Constitution

PREAMBLE


Everyday, Black students throughout Canada encounter problems that are directly related to their minority group status in Canadian society and school. Meanwhile, Black educators are slowly, but increasingly assuming positions of responsibility in educational institutions in which significant numbers of Black students are enrolled and enrolling. It is imperative that these educators, classroom teachers and others, through their own initiative, develop the disposition and the necessary structures through which they can meet, share ideas and focus systematically and effectively on the unique problems which they and their students face.


The Canadian Alliance of Black Educators sets as it overall goal the systematic examination of the process of accommodation of Black students at all levels of the Canadian school system, and from this position, to take the necessary and appropriate initiatives not only to facilitate the ease of this process of accommodation as far as possible, but to ensure as well their optimal positive participation therein.



ARTICLE 1: Name of the Organization

The name of the organization shall be The Canadian Alliance of Black Educators (hereinafter, referred to as The Alliance or C.A.B.E.).



ARTICLE 2 :The Objectives and Purposes of the Alliance


SECTION 1: General
  1. The Canadian Alliance of Black Educators holds a strong commitment to education for all people within and outside of the educational system. It holds this commitment most firmly in respect to the education of the Black community.
  2. To this end, it will work to identify and mobilize educational resources, human and physical, within the Black community and to establish co-operative links with groups and associations outside the Black community with whom it shares common interests.
  3. The Alliance will work to promote the analysis and application of shared knowledge towards the eradication of problems which stand as obstructions to quality education for all students and for Black students in particular. It will work towards correcting the effects of, as well as the elimination of racism in education.



SECTION 2: Specific

In more specific terms, The Alliance will function to:


  1. Provide an alliance of Black educators from all levels of the different educational systems in Canada.
  2. Establish a forum for the exchange of ideas and strategies to promote the educational aims and objectives of Black people.
  3. Organize development sessions for the sharing of ideas, proven programmes and techniques for demonstrating that Black youth can and do achieve despite adverse socio-economic conditions.
  4. Provide resources and intelligence banks for Black educators on proven as well as innovative educational programmes.
  5. Develop positions on key educational issues that affect the education of Black young people.
  6. Assist in policy development in the area of Black education: to organize, collect, interpret and disseminate factual information and data on Black people and the educational system; and to stimulate the increase in participation of Blacks in the membership and leadership of educational bodies such as municipal and provincial boards and commissions.
  7. Contribute towards raising of the academic achievement level of Black students and to place particular emphasis on the type of teaching, learning and evaluation that would build positive and dynamic self-concepts among them.
  8. Assist in the development of that climate in which Black students have relevant and effective role models in the educational institutions.
  9. Identify and encourage Black students, educators and professionals to assume leadership roles at various levels of educational institutions in order to promote the interests of the education of Black people.
  10. Establish and promote the degree of awareness, professional expertise and commitment among Black educators necessary to contribute to and to enhance the efforts of other educators and community persons.



ARTICLE 3: Scope and Functioning of the Alliance


SECTION 1: Scope

The Canadian Alliance of Black Educators is perceived as emerging in two stages:


  1. The Alliance aims in the long run to be a nationwide organization consisting of chapters across the provinces of Canada.

    In the short run, the Alliance shall concentrate on building up its Metropolitan Toronto Chapter. At the same time, however, it shall focus on establishing and strengthening contacts with bodies existing outside the Metropolitan Toronto area that are concerned with and involved in Black education. This will be done with a view of promoting the emergence of chapters in other regions and provinces.



  2. The bylaws herein set forth are conceived primarily to facilitate the short run operation of the Association. At the appropriate time in the future, and on the observation of due process, such amendments, as deemed consistent with the achievement of its long-term objectives, shall be made by the competent authority.



