1 This Club shall be known as the Winnipeg Robert Burns Club No. 197

2 The aims of this club shall be to perpetuate the memory of Robert Burns and to encourage the study of the Poet’s life and works, also to encourage and advance the cultural and educational aspects of Scottish Literature, Arts, Music, Folklore, and History.

3 The organization shall be carried on without purpose of gain for its members and any profits shall be used in the promotion of its objects.

4 The organization shall maintain a policy of open transparency in all transactions

1 There shall be, for the purpose of this constitution, four types of meetings:

2 Luncheon and Annual General Meetings shall be open to all members and other interested individuals. Only members in good standing may vote on any question arising during said meetings.

3 Executive Board Meetings shall be open only to members of the Executive Board as defined by Article 4, except where authorized by the President.

4 Committee Meetings shall be open to Members of the Committee, and any other member of the club, if authorized by the Chairman.

1 The membership shall consist of three classes - Honorary, Active, and Associate Members. All admirers of Robert Burns, Scottish Literature, Arts, Music, Folklore and History, irrespective of ethnic origin, race, colour, or creed shall be eligible for membership.

2 Active members shall pay Annual Dues as prescribed by the Board from time to time.

1 The Board shall be comprised of:

A) The Officers; specifically

1) The President

2) The 1^st Vice-President

3) The 2^nd Vice-President

4) The Treasurer

5) The Secretary

6) The Chaplain

7) The Immediate Past President

B) Three Active Members to be called Directors

C) Any Past President who remains an Active, Honourary or Associate Member is entitled to attend, at their pleasure, all Executive Meetings having full voice and vote; is entitled to receive notice of all such meetings and receive minutes of all such meetings, unless they so decline in writing.

2 No member of the Board as defined under 1A or may hold more than one such position.

3 Quorum shall be defined as five, where a minimum of three are members of the Board as defined under 1A or 1B.

4) The Board shall be empowered to handle all Club business and report thereon to the Luncheon Meetings and Annual General Meeting.

5) The Signing Officers for disbursement shall be the President, the First Vice President, the Secretary and the Treasurer; any two of whom are qualified to sign cheques.

6 The fiscal year shall be from the first of October to the thirtieth of September. The Annual General Meeting shall be held on the third Saturday in April.

The President shall Preside at all Executive Board and Luncheon Meetings as well as the Annual General Meeting, preserve order, put questions, and declare decision. The President shall vote on any question only in the event of a tie. The President shall provide general leadership and be “ex-officio” a member of all committees. The President shall appoint Chairmen of all committees such as: Annual Burns Supper, Constitution, Fundraising, Health of Members, Library, Programme and Entertainment, Phoning committee, and Social Events, and may suggest members of such committees.

In the absence of the President, the First or Second Vice President shall take the chair and perform all duties that would devolve upon him or her. In the absence of the President and both Vice-Presidents, a Past President shall take the chair and perform all duties aforesaid.

The Treasurer shall have custody of all monies and securities of the Club and deal with a chartered bank or other similar institution.. Club securities shall be placed in a safety deposit box in the same institution at the club’s expense. The treasurer shall keep accounts of receipts and disbursements in book provided for that purpose. Board members shall be entitled to access these books. The books shall be audited on an annual basis. An alphabetical list of members, and their addresses, and phone number and email l address, where such is available shall be kept by the Treasurer. Payment of all annual dues shall be made to the Treasurer for deposit. All expenditures must be authorized by the Board and a Report made to the Board on all transactions monthly. Copies of the Report to be made available to each member of the Board present at the Board Meeting prior to the luncheon meeting. On vacating office the Treasurer shall immediately hand over all funds, securities, books and other property to the successor.

The Secretary shall have custody of all records, journals and files, keep an accurate typed record of all proceedings at meetings in chronological order in a loose-leaf minute or proceedings binder and make copies of these records available to the members of the Executive Board present at the subsequent meeting. The Secretary shall also sign all certificates with the President, conduct all correspondence, retain and answer all such correspondence in a timely manner; send out notice of meeting; prepare an agenda for all meetings of the executive board, to be approved, and amended as necessary, by the board; keep the president informed of all unfinished business arising out of previous minutes; make appropriate news releases to the media, prepare a report for submission to the Annual General Meeting, keep a record of Deceased Members in the Club’s Minute book. On vacating office the Secretary shall immediately hand over Club property to the incoming Secretary.

As a member of the Board he may give advice on any subject relating to its actions, as well as the spiritual and religious welfare of the Club and perform any other duties pertaining the duties to the office. He may arrange a “Divine Service” to be held each year, and will arrange a “Memorial Service” each year, normally on the Sunday closest to the anniversary of the death of Robert Burns, at his statue on the Legislative Building grounds in Winnipeg.

Shall be elected for a two-year term and be eligible for re-election.

1 The Board shall be entrusted with the discharge of all business of the Club. No indebtedness shall be made and no payment made without its sanction. No member of the board shall be empowered to spend more than $100.00 without prior sanction of a majority of all board members. All obligations of the Club shall be submitted to the Board for consideration. The Board shall meet at such time and such place as it deems advisable. The Board may appoint any committee deemed advisable and delegate to them powers necessary. In case of death, resignation or removal of any Officer, the Board shall choose a member to fill the vacancy until the next election.

2 The Board shall hold a Robert Burns Supper annually, preferably on January 25^th or the closest convenient date. This function shall take such form as the Board decides.

3 The Board shall appoint two members to act as Auditors as per Article 7. The Board may appoint any member except for the President, the incoming and outgoing Treasurer and the incoming and outgoing Secretary.

4 The Board may, at its discretion, appoint a member to be officially designated as: Club Piper.

5 The Board, may, at its discretion, and by a two-thirds vote, remove any Officer or Director as enumerated in Article 4 1A and B, with the exception of The Immediate Past President who:

A) Acts in such a manner as to bring discredit to himself or the club.

B) Fails to remain a Member in Good Standing for a period of three months or more.

C) Is absent from three (3) consecutive Executive Meetings without good cause.

This meeting shall be held on the Third Saturday in April

Order of Business

This constitution may be amended by a written “Notice of Motion” at a luncheon Meeting and presented to the next or subsequent meeting for disposal.

A two-thirds majority shall be required to amend this Constitution.

Any question not covered by this Constitution shall be decided by reference to “Bourinot’s Rules of Order” or Beauchesne’s Rules of Parliamentary Procedure.

All members shall be given a copy of this Constitution.

As revised April 18, 2009