Resolution 2017-2 - an ordinary resolution allowing GDUC's Board to determine the number of Directors

GDUC recognizes that life happens. As a result directors sometimes need to leave their positions before their terms are up. We also understand that workloads vary, and that adjustments occasionally need to be made to balance things out.

Whereas Article 27, Number of Directors, of Guide Dog Users of Canada's bylaws states:

The board shall consist of the number of directors specified in the articles. If the articles provide for a minimum and maximum number of directors, the board shall be comprised of the fixed number of directors as determined from time to time by the members by ordinary resolution or, if the ordinary resolution empowers the directors to determine the number, by resolution of the board. In the case of a soliciting corporation the minimum number of directors may not be fewer than three (3), at least two of whom are not officers or employees of the Corporation or its affiliates.

Be it resolved that Article 27, Number of Directors, of Guide Dog Users of Canada's bylaws be revised as follows:

"The board shall consist of the number of directors specified in the articles. If the articles provide for a minimum and maximum number of directors, the board shall be comprised of the fixed number of directors as determined from time to time by the directors by resolution of the board."

Return to Conference