SECTION 2: The Governing Instruments (Meetings)
  1. The governing body of the Alliance shall be the Annual General Meeting. It shall convene every year in the month of April or at an appropriate time in keeping with the needs of the organization.
  2. The Annual General Meeting shall be open only to paying individual members and the delegate representatives of member groups, and only fully paid up members shall be entitled to vote.
  3. The Agenda for the Annual General Meeting shall include an audited financial report, a budget for the new year and progress reports from all standing committees embracing the programme of work of the Alliance. The Agenda shall also include the election and installation of the new Executive and Standing Committees. This agenda shall be circulated to members at least twenty (20) days prior to the date of the meeting.
  4. At the discretion of the President, and with the approval of a majority vote of the Executive Committee, a Special General Meeting of the Alliance may be called. Written notice of such a Special General Meeting and the main business of the agenda shall be mailed at least ten (10) days prior to the date of the meeting.
  5. The members present at all legally summoned meetings shall constitute a quorum. Each member shall have one (1) vote.
  6. (a) The competent authority for the amendment of the constitution of the Alliance shall be the Annual General Meeting; or a Special General meeting called for that purpose. A two-thirds majority of the members present and voting shall be required for the passing of an amendment to the constitution.

    (b) If a Special Meeting is summoned for the purpose of amendment to the constitution, the proposed amendment shall be submitted in writing and circulated to members with the required notice and agenda of the meeting.

    (c) No enactment, amendment or repeal of the constitution shall be enforced or acted upon until the approval of the Minister of Consumer and Corporate Affairs has been obtained.
  7. No error or omission in giving notice of any Annual or General Meeting or any adjourned meeting, whether annual or general, of the members of the corporation shall invalidate such meeting or make void any proceedings taken thereat and any member may at any time waive notice of any such meeting and may ratify, approve and confirm any or all proceedings taken or had thereat. For purpose of sending notice to any member, director or officer for any meeting or otherwise, the address of the member, director or officer shall be his last address recorded on the books of the corporation.



SECTION 3: Organizational Structure


  1. The Alliance shall conduct its business through a series of Standing Committees. There shall be:
    (a) a Programme Development Committee
    (b) a Budget Committee
    (c) a Publications and Publicity Committee
    (d) a Membership Committee
    (e) a Research Committee

  2. The Executive Committee shall serve as the representative of the Annual General Meeting and shall be empowered with the authority to make decisions regarding policies and programmes established by the Alliance. It shall be composed of the officers and the members at large designated in ARTICLE 5, SECTION 3, hereunder, and the immediate past President. The President of the Alliance shall serve as chairperson. The Executive Committee shall meet periodically as deemed necessary by the President.
  3. The Programme Development Committee shall be responsible to the Executive Committee. It shall work to initiate and develop such programmes and activities as are consistent with the aims and objectives of the Alliance. It shall submit all programmes and activities for approval by the Executive Committee before implementation. The Chairperson of the Committee and its membership shall be approved by that Committee.
  4. The Budget Committee shall be responsible to the Executive Committee. It shall function to prepare and develop the budget according to the direction of the Executive: to monitor the activities and operations of CABE to keep within the budget; to make recommendations to the Executive on the financial aspects of the Alliance’s programmes. The Treasurer of CABE shall be the Chairperson of the Budget Committee, and the membership shall be approved by the Executive Committee.
  5. The Publications and Publicity Committee shall be responsible to the Executive Committee. Its main function shall be the publication of a periodical in which the professional activities of individual members and the Alliance as a body can be ventilated. In addition, it shall be responsible for the Alliance’s publicity outreach. The Chairperson of this Committee shall be a member of the Executive Committee and its membership shall be approved by that body.
  6. It is the responsibility of the Membership Committee to register members recruited by the Committee and others, keep records of memberships and fees for relay to the Treasurer for Recording and receipts, notify members one month in advance of membership lapses, develop a Computer program to facilitate the maintenance of membership records and renewal, and Initiate action towards membership expansion.
  7. The Research Committee is responsible for matters arising from initiatives pertaining to educational projects, reforms, and changes leading to positive student outcomes. The Committee shall recommend ventures and assist with implementation. The Chairperson shall be a member of the Executive Committee and its membership shall be approved by that body.
  8. Each Standing Committee shall be composed of a chairperson and at least three (3) members. Two of these members shall be elected at the Annual General Meeting. The Chairpersons and remaining member (s) shall be appointed by the President in consultation with the Executive Committee.
  9. The President of the Alliance shall be “ex-officio” member of the Programme Development; Budget and Membership; and the Publications and Publicity Committee.



