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HomeMy WebLinkAbout2011-106THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON By -Law 2011 -106 Being a bylaw to establish a Municipal Services Board to provide social and recreational opportunities to the Older Adults of Clarington through the operation of the Clarington Older Adult Centre and to repeal By -law 2001 -216. WHEREAS Section 196 of the Municipal Act, 2001 authorizes the Council of a Municipality to establish Municipal Services Boards; AND WHEREAS Section 198 of the Municipal Act, 2001 provides that a municipality may give a Municipal Services Board the control and Management of such services and activities of the municipality as the municipality considers appropriate and shall do so by delegating the powers and duties of the municipality to the Board. NOW THEREFORE the Council of the Corporation of the Municipality of Clarington HEREBY ENACTS as follows: 1. Location: THAT the building and grounds at 26 Beech Avenue, in the Municipality of Clarington (Town of Bowmanville) will be known as the Clarington Beech Centre; 2. Board of Management: The name of the organization shall be "CLARINGTON OLDER ADULT CENTRE BOARD" (COAC Board) previously known as `The Clarington Older Adult Association' (COAA). This latter name may continue to be used as a general descriptor for and by the membership. a) Composition THAT the CLARINGTON OLDER ADULT CENTRE BOARD shall be established to manage the Clarington Beech Centre and related satellite programs: The affairs of the organization shall be governed by a board of up to 11 directors, one of whom shall be the immediate Past President. If there is no past President or if the immediate past President ceases to be a member of the COAC Board or chooses not to be a director, the board shall consist of up to ten directors. Two of the directors will be Council members appointed by the Municipality of Clarington. The Community Services Department shall assign a representative whom will act as a staff liaison to the Clarington Older Adult Centre Board. As the Municipal staff liaison this individual will attend Board meetings as a resource person and a non - voting participant. The Clarington Older Adult Centre Board Executive Director is an employee of the Board whom is expected to attend Board meetings as a non - voting participant. The Board is accountable to Council for all aspects of operating, capital and legal operations. The Board will at all times act in accordance with any and all legislation affecting the Board, its employees, its operations and all its actions. 1 of 6 b) Election Process & Termination Each director shall; i) be a member; ii) support the objectives of the COAC Board, iii) not be an un- discharged bankrupt or a mentally incompetent person; and iv) meet the criteria set out in Section 6.02, 6.04 and 9.01 of the Clarington Older Adult Centre Board By -law No. 1. If a person ceases to be qualified by the COAC By -law criteria set out in 6.02 (a), 6.04 and 9.01 therein, that person ceases to be a director. The members of the COAC Board may, by resolution passed by at least two thirds of the votes cast at a general meeting of which notice specifying the intention to pass such resolution has been given, remove any director before the expiration of his /her term of office and may, by majority of the votes cast at such a meeting, elect any member in his or her stead. Any individual interested in being nominated as a director to the Clarington Older Adult Centre Board should have been a member of the COAA for a minimum period of one (1) year preceding the nomination process. All members of the Board except the two municipal representatives shall be elected by the membership at the annual general meeting of members, each for a two -year term for a maximum of six (6) years. The two -year terms shall be staggered so that half of the board shall stand for election annually. Vacancies shall be filled by resolution of the Board as required. In the event a director does not complete the two -year term, a new director may be appointed for the remainder of the unfinished term. This new director shall then be deemed to complete the remainder of the available term. Written nominations accompanied by a resume moved and seconded by three members, shall be submitted, in a sealed envelope, to the chair of the nominating committee at least one month (30 days) prior to the annual meeting. The nominating committee will open the nominations after the closing date to receive nominations. All nominees meeting qualifying criteria shall be on the ballot for the annual meeting. No nominations will be accepted from the floor at the general meeting. Members must be in attendance at the annual general meeting to cast a ballot. No proxy votes will be accepted. c) Vacancy Any changes to the Board composition /membership will be forwarded to Council for ratification of the new member appointment in accordance with the Municipal Act as soon as reasonably possible. d) Remuneration The directors shall serve as such without remuneration, excluding Clarington Older Adult Centre Board expenses. A director may be paid for pre- approved instructor fees relating to course instruction costs that he or she may teach to members of the COAC Board. e) Quorum A majority of the members of the Board shall constitute a quorum. 2 of 6 3. Conflict of Interest A director shall declare a conflict of interest if he /she or any member of his /her family has a pecuniary or personal interest in a matter before the board. The director shall disclose the reason for the conflict and at the discretion of the board will absent him /her from voting and /or the meeting. The conflict of interest and any subsequent action by the board will be recorded in the minutes of the meeting. The Board shall be governed by the Municipal Conflict of Interest Act. No employee or member of Council shall have any contract, other than employment, with the Board or have any pecuniary interested direct or indirect in any contract work relating to the operations or functions of the Board. 4. Purchasing and Contracts a) Procurement In accordance with the Municipal Act Section 270 (2) the Board shall by resolution, adopt procurement policies. The Municipal purchasing by -law may be used as adapted by the Board to the specific requirements of the Beech Centre. b) Contracts /Agreements /Leases Other than for normal operating or Administrative processes, the Board will not enter into any contract, or agreement which has the potential to commit funds, oblige, or encumber the Municipality without prior written Council approval, or specific approval detailed by resolution in the annual budget process. 