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By-Laws
of the Article 2 - Objectives of the Society 3.5 Limitation of the Liability of Members 3.6 Meetings of the Membership Article 4 - The Government of the Society 4.1 Governance and Management of the Society 4.3 Election of the Board of Directors 4.4 Resignation, Death or Removal of a Director 4.7 Duties of the Board of Directors Article 5 - Finance & Management Matters 5.3 Auditing and Inspection of the Books and Records of the Society 5.6 Protection and Indemnity of the Board of Directors Article 6 - Conduct for Shelter Ferrets The name of the society is the "Ferret Rescue Society of Ottawa and Area", which may also be known or referred to as the "FRSO", the "Ferret Society" or the "Society" The following articles set forth the Bylaws of the Ferret Rescue Society of Ottawa and Area.
Article 2 - Objectives of the Society 2.1 The objectives of the Society are: 1. To operate a not-for-profit organization dedicated to the rescue, foster, rehabilitation and adoption of abandoned, homeless, neglected or abused domestic ferrets. 2. To promote the health and well being of the domestic ferret (Mustela Putorius Furo). 3. To provide a rescue and adoption service specifically for ferrets to complement and lessen the strain on other organizations such as the SPCA, OSPCA and the Humane Society. 4. To provide medical care for foster ferrets before they are placed in a permanent home. Medical care may include, but is not limited to, such things as spaying / neutering, dental work, adrenal surgery, insulinoma treatment, lymphoma treatment and emergency blockage removal surgery. All medical treatment will be approved by a member of the Board, and will be given in accordance with veterinary recommendations. 5. To provide shelter and/or long-term care, necessary medical treatment and rehabilitation for ferrets who are too traumatized, elderly or ill to be immediately adopted. 6. To promote education on the care and handling of the domestic ferret to all people, organizations and businesses with an interest in ferrets. Responsible pet ownership will be taught through various methods including information on our website, seminars at local pet stores, public forums at animal related events and routine correspondence with our members, volunteers and adopters. 7. To respond to public inquiries about humane education and responsible ferret ownership with details on the importance of proper handling, training, grooming and feeding of the domestic ferret. 8. To promote proper veterinary care for ferrets and to increase the knowledge of ferret medical treatment through contact with veterinary clinics and associations. 9. To represent and promote the best interests of ferrets at a local level. 10. To actively oppose all forms of cruelty and neglect regarding ferrets specifically, and all animals generally. 11. To raise and borrow funds and lease, mortgage, sell and dispose of property of the Society to achieve the objectives of the Society. This includes accepting gifts, donations, grants, legacies, bequests and inheritances. 12. To use the funds of the Society according to and in pursuit of these objectives. 13. To carefully evaluate all the domestic ferrets in the care of the Society and work to correct any behavioural problems.
There shall be three classes of membership: 1. Regular members consisting of persons 18 years of age or older who reside in Canada. 2. Honorary members consisting of persons who are recognized by the Board of Directors for their contributions to the Society. 3. Special membership consisting of persons under 18 years of age who reside in Canada. Special membership is designed for those under the legal age of consent who volunteer their time with the Ferret Rescue Society of Ottawa. Regular members only shall be entitled to vote in Society matters. Membership fees, if any, in the Society shall be determined, from time
to time, by the members at a general meeting. Any person residing in
Canada and being of the full age of 18 years, may become a member upon
completion of a signed application (attached as Appendix C to these
by-laws) and payment of appropriate fees. Membership shall be granted by a majority vote of acceptance by the
standing Board provided that said membership applicant is in complete
compliance with the requirements of the FRSO’s Code of Ethics
("COE") and said member has provided a signed COE to the board
(attached as Appendix A to these by-laws). No right or privilege of any member is transferable to another person. All rights and privileges cease when a member resigns, dies, or is expelled from the Society. Any member wishing to withdraw from membership may do so upon notice in writing to the Board. Any member in arrears for fees or assessments for any such year shall be automatically suspended at the expiration of three (3) months from the end of such year and shall thereafter be ineligible to participate or vote at meetings or to partake in any membership privileges until reinstated. The Board may ask any member to resign their membership for any reason the Board deems fitting in order to protect and further the aims of the Society and the health and well being of ferrets in said member's care. If said member does not wish to resign their membership, the Board may call a Special General Meeting to discuss the resignation and possible expulsion of said member. Said member has a right to attend the Special General Meeting to defend their position. A majority vote of all those members in good standing and who are in attendance and who vote at the Special General Meeting, will be sufficient to expel said member for any cause which is deemed sufficient in the interests of the Society. 