SECTION 4: Remuneration of the Executive Committee, Committees and Officers
  1. Executive Committee members and committee members, as such, shall not receive any stated remuneration for their services, but, by resolution of the Executive Committee, expenses of their attendance may be allowed for their attendance at each regular or special meeting of the Alliance. Nothing herein contained shall be construed to preclude any member of the Executive Committee or any committee from serving the Alliance as an officer or in any other capacity and receiving compensation therefor. The Committee member shall serve as such without remuneration and no committee member shall directly or indirectly receive any profit from his/her position as such; provided that a Committee member who is engaged in or is a member of a firm engaged in any business or profession may act in and be paid the usual professional costs and charges for any professional business required to be done in connection with the administration of the affairs of the Alliance.
  2. The Executive Committee may appoint such agents and engage such employees as it shall deem necessary from time to time and such persons shall have such authority and shall perform such duties as shall be prescribed by the Executive Committee at the time of such appointment.
  3. The remuneration of all officers, agents and employees and committee members shall be fixed by the Executive Committee by resolution. Such resolution shall have force and effect only until the next meeting of members when such resolution shall be confirmed by resolution of the members, or in the absence of such confirmation by the members, then the remuneration to such officers, agents or employees shall cease to be payable from the date of such meeting of members.
  4. Every Committee member or officer of the Alliance or other person who has undertaken any liability on behalf of the Alliance, his/her heirs, executors and administrators, and estate and effects, respectively, shall from time to time and at all times, be indemnified and saved harmless out of the funds of the Alliance from and against;
    (a) all costs, charges and expenses whatsoever which such Committee member, officer or other person sustains or incurs in or about any action, suit or proceedings which is brought, commenced or prosecuted against him, or in respect of any act, deed, matter or thing whatsoever, made, done or permitted by him, in or about the execution of the duties of his office or in respect of any such liability;
    (b) all other costs, charges and expenses which he sustains or incurs in or about or in relation to the affairs thereof, except such costs, charges or expenses as are occasioned by his own willful neglect or default.



ARTICLE 4: Membership

SECTION 1: Eligibility
  1. Any one of Black ethnic origin whose work or profession associates her/him with the education of members of the Black community in Canada is eligible for membership.
  2. Any person, group or association of persons of non-Black ethnic origin whose conscience associates him/her or them with the sentiments, goals and objectives of Black education as set out in ARTICLE 2 above may apply for membership.



SECTION 2: Classes of Membership
  1. There shall be three classes of membership in the Alliance:
    (a) Ordinary
    (b) Student
    (c) Retiree
    (d) Institution
  2. Ordinary membership may be extended to either individuals or groups who meet the eligibility criteria outlined in SECTION 1 above.
  3. The conferment of Student, Retiree and Associate membership shall rest within the discretion of the Executive Committee of the Alliance, subject to the approval of the Annual General Meeting.
  4. Student and retired members shall enjoy full rights and privileges in the Alliance.



SECTION 3: Membership Dues
  1. All membership dues shall be paid on an annual basis, “and shall become due on March 31”.
  2. Membership shall be conferred on the payment of the appropriate membership dues which shall be as follows:
    (a) Ordinary
    (i) Individual $25.00
    (ii) Group $65.00

    (b) Student $10.00
    (c) Retiree $25.00
    (d) Institution $150.00
  3. The issue of a valid membership card shall indicate membership “in good standing”, and shall entitle the holder to full voting rights and privileges of the Alliance.



SECTION 4: Loss of Membership
  1. A member who had not paid the membership fee and who is in default for three months shall be deemed not to be a member in good standing and shall forfeit all rights and privileges until he or she has paid the fee.
  2. Any member may withdraw from the Alliance by delivering to the Alliance a written resignation and lodging a copy of the same with the Executive Secretary of the Alliance.
  3. Any member may be required to resign by a vote of three-quarters (3/4) of the members at an annual meeting.



