1.   NAME

The name of the Federation is "PLANT CANADA (THE FEDERATION OF CANADIAN PLANT SCIENCE SOCIETIES)", hereinafter also referred to as Plant Canada.

2.   PURPOSES

The purposes of Plant Canada are:

2.01   To organize and sponsor regular, effective scientific meetings and workshops under a national umbrella for plant science and related disciplines in Canada.

2.02   To operate and maintain a strong communication network among Member Societies and their individual members.

2.03   To be a strong and effective force for public education and advocacy in plant and related sciences.

3. AFFILIATIONS

3.01   Plant Canada may belong to other societies or associations, whether or not incorporated, with purposes similar to or beneficial to Plant Canada.

4.   DISSOLUTION OF PLANT CANADA

4.01   In the event of dissolution of Plant Canada, the assets that remain after payment of all proper costs, charges, and expenses incurred in winding up or dissolution shall be distributed to the Member Societies based upon the membership number of each Member Society at the time of dissolution.

5.   PROPOSED NON-PROFIT STATUS

The business of Plant Canada shall be conducted without purpose of monetary gain for its Member Societies, and any profit that may accrue shall be used for promoting its purposes.

By-Laws

Part 1 – Definitions

1.01 Member Society – an organization of individuals whose interests are the pursuit of plant science and related disciplines in Canada.

1.02 Director – an individual appointed to the Board of Directors by a Member Society to conduct the business and affairs of Plant Canada.

1.03 Board of Directors – the individuals appointed to the Board of Directors by the Member Societies to conduct the business and affairs of Plant Canada.

Part 2 – Membership

2.01 The Member Societies of Plant Canada shall be organizations whose applications are accepted by the Board of Directors.

2.02 The Board of Directors may admit to Membership an organization, provided that the proposed member:

(a) has a permanent mailing address;

(b) is administered, managed or controlled by a committee or similar body appointed or elected by its members at a duly convened general meeting of its members;

(c) is engaged in the pursuit of plant science or related disciplines within Canada.

2.03 A Member Society may resign from membership in Plant Canada by delivery of a written notice of resignation to Plant Canada at its permanent mailing address. The resignation shall be effective six months after the date of actual receipt thereof by Plant Canada.

Part 3 – Board of Directors

3.01 The business and affairs of Plant Canada, except where required by these by-laws or the operation of law to be conducted by the Member Societies of Plant Canada, shall be conducted by the Board of Directors.

3.02

(1) There shall be at least 6 Directors on the Board of Directors.

(2) Effective upon the first general meeting to be held in 2000, each founding Member Society (The Canadian Botanical Association/L’Association Botanique du Canada and The Canadian Society of Plant Physiologists/Société Canadienne Physiologie Végétale) will name three Directors to the Board of Directors. When there are more than two Member Societies in Plant Canada, each Member Society shall name a maximum of two Directors.

(3) The terms of the Directors named by each Member Society will be determined by that society.

(4) A Member Society may replace its representative director(s) at any time.

3.03 Any individual member in good standing with a Member Society can be named as a Director.

Part 4 – Officers

4.01 

(1) Subject to these by-laws, the Board of Directors shall appoint a President, a Secretary, and a Treasurer, and may appoint other Officers as they see fit. The immediate Past President shall be an Ex Officio director.

(2) The Board of Directors shall appoint Officers immediately following the general meeting in 2000.

(3) The term of the President shall not exceed two meeting cycles.

4.02 The duties of the Secretary shall be:

(a) to conduct the correspondence of Plant Canada;

(b) to issue agendas and notices of meetings;

(c) to prepare and keep minutes of all meetings of Plant Canada;

(d) to maintain and update all official papers related to Plant Canada.

4.03 The duties of the Treasurer shall be:

(a) to maintain and keep financial records, including books of account; and

(b) to render financial statements to the Board of Directors, Member Societies and others when required.

4.04 The Board of Directors may appoint other such officers, consultants, committees, agents or persons as they think fit, and define the duties, responsibilities, remuneration and authority of such persons.

Part 5 – Meetings

5.01 Scientific Meetings of Plant Canada shall normally be held every two years (two-year meeting cycle). 

5.02 Meetings of the Board of Directors of Plant Canada shall be held at such time and place as the Board of Directors decides. A meeting of the Board of Directors will be held to coincide with each scientific meeting of Plant Canada.

5.03 Each Director shall be entitled to one vote at meetings of the Board of Directors.

5.04 

(1) The quorum for a meeting of the Board of Directors shall be a majority (50% + 1) of the Directors then in office.

(2) The President shall be Chair of all meetings of the Board of Directors. If the President is absent, the Board of Directors shall appoint one of their number to chair that meeting.

(3) In the absence of the Secretary from a meeting, the Board of Directors shall appoint one of their number to act as Secretary at the meeting.

5.05 The Board of Directors may establish committees as they think fit.

5.06 Questions arising at any meeting of the Board of Directors or of a committee shall be decided by a majority of votes and each member shall have one vote.

Part 6 – Finances

6.01 The Board of Directors may request advance funds for projects from the Member Societies. Fiscal responsibility (net profit/loss) shall be shared by Member Societies and shall be based upon the membership number of each Member Society.

6.02 Committees established to organize scientific meetings of Plant Canada may request advance funds for scientific meetings from the Member Societies. Fiscal responsibility (net profit/loss) shall be shared by Member Societies and shall be based upon relative number of attendees from each Member Society at that meeting.

Part 7 – Auditors

7.01 The Board of Directors, by ordinary resolution, shall appoint two auditors, who are not members of the Board of Directors, and shall immediately fill any vacancy in the office of the auditors.

7.02 The auditors may attend and speak at meetings of the Board of Directors and are entitled to receive every notice and other communication relating to a meeting that a Member Society is entitled to receive in like manner as a Member Society.

Part 8 – By-laws

8.01 A notice of motion for amendment to either the Constitution or By-Laws shall be delivered in writing over the signature of at least two Directors to the Secretary at least six months prior to the date of the next meeting of the Board of Directors at which it is to be considered. Such notice shall be sent by the Secretary to the Board of Directors and Member Societies at least three weeks prior to the said meeting. 

8.02 Any individual who is a member of a Member Society is entitled to, and Plant Canada shall give the individual without charge, a copy of the constitution and by-laws of Plant Canada.