5. Board Mandate Subject to such limitations and restrictions as Council may from time to time impose by bylaw or resolution, the Board may: a) Meeting Fix the times and places for meetings of the Board and the mode of calling and conducting the meetings and make regulations governing the conduct of its members and employees. b) Chair /Committees Elect a President, Vice President, 2nd Vice President, Treasurer, Secretary and committee chairs as determined necessary by the Board, all of whom shall hold office at the pleasure of the Board or for such period as the Board may prescribe. c) Employment (Hire & Termination) Employ such full time and part time persons, prescribe their duties and fix their salaries and other benefits of employment as the Board considers to be necessary and appropriate, provided that: (i) Salaries, Benefits, and Performance Appraisals: The Board shall by resolution, adopt hiring policies with respect to hiring of its employees and shall be responsible to abide by all applicable laws governing employment practices. (ii) COAC employees are not considered Municipal employees, or have any claim on the Municipality for any employment actions or decisions by the Board or its Employees. Annual Board recommended increases for salary or performance that are within the Council approved budget, will only need to be detailed in the budget estimates, for approval. 3 of 6 d) Hours of Operation Fix the hours when the Clarington Beech Centre shall be open to the public and required payment of fees or charges for admission thereto or the use thereof and prescribe such fees and charges. e) Admission Adopt policy for rules for the use of the Centre and for the admission thereto or the use thereof and prescribe such fees and charges. f) Sales Sell within the Centre souvenirs, crafts, baked goods and refreshments at such prices as the Board may decide. g) Publications Produce, copy and distribute publications and documents related to the older adults of the Municipality. h) Volunteer Groups Encourage and develop volunteer groups to assist in the further development of the Clarington Older Adult Centre Board matters within the Municipality. 6. Meetings a) Public The meetings of the Board shall be open to the public, in accordance with Section 239(2) of the Municipal Act and no person shall be excluded there from except for improper conduct. b) Records The Board shall keep minutes of its meetings and all books papers and documents used in and pertaining to the business of the Board and all such minutes, books, papers and documents shall be open to the members of Council and to any other person or persons appointed for that purpose by Council in accordance with the Municipal Freedom of Information and Protection of Privacy Act. The minutes of all Board meetings are to be submitted to the Municipal Clerk within ten (10) business days following the meeting. 7. Finance a) Budget The Board shall on or before the 1 st day of February in each year prepare and submit to Council an estimate of its financial requirements for the ensuing financial year and the Municipal Director of Finance shall pay to the Board out of the moneys appropriated for it by Council such amounts as maybe requisitioned from time to time or shall pay the accounts approved by the Board directly in respect to and to the limitations of the approved budget revenues and appropriation. The Board will only use those funds for the purposes indentified in its estimate of its financial requirements approved by Council b) Debt The Board shall not incur any debt or long term financial obligation without the prior written approval of Council. 8. Donations The Board shall keep distinct and regular accounts of its receipts (including any private donations received by it and the terms, if any, upon which such donations were made) payments credits and liabilities. All receipts for tax purposes must be issued in accordance with the requirements of the Canada Revenue Agency. a WA Me The accounts and transactions of the Board shall be audited by the Municipal Auditor in the same manner as the accounts of the Municipality and all minutes, books, records, documents, transactions, accounts and vouchers of the Board shall be open to the Auditor's inspection at all times. Immediately after its accounts and transactions have been audited the Board shall submit the audited statement together with an annual report of its affairs to Council. 10. Centre Development Fund The Board may, with the approval of Council, establish a Centre Development Fund, into which donations and net revenues, if any, may be placed for future Centre development projects and may apply any private donations in such manner as it deems advisable but not inconsistent with the terms upon which any amount was donated. Any funds intended for purposes beyond the calendar year will be automatically turned over to the Municipality prior to December 31St of the year of receipt of funds, for deposit into Municipal accounts identified for Clarington Older Adult Centre Board purposes with the exception of the funds required by the Board for on -going operational requirements, and will be maintained by the Municipality's Director of Finance. Original documents will be turned over to the Municipality upon receipt by the Board. The Board will notify the Director of Finance of all such funds received and the Director of Finance will provide a status report semi - annually on reserve fund activities. 11. Assets A physical or tangible asset used, assigned, donated or acquired by the Board is the property of the Municipality. Any Asset acquired must be registered with the Municipality immediately upon receipt. 12. Legacy Funds All legacy funds are to be forwarded within 10 business days after receipt by the Clarington Older Adult Centre Board, to the Municipality along with all original documentation supporting such bequests. Funds will be invested on the Clarington Older Adult Centre Board's behalf and accessible by request of the Board, based on the specific requirements of the will or based on Council's approval of projects identified for the use of such funds, as applicable. 13. Insurance and Risk Management As the Board is a Board of Council, insurance protection is provided to the Board, its employees, and volunteers under the Municipality's Master Insurance Policy terms and conditions. The Board or its employees shall forward to the Director of Finance appropriate documentation of all claims or potential claims. The Board shall undertake all its activities keeping in mind general risk management practices in order to prevent or minimize claims, injuries or damages. 5 of 6 14. Clarinaton Beech Centre The Board shall provide daily maintenance from an operational perspective including but not limited to custodial care, snow clearing and elevator maintenance, and in consultation with the Director of Operations, plan and provide for any internal improvements to the building. The Municipality is responsible for the building envelope and physical plant through its annual budget process. The Board or its employees shall not physically alter or contract to alter any physical aspect of the building or grounds without written approval of the Municipality. The Board will be responsible to ensure the well being and safety of their staff, volunteers and public while the Building is in use. By -Law #2001 -216, is hereby repealed. BY -LAW passed in open session this 5th day of December, 2011. Adrian - Foster, Mayor r fd t v .✓ C. Anne Greentree, Deputy Clerk :1