1.01 Definitions — In the by-laws of the Association, unless the context otherwise requires:
“Association” means the Canadian Association of General Practitioners in Oncology/ Association canadienne des médecins omnipraticiens en oncologie;
“by-laws” means this by-law and all other by-laws of the Association from time to time in force and effect;
“College” means a College of Physicians and Surgeons established by the legislation of a Canadian province;
“Council” means the Council of the Association established under Article 5;
“General Practitioner” means a physician whose certificate of registration or medical license is in general practice or family practice;
“General Practitioners in Oncology” or “GPO” means a general practitioner who provides oncology care in the primary care setting, or who functions in the role of a General Practitioner in Oncology at a Cancer Centre or an Oncology Associate;
“member” means any physician admitted to membership in the Association in accordance with Article 4.0 of this by-law;
“Oncology Associate” means a physician, other than an Oncologist, who holds Royal College of Physicians and Surgeons of Canada certification and provides oncology care;
“physician” means a person who holds a valid certificate of registration or medical license been issued by a College; and
“Special Resolution” means a resolution passed by at least a two-thirds majority.
1.02 Official Languages — The English and French versions of these by-laws are equally authoritative.
2.0 OBJECTIVES OF THE ASSOCIATION
2.01 Objectives — The objectives of the Association shall be:
To unify General Practitioners in Oncology;
-To promote communication amongst General Practitioners in Oncology in tertiary care and primary care settings;
-To act and speak as the recognized authority on behalf of and for the benefit of General Practitioners in Oncology and their interests; and
-To promote the role of General Practitioners in Oncology within Cancer Centers, and within the primary care setting.
3.0 AFFAIRS OF THE ASSOCIATION
3.01 Name — The name of the Association is the Canadian Association of General Practitioners in Oncology/L’Association canadienne des médecins omnipraticiens en oncologie.
3.02 Financial Year — Until changed by the Council, the financial year of the Association shall end on the last day of December in each year.
3.03 Execution of Instruments — Contracts, certificates and other instruments may be signed on behalf of the Association by two persons, one of whom holds the office of the Chair of the Council or Representative and the other of whom holds one of the said offices or the office of Secretary, Treasurer or any other office created by-law or by the Council.
3.04 Banking Arrangements — The banking business of the Association including, without limitation, the borrowing of money and the giving of security therefore, shall be transacted with such banks, trust companies or other bodies corporate or organizations as may from time to time be designated by or under the authority of the Council.
4.01 New Members — Any physician who meets the requirements of the definition of a General Practitioner in Oncology may apply for membership to the Secretary of the Association.
4.02 Pledge — Each member shall pledge his or her support for and uphold the bylaws of the Association.
4.03 Membership Fees — The annual membership fees of the Association payable by members shall from time to time be fixed by resolution of the Council. The Secretary shall promptly notify members if a fee is fixed for any year.
4.04 Resignation — Members may resign at any time by notice in writing to the Secretary.
4.05 Revocation or Suspension – Any member may have his or her membership revoked or suspended with or without conditions by a vote of two-thirds (2/3) of the members of the Council if:
(a) the member has been convicted in Canada of an indictable offence, or elsewhere of an offence that, if committed in Canada, would be an indictable offence, upon proof of such conviction;
(b) the member’s certificate of registration or license has been suspended by a College; or
(c) the member has been found guilty of professional misconduct, conduct unbecoming a medical practitioner, or failing to maintain a standard of practice of the profession by a College;
(d) the member’s privileges to practice have been suspended or revoked by a public hospital.
4.06 Termination – A member’s membership shall cease automatically if:
(a) the member’s certificate of registration or license has been revoked by a College.
5.0 ASSOCIATION COUNCIL
5.01 Management of the Association — The business and affairs of the Association shall be managed by the Council of the Association.
5.02 Composition of Council — The Council of the Association shall be composed of one Representative from,
(a) the Cancer Centres in each province that has members in Cancer Centres, and
(b) the community in each province that has members in the community.