3.5 Limitation of the Liability of Members No member is, in their individual capacity, liable for any debt or liability of the Society. 3.6 Meetings of the Membership The President may call general meetings of the Society at any time, but must call a minimum of three (3) general meetings per calendar year. Notice shall be delivered via mail, e-mail or phone to the last known address or telephone number of each member no less than seven (7) days prior to the date of the meeting. An Annual General Meeting of the Society will be held before July 15th of each year, of which notice shall be delivered via mail, e-mail or phone to the last known address or telephone number of each member no less than ten (10) days prior to the date of the meeting. Special General Meetings of the Society may be called at any time by a resolution of the Board of Directors or on the written request of at least one-third (1/3) of the voting members. The request must state the reason for the Special General Meeting and the motion(s) to be submitted. Notice of a Special General Meeting shall be via mail, e-mail or phone to the last known address or telephone number of each member no less than seven (7) days prior to the date of the meeting. A quorum at any General meeting shall be a majority vote by those members in good standing who are in attendance and who vote at the meeting.
Article 4 - The Government of the Society 4.1 Governance and Management of the Society The Board shall, subject to the by-laws or directions given it by majority vote at any meeting properly called and constituted, have full control and management of the affairs of the Society. The Board of Directors, Executives, Officers or Board shall mean the Board of Directors of the Society. The Board of Directors shall consist of the President, Vice Presidents (2), Treasurer and Secretary. 4.3 Election of the Board of Directors The Board of Directors shall be elected by a majority vote of those members who are in good standing and who are in attendance and who vote at an Annual General Meeting. The term of office for each Officer shall be one year. 4.4 Resignation, Death or Removal of a Director Any Board member including the President may resign from office by giving two (2) month's notice in writing. The resignation takes effect either at the end of the two month's notice, or on the date the Board accepts the resignation. Any Board member, upon a majority vote of all members in good standing and in attendance at a special meeting called for such purpose, may be removed from office for any cause the Society may deem reasonable. The Board of Directors may remove any Director from the Board upon a majority vote of the Directors then in office, without a special meeting, for "just cause". "Just cause" is defined as violation of the Society's bylaws or policy's, gross mishandling of financial affairs, malfeasance, or repeated failure to execute the duties of said Director. If there is a vacancy on the Board due to resignation, removal or otherwise, the remaining Directors may appoint a member in good standing to fill the vacancy for the remainder of the term or may elect to leave the position vacant until the end of the term. Meetings of the Board shall be held as often as may be required, but at least once every three (3) months, and shall be called by the President. A special meeting of the Board may be called on the instructions of any two members of the Board provided they make the request to the President in writing or by telephone, fax or e-mail to call such a meeting, and state the business to be brought before the meeting. Meetings of the Board shall be called by providing ten (10) days notice in writing or three (3) days notice by fax, telephone or e-mail stating the location, time and proposed agenda for the meeting. Three Board members shall constitute a quorum of the Board, and meetings can be held without notice if such a quorum of the Board is gathered in person, by phone or by e-mail. Any business transactions made at such meetings shall be ratified at the next regularly called meeting of the Board; otherwise they shall be null and void. The Board of Directors may establish such other temporary or permanent committees, as it deems necessary and desirable. Each committee shall consist of at least one Board Member who shall chair all meetings and who will provide periodical reports to the Board. The chairperson calls the committee meetings and is responsible for ensuring that accurate minutes are taken and that copies are given to each Board member and to the chairperson of all other committees. 4.7 Duties of the Board of Directors The President: The Vice President: 1. Keeps accurate minutes of all meetings of the society. The Treasurer:
