CANADIAN ASSOCIATION OF STAND-UP COMEDIANS
CONSTITUTION AND BYLAWS
Article I – NAME
1. The name of the Association shall be the Canadian Association of Stand-up Comedians (CASC), hereinafter referred to as “the Association”.
Article II – OBJECTIVES
1. The objectives of the Association (the “Objectives”) shall be: to elevate stand-up comedy to a recognized art form in Canada;
- to increase awareness and facilitate education on issues that affect stand-up comedians (and their related industry) in Canada;
- to foster positive relations between stand-up comedians and Canadian comedy producers; and
- to assist Canadian stand-up comedians to be as successful as possible.
Article III MEMBERSHIP
1. The Association shall consist of regular members and such other classes of membership as designated by the Executive Committee from time to time, and approved at the Annual General Meeting (as defined herein) of the Association.
2. A membership year shall run from September 1 to August 31 (“Membership Year”).
3. All members of the Association (each a “Member” and collectively, “Members”) shall be persons whom:
- have publicly performed as a stand-up comedian;
- identify as a stand-up comedian;
- support the Objectives of the Association;
- are Canadian citizens, or landed immigrants; and
- have registered with the Association.
4. Members shall be entitled to attend meetings of the Association, including: (i) Executive Committee meetings (unless the Executive Committee is unable to meet in person), at which Members will have no voting privileges, unless otherwise set out herein; (ii) all General Meetings, at which Members will have voting privileges, and shall be eligible for election to office in the Association; and (iii) all standing committee meetings.
Membership registration will be recorded by the Treasurer upon their receipt of the full name, e-mail address and postal code of the primary residence of any qualified applicant.
Each Member shall have active membership status on an ongoing basis, until such time as such membership is terminated by written notice to the Treasurer, or as otherwise provided herein.
Any discrepancies with respect to a Member’s status as satisfying membership criteria shall be discussed at the soonest possible General Meeting (as defined herein), at which the Executive Committee (as defined herein) has the authority to terminate such Member from the Association, and any respective vote, effective immediately.
1. The business of the Association shall be conducted and managed by an executive committee (the “Executive Committee”) and shall be in accordance with the Objectives.
2. The Executive Committee shall consist of the following officers (“Officers”)
- the President;
- the 1st Vice-President;
- the 2nd Vice President;
- the Treasurer; and
- the Secretary
any three (3) of which shall constitute a quorum.
3. The term of office for each member of the Executive Committee shall be two (2) consecutive Membership Years in the same position, unless extended by approval of the Executive Committee.
4. A position on the Executive Committee is automatically vacated either by disability, by written resignation to the Secretary, or if the member misses three (3) consecutive Executive Committee meetings without providing reasonable explanation for the absences.
5. Officers may be removed from office for just cause after due process and by affirmative vote of two-thirds (2/3) of the members of the Executive Committee.
Section 2 – DUTIES OF OFFICERS
1. The President shall preside at all meetings of the Association and of its Executive Committee. In the absence of the President, the duties of the President shall be carried out by the 1st Vice-President.
2. The 1st Vice-President shall act in the absence of the President, and perform other duties as assigned by the Executive Committee.
3. The 2nd Vice-President shall perform duties as assigned by the Executive Committee.
4. The Treasurer shall supervise the collection of, and keep on deposit, the funds of the Association; keep full, correct and clear record of the financial transactions of the Association, supporting all disbursements with proper vouchers; see that the funds of the Association are disbursed as directed by the Executive Committee; prepare a statement and submit it to the Executive Committee for presentation at the Annual General Meeting of the Association; and maintain a register of all Members of the Association.
5. The Secretary shall keep a record of minutes of the proceedings of Association meetings (such minutes to be made available to all Members) and shall have custody of all books, records and papers of the Association, except such as shall be in the custody of other persons authorized to have possession by resolution of the Executive Committee.
Section 3 – APPOINTMENT OF COMMITTEES
1. The Executive Committee shall have the power to appoint and terminate both standing and ad hoc committees.
2. Committee membership shall terminate at the end of the then current Membership Year unless extended by the Executive Committee.
3. Subject to subsection 3(5), standing and ad hoc committee membership is open to all Members and those who sign up to sit on such a committee determine its respective Chairperson by majority vote, or as determined by the President in the event of a tied vote.
4. Committee reports are to be submitted to the Secretary from time to time and/or when requested by the Executive Committee. If submitted, such reports shall be made available to all Members at the next General Meeting.
