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About
Nastawgan Trails
Board
of Directors
Objects of Incorporation
Constitution
Bylaws
Nastawgan
Trails Inc. (NTI)
is a not-for-profit community based organization seeking charitable status.
It evolved from a public trails meeting hosted by the Ministry of Natural
Resources and Ontario Parks in the Temagami Welcome Centre on June 11,
1999. The MNR and OP guided a group of like minded individuals who created
Nastawgan Trails leading to incorporation on May 5th, 2000.
The MNR and OP played an instrumental role in the writing of the Nastawgan
Trails Inc. Objects
of Incorporation.
Volunteer
efforts and monthly meetings with
the MNR and our BOD have
resulted in the creation of the Constitution
and By-laws, a library, including
existing local studies and area trail
information,
membership in the Ontario
Trails Council, the
collecting of field
data, several organized
hikes to wild places, a successful 2001 AGM that
filled the diningroom at the Temagami Shores Inn, the processing
of a Charitable Status Application,
the creation of a membership database and
this website.
The Temagami
Land Use Plan is the basis for NTI trail
planning. This plan allows for extensive non-motorized trail
development. NTI is planning to inventory all existing non-motorized
trails, bush roads, locations having historical or heritage values
and other points of interest and then link them all together, by building
new trails, forming a continuous network.
The Temagami
area, which has 2400km. of interconnected canoe routes accessing
many short hiking trails, does not as yet have an extended
backpacking trail. The Temagami Land Use Plan has, as a strategy,
the creation of a non- motorized trail
corridor along the Lake Temiskaming
shoreline. Mountain biking and winter trails are also included
in our plan for the future that will make this area a world
class recreational destination.
The "usual suspects" at Low
Down Creek.
Photo: Murray Muir
NTI is becoming
a focal point for local trail users
through the organizing of hikes and other get togethers that create a social
climate, resulting in the sharing of
information, views and feelings. NTI allows for those many individuals,
long isolated in the backwoods, to speak with a common
(and loud) voice. This website will eventually contain a discussion
forum for the ideas and opinions of members and friends.
All comments submitted must be constructive,
based on fact or good reasoning and
be written in a manner that promotes cooperation and harmony.
If you feel
that NTI could be a place for you to hang your hat then please come
and join
us. We need volunteers to
organize and expand our library, collect and write up trails information,
co-ordinate fund raising activities, and to work at increasing our
membership.
All
are welcome
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The
Board of Directors
Jim Hasler (Director): Jim is a retired environmental
consultant.
Murray Muir (Director): Murray
has been exploring the Temiskaming outback since 1972. He is the
co-author of Discovering
Wild Temiskaming, One Day Adventures.
Heidi Buck (Director): A local resident and teacher.
Les Wilcox (President): Les
is a canoeist, canoe builder, guide, instructor, and a writer.
Cathy Wolfe (Secretary): Likes hiking.
Kathy Hakola (Director):
Nadia Pelletier-Lavigne (Treasurer)
Objects
of Incorporation
Nastawgan
Trails Inc. was incorporated on May 5th, 2000.
The following are its Objects of Incorporation.
(A) To
plan, establish, maintain and market a Temagami area trail network
which provides recreational
opportunities for non-motorized trail users in a manner which protects
the environmental
qualities and improves the social and economic conditions of the
Temagami area.
(B) The
backbone of this trail network will be based on a continuous trail
spanning the Temagami area, with possible linkages to other existing
or future trail networks.
(C) We
define the Temagami area as being bounded in the east by Lake Temiskaming
and the Ottawa
River, in the west by the Sturgeon River and the west Boundary
of Lady Evelyn - Smoothwater
Provincial Park, in the north by latitude N 47 degrees 40 minutes
excluding all developed areas and, in the south by latitude
N 46 degrees 35 minutes.
(D) To
acquire, accept, solicit or receive donations, grants, bequests
or any other real or personal property
for the furtherance of these objects.
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CONSTITUTION
1.0 Nastawgan Trails Inc.
2.0 Objectives
3.0 Definition of the Temagami Area
4.0 Membership and Partnerships
5.0 Board of Directors
6.0 Amendment of the Constitution
7.0 dissolution of Nastawgan Trails Inc.
1.0
Nastawgan Trails Inc.
Nastawgan
Trails Inc. is a not-for-profit corporation incorporated under the laws
of Ontario.
2.0
Objectives
It
is the objective of Nastawgan Trails Inc. to plan, establish, maintain,
and market a Temagami-area trail network. The backbone of this trail
network will be based on a continuous trail spanning the Temagami area,
with possible linkages to other existing or future trail networks. Such
a trail network will provide recreational and educational opportunities
for non-motorized trail users. It will also protect the environmental
qualities and improve the social, health, and economic conditions of
the Temagami area.
