Constitution of the Suzuki Elders

WHEREAS the Suzuki Elders is an association of individuals under the auspices of the David Suzuki Foundation.

NOW THEREFORE, this Constitution establishes and guides the Suzuki Elders.

Article 1. Definition of Suzuki Elders

1.1      Suzuki Elders, sometimes called Elders, are individuals from the community at large who have knowledge, skills, and ideas to share. That knowledge is based on experience, observation, education, and tradition.

Article 2. Elders’ Values

2.1  A harmony of personal ethics, lifestyles, ecological values and spiritual values.

2.2  A sense of community and a shared responsibility for the Earth, its natural systems and life-forms including future generations.

2.3  Long-range creative thinking and the application of such thinking to find fulfilling yet sustainable choices.

2.4  Open and respectful dialogue and discussion to stimulate action by all in regard to the Earth, its natural systems and life-forms.

Article 3. Elders’ Vision

3.1  A universal understanding of and respect for the Earth, its natural systems and life-forms, and an appropriate place occupied by the human population and its future generations.

3.2  A broad, interfaith, gender-inclusive and generation-inclusive coalition to speak out for ecological and spiritual values.

3.3  An open and respectful dialogue, discussion, dissemination, constructive engagement and other action in regard to any issue including, without limitation, any issue or resolution presented by the Declaration of Interdependence of the David Suzuki Foundation.

Article 4. Elders’ Membership

4.1  The association of Suzuki Elders is open to any individual who has values and vision consistent with Articles 2 and 3 and who believes that he or she has gained sufficient knowledge, skills, and ideas to share.

4.2  Each of the Suzuki Elders agrees to abide by and support the values and vision set out in this Constitution, as well as the goals, work and mission of the David Suzuki Foundation.

4.3  Application to join the Suzuki Elders must be made by the individual and a majority of the Council as defined in Article 6, may at any time decide whether to confirm the individual as one of the Elders.

4.4  Application to join the Suzuki Elders may be by electronic means or in writing.

4.5  The Council may periodically ask one or more of the Suzuki Elders to indicate his or her intention to remain as one of the Elders and may remove from the membership list those who fail to respond within 90 days.

4.6  One or more individuals may be designated, by the Council, to hold the status of “Elder Emeritus”.

4.7  The Council may expel, suspend, or otherwise discipline any one of the Elders following a hearing if such individual violates this Constitution. Not less than 28 days notice shall be given of such a hearing. (Previously Article8.5)

Article 5. Costs, Contributions, Donations, Fees and Remuneration

5.1     An individual seeking to join the Suzuki Elders and becoming one of the Elders may do so at no financial cost to him or her or required contribution by him or her.

5.2     While all Elders are free to donate money or other assets or designate a legacy in support of the David Suzuki Foundation, membership in the Elders will never require a mandatory donation. The Council may from time to time set a suggested donation or fee to cover all or part of certain expenses of any activity or event of or for the Elders, but no individual shall be excluded due to inability to pay.

5.3      Elders serve on the Council without remuneration or other pecuniary benefit to him or her.

Article 6. Elders’ Council

6.1  The Suzuki Elders shall be led by an executive of its members. That executive shall have a reasonably well-balanced number of men and women having diverse education, experience and traditions and will be known as the Elders’ Council or the Council.

6.2  The Founders of the David Suzuki Foundation, that is David Suzuki and Tara Cullis, and the Chief Executive Officer of the David Suzuki Foundation are ex officio members of the Council.

6.3  At no time shall the Council number less than 12 or more than 16 Elders, not including ex officio

6.4  When a vacancy occurs on the Council between any Annual General Meeting, as defined in Article 7, the Council may appoint one of the Elders as an interim member of the Council to serve out the term of the vacancy.

6.5  At least 60 days before each Annual General Meeting, the Council shall establish a nominations committee. That Committee shall recommend to the Council the names of one or more of the Elders to fill the positions of those whose terms are expiring. The Council shall nominate Council members from those recommended.

6.6  At the Annual General Meeting two or fewer individuals, each being Suzuki Elders to serve for a term not exceeding one year, may be duly proposed to be nominated for Council.

6.7   At the Annual General Meeting, those nominated, by means of Articles 6.5 and 6.6 shall be subject to confirmation by a vote by the membership. If there is not such a confirmation by a majority vote, then a specific vote to fill each of the expiring Council seats shall be held.

6.8  Each member of the Council shall serve for the term specified at the time of their nomination and vote, from the date of confirmation until the Annual General Meeting in the first or second year following.

6.9  Each Council member shall at any time be eligible for re-appointment and re-election.

6.10 Following each Annual General Meeting, the Council shall from its own number choose certain officers, including the Chair, Secretary and any other position it requires to conduct its business, who shall serve until the first meeting of the Council following the next Annual General Meeting.

6.11 The duties of the Chair shall include, without limitation, the preparation of an agenda for each meeting, the control of meetings, the introduction of speakers, and other duties as agreed to by the Council.

6.12  Each Council member may at any time, by advising the Chair, suspend or terminate his or her position on the Council.

6.13 Any officer of the Council may be removed by a vote of three-fourths of the members of the Council provided that a Notice of Motion to remove is brought by a Council member, not less than 28 days prior to the vote.

6.14 Following removal of an officer, the Council shall promptly fill the position for the remainder of the term.

Article 7. Meetings of the Council

7.1  Meetings of the Council shall be open to all Suzuki Elders and guests invited by the Council

7.2  A quorum for any meeting of the Council shall be seven members of Council present at the commencement of the meeting.

7.3  Members of Council shall meet at a designated time in accordance with an annual work plan and meeting schedule prepared by the Council for each year.

7.4  Special Meetings of the Council may also be called from time to time by the Chair or a majority of the members of the Council.

7.5  All meeting of the Council shall be held in Vancouver at the David Suzuki Foundation office, unless otherwise specified by the Council.

7.6  All members of the Council shall be given notice of meetings by email, regular mail, or by telephone.

7.7  During the time that an individual is a member of the Council, he or she will make reasonable efforts to attend all meetings. If unable to attend a meeting of the Council, then that member will make reasonable efforts to send regrets in advance by informing the Chair or Secretary.

7.8  A member of the Council who has missed three consecutive meetings of the Council without prior regrets as set out in Article 7.