CONSTITUTION of ELMWOOD SHERBROOKE Inc.
- The name of the Corporation shall be “Elmwood Sherbrooke Inc.”
- The purpose of this Corporation is to own and operate a cemetery.
- The Corporation shall be composed of Members and Trustees.
- A Member shall be a person of major age who shall have purchased one or more burial lots in said cemetery, or who is an heir to such lot or lots.
- The affairs of the Corporation shall be administered by a minimum of eight and a maximum of twelve Trustees. The Trustees of the Corporation will, by vote, fill vacancies created on the Board of Trustees from among the names of qualified persons presented for consideration. No employee is to be elected as Trustee while in the employ of Elmwood Sherbrooke, Inc. A quorum for any meeting of either the Corporation or the Board of Trustees shall consist of a minimum of 50% plus one of the number of trustees on the Board of Trustees.
- The said Trustees shall annually elect one of their number to be for the ensuing year the President of the said Corporation, maximum term limit to be three years.
- The said Trustees shall also annually elect one of their number to be and act as the Vice-President with the understanding that he/she steps into the role of President when the President retires. Three years is the maximum term limit to coincide with the President’s term of office. The said Trustees also elect one of their number to be and act as Treasurer of the said Corporation for the ensuing year.
- The activities of this Corporation shall be carried on without purpose of gain for its members and any profit or other accretion to the Corporation shall be used in promoting its objectives.
- The Annual Meeting of the Corporation shall be held (in either April or May) at the call of the President.
- The Annual Meeting and Special meetings of the Corporation may be called by the President, or in his or her absence, the Vice-President of the said Corporation, at such date and hour as they see fit provided one week’s previous notice thereof shall have been given by two insertions in locally published newspapers or by letter or email to each of the Members of the said Corporation at their recorded address.
The President, and in his or her absence, the Vice-President shall preside at all meetings of the Corporation and of the Trustees. In the event of the absence of both the President and the Vice-President, a “pro tem” chairman may be appointed by the Members and Trustees present to preside.
- In the event of the refusal of the President and the Vice-President, as the case may be, to call special meetings of the Corporation when desired by at least ten Members, a special general meeting may be called by giving the notice required by by-law #1.
- At the meetings of the Corporation, Members and Trustees shall each be entitled to one vote. If a lot or lots are inherited from the original owner, the heirs will be entitled to only one vote for said lot or lots.
- At all meetings of the Corporation or of the Board of Trustees, the President, if present, or his substitute, shall not be entitled to vote on any motion except to break a tie vote.
- This Constitution may be amended only during a meeting of the Corporation. Proposed amendments will come into effect only after having received the approval, by secret ballot, of two-thirds of the eligible voters casting their ballots from among those present.