CCA was incorporated in November 1987. The main architects of its constitution were Ching-Wo Ng and Spencer Lee.
The Memorandum and Articles of Association (“M/A”) of CCA are its constitution which prescribe regulations for the internal management of CCA and must be followed until such regulations are amended.
Relevant to the upcoming AGM are the rules governing the proceedings at the meeting and votes of members.
Lately, queries have been raised on the interpretation of the M/A in respect of the following matters and we wish to clarify as follows:
1. Voting right at AGM
Under Article 30 of the M/A, “every member … who is a Canadian citizen shall have one note …”. This means that those who are not Canadian citizens have no right to vote.
2. Proof of Canadian citizenship
All Canadian citizen should have a Certificate of Canadian citizenship issued by the Canadian government and it appears that holder of a Canadian passport issued by the Canadian government is also acceptable to prove a person’s Canadian citizenship standing.
3. Membership of the Executive Committee
Under Article 41, “no person who is not a voting member shall … be eligible to hold office as a member of the Executive Committee.”
There is, therefore, a restriction/requirement that all members of the Executive Committee should be Canadian citizens.
4. Eligibility for election to membership of the Executive Committee
Under Article 42, “No person shall be eligible for election to membership of the Executive Committee at any Annual General Meeting unless not less than fourteen days before the day appointed for the meeting, there shall have been given to the Honorary Secretary notice in writing and signed by two members duly qualified to be present and vote at the meeting such notice of their intention to propose such member for election”.
This means that the Nomination Form that was sent with the AGM notice should be duly completed and delivered to the Secretary not less than 14 days before April 28, 2003. Late submission of the Nomination Form means failure to comply with this Article. This means that the nominees on such Form will not be eligible for election to the Executive Committee or Board of Directors, as the case may be, for year 2003 to year 2004.