members of the Board or members of the Society as he or she considers advisable. Article III: The Board of Directors1. The Board shall be composed of the following five elected Officers/Directors:. (a) Chair of the Board (b) Vice Chair (c) Director of Finance (d) Secretary (e) Program Chair (f) Such further elected Directors at large as may be elected by a majority of the members present at the Annual General Meeting, but not to exceed fifteen in number including the elected officers/directors (g) Such further appointed directors at large as may be appointed by the Board of Directors and approved by the Board, but not to exceed five in number.2. All elected Board members, including any elected directors at large, shall hold office for a term of one year, or until replaced in accordance with the by-laws. At every Annual General Meeting of the Society all of the Directors shall retire from office but shall hold office until the dissolution of the meeting at which their successors are elected. New directors, nominated by a Nominating Committee appointed by the Board of Directors are elected by a majority of members present at the Annual General Meeting of the Society.3. Retiring Directors shall be eligible for re-election at any Annual General Meeting.4. All appointed Directors at large shall hold their positions for a length of time to be mandated by the Board, the duration of which shall be at the pleasure of the Board.5. In the event of a vacancy occurring amongst the elected Directors of the Board a replacement may by appointed by the Board to hold office until the next Annual General Meeting.6. Any member of the Board wishing to resign must give written notice to the Secretary.7. A member of the Board may be removed by a three-quarters majority of the Society members in attendance at a General Meeting of the Society. Article IV: Election of Officers of the Society1. The Chair of the Board, the Vice-Chair, the Secretary, the Director of Finance and the Program Chair shall be elected by a majority of the members present and voting at the Annual General Meeting.2. Should the Board of Directors deem it advisable, an Executive Director may be nominated by the Chair and approved by the Board and may be paid such salary, honourarium or emolument, if any as determined by the Board.3. The Executive Director shall hold office for such length of time and upon such terms as the Board may from time to time determine, understanding that the Board has the final say. Article V: Executive Committee There shall be an Executive Committee which shall consist of the Chair of the Board, Vice-Chair, Secretary, Director of Finance, and Program Chair. The Executive Committee shall have the power to transact all regular business of the Society during the interim between Board meetings, provided that any action which it may take shall not conflict with the objectives and policies of the Society, and that it shall refer all matters it considers to be of major importance to the Board for discussion and decision. Should any matter of urgency arise between the regular meetings of the Board it shall be the duty of the Executive Committee to request the Chair to call a special meeting of the Board to deal with such matter. Article VI: Standing Committees1. The Board shall have the power to appoint such standing committees as they deem necessary to carry out the aims and objectives of the Society.2. There shall be the following permanent standing committees, the membership of which shall be determined by each respective committee Chair, who shall in turn be appointed by the Board. The Chair of each committee shall at the Annual General Meeting table the reports of their committee activities during the past year. (a) The Nominating Committee, which shall consist of a Chair who shall be a Director plus two or more Society members who shall, at the Annual General Meeting, propose names of candidates for election to any vacant positions on the Board; (b) The Financial Committee, which shall consist of the Director of Finance and two or more Society members and shall advise the Board with regard to all financial matters including fund-raising, campaigns, budgets and financial statements;(c) The Program Committee, which shall consist of the Program Chair and such members of the Society and other persons as the Program Chair may appoint, and which shall initiate and direct periodic programs in which the public is invited to participate and which will keep the objectives of the Society constantly within the public's eye.3. Nothing in the foregoing shall prevent the Committee Chair from seeking the assistance of a non-member to assist with matters pertaining to his or her committee.4. Retiring Committee members shall be eligible for re-appointment.5. A member of a Committee shall have the right to resign at any time or may be removed by a majority vote at a Committee meeting, subject to subsequent ratification by the Board.6. The Board may create additional committees for any purpose that it deems necessary for such periods of time as it deems necessary.By-Law Number Two: Duties of Members of the Board and OfficersArticle I: Chair of the Board
The Chester Municipal Heritage Society was established in 1981 to promote and cultivate awareness of the unique heritage of the Municipality of the District of Chester for the enjoyment and benefit of present and future generations through the preservation of historically significant properties and the delivery of educational programming.