Old Constitution (Last Revised March 1986)

1. The name of the society is Prince George Photographic Society / Prince George Société de Photographie, hereafter referred to as "The Society".
2. The objects of the Society are:
1. The advancement of the art and science of photography in its various branches in the Prince George area.
2. The purchase and/or lease of such premises and equipment as the Board of Directors of the Society feel is required to carry on operations.
3. To provide a forum and/or gallery facilities for members to display, comment on and receive criticism of their work.
4. To provide training programs in both the art and science of photography for photographers of all and various levels of competence.
5. To affiliate wth such provincial, national and international photographic organizations which from time to time the Board of Directors of the Society may feel to be in the best interests of the Society.
6. To conduct photographic exhibits and contests to promote greater public interest in photography.
3. The operations of the Society are to be chiefly carried on in Prince George, British Columbia.
4. Winding Up: Upon a dissolution of winding up of the Society, any asset remaining after payment of the liabilities of the Society shall be distributed to such member or members of the Community Arts Council of Prince George or, failing that, to such Canadian Charitable organization or organizations, as the membership shall designate.

By-Laws:

1. Membership:
1. Membership shall be open to any person resident in Prince George or the Central Interior of British Columbia.
2. Honourary membership may from time to time be conferred on persons not resident in Prince Geoge or the Central Interior of British Columbia, at the discretion of the Board of Directors. These Honorary members shall not have voting privileges.
3. The annual membership fee shall be established from time to time by the Board of Directors of the Society, subject to ratification by the subseqent annual general membership meeting of the Society.
4. A member acquires good standing after payment of the member's membership fee has been received by the Society, and remains in good standing unless the member becomes one (1) month in arrears, in which case he shall cease to be a member, or unless that member has been granted life membership in recognition of service.
5. A new member may join at any time during the year by paying the annual membership fee. The membership is renewable at the fiscal year end on payment of the annual membership fee established for the next fiscal year, prorated by the number of months his membership has been in good standing.
6. Members must subscribe to this constitution and its by-laws.
7. Any member may be removed at any duly constituted general or special meeting of the society on thirty (30) days notice of motion and by a simple majority of members present.
2. Officers:
1. There shall be a Board of Directors of the Society. The Past President of the Society shall be Chairman of the nominating committee. Four other members of the nominating committee shall be elected at the annual general meeting.
2. The nominating committee shall hold a meeting in the month of March to prepare a slate for the elective positions. At least six (6) persons shall be nominated for the four (4) - two (2) year positions. The consent of all nominees must be obtained.
3. The slate of nominees prepared by the nominating committee shall be given into the hands of the Secretary on or before April 15th, in the same year.
4. In addition to the slate of nominees prepared by the nominating committee, nominations will be accepted from the floor at a general membership meeting in April. Nominations must be moved and seconded, and agreed to by the nominee.
5. Election shall be by letter ballot if the Board of Directors so directs. In this case the Secretary shall cause the slate of nominees to be mailed to each member at his last known address, together with ballot papers and envelopes, at least twenty-one (21) days before the Annual General Meeting, and shall notify the members where and when the ballots are to be returned.
6. The Chariman of the Annual General Meeting shall appoint a Returning Officer and an Assistant who shall count the ballots and announce the successful candidates at the Annual General Meeting. The newly elected officers will take office at the end of the Annual General Meeting.
7. Four (4) members of the Board of Directors shall be elected at each annual meeting after the 1976 annual meeting, each for a term of two (2) years. The immediate Past President shall be a ninth member of the Board of Directors and shall serve for a period of one (1) year. The Board of Directors may, from time to time, appoint up to three (3) additional members to their number.
8. A member of the Board of Directors who resigns, or who by being absent without explanation from three (3) consecutive meetings of the Board of Directors may be presumed to have resigned and may be replaced in the following manner:
