This is part two of our “UWSA 101” series, in which we explain how the UWSA works, your rights as a member, and how to participate in our upcoming elections!
Last week, we covered our Memorandum of Agreement with the University of Waterloo, which gives us official status as your representative (catch up here if you missed it).
Internally, the UWSA has two key governing documents that say what we do and how we do it:
Articles of Incorporation
The University of Waterloo Staff Association (UWSA) Letter of Patent (PDF) established the UWSA as a corporation and its "objects" (purpose) in 1973. That purpose includes uniting staff at Waterloo, protecting the interests and welfare of members, and promoting educational opportunities for members.
By-law
The UWSA By-law, enacted October 28, 2021, dictates how the association operates at the level of the board and member meetings.
As a not-for-profit corporation, we have to follow the Ontario Not-for-Profit Corporations Act (ONCA). The Ontario government has a great guide to ONCA, which covers the responsibilities of directors and the rights and responsibilities of members, among other things. Our by-law is an extension of that legislation, adding more detail about how we operate specifically.
What’s in the by-law?
The by-law sets out the fundamentals of how the UWSA is governed, including:
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What happens at an annual meeting
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How the board of directors is elected
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The roles of the chair, vice chair, treasurer, and secretary
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What our standing committees do
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How decision making works at member and board meetings
Since they were enacted in 2021 before the new MoA and some structural changes, our by-law is currently under review to ensure consistency.
A few highlights
These are a few of the items most relevant to the average member—or anyone thinking of running in elections!
Member meetings
Member meetings are your chance to stay informed and vote on key decisions. Here's some of what the by-law says:
- Voting: Every member gets one vote.
- Quorum: At least 50 members need to be there for decisions to count
- Notice: We have to tell you about annual meetings 28 days in advance—though we usually announce them earlier!
Decision making
Most decisions at both board and member meetings are made by a simple majority vote. But some decisions need a two-thirds majority:
- disciplining or removing a director (outside of specific circumstances)
- amending the bylaw
- changing the order of business at an annual meeting
Articles 7 (Meetings), 11 (Election, terms, eligibility and termination of officers and directors), and 20 (Amending the by-law)
Elections
Want to run for the board? Here’s what you need to know:
- You must be a member in good standing
- Nominations close 30 days before the Annual Meeting (September 23 this year!)
- Terms last three years
Article 11: Election, terms, eligibility and termination of officers and directors
The Board of Directors
While ONCA sets out most board powers and responsibilities, our by-law outlines a few more, like:
- Filling board vacancies between elections
- Reporting to members at Annual Meetings
- Borrowing funds
- Delegating tasks to committees
Officer roles
ONCA requires a chair—but our by-law adds three more roles:
- Vice chair
- Secretary
- Treasurer
These officers are chosen by and from the directors, and help keep things running smoothly.
Standing committees
The by-law establishes two standing committees of the Board:
- Finance: Oversees UWSA’s financial health
- Governance & Nominations: Oversees the by-law, policies, and director recruitment
These committees report to members in our annual reports.
What’s not in the by-law?
The by-law only covers the governance and oversight of the association, not its day-to-day work with and for members.
This governance work is the realm of the board; the day-to-day work of representing and supporting staff is carried out by the UWSA Operations Team (the president, president-elect, past president, and three permanent employees) and volunteers, such as committee members.
Next post: Learn about the difference between governance and operations.