Last Updated:
March 3, 2022
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Nels Anderson
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Rule 17: Directors
17.1 Duties of Directors
The Directors must manage or supervise the management of the business of the Co-op in accordance with the responsibilities, duties, and powers set out in the Act, the Memorandum of the Co-op and these Rules and may exercise all the powers of the Co-op that are not required by the Act or the Rules to be exercised by the members.
17.2 Policies
The Directors may make policies with respect to:
[a] the operation and maintenance of the Co-op; and
[b] the conduct of members and other persons in relation to the use and enjoyment of the Co-op and its property including the residential premises operated by the Co-op.
17.3 When policies take effect
The policies do not take effect until adopted by a resolution of the Directors.
17.4 Number of Directors
The number of Directors will be six. Two of the six Directors will be appointed by CHF BC. These Directors, who may be non-members, will be called “CHF BC Directors” and they will serve as such until their successors are appointed by CHF BC or until they cease to hold office in accordance with Rule 18.11. (removed by May 8th, 2019 Special Resolution)
The number of Directors will be seven.
17.5 Persons disqualified to act as Directors
No person is qualified to become or act as a Director who is:
[a] under the age of 18 years;
[b] found by a court, in Canada or elsewhere, to be incapable of managing their own affairs;
[c] an undischarged bankrupt;
[d] convicted of an offence in connection with the promotion, formation, or management of a corporation or of an offence involving fraud;
[e] not a member of the Co-op; or, in the case of a CHF BC Director, not a person appointed by CHF BC; (removed by May 8th, 2019 Special Resolution)
[f] an employee of the Co-op;
[g] indebted to the Co-op and the indebtedness remains unpaid for more than 30 days unless the debt is for an amount other than occupancy charges and payment is being made in accordance with a plan approved by the Directors; or
[h] a person whose office as Director would be vacated under any provision of Rule 18.11.
17.6 Declaration of qualifications to act
Before standing for election or appointment to serve as a Director, every person must declare in writing or in person at the meeting at which the election or appointment takes place that they consent to serve as a Director and that they are qualified to act as a Director.
17.7 Remuneration
Directors will serve without remuneration and a Director must not receive, directly or indirectly, any profits from their position as Director but, in accordance with policies approved by the members, a Director may be paid reasonable expenses incurred in the performance of their duties as Director.
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