Article 5 - Finance & Management Matters The Registered Office of the Society is 2450 Braeburn Place, Gloucester, ON K1B 4M4. Another place may be established at the Annual General Meeting or by resolution of the Board. The fiscal year of the Society ends on March 31st of each year. 5.3 Auditing and Inspection of the Books and Records of the Society The books, accounts and records of the Society shall be audited at least once each year by a duly qualified accountant or by two members of the Society elected for that purpose at the Annual General Meeting. A duly prepared and audited statement of the previous years financial position shall be submitted at the Annual General Meeting of the Society. The books and records of the Society may be inspected by any member of the Society at the Annual General Meeting or at anytime upon giving reasonable notice and arranging a time satisfactory to the officer or officers having charge of same. Each member of the Board shall at all times have access to such books and records. Other records of the Society are open for inspection, except for those records that the Board has designated as confidential. The Society may borrow or raise funds to meet its objectives and operations. The Board shall decide the amounts and ways to raise money. The Society may issue debentures to borrow only by resolution of the Board confirmed by a Special Resolution of the Society. Unless authorized by the Board, no officer or member of the Society shall receive any remuneration for their service. Reasonable expenses incurred while carrying out the duties of the Society may be reimbursed upon approval by the Board. 5.6 Protection and Indemnity of the Board of Directors The Society indemnifies each Board member against all costs or charges that result from any act or omission done in their role for the Society. The Society does not protect any Board member for acts of fraud, dishonesty or bad faith. No Board member is responsible for any loss or damage due to bankruptcy, insolvency or wrongful act of any person, firm or corporation dealing with the Society. No Board member is liable for any loss due to an oversight, error in judgement or by any act in their role for the Society, unless the act is fraudulent, dishonest or carried out in bad faith. The bylaws may be cancelled, altered or added to by a Special Resolution at any Annual General Meeting of the Society. The amended bylaws take effect after approval of the Special Resolution at the Annual General Meeting or Special General Meeting and acceptance by the Corporate Registry of Ontario. The provisions of these by-laws shall be enforceable under the governing laws, statutes, by-laws and regulations of Canada, the Province of Ontario, and the Municipality of Ottawa-Carleton, depending on which government is most fitting. Any provision in these bylaws, which is invalid, unenforceable or illegal shall be severed from these bylaws and shall not affect the validity or enforceability of the other provisions of these bylaws. In the event of any claims, disputes or controversies arising out of, or in relation to, the performance, interpretation, application, or enforcement of these bylaws, including the breach of any provision, article, clause or guideline, every effort shall be made by the parties to resolve said claims, disputes or controversies within the Society and with the aid of the Board of Directors and/or the General Membership. If a satisfactory resolution cannot be achieved, the parties shall be referred to mediation before, and as a condition precedent to, the initiation of any adjudicative action or proceeding. The parties shall share equally in any costs incurred in the mediation process. In the event of the winding up or dissolution of the Society the remaining funds or assets, including the name Ferret Rescue Society of Ottawa and Area and the Ottawa Ferret Frolic, after all outstanding debts have been paid, will be distributed to one or more recognized charitable animal organization within Canada. The Board of Directors of the Society shall select and distribute the funds and assets. No member of the Society shall receive any assets of the Society.
Article 6 - Conduct for Rescued Ferrets No terminally ill or injured ferret shall be euthanized without examination and recommendation by a qualified veterinarian and the approval of at least one Board member. Only a qualified veterinarian may euthanize a terminally ill or injured ferret. Each Fostering member shall read and sign the document entitled “Undertaking to Foster” set out as Appendix B of these by-laws. All members in good standing, upon approval by the President or Vice-President, are eligible to foster surrendered ferrets for the Society. The fostering facility shall be kept clean and all fostered ferrets shall be treated humanely at all times. The Society may inspect the foster facility at any time upon notice
in writing or by telephone, fax or e-mail no less than 24 hours after
confirmed contact. All persons adopting ferrets from the Society shall complete an Adoption Application as set out in Appendix D and sign the Adoption Contract as set out in Appendix E of these by-laws. The Board may set and amend fees pertaining to the adoption of ferrets in the care of the Society. All persons surrendering ferrets to the Society shall complete and sign the Surrender Contract as set out in Appendix F (Part a and Part b) of these by-laws. All persons boarding ferrets with the Society and it’s volunteers shall complete and sign the Boarding Contract as set out in Appendix G of these by-laws.
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