ARTICLE 5: Officers

SECTION 1: Designation

The general officers of the Canadian Alliance of Black Educators shall be a President, a Vice-President, an Executive Secretary, an Assistant Secretary, a Treasurer, Assistant Treasurer, Chairperson of the Research Committee, Chairperson of the Membership Committee, the two members at large and the immediate past President. These officers and members shall constitute the Executive Committee of the Alliance. The Fundraising Committee and the membership Committee are elected to a one-year term at the Annual General meeting. The Secretary, Assistant Secretary, and the Treasurer shall be elected on alternate years. All officers shall be elected from among the membership of the Alliance and shall be members in “good standing”.



SECTION 2: Term of Office

A term of office shall be two (2) years. Initially, the officers will be elected for two years and the members at large for one year. All subsequent elected members shall be elected for two years. An officer may not serve for more than two (2) consecutive terms in the same office.



SECTION 3: President

The President shall be the Chief Executive Officer of the Alliance, shall have all general powers and duties which are generally vested in such office while performing fiduciary duties of the organization. S/he shall work in close consultation with the Executive Committee and shall be the chief spokesperson of the Alliance. S/he shall serve as joint trustee, with the Treasurer, for the Funds of the Alliance, and shall arrange for the auditing of the accounts of the Alliance in the month proceeding the Annual General Meeting. The President shall preside at all Annual General Meetings, General Meetings, Special Meetings and Executive Committee Meetings; shall appoint the chairperson of all committees, standing and ‘ad hoc’; shall be ‘ex-officio’ member of all committees. No publicity or press releases may be made by any officer in the name of the Alliance without prior consent and approval of the President.



SECTION 4: Vice-President

In the absence or disability of the President, the Vice-President shall perform the duties and exercise the powers of the President. The Vice-President shall also perform such other duties as shall be prescribed by the President and for the Alliance. Included among such duties may be the interpretation of the functions and programmes of the Alliance to the public.



SECTION 5: Executive Secretary

The Executive Secretary shall be responsible for the co-ordination of the various programmes and activities of the Alliance. The officer shall request, receive, and organize the submission of progress reports from the Standing and ‘ad hoc’ Committees to the Executive Committee for discussion at its periodic meetings. The Executive Secretary shall be in charge of all records of the Alliance including the minutes of Annual General Meetings, Special Meetings, Executive and other Committee meetings. S/he shall establish or cause to be established, and maintain lines of communications with Alliance members, both individual and group, ordinary or associate and with other community and public organizations across the provinces. S/he shall keep records of the credentials and other pertinent information of members and associates of the Alliance. In the performance of his/her duties the Executive Secretary shall take direction and seek the advice of the President.

S/he shall be custodian of the seal of the corporation, which s/he shall deliver only when authorized by a resolution of the board of directors to do so and to such person or persons as may be named in the resolution.


SECTION 6: Assistant Secretary

The Assistant Secretary shall assist the Executive Secretary in the performance of his/her duties by performing such functions as the latter delegates. In the event of illness or incapacity of the Executive Secretary, the Assistant Secretary shall act as Secretary.



SECTION 7: Treasurer

Subject to the advice and directions of the President in consultation with the Executive Committee, the Treasurer shall be responsible for matters pertaining to the financial needs, income and expenditure, and the safe keeping of the funds of the Alliance. The Treasurer shall serve as chairperson of the Budget Committee. S/he shall be joint-trustee with the President of the funds of the Alliance and shall Treasurer shall be responsible for matters pertaining to the financial needs, income and expenditure, and issue cheques and receipts and otherwise receive and disburse monies in the name of the Alliance. At the Annual General Meeting, the Treasurer shall present an audited financial report and submit budget proposals for the continuing programme of the Alliance. All requests for expenditure of funds of the Alliance shall be submitted by the requesting committee to the Executive Committee through the Treasurer.



SECTION 8: Assistant Treasurer

The Assistant Treasurer will assist the treasurer in the performance of her/his duties by performing such functions as the latter delegates. In the event of illness or incapacity of the Treasurer, the Assistant Treasurer shall act as Treasurer.



SECTION 9: Members-at-Large

There shall be elected to the Executive Committee three (3) members-at-large. These members shall enjoy the privileges and share the collective responsibilities of the Committee. They shall be elected particularly with a view to broadening the ‘representatives’ of the Alliance.



