POLICY ON NOMINATIONS AND ELECTIONS
ASSOCIATION OF CANADIAN ARCHIVISTS
ASSOCIATION CANADIENNE DES ARCHIVISTES
SECTION 1 - INTERPRETATION
1.01 Definitions.Unless the context otherwise specifies or requires, the words and expressions used in this Policy shall have the following meanings. All other words and expressions used in this Policy shall have the same meaning as in By-law No. 1 of the Corporation.
This Policy shall be, unless the context otherwise requires, construed and interpreted in accordance with the interpretation provisions of By-law No. 1 of the Corporation. In the event of a conflict between the provisions of this Policy and the provisions of the By-law No. 1 of the Corporation, the provisions of the By-law shall govern.
SECTION 2 - NOMINATION COMMITTEE
2.01 Appointment of Committee.
The Governance Committee shall appoint a Nomination Committee that will be charged with the responsibility of identifying and nominating individuals who are interested in becoming a Director or Officer of the Corporation. The Nomination Committee may formulate its own rules of procedure, subject to such regulations or directions as the Governance Committee or the Board may from time to time make.
2.02 Size and Composition of Committee.
The size and composition of the Nomination Committee shall be determined by the Governance Committee from time to time and may include non-board members. The Governance Committee shall appoint the members of the Nomination Committee, including the Chair of the Nominations Committee, who shall be a Director.
SECTION 3 - GENERAL
The purpose of this Policy is to establish the process for recruiting and nominating individuals who wish to stand for election as Directors and Officers. The Board may adopt such other policies or rules to supplement this Policy and prescribe further rules with respect to the nomination and election process applicable to any particular election of Directors and Officers in any given year (“Election Rules”), provided that such Election Rules are not inconsistent with By-law No.1of the Corporation or this Policy.
3.02 Dates of Annual meeting of Members and Elections.
The Board shall set out the dates of the Annual meeting of Members of the Corporation and the Election Period at least six (6) months in advance. The Corporation shall publish on the Corporation’s website the dates of the Annual meeting of Members of the Corporation and the Election Period at least three (3) months in advance of the Annual meeting of Members.
3.03 Election Officer.
The Chair of the Nomination Committee shall be the primary person responsible for overseeing the process for nominating and electing Directors and Officers (the “Election Officer”). The Election Officer shall carry outhis/her duties in accordance with this Policy and any other applicable polices or Election Rules.
SECTION 4 - NOMINATIONS PROCESS
4.01 Call for Nominations.
Each year there shall be a call to solicit names of individuals who are interested in becoming a Director or Officer of the Corporation (the “Call for Nominations”).
4.02 Applications of Nominees.
4.03 Close of Nominations.
4.04 List of Qualified Nominees.
4.05 List of Qualified Nominees.
The List of Qualified Nominees shall be made available to Members in the notice of the annual meeting of Members and may be made available earlier by other electronic means (e.g. on the Corporation’s website).
4.06 Report on Nominations Process.
Each year, the Board or the Governance Committee may provide a written report to the Nomination Committee that assesses the Board’s view as to the overall nominations and election process of that year. Any such report shall identify any issues ordeficiencies with respect to theoverall nominations and election process and include recommendations as to howsuch issues ordeficiencies can beaddressed in the following year. The Nomination Committee shall take into consideration any such report when recruiting and selecting Nominees for the next election of Directors and Officers.
SECTION 5 - ELECTIONS
5.01 Election Rules.
The election of Directors and Officers from the List of Qualified Nominees shall take place in accordance with By-law No.1of the Corporation. If taking place electronically, voting in the election may begin no more than seven (7) days prior to the annual Meeting of Members and shall remain open until no later than the close of the annual Meeting of Members (the “Election Period”).
5.02 Ranking of Elected Directors and Officers.
5.03 Election Results.
The results of the election of Directors and Officers shall be announced at the annual meeting of Members.