In the event that a province does not have any members in one of (a) or (b) above, but does have more than one member in the other category, that province may elect two Representatives from that other category.
5.03 Election and Term — The Representatives shall be elected for a term of two years, or until their successor is elected.
5.04 Vacancies — Where there is a vacancy in the Council, the remaining Representatives may exercise all the powers of the Council so long as a quorum remains in office.
5.05 Duties of Representatives — Each Representative shall represent the GPOs from his or her province at all meetings of the Association. He or she shall bring forward the concerns and opinions of the GPOs of his or her constituency.
5.06 Place of Meetings –Meetings of the Council may be held at any place in Canada.
5.07 Calling of Meetings –Meetings of the Council shall be held from time to time at such time and at such place as the chair of the Council may determine.
5.08 Notice of Meeting — Notice of the time and place of each meeting of the Council shall be given in the manner provided in Article 9 to each Representative not less than seven (7) days before the date of the meeting. A notice of a Council meeting need not specify the purpose of or the business to be transacted at the meeting. Notice of an adjourned meeting of the Council is not required if the time and place of the adjourned meeting is announced at the original meeting. A Council meeting may also be held, without notice, immediately following the annual meeting of members.
5.09 Meeting by Telephone –If all the Representatives of the Association consent thereto generally or in respect of a particular meeting, a Representative may participate in a meeting of the Council by means of such conference telephone or other communications facilities as permit all persons participating in the meeting to hear each other, and a Representative participating in such a meeting by such means is deemed to be present at the meeting. Any such consent shall be effective whether given before or after the meeting to which it relates and may be given with respect to all meetings of the Council and of committees of the Council.
5.10 Quorum — The quorum for the transaction of business at any meeting of the Council shall be five Representatives.
5.11 Votes to Govern –At all meetings of the Council every question shall be decided by a majority of the votes cast on the question. In case of an equality of votes the Chair of the meeting shall be entitled to a second or casting vote.
5.12 Action in Writing by Representatives — A resolution in writing signed by all the Representatives entitled to vote on that resolution at a meeting of Representatives is as valid as if it had been passed at a meeting of the Representatives.
6.0 ASSOCIATION OFFICERS
6.01 Appointment and Term — The Council shall from time to time appoint a Chair, Past Chair, Treasurer, Secretary and such other officers as the Council may determine from the Council Representatives. One person may hold more than one office. The Council may specify the duties of and, in accordance with this by-law delegate to such officers’ powers to manage the business and affairs of the Association. Officers shall hold office for a term of two years, or until their successor is appointed, whichever is longer.
6.02 Vacancies — Where there is a vacancy in an office, the remaining Officers may appoint a temporary replacement to hold office until the next regular business meeting of the Council.
6.03 Qualification — A person shall be qualified to hold office as an Officer if such person,
a) is over 18 years of age;
b) is of sound mind; and
c) is a member.
6.04 Duties of the Association Officers —
The Chair shall call and conduct all meetings of the Association. The Chair shall act as the spokesperson for the Association on all matters pertinent to the affairs of the Association.
The Treasurer shall be responsible for maintaining the financial record of the Association.
The Secretary shall conduct all correspondence, and be responsible for recording all minutes of the Association meetings. The Secretary shall post the minutes of all meetings on the GPO website. The Secretary shall give notice of all meetings of the Association in accordance with Article 9.
7.0 MEETINGS OF MEMBERS
7.01 Annual Meetings — The annual meeting of members shall be held at such time in each year and at such place as Council may from time to time determine, for the purpose of considering the matters of significance to GPOs and the Association and such other matters as Council may determine.
7.02 Special Meetings — The Chair of the Council shall have power to call a special meeting of members at any time.
7.03 Quorum — The quorum for the transaction of business at any meeting of members shall be 10 members present in person or by proxy.