Further, it is the objective of Nastawgan Trails Inc. to acquire, accept, solicit,
or receive donations, grants, bequests, or any other real or personal property
for the furtherance of these goals and objectives, without gain for members.
Any monies are to be used exclusively to further these objects.
3.0
Definition of the Temagami Area
For
the purposes of Nastawgan Trails Inc., the Temagami area is bounded in
the east by Lake Temiskaming and the Ottawa River, in the west by the
Sturgeon River and the west boundary of Lady Evelyn-Smoothwater Provincial
Park, in the north by latitude 47 degrees 40 minutes (excluding all developed
areas), and in the south by latitude 46 degrees 35 minutes.
4.0
Membership and Partnerships.
Nastawgan
Trails Inc. is a membership-based organization. Any citizens, organizations,
businesses, and government bodies which espouse the objectives of Nastawgan
Trails Inc. are encouraged to become members. Nastawgan Trails Inc. will
endeavour to establish partnerships with First Nations, non-governmental
organizations, businesses, and all levels of government for the furtherance
of its objectives.
5.0
Board of Directors
As
outlined in the Bylaws, the business of Nastawgan Trails Inc. will be
directed by a Board of Directors as elected by the membership. The Board
of Directors will consist of two Officers, being the President and the
Secretary-Treasurer, and five Directors.
6.0
Amendment of the Constitution
Changes
to this Constitution must be ratified by a two-thirds majority of the Board
of Directors at a regularly scheduled Board meeting, providing that a Notice
of Proposed Amendment is given to all Officers and Directors as least thirty
days in advance. Such an amendment must be approved by a two-thirds majority
of the membership present at a General Meeting of the membership,
provided that a Notice of Proposed Amendment is provided to the
membership with the notice of the meeting, at least thirty days in advance.
7.0
Dissolution of Nastawgan Trails Inc.
Nastawgan
Trails Inc. may be dissolved by a two-thirds vote of the Board of Directors
at a regularly scheduled Board meeting, providing that a Notice of Proposed
Dissolution is given to all Officers and Directors at least thirty days
in advance. Such a motion must be approved by a two-thirds majority of
the membership present (including proxies) at the next General Meeting
of the membership, providing a Notice of Proposed Dissolution is mailed
to the membership with the notice of the meeting, at least thirty days
in advance. Should Nastawgan Trails Inc. cease to exist, any proceeds
remaining will be given to another non-profit organization deemed appropriate
by the Board of Directors.
First Amendment
3.0 Definition of the Temagami Area
For the purposes of Nastawgan Trails Inc., the Temagami area is bounded
in the east by Lake Temiskaming and the Ottawa River, in the west by
the Sturgeon River and the west boundary of Lady Evelyn-Smoothwater Provincial
Park, in the north by latitude 47 degrees 40 minutes ......(excluding
all developed areas),deleted....... and in the south by latitude 46 degrees
35 minutes.
4.0 Membership and Partnerships.
Nastawgan Trails Inc. is a membership-based organization. Any persons,
organizations, businesses, and government bodies which espouse the
objectives of Nastawgan Trails Inc. are encouraged to become members.
Nastawgan Trails Inc. will endeavour to establish partnerships with
First Nations, non-governmental organizations, businesses, and all
levels of government for the furtherance of its objectives.
5.0 Board of Directors
As outlined in the Bylaws, the business of Nastawgan Trails Inc. will
be directed by a Board of Directors as elected by the membership. The
Board of Directors will consist of two Officers, being the President
and the Secretary-Treasurer, and eight Directors.
6.0 Amendment of the Constitution
Changes to this Constitution must be ratified by a two-thirds majority
of the Board of Directors at a regularly scheduled Board meeting, providing
that a Notice of Proposed Amendment is given to all Officers and Directors
as least thirty days in advance. Such an amendment will be effective
immediately but may be revoked as may any provisions passed pursuant
to the amendment in question by a two-thirds majority of the membership
present at the next General Meeting of the membership, provided that
a Notice of Proposed Amendment is provided to the membership with the
notice of the meeting, at least thirty days in advance.
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BYLAWS
1.0 General Meetings of the Membership
2.0 Board of Directors
3.0 Officers and Directors
4.0 Fiscal Year
5.0 Changes to the Bylaws
1.0
General Meetings of the Membership
1.1 Annual
General Meeting
Nastawgan Trails' Annual General Meeting (hereafter known as the "AGM")
will be held in the Temagami area, at a location chosen by the Board
of Directors,
in November of each year. Notice of the time, the location, a proxy form, and
the agenda of the AGM will be given to the membership by mail at least thirty
days in advance.
1.2 Special General Meetings
Special General Meetings of the NTI membership may be held at any time chosen
by the President, providing that notice of the time, the location, a proxy form,
and the agenda is given to the membership by mail at least thirty days in advance.
