and voting to pass.
b. The President, or a designated chair of Association meetings, shall not vote except when that vote is required to break a tie.
c. Only those who have been Members for at least twenty-one (21) days immediately prior to the date of voting shall be entitled to vote on the election of Directors for an Association Board and Delegates to a National Convention. Only Members of the Association in good standing shall be qualified to stand for election for Directors or Delegates.
d. Only those who have been Members for at least twenty-one (21) days immediately prior to the effective date of voting shall be eligible to vote for the selection of a candidate for election to Parliament.
e. Proxy voting within the CPC is not permitted.
6. MEETINGS
a. Meetings of the Association shall be convened by the Association President as required.
b. The Interim Council (IC) may call a meeting of the Association(s) with notice consistent with this Constitution.
c. Notice of all meetings shall state the matters to be dealt with at the meetings.
d. The Association shall in each calendar year, and no later than fourteen (14) months from the last Annual General Meeting, hold an Annual General Meeting at which the following business shall be conducted:
i. report by the Board of Directors;
ii. presentation of financial statements;
iii. election of Directors;
iv. other business as required.
e. The Executive Committee may formulate procedures to be followed at Association meetings providing they do not conflict with this constitution.
7. BOARD OF DIRECTORS
a. The affairs of the Association shall, subject to the provisions of this Constitution and direction from the Members, be managed and directed by a Board of Directors.
b. Directors shall be elected at the Annual General Meeting from the Members.

i. elections for the Board may not proceed without the opportunity for nominations from the floor; and
ii. each nominee must have the opportunity to speak with the Chair of the meeting being responsible for the allotted time frame.

c. The Board of Directors shall be comprised of:
i. the Directors;
ii. the CPC Member of Parliament from the Electoral District. If there is no elected CPC Member of Parliament from the Electoral District, the Board shall include the Association Candidate for election to the Parliament and this inclusion may stand until the next Nomination Meeting at the discretion of the Board; and
iii. there is an allowance for up to 10% of the Board to be comprised of non-resident members.
d. The total number of elected Directors shall not exceed thirty (30).
e. The term of office of the Directors is until elections have occurred at the next Association AGM.
f. If a Director ceases to hold office, the Board may appoint a replacement Director from the Membership.
g. A Director appointed by the Board of Directors may be removed from office at a meeting called for that purpose on approval by not less than two-thirds (2/3) of the membership of the Board of Directors, present and voting.
h. The Board of Directors may remove a Director who has missed four (4) consecutive regularly scheduled Board meetings without reasonable explanation.
i. Meetings of the Board shall be promptly called by the Secretary at the direction of the President or at the written request for a meeting, signed by at least five (5) Directors.
j. The Board of Directors shall appoint such committees as are required for the efficient operation of the Association.
k. A quorum of the Board of Directors is forty (40) percent of the Board Members.


