1.    Name

 The Association of Professors Retired from the University of Ottawa/L'Association des Professeurs Retraités de l'Université d'Ottawa, herein referred to as “the Association.”

2.    Membership

 Any former member of the full-time teaching staff of the University of Ottawa is presently a retired member of its pension plan shall, upon payment of the prescribed annual fee, be a regular member of the Association. The spouses of deceased retired members (from whom no fee is exigible) shall be associate members.

3.    Purpose

The Association is the official representative of the retired professors of the University of Ottawa, as recognized by the University administration and by the Association of Professors of the University of Ottawa (APUO). It promotes the interests, well-being and objectives of its members, and maintains mutually beneficial relationships with the University of Ottawa, the APUO, and the Administrative Staff Retiree Association (ASRA). The Association has the power to act in all ways that may be necessary to achieve these ends.

4.    Office

The office of the Association is located in the City of Ottawa.

5.    Fiscal Year

The Association's fiscal year ends 30 April.

6.    Dues

 Annual dues will be set each year by the Administrative Committee and cover the calendar year (January 1 to December 31).

Dues will be paid within 60 days of notice.

7.    Meetings of Members

(a) Annual General Meetings: A general meeting of the members of the Association shall be convened each year by the Administrative Committee, to be held within 13 months of the last annual general meeting, at which the Administrative Committee shall present its annual report, including a budget, and at which vacancies on the Administrative Committee shall be filled by election.

(b) Special Meetings: The Administrative Committee may of its own motion when deemed desirable or necessary convene special meetings of the Association, and it shall in any case convene a special meeting of the Association within 14 days of receipt of a written request therefor signed by at least 25 members, such meeting to be held within thirty days of such notice.

(c) Notice of Meetings: Notice of any annual or special meeting of the Association shall be provided by way of an agenda sent to members at least 14 days in advance and setting out the date, time and location of the meeting and listing the items to be discussed. 

(d) Voting Procedure: Voting at meetings of the Association shall be by the raising of hands, unless a majority of those present agree to hold a secret ballot in respect of any particular matter, a simple majority of those present and voting being sufficient to carry any resolution unrelated to the constitution of the Association. 

(e) Quorum: The quorum required for general and special meetings of the Association shall consist of twenty-five members who have paid their dues for the year in which the meeting takes place.

8.    Administrative Committee

(a) Constitution of the Committee: The Administrative Committee shall consist of the immediate Past-President and ten members elected by the General Assembly who, except as may be required to assure that the terms of office of no more than four members expire in the same year, shall serve for a three year mandate, renewable once and exceptionally, one last time. The Administrative Committee may appoint a member of the Association to fill any vacancy that might occur in its membership. 

The annual election of members to fill vacant positions on the Administrative Committee shall be in accordance with the following procedures:

i) At least sixty days prior to the Annual General Meeting the Administrative Committee shall appoint an elections committee to seek candidates to fill Administrative Committee vacancies and to organize the elections themselves; the elections committee shall consist of three persons of which one shall be a sitting member of the Administrative Committee ; the Administrative Committee will appoint the elections Chairperson who will also preside over the elections at the Annual General Meeting.

ii) A candidate for election to the Administrative Committee, the mover and the seconder of the nomination must all be regular members of the APRUO, and their nomination papers must be received by the elections Chairperson at least ten days before the Annual General Meeting in order to assure the integrity of their candidacy and of the elections. 

iii) If within eight days of the Annual General Meeting the number of candidates does not exceed the number of vacant positions then the elections Chairperson shall declare such candidates elected and notify the President of the APRUO and the elected candidates accordingly

iv) If the number of candidates exceeds the number of vacant positions then, no later than eight days before the Annual General Meeting, the elections Chairperson shall notify the President of APRUO and the candidates. After that notice, if the number of candidates still exceeds the vacant positions, the elections Chairperson shall affirm the need of an election and inform the President of the APRUO and the candidates accordingly. 

v)   When that item is reached on its agenda, the President of the APRUO will call upon the elections Chairperson to preside over the Annual General Meeting in order either to name the persons elected pursuant to sub-paragraph iii), or to proceed with the election of candidates in the following manner:

 (1) The elections Chairperson shall call for the election of two scrutineers to distribute to qualified members of the APRUO, as identified by the responsible persons assigned at that function at the arrival of the members, the ballots on which the names of the candidates are inscribed; 

 (2)  The scrutineers will gather the ballots and assure that the returns are compatible with the number distributed and proceed to the counting of ballots in the presence of the elections Chairperson who will then announce the winners without revealing the count.

 (3)  The candidate with the least votes is eliminated and a second vote will take place if necessary, using ballots of a different colour on which the name of the defeated candidate is crossed off by the elections Chairperson with the assistance of the scrutineers. The same procedure as for the first balloting will be followed as often as necessary, depending on the number of candidates.

vi) After announcing the winners, the elections Chairperson will ask for a resolution to destroy the ballots and, if so directed, will proceed to do so in the presence of at least one scrutineer. 

vii) The elections Chairperson will then congratulate the winners, thank the candidates and the scrutineers, and then turn the meeting over to the President of the APRUO.

(b) Officers of the Committee: The members of the Administrative Committee shall elect from amongst themselves the President, the Vice-president, the Secretary and the Treasurer of the Association. The President and Secretary shall be the signing officers of the Association in respect of all matters save its banking affairs regarding which the President and the Treasurer shall be its signing officers or another person designated by the Administrative Committee. The Vice-president will replace the President, in case of absence or incapacity and will assist the President in tasks delegated to him by the President. In case of death, resignation or legal incapacity of an officer, the Administrative Committee must elect, from their members, a person to replace him and complete his mandate.

(c) Quorum: A quorum of the Administrative Committee shall consist of five of its members.

(d) Powers and Responsibilities: The Administrative Committee shall have responsibility for all activities, projects and policies of the Association as well as its finances, and may establish a nominating committee and such other committees of the Association as it may deem necessary.

9.    External Representation

The President or his delegate represents the Electoral Unit of Retired Members on the APUO Board of Directors. The Administrative Committee appoints representatives to the University Pension Plan Committee, and organizations dealing with matters relevant to the interests of the Association, and where they have a right of representation.

10.    Constitutional Amendments

Upon recommendation of the Administrative Committee, the constitution of the Association may be amended at a regular or special meeting called for this purpose, the minimum notice to the membership of the convening of such meeting being 4 weeks. A two-thirds majority of those present and voting at such meeting is required for a constitutional change.