SECTION 10: Execution of Documents
  1. Contracts, documents or any instruments in writing requiring the signature of the Alliance shall be signed by any two officers and all contracts, documents and instruments in writing so signed shall be binding upon the Alliance without any further authorization of formality. The Executive Committee shall have power from time to time by resolution to appoint an officer or officers on behalf of the corporation to sign specific contracts, documents and instruments in writing.
  2. The seal of the Alliance when required may be affixed to contracts, documents and instruments in writing signed as aforesaid or by any officer or officers appointed by resolution of the Executive Committee.




ARTICLE 6: Elections

SECTION 1: Time of Election

Officers of the Alliance shall be elected by the Annual General Meeting as a part of its business agenda and installed as the final item on that agenda.



SECTION 2: Voting Procedure
  1. A Nominations/Elections Committee shall be appointed by the President to conduct the mechanics of nominations and elections.
  2. Only members in good standing shall be allowed to run for office or to vote.
  3. Each group shall be entitled to two votes.
  4. Voting shall be conducted by secret ballot on the designated day.
  5. Members in good standing, not attending the meeting, shall be authorized to vote, by signed declaration (letter) of proxy verified by the office of CABE.
  6. The results of the election shall be presented at the same meeting in which voting was done.




ARTICLE 7: Inauguration

  1. The Canadian Alliance of Black Educators shall be duly and properly inaugurated at a meeting specially convened for that purpose. This meeting shall be deemed to be the First Annual General Meeting of the Alliance and its main business shall include the discussion of the draft constitution, the adoption and promulgation of the constitution of C.A.B.E. and the election and installation of officers of the Executive Committees.
  2. All decisions and action taken prior to and directed towards the convening of the First Annual General Meeting of the Canadian Alliance of Black Educators shall be deemed to be the work of the Steering Committee, and formally endorsed at that meeting. The Steering Committee shall cease to exist and function immediately on the installation of the Executive Committee of the Alliance. All of its assets, records, and inventory of transactions in process shall become the property and responsibility of the Alliance to be discharged, utilized, or otherwise acted upon as the Alliance deems fit.



ARTICLE 8: Interpretation

  1. For the purposes of the Canada Corporations Act, the Executive Committee are the directors of the Alliance and the Alliance is the Corporation.
  2. In these by-laws and in all other by-laws of the Alliance hereafter passed unless the context otherwise requires, words importing the singular number or the masculine gender shall include the plural number or the feminine gender, as the case may be, and vice versa, and references to persons shall include firms and corporations.

IN WITNESS WHEREOF we have

hereunto set our hands at Toronto, Province of Ontario, on the day of August, 1980.
Revised Date: November 15, 2003




APPENDIX I

SECTION 1: Concerning Organization
  1. The Canadian Alliance of Black Educators undertakes to publish a quarterly periodical entitled: Journal and Bulletin of the Canadian Alliance of Black Educators/Revue et Bulletin de l’Association Canadienne des Enseignants Noirs.
  2. The Editor of the Journal… will be appointed annually by the Publications and Publicity Committee and the appointment is to be approved by the Executive Committee of the C.A.B.E.
  3. The Editor of the Journal… will select the members of the Editorial Committee to be appointed by the Publications and Publicity Committee.
  4. The Editor of the Journal... will be a member of the Publications and Publicity Committee.



SECTION 2: Concerning Finances
  1. The Journal… will be financed partly from the general funds of the C.A.B.E. and partly from the sale of the publication at a price fixed by the Editorial Committee and approved of by the Publications and Publicity Committee.
  2. As soon as possible after his appointment the Editor will prepare a budget of estimated costs of publication of the Journal… The Editor will also prepare a statement concerning costs of publication at the end of the year of tenure of office.
  3. The Editor of the Journal… and the Treasurer of the C.A.B.E. will calculate the annual subsidy to be allocate to the Journal… Their decisions will be approval by the Executive Committee of the C.A.B.E.
  4. The signing officers of the C.A.B.E. will normally make payments on behalf of the Journal… except that the Editor will have at his disposal a petty cash account.
  5. The Treasurer of the C.A.B.E. will collect any funds received by the Journal… and reserve them for the finances of the Journal…