1.3 Quorum at General Meetings
A quorum at General Meetings will consist of half the membership plus one, proxies
included.
1.4 Voting and Proxies
Each member of NTI has one equal vote at a General Meeting. Members of NTI who
are unable to attend a General Meeting may vote by proxy in the Board of Directors
election and on any other matters arising at the General Meeting. Those wishing
to vote by proxy are required to fill out and sign a proxy form, to be included
with the notice of the General Meeting.
1.5 Order of Business at the AGM
The following is the order of business at the Nastawgan Trails Inc. AGM:
1. Proof of proper notice of meeting;
2. Reading of minutes of last AGM;
3. President's Report;
4. Secretary-Treasurer's Report;
5. Election of Officers and Directors;
6. Committee Reports;
7. Other Reports;
8. Other Business.
1.6 Election of Officers and Directors
The NTI membership will elect the Board of Directors at the AGM. Officers to
be elected include the President and the Secretary-Treasurer. There are five
Directors to be elected. NTI members who wish to stand for election to the Board
of Directors must be nominated in writing by a member of NTI prior to the AGM.
A Board member who is not standing for re-election will chair a nominating committee,
to be responsible for the fair conduct of the election.
1.7 Resignation of Officers and Directors
NTI Officers or Directors may resign upon written notification presented to a
meeting of the Board of Directors.
2.0
Board of Directors
2.1 Role of the Board of Directors
The board of Directors (hereafter known as the "Board") consists of two officers,
being the President and the Secretary-Treasurer, and five Directors. The Board
may adopt any rules and regulations for the conduct of their meetings and the
management of Nastawgan Trails Inc. that further NTI's objectives and are consistent
with the laws of Ontario.
2.2 Meetings of the Board of Directors
There
will be a minimum of ten board meetings per year held at the discretion
of the board. Board
members unable to attend in person may participate by phone, fax, mail
or email.
2.3 Special Meetings of the Board of Directors
The President may call special meetings of the Board whenever he or she wishes,
or whenever requested to do so by any three Board members, to be held at a time
and location chosen by the President, providing three business days notice is
given to each Board member. In case all Directors are present, or consent orally
or in writing, a meeting of the Board of Directors may be held at any time without
any previous notice of meeting. In the absence, inability, or refusal of the
President to act, a special meeting of the Board may be called by any three Board
members. It is the responsibility of the Secretary-Treasurer to inform each member
of the Board at least three business days prior to such meetings.
2.4 Quorum at Board Meetings
Quorum at Board meetings if four. Any Board member who cannot attend a meeting
must notify the facilitator at least forty-eight (48) hours in advance. If the
facilitator feels that quorum will not be met, he or she may cancel the meeting.
2.5 Meeting Facilitation
Each meeting of the Board of Directors will be facilitated by an Officer or Director,
to be chosen by consensus at the end of the previous Board meeting. The Facilitator
will be responsible for seeing that the affairs of the meeting are conducted
in an efficient and professional manner.
2.6 Official Spokesperson
From time to time, the Board may appoint an Official Spokesperson to represent
the views of Nastawgan Trails Inc. to the media, at negotiations, or in any other
circumstance.
3.0
Officers and Directors
3.1 Role of the President
The President must, at all times, act and abide by the goals and objectives of
Nastawgan Trails Inc. The President will provide direction and leadership for
all aspects of NTI activities. He or she will see to it that all business of
NTI is conducted in a proper and efficient manner, and in particular will:
Chair the Annual General Meeting;
Represent NTI at functions which concern the business of NTI;
In the absence, inability, or refusal of the Secretary-Treasurer to perform his
or her duties, the president will perform all duties of that office until an
Acting Secretary-Treasurer is appointed by the Board.
3.2 Role of the Secretary-Treasurer
The Secretary-Treasurer must, at all times, act and abide by the goals and objectives
of Nastawgan Trails Inc. The Secretary-Treasurer will be responsible for the
keeping of all the funds of NTI, and, in particular, will:
1. At all reasonable times exhibit the books and accounts to any Board member;
2. Give bonds for the faithful performance of his or her duties as the Board
may decide.
3. Be responsible for preparing the agenda and minutes for each meeting of the
Board of Directors, and for the AGM;
4. Keep all books required to be kept under the provisions of the laws of Ontario;
5. Keep a record of any changes made to the Constitution and Bylaws by the Board,
and amend them accordingly; and
6. In the absence, inability, or refusal of the President to perform his or her
duties, the Secretary-Treasurer will perform all duties of that office until
an Acting President is appointed by the Board.
3.3 Role of Directors
The Directors must, at all times, act and abide by the objectives of Nastawgan
Trails Inc. The five Directors are responsible for providing direction and leadership
in all aspects of NTI activities.
