Proposed Amendments to AMA Bylaws

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Memorandum

Date:  July 21, 2020
To: Alberta Medical Association Members
From: Dr. Brock Debenham, Chair, Committee on Bylaws
Subject: Proposed changes – AMA Bylaws


On behalf of the Committee on Bylaws, we respectfully submit the following proposed changes to the AMA Bylaws for approval by the membership at the Annual General Meeting (AGM).

Virtual AGM

Clause 10.2 can reasonably be interpreted to permit an e-meeting and further the bylaws allow attendance at meetings to be by electronic means. However, the suggested revision provides further clarity with respect to convening of the AGM electronically. 

Proposed wording

Present wording

10.2 The AGM shall be convened at such time and place as determined by the Board and may be held electronically.

10.2 The AGM shall be convened at such time and place as determined by the Board.

Alberta Nominees to the CMA Board of Directors

To be a division of the CMA the AMA is required to amend its bylaws where necessary to place them in harmony with the CMA.

In April 2020 the CMA board approved changes to its Operating Rules creating a joint CMA/Divisional process for the nomination of provincial board members.

12.2 Each year, the CMA Nominations Committee will notify the provinces/territories of upcoming vacancies on the Board of Directors.

12.2.1 The Nominations Working Group composed of CMA Nominations Committee Chair and CMA Appointments Committee Chair and 2 provincial/territorial individuals is responsible for reviewing expressions of interest received by the province/territory and to select one candidate to recommend to the CMA Nominations Committee. It consists of two representatives each from the CMA and the province/territory. It may interview one or more candidates as part of its review of the nominations.

12.2.2 The CMA will issue a call for nominations, and provide the provinces/territories which have upcoming vacancies on the Board with:

(a) a schedule for the nominations process,

(b) nominations documents (including a nomination form and self-assessment skills questionnaire), and

(c) a list of the skills and experience that reflects the Association’s needs.

The call for nominations will stipulate candidates who are willing to hold office for up to 6 years.

12.2.3 A province/territory for which there is an upcoming vacancy on the Board of Directors will initiate the following nomination process:

(a) Appoint 2 members to the Nominations Working Group.

(b) Select a deadline date for accepting nominations, allowing time for the Nominations Working Group to meet and possibly interview candidates prior to the CMA’s deadline for submissions.

(c) Upload the nominations documents provided by CMA to the province/territory’s website (or link to CMA’s site), and communicate requirements for additional documents to be submitted, such as a message of intent, skills questionnaire and a short biography.

(d) Prepare a schedule of communications for promoting the call for nominations in the jurisdiction.

(e) Review the nominations against the selection criteria and provide to the Nominations Working Group.

Therefore, to maintain the involvement of the Forum in the process while harmonizing the AMA bylaws with the CMA bylaws two change are proposed.

Proposed wording

Present wording

1.12 “CMA’s Nominations Working Group” means the nominations working group established by the CMA to select one candidate from amongst the nominations received to recommend to the CMA nominations committee to serve as the provincial CMA board member.

 

12.3 (v) The Forum shall elect the Association’s representatives to the CMA’s Nominations Working Group.

12.3 (v) The Forum shall elect the Association’s representatives to the CMA Board of Directors.

23.7 (iv) The committee shall provide to the Forum, a list of nominees for the representatives to the CMA’s Nominations Working Group.

23.7 (iv) The committee shall provide to the Forum, a list of nominees for the Directors of the CMA Board.

Increase to the number of alternates to the Nominating Committee

This recommendation was received from the Nominating Committee.

The “alternate” system was introduced several years ago to avoid having Nominating Committee members recused from parts of meetings if they were standing for nomination. One alternate is chosen by each of the Board, RF and AGM.

The Nominating Committee noted that frequently alternates are unavailable and suggested that the pool of alternates be increased to six from the current three, i.e., two alternates from each contributing group.

Proposed wording

Present wording

23.2 two additional alternate members to serve in place of or elected or appointed committee members who wish to be considered as a committee nominee for an elected position. The One of the alternates from the same electing or appointing group as the member being considered for an elected position (selected through a process determined by the Board) will serve as the alternate for that meeting if reasonably possible, otherwise from the remaining alternates through a process determined by the Board.

23.2 one additional alternate member to serve in place of or elected or appointed committee members who wish to be considered as a committee nominee for an elected position. The alternate from the same electing or appointing group as the member being considered for an elected position will serve as the alternate for that meeting if reasonably possible, otherwise from the remaining alternates through a process determined by the Board.

Determination of the timing for election of Zone Delegates and AMHSP Arrangement Representatives

Currently the bylaws require the Board to determine the timing of elections for zonal Delegates to the Forum and AMHSP Arrangement Representatives.

To ensure elections need not be delayed until the next board meeting it is recommended that the timing of elections for zonal Delegates to the Forum and AMHSP Arrangement Representatives be determined by the Executive Director.

Proposed wording

Present wording

36.1 Election for zonal Delegates to the Forum and AMHSP Arrangement Representatives shall be under the management of the Executive Director and shall be held at such a time as shall be determined by the Board Executive Director.

36.1 Election for zonal Delegates to the Forum and AMHSP Arrangement Representatives shall be under the management of the Executive Director and shall be held at such a time as shall be determined by the Board.

Appointment of scrutineers for referenda and elections

Current AMA Bylaws require the Board to appoint scrutineers at election.

To ensure elections need not be delayed until the next board meeting it is recommended that the Executive Director appoint the scrutineers.

Proposed wording

Present wording

34.3 The Executive Director shall appoint two or more Members to act as scrutineers at the election.

34.3 The Board shall appoint two or more Members to act as scrutineers at the election.

Editorial Amendments

Non-substantive changes were also made to correct page numbering and/or typographical errors.

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