SECTION 3: Concerning the Editor and the Editorial Committee
  1. The Editor will encourage an adequate balance of articles in English and French as well as articles from all Provinces and Territories of Canada.
  2. The Editor, during tenure of office, may publish review articles of books and of meetings but may publish scholarly articles of her/her own, in the Journal…, without the approval of the Publications and Publicity Committee.
  3. Each ARTICLE received for publication will receive the scrutiny of the Editor or her/his designate and will be the subject of a written report before publication.
  4. The Editorial Committee will be free to establish general policies of the Journal… and will determine the contents of each issue provided that these are compatible and in general agreement with the aims of the C.A.B.E. as set out in the Constitution of the C.A.B.E. and as interpreted by the Executive Committee of the C.A.B.E.
  5. The Executive Committee, on the advice of the general membership or that of the Publications and Publicity Committee, may remove an editor from office in the following cases:
    a) failure to produce the Journal… after two consecutive quarterly periods have elapsed;
    b) failure to adhere to the general aims of the C.A.B.E. as set out in the Constitution of the C.A.B.E. and as interpreted by the Executive Committee of the C.A.B.E.
    c) failure to keep adequate records of financial transactions.



SECTION 4: Concerning Documentation
  1. Articles, books and correspondence received by the Editor, the Editorial Committee or members of the Executive Committee in the name of the Journal… belong to the C.A.B.E.
  2. The Editor will maintain files containing articles and correspondence relating to each issue of the Journal… These documents are to be deposited with the President of the C.A.B.E. at the end of tenure of office of the Editor.
  3. All articles received by the Editor are to be kept in strictest confidence and may be submitted for evaluation to persons other than the Editorial Committee in an anonymous form only.
  4. Ten copies of each issue of the Journal…, all manuscripts submitted to the Journal… and all letters received by the Editor or members of the Editorial Committee or of the Executive Committee in the name of the Journal… belong to the Archives of the C.A.B.E.
  5. Documents concerning the Journal… and kept in the Archives of the C.A.B.E. may be consulted at the discretion of the Editor after they have been deposited in the Archives for at least one year.
  6. The Executive Committee of the C.A.B.E. in consultation with the Editor of the Journal… or the Publications and Publicity Committee will decide the appropriate moment at which documentation concerning the Journal… will be officially deposited in the Archives of the C.A.B.E.




APPENDIX II

Criteria for Holding Office

Constituting itself into a Nominations Committee, the Steering Committee of CABE discussed the issue of holding office in public bodies and in particular such bodies as have arisen to serve the Black Community in Canada. The Committee concluded that it was essential to outline basic criteria which would govern the selection of candidates for office in the Canadian Alliance of Black Educators and which would provide a guide for the retention of office by incumbents.


The following statement was agreed by the Committee:


  1. The candidate for office in the Canadian Alliance of Black Educators must, in the first place, be a member in good standing who pledges to foster and promote the goals and objectives of the Alliance within the provisions of its constitution.
  2. The candidate may have been involved, on a paid or voluntary basis, at some level either within or outside the formal education system in the business of education of the Black community; or, may have had shared experience in working with Black groups in a systematic and continuous manner.
  3. The candidate may have demonstrated and should be prepared to continue to demonstrate appropriateness of interest, dedication and commitment, and availability of time to serve towards the upliftment of the Black community.
  4. The candidate should demonstrate a high degree of integrity and tactfulness.
  5. Because it may not be possible to find many persons who possess all the qualities indicated by these criteria, it would be essential to attempt to select on the basis of an optimum mix of these characteristics. At the same time, the criteria are not to be so rigidly applied as to exclude from consideration those who may not have given service before but who show the potential and willingness to do so in the future.
  6. In order to assure representation of the Executive and other Committees of the Alliance, candidates should be chosen to reflect as far as possible the various levels of the formal educational system as well as the different areas of non-formal education.



CANADIAN ALLIANCE OF BLACK EDUCATORS