3.4 Continuity in the Board of Directors
A maximum of four members of the Board of Directors will be replaced at an AGM
in order to provide continuity from one Board to the next. There will be an election
for the President, the Secretary-Treasurer, and two of the five Directors at
each AGM. No Director will sit on the Board for more than three years without
being re-elected by the membership.
3.5 Portfolios
Each Officer and Director will be responsible for a portfolio, and will chair
a committee overseeing that portfolio. The Board has the authority to create
portfolios as it sees fit. All NTI members are encouraged to sit on and participate
actively in NTI committees.
3.6 Consensus and Voting
Decisions to be made by the Board should be arrived at through consensus. Failing
consensus, decisions will be made by a majority vote. Each Officer and Director
will have one equal vote. Any Board member may request a recorded vote, to be
called in alphabetical order. Board members may vote by phone, or by proxy.
3.7 Payment of Monies
All cheques, drafts, notes, and orders for the payment of monies will be signed
by any two of the following: President, Secretary-Treasurer, and one Director
as appointed by the Board.
3.8 Appointment of Officers and Directors
The Board has the authority to appoint Officers and Directors between Annual
General Meetings in order to fill vacant positions. Appointed Officers and Directors
must be elected to the Board at the next AGM if they wish to retain their position.
3.9 Termination of an Officer or Director
Actions of each Officer and Director must, at all times, be in line with the
objectives of NTI. Further, no Officer or Director will miss three consecutive
regular Board meetings without written explanation to be submitted to the Board.
Failure to fulfill these responsibilities may result in the Officer's or Director's
term being terminated at the discretion of a two-thirds majority of the remainder
of the Board.
4.0
Fiscal Year
The fiscal year for NTI shall be January 1 to December 31.
5.0
Changes to the Bylaws
Changes to the Bylaws are to be accomplished through consensus of all members
of the Board of Directors at a regularly scheduled Board meeting, providing Notice
of Proposed Amendment has been given at the previous regular Board meeting. Failing
consensus, changes must be approved by a two-thirds vote of members present,
including proxies. Changes to the Bylaws must be ratified by a two-thirds majority
of the membership present, including proxies, at the next scheduled AGM, providing
that a Notice of Proposed Amendment is mailed to the membership with the notice
of the meeting, at least thirty days in advance.
First Amendment
1.3 Quorum at General Meetings
A quorum at General Meetings will consist of half the members present
plus one, proxies included.
1.5 Order of Business at the AGM
1.5.2 Reading and acceptance of minutes of last AGM;
1.6 Election of Officers and Directors
The NTI membership will elect the Board of Directors at the AGM. Officers
to be elected include the President and the Secretary-Treasurer. There
are eight Directors to be elected. NTI members who wish to stand for
election to the Board of Directors may be nominated in writing by a member
of NTI prior to the AGM or may be nominated or announce his/her candidacy
at the AGM. A Board member who is not standing for re-election will chair
a nominating committee, to be responsible for the fair conduct of the
election.
1.7 Resignation of Officers and Directors
NTI Officers or Directors may resign upon written notification presented
to the President, Secretary/Treasurer or the Board of Directors. Upon
resignation all pertinent documents and property will be deposited with
the Board.
1.8 The affairs of Nastawgan Trails Inc. will be carried out
in accordance with Robert’s Rules of Order.
2.1 Role of the Board of Directors
The board of Directors (hereafter known as the "Board") consists
of two officers, being the President and the Secretary-Treasurer, and
eight Directors. The Board may adopt any rules and regulations for the
conduct of their meetings and the management of Nastawgan Trails Inc.
that further NTI's objectives and are consistent with the laws of Ontario.
2.4 Quorum at Board Meetings
Quorum at Board meetings is half the active Board members plus one.
Any Board member who cannot attend a meeting should notify the facilitator
at least forty-eight (48) hours in advance. If the facilitator determines
that quorum will not be met, he or she may cancel the meeting.
3.2 Role of the Secretary-Treasurer
The Secretary-Treasurer must, at all times, act and abide by the goals
and objectives of Nastawgan Trails Inc. The Secretary-Treasurer will
be responsible for the accounting of all the assets of NTI, and, in particular,
will:
3. Be responsible for preparing the agenda and minutes for each meeting
of the Board of Directors, the AGM and special meetings of the Board
or Membership;
3.3 Role of Directors
The Directors must, at all times, act and abide by the objectives of
Nastawgan Trails Inc. The eight Directors are responsible for providing
direction and leadership in all aspects of NTI activities.
3.4 Continuity in the Board of Directors
A maximum of five Officers and Directors will be replaced at an AGM,
excluding additional vacancies, in order to provide continuity from one
Board to the next. No Officer or Director will sit on the Board for more
than three years without being re-elected by the membership.
3.9 Termination of the tenure of an Officer or Director
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