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Legal Ease
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Category: Canada Law
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I am a member of a society in BC that is governed by the schedule

Customer Question

I am a member of a society in BC that is governed by the schedule b bylaws
Please tell me the difference between members and directors and how a society can add members ( do the directors vote them on or is this a function reserved for the society members?
Submitted: 1 year ago.
Category: Canada Law
Expert:  Legal Ease replied 1 year ago.
Members are those who pay membership fees or sign up in some way. Directors are volunteers who are chosen by the members to govern the society. How someone can become a member is set out in the by-laws. Part 2 deals with membership and section 4 says:4A person may apply to the directors for membership in the society and on acceptance by the directors is a member.
Customer: replied 1 year ago.
It didn't answer my question- it just confused me ? The bylaw appears to be saying that the directors vote on members but the initial response says that the members appoint the directors not the other way around? Please clarify!
Expert:  Legal Ease replied 1 year ago.
The directors are the ones who must approve new members. Directors are voted into their position by the existing members. So you are a member and now have the right to vote for the directors when there are elections. But if someone new wants to be a member this has to be approved by the directors.
Customer: replied 1 year ago.
Ok so not all of the directors on the board are society members. Just the ones the directors approve to be society members. In essence, the directors do not elect or appoint new directors, the society members have the authority to do this, right? At the AGM?
Expert:  Legal Ease replied 1 year ago.
The members elect the directors. The directors approve new members. The directors can appoint another director only for an interim period and when a director is expelled or steps down. But I don't know why there would be directors who are not members. I don't see how that is possible and don't see anything in the by-law allowing this.
Customer: replied 1 year ago.
I guess it is possible to not have all of the board of directors be society members if the original 5 society members have at each AGM appointed the new directors and these directors never elected to become society members . Then you have a board with some society members that are also directors.... But not all the directors are society members. That is how it is possible ... Or am I wrong? Basically , we have some society members that want to step off the board and remain society members.... Perhaps not just voting members and as I understant it this can be done. Do you agree?
Expert:  Legal Ease replied 1 year ago.
I don't know how you have directors that aren't members. Any director may step down from this position. The directors would continue to be members, but just not directors.

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