2024 Bylaw Updates

Adoption of New GSE Bylaws

​Bylaw Adoption

At the Annual General Meeting on May 16, 2024, the Geotechnical Society of Edmonton (the “GSE”) voted unanimously to repeal the existing bylaws of the GSE (see About Us page) and replace them with new bylaws. The new bylaws were filed with the Province of Alberta effective May 27, 2024.

The new bylaws can be viewed at this linked: GSE_Signed Special Resolution and Bylaws

Bylaw Update Process & Background Information

Our past-president, Zion Yua, began a review of the original bylaws when he was President (2022-2023) which led to the formation of a Bylaws Review Committee. It quickly became apparent that substantial effort and legal advice would be required to update the bylaws to align with the current structure and to conform with the requirements of the Alberta Societies Act. The GSE Executive voted to retain Bryce Lawrence, a lawyer specializing in non-profits and societies to assist in the process.

An initial meeting was held by the Bylaws Review Committee with Mr. Lawrence to discuss where the original bylaws were deficient and to document current operational practices. The draft bylaws were reviewed in detail by the Bylaws Review Committee and followed by another meeting with Mr. Lawrence to discuss specific questions and seek clarification. The current version of the new proposed Bylaws of the Geotechnical Society of Edmonton has been accepted by the GSE Executive.

The proposed new Bylaws were previously made available to the GSE membership for feedback. No concerns or criticisms about the new Bylaws were received from members during the feedback period (which ended on March 29, 2024). As such, no substantive changes were been made to the version of the Bylaws include with the Notice of Special Resolution other than the corrections of minor typos in Sections 1.1(e) and 5.11.2 and inclusion of the date and location of the upcoming Annual General Meeting on the final page.

The notice of the Special Resolution Vote proposing to the repeal the existing bylaws and replace them with the new bylaws was sent to the membership on April 23, 2024:

• The vote on this proposed special resolution would take place during the Annual General Meeting on May 16, 2024.
• To be eligible to vote on this special resolution, voters would must:
  • be a member of The Geotechnical Society of Edmonton who is not suspended or expelled from membership, and
  • be present, in person, at the Annual General Meeting location when the vote is taken (the bylaws prohibit proxy voting).
• For this special resolution to be successfully passed, at least 75% of the votes cast at the Annual General Meeting, by eligible members, must be in favour of the resolution (Societies Act, RSA 2000, c S-14, s.1(d)(i)).
• If successfully passed, the new bylaws will be registered at the corporate registry. The new bylaws will not take effect until they have been registered by the registrar (Societies Act, RSA 2000, c S-14, s.15).