5. The following standing committees shall exist on an ongoing basis unless terminated by the Executive Committee:
- Industry Advisory Committee: which shall consist of (A) one (1) Member, appointed by the Executive Committee to serve as Chairperson; and (B) a minimum of two (2) non-Member industry stakeholders, approved by the Executive Committee (the “Advisors”) who offer expertise and knowledge to help guide the Association in its pursuits. The Advisors shall be consulted from time to time, as needed, and will be recognized publicly by the Association. For clarity, Advisors are not required to attend meetings.
- Membership and Elections Committee: which shall consist of (A) all Officers; and (B) at least two (2) non-Executive Members. This Committee actively generates awareness for membership registration in the stand-up comedian community and is responsible for organizing and running elections leading up to and at the Annual General Meeting.
Article V – MEETINGS
Section 1 – ANNUAL GENERAL MEETING
- An annual general meeting of the Association shall be held once per Membership Year (“Annual General Meeting”), each upon a date fixed by the Executive Committee.
Section 2 – GENERAL MEETINGS
1. Additional general meetings (each, a “General Meeting”) may be held in any Membership Year at the discretion of the Executive Committee. The date of each, if any, shall be fixed by the Executive Committee.
Section 3 – NOTICE OF MEETINGS
1. Notice of the Annual General Meeting, and any General Meeting, if applicable, shall be in writing or by e-mail to all Members at least 14 days in advance of the meeting.
Section 4 – QUORUM
1. A quorum at the Annual General Meeting or any General Meeting shall be Ten Percent (10%) of the Association membership.
Section 5 – VOTING
1. Any question posed for the consideration of the membership at a meeting of the Members shall be determined by a majority of the votes cast by Members entitled to vote at such meeting. Each Member is entitled to one vote and the President shall have the casting vote in the case of an equality of votes.
Section 6 – ATTENDANCE
1. All meetings must be held in a publicly accessible location. Members may attend either in-person or via any suitable electronic medium (i.e., smartphone, FaceTime, Skype, etc.).
Article VI – ELECTIONS
1. Officers are elected by a simple majority of Members in good standing in attendance at the Annual General Meeting.
2. The Executive Committee shall request nominations in writing from all Members for such positions of Officers in the Association due to fall vacant at the next Annual General Meeting.
3. Valid nominations shall be sponsored by two (2) Members, shall be submitted in writing to the Executive Committee, and shall include the nominee’s written consent to stand for election.
4. If a vacancy occurs in the Executive Committee, the remaining members of the Executive Committee, by majority vote, or as determined by the President in the case of a tied vote, shall invite an eligible Member to serve out the elected term of office.
Article VII – EXECUTION OF DOCUMENTS
1. Contracts, documents or any instruments in writing requiring the signature of the Association, shall be signed by the President and another Officer and all contracts, documents and instruments in writing so signed shall be binding upon the Association without any further authorization or formality. The Executive Committee shall have power from time to time by resolution to appoint an Officer or Officers on behalf of the Association to sign specific contracts, documents and instruments in writing.
Article VIII – AMENDMENTS TO THE CONSTITUTION OR BYLAWS
Section 1 – AMENDMENTS
- Notice of proposed amendments recommended by the Executive Committee, or petitioned by a minimum of ten percent (10%) of the Members of the Association at least six (6) weeks before the start of the next Annual General Meeting, shall be sent to each Member at least one (1) month before the date of such meeting. The notice shall indicate the time and place of the next meeting where the proposed amendments will be discussed and voted upon.
Section 2 – MAJORITY
1. A two-thirds (2/3) majority vote of those in attendance shall be required to approve any amendment.
Article IX – BYLAWS, RULES AND REGULATIONS
1. The Association may devise and give effect to such Bylaws, Rules or Regulations as may be requisite for its governance, provided they are consonant with the principles embodied in this Constitution.
2. Such Bylaws, Rules or Regulations shall be reviewed every three years and amended as necessary at the Annual General Meeting of the Association.
BYLAWS, RULES AND REGULATIONS
Article 1 – EXECUTIVE COMMITTEE
Section 1 – MAIL
1. The mailing address of the Association shall be TBD.
Section 2 – MEETINGS
1. The Executive Committee shall meet at least once between Annual General
Meetings. Not less than one (1) day’s notice shall be given for meetings, except when all Officers are present and waive notice of calling a meeting. Executive Committee members may attend either in-person, or via any suitable electronic medium (i.e., smartphone, FaceTime, Skype, Text, etc.). Questions arising at any meeting shall be decided by a majority of votes. In case of an equality of votes, the President shall have the casting vote.