The AGM of the ASA on the 16th of April will see the membership debate quite a few proposed bylaw amendments. On the 14th of March some of the members sent the ASA Board some proposed changes to the bylaws. On the 17th of March the ASA Board sent the membership some proposed bylaw changes of its own.

The members are proposing changes to ensure that the Board of Directors are not delegating fiscal control to a standing committee. Stating that operational tasks relating to fiscal affairs of the ASA should be undertaken by the staff, with the policy and other direction being set by the board of Directors as a whole.

To that end they are proposing the removal of the Standing Committee on Finance, aka the Executive Finance Committee and wish to empower the Executive Director with more staffing responsibilities.

Additionally, the members are proposing a change to the voting structure used in the election of Directors. The proposed system would see each member have a single vote rather than the current system wherein votes are determined by the number of players in a member association.

Finally, the members are proposing the removal of the controversial Article 32 that prohibits members from taking disputes to the courts of law.

The ASA Board of Directors are proposing a change to the composition of the Board. This new system would see the province divided into 4 rural regions each appointing 1 director and 2 urban regions each appointing 2 directors. To be appointed these directors would need to have the unanimous support of each of the members of that region. The EDSA, EIYSA and the EMSA have yet to agree that the sky is blue so I am not sure how workable this would be in practice. In addition the entire membership would elect 3 directors; President, Vice-President and Director of Finance.

The changes proposed would also elevate each association within Calgary and Edmonton to active membership in the ASA.

Additionally, the Board is proposing that the bylaws clarify that the day-to-day activities of the Association be overseen by the Standing Committee on Finance. This Standing Committee would be expanded to include directors from 4 of the 6 regions.

Further proposals are suggested to allow Board Meeting to be held by telephone or video conference, to specify a timeline within which an SGM must be held after having been requested, and a change to lower the quorum requirements for the meeting of the membership.

It is fairly apparent that both the membership and the ASA Board feel that changes are in order. Interestingly some of the changes each suggest are to the same area but obviously each has their own take on the underlying problem and its solution. While the membership is looking to move the board to a more policy oriented body the ASA Board is wanting to further enshrine some of its power. Case in point - the membership wants to remove the Executive Finance Committee and give the staff more responsibility; the ASA Board is looking to codify its responsibilities for day-to-day activities and enlarge the Committee.

In the membership wish to have a single vote per member for Director elections and the Boards proposal for regional representation we are seeing both attempt to address a concern that voting blocks and the politics that go with it are something of concern.

These proposals appear at least to be a starting point. But there are obviously some fundamental differences in how the organization should be structured and run.

I do find it interesting that the ASA board did not touch on the issue of disputes being before the courts. The Alberta Court of Appeals used some pretty strong language when it issued its last decision. When the courts start quoting from the criminal code when discussing your bylaws you would think that would be something you would want to address.

Unfortunately,  I suspect the CSA would use its passage as an excuse to suspend the ASA thereby preventing Alberta from voting at the upcoming CSA AGM.

The elephant in the room as far as the AGM goes is the question of who will be putting their names forward for election? It is nice to talk about transparency and governance reform but if a members first introduction to a potential Director comes from the floor of the AGM how can the member make an informed decision?



Added 2011.03.14 - EIYSA Bylaw Amendment Proposal
Added 2011.03.17 - ASA BOD - Bylaw Amendment Proposal