7.04 Place of Meetings –Meetings of members shall be held at the location stated in the notice of the meeting, as determined by the Chair, within Canada or, if Council so resolves, generally or for any particular meeting, at a place outside Canada.
7.05 Notice of Meetings — Notice of the time and place of each meeting of the members shall be given in the manner provided in Article 9 to each member not less than thirty (30) days before the date of the meeting. A notice of a meeting of members shall specify the purpose of the meeting or the business to be transacted at the meeting.
7.06 Persons Entitled to be Present — The only persons entitled to be present at a meeting of members shall be those entitled to vote thereat, and others invited by the Chair of the meeting or with consent of the meeting.
7.07 Proxies — At any meeting of members, a proxyholder duly and sufficiently appointed by a member shall be entitled to exercise, subject to any restriction expressed in the instrument appointing such person, the same voting rights that the member appointing the proxyholder would be entitled to exercise if present at the meeting. A proxyholder must be a member. An instrument appointing proxy shall be in writing. An instrument appointing a proxy shall be acted on only if, prior to the time of voting, it is deposited with the Secretary of the Association or as may be directed in the notice calling the meeting.
7.08 Votes to Govern — Unless the by-laws of the Association otherwise provide, at any meeting of members every question shall be determined by the majority of the votes duly cast on the question. Each member present, or represented by proxy, shall have one vote.
7.09 Show of Hands — Any question at a meeting of members shall be decided by a show of hands unless, a ballot thereon is required by a resolution passed by the members. A declaration by the chair of the meeting that the vote upon the question has been carried, or carried by a particular majority, or not carried and an entry to that effect in the minutes of the meeting shall be prima facie evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against any resolution and the result of the vote so taken shall be the decision of the members upon the said question.
7.10 Ballots — On any question proposed for consideration at a meeting of members the chair may require or any member may demand ballot thereon. A ballot so required or demanded shall be taken in such manner as the chair shall direct. Upon a ballot each member present or represented by proxy and entitled to vote shall have one vote and the result of the ballot shall be the decision of the members upon the said question.
7.11 Casting Vote — In case of an equality of votes at any meeting of members either upon a show of hands or upon a ballot, the Chair of the meeting shall be entitled to an additional or casting vote.
7.12 Adjournment — The Chair at a meeting of members may, with the consent of the meeting and subject to such conditions as the meeting may decide, adjourn the meeting from time to time and from place to place.
7.13 Action in Writing by Members — A resolution in writing signed by all the members entitled to vote on that resolution at a meeting of members is as valid as if it had been passed at a meeting of the members.
8.01 Method of Giving Notices — Any notice, communication or document to be given to a member shall be sufficiently given if,
a) delivered personally to the person to whom it is to be given,
b) if delivered to the last e-mail address of such person as recorded in the books of the Association,
c) if mailed by prepaid ordinary mail to the last address of such person as recorded in the books of the Association , or
d) if sent by any means of wire or wireless or any other form of transmitted or recorded communication to the last address of such person as recorded in the books of the Association.
A notice so delivered shall be deemed to have been given when it is delivered personally, when it is transmitted via e-mail to the e-mail address aforesaid, when it is transmitted by means of wire or wireless or any other form of transmitted or recorded communication or five days after the date of postage by prepaid ordinary mail addressed to the said address. Members of the Association shall advise the Secretary of any change of their mailing or e-mail address, telephone or fax number. The Secretary may change the address on the Association’s books of any member in accordance with any information believed to be reliable.
9.01 Amendments — These by-laws may be amended,
a) at any meeting of the members by Special Resolution, provided fourteen days notice of the amendment is delivered to all members, or
b) at any meeting of Council by a majority vote of the Representatives present,
and any such amendments so passed shall have force and effect from the date of such meeting.
10.0 EFFECTIVE DATE
10.01 Effective Date — This by-law shall come into force when confirmed by the members on the 25th day of October, 2003.