8. OFFICERS AND EXECUTIVE COMMITTEE
a. The day to day affairs of the Association shall, subject to the provisions of the CPC Constitution and the direction from the Board of Directors, be managed and directed by an Executive Committee, which shall be comprised of the President, Vice-President(s), Secretary, Registered Agent or Financial Agent and not more than three (3) additional members of the Board of Directors.
b. The Officers of the Association shall be elected each year by the Board of Directors from within their numbers. The election shall take place within fourteen (14) days of the Annual General Meeting.
c. A Registered Agent or Financial Agent shall be appointed in keeping with the provisions of the Canada Elections Act.
d. The Officers of the Association shall be:
i. a President who shall preside at all meetings of the Association, the Board of Directors and the Executive Committee and who shall be an ex-officio member of all committees except the Candidate Nomination Committee;
ii. a Vice-President who shall have such duties as the Board or the President shall assign and shall assume and perform the duties of the President in the absence or incapacity of the President;
iii. a Secretary who shall have custody of all official Association records, documents and all regulations of the Association, other than financial, and who shall prepare and maintain minutes of meetings of the Association, of the Board of Directors and of the Executive Committee and call meetings upon the direction of the President, and perform other secretarial duties as the Board or President may direct. The Secretary shall, if required, also act as the Chief Executive Officer (CEO) of the Association for the purpose of reporting to Elections Canada.
iv. the Registered Agent OR Financial Agent
v. additional Executive Committee members (max 3) will normally be those Board members with very specific responsibilities such as Election Readiness Chair, Membership Chair, Fundraising Chair, etc.
e. An Officer of the Association may be removed from that position at a meeting of the Board of Directors called for that purpose on approval of two-thirds (2/3) of the full membership of the Board of Directors.
f. Upon ceasing to hold office, Officers shall promptly deliver to their successors or to the President or Vice-President(s) of the Association, all records, materials and property in their possession, which belong to the Association.
g. If an Officer ceases to hold office, the Board of Directors may appoint a Director to fill the position for the uncompleted term.
h. The Executive Committee shall meet at the call of the President or upon written request to the Secretary of a majority of the Executive Committee members.
i. A quorum of the Executive Committee is a majority of its members.
j. Meetings of the Executive Committee shall be held either in person or by simultaneous telephone attendance or by a combination thereof.
9. ASSOCIATION MANAGEMENT
a. The Association Board of Directors shall, under the leadership of the Board Officers and in co-ordination with CPC requirements, carry out such actions as needed to meet the Association Objectives as detailed at Item 3 of this document.
b. Associations shall utilize Information Management Systems developed by the Party to ensure the consistent and effective management of events, fundraising, voter support levels, volunteers, membership and other campaign related information.
10. FINANCIAL MANAGEMENT
a. Electoral District Associations must operate in accordance with the Canada Elections Act;
b. Electoral District Associations must, without delay, send a copy of all filings with Elections Canada and the Canada Customs and Revenue Agency (CCRA) to the CPC HQ;
c. Registered Agents and/or Financial Agents of Electoral District Associations must send all financial records requested by the Chief Agent of the Party to the Chief Agent within 14 days of receipt of the written request.
11. CANDIDATE SELECTION
a. Each Association Board shall appoint a Candidate Nomination Committee for the purpose of recruiting potential Nomination Contestants. Prior to appointment, individual Committee members must agree to maintain neutrality with respect to the nomination process and all potential Nomination Contestants and to agree not to seek nomination themselves.
b. Any member of the Board of Directors after filing nomination papers to seek the nomination as a Candidate in an upcoming federal election or by-election shall take a leave of absence as a Director and may only resume Board duties when they are no longer a contender for the Candidate Selection or the election or by-election, as the case may be.
c. All approved Nomination Contestants shall be invited to attend meetings of the Board of Directors.
d. The CPC will provide rules and procedures for recruiting, selecting and training of candidates. The members in each Association have the right to elect the candidate but are only eligible to vote at the Candidate Nomination Meeting providing they have been members of the CPC for at least 21 days. To be an elected candidate, a Nomination Contestant must receive the support of at least 50% plus one (1) of the eligible members voting at the Candidate Nomination Meeting.
e. A person seeking nomination as a Candidate shall present to the Candidate Nomination Committee all documentation as required by the CPC and agree to background checks as determined by the CPC.
f. In the event of an unanticipated federal election or by-election the Interim Council will advise Constituency Associations of changes to Candidate recruitment and selection timelines.
g. Nomination contests of the Conservative Party of Canada will be reported in accordance with the Canada Elections Act.
12. NOTICES
a. Notice of all full membership meetings of the Association (including notice of dates, times, locations and items to be dealt with thereat) shall be given by CPC HQ and/or under the direction of the Secretary of the Association to the Members of the Association by either of the following methods:
i. mailing or delivering a copy of such notice to the Member’s address of record; or
ii. transmitting the information of such notice by using appropriate telephonic and/or computer technology. Note: If it is deemed necessary, publication or transmission of the required information through local news media that provides coverage of the riding may be used in addition to either of the above options.
b. Notice of Meetings of the Association shall be given to all Members postmarked not fewer than fourteen (14) days and not more than forty-five (45) days prior to the day on which any such meeting is to be held. The IC may change these time line requirements in extenuating circumstances providing there is reasonable confidence that the members can access the notice information before the meeting date.
c. Notice of Meetings of the Association shall be provided to CPC HQ so that Official Membership Lists can be prepared and provided to the Association in advance of meeting dates.
13. REPORTING
a. Copies of the following shall be provided to CPC HQ by each Association within fifteen (15) days of the holding of an Annual General Meeting:

i. the names of the Officers with their mailing addresses, telephone and facsimile numbers and email addresses;
ii. the minutes of the Annual General Meeting;
iii. the annual financial report of the Association; and,
iv. a copy of any resulting correspondence with Elections Canada
14. AMENDMENTS
a. This document will remain in effect until the first National Convention of the Conservative Party of Canada.
15. FISCAL YEAR
a. The fiscal year of the Association shall be from 1 January to 31 December of each year.
16. DUTY TO UPHOLD
a. It shall be the duty of the Board of Directors to uphold and enforce the provisions of this Constitution.
17. REGULATIONS AND BYLAWS
a. The Association may pass regulations and bylaws with respect to the operation of the Association so as to not conflict with this Constitution, the National Party Constitution, the Canada Elections Act or decisions of the IC. Copies of such regulations and bylaws must be kept by the Secretary in the Association files and copies thereof shall be sent to CPC HQ. Local Association regulations and bylaws are not in effect until such time as they are received and reviewed by CPC HQ.
b. The Association shall adopt rules of order. In a failure to adopt rules of order, the Association shall follow Robert’s Rules of Order.
18. LIABILITY
a. When acting within the scope of their authority, no Director of an Association shall be liable for any debts, actions, claims, demands, liabilities or commitments of any kind made by the Association. The Association shall indemnify and hold harmless each such Director, against any such debt, action, claim, demand, liability or commitment.
19. INTERPRETATION
a. The Interim Council shall be the final authority in all matters that require interpretation in this document.