1. If the duly elected or appointed Director is granted leave of absence from the Board, the Board may appoint a temporary replacement for that Director to serve on the Board until the expiration of the leave period. Such temporary replacements will have full voting privileges on the Board.
2. If the duly elected or appointed Director is not granted leave of absence from the Board, the Board may appoint a permanent replacement for the Director to serve on the Board until the expiration of the normal term of the Director who resigned or who was absent without leave.
3. All Directors and temporary replacements on the Board must be members in good standing of the Society.
9. The Board of Directors shall manage the affairs of the Society and speak on behalf of the Society. Policies of the Society shall be determined by the members. The Board of Directors each year shall elect from among them an Executive Committee consisting of a President, a Vice President, a Secretary and a Treasurer to hold office at the pleasure of the Board. One person may hold a dual appointment if this is felt to be in the best interests of the Society.
10. No appointed officer shall hold the same office for more than two consecutive terms.
11. The Executive Committee of the Society shall perform such functions as directed by the Board of Directors and shall report its activities to the Board.
12. The Board of Directors may appoint persons to be life members of the Society or honourary non-voting members or patrons for the Society for such terms as the Board may, from time to time, determine.
13. Any officer or Director may be removed at any duly constituted general or special meeting of the Society on thirty (30) days notice of motion and by two-thirds vote of members present.
3. Meetings:
1. There shall be an Annual General Meeting of the membership of the Society during the month of May. Immediately following the annual meeting and within ten (10) days thereafter, the outgoing Executive Committee shall prepare and file such documents and reports as are required under the Societies Act of British Columbia.
2. Extraordinary membership meetings may be called by the Board of Directors or upon the petition of not less than thirty (30) percent of the members in good standing and not less than thirty (30) days written notice. Petititons for such extraordinary meetings must specify the object for which the meeting is sought.
3. General membership meetings shall be held monthly, at a date to be set by the Board of Directors.
4. A quorum of any membership meeting of the Society shall be ten (10) percent of the total membership in good standing or ten (10) members in good standing, whichever is less, and must include one member of the Executive Committee.
5. Each individual member shall be entitled to one vote at all membership meetings and each organizational member shall be entitled to one voting delegate at all membership meetings. Two (2) members of a family unit which holds a family membership may each have one vote if both are present at a membership meeting, but there shall be no proxy voting.
6. Decisions of the annual general membership meetings of the Society shall be made by simple majority, except in the case of By-Law amendments, provision for which is made under By-Law 9.
7. The fiscal year of the Society shall begin October 1st and end September 30th.
4. Borrowing Powers:
• For the purpose of carrying out the objects of the Society, the Directors may borrow or raise money in such a manner as they believe fit, provided, however, that none of these powers shall be exercised except in accordance with a general sanction of a resolution passed by the Society in a general meeting.
5. Audit and Annual Report:
• At every annual general membership meeting, the Directors shall submit an annual report of the Society's activities for the past year, including a financial statement in the form of a balance sheet. Such a statement shall contain general particulars of the Society's liabilities and assets and shall be prepared by the Treasurer and audited by a member in good standing who is not a member of the Board of Directors.
6. Community Association:
• The Society shall be a member of the Community Arts Council of Prince George and District as long as such a body exists. The Board of Directors of the Society shall appoint such directors as required to represent the Society on any Council bodies or similar agencies.
7. Seal:
• The Board of Directors may adopt a seal which shall become the common seal of the Society. Such a seal of the Society shall be in custody of the Secretary or of the President and shall be used only under the authority of the Board of Directors.
8. Books and Records:
• The Directors shall cause all necessary books and records of the Society required by the By-Laws of the Society or by any applicable statute or law to be regularly and properly kept. Such books and records shall be made available for inspection by any member at all general meetings of the Society.
9. Amendments to the By-Laws:
• These By-Laws may be amended at any annual general membership meeting by a two-thirds majority vote of those members in attendance, upon at least thirty (30) days written notice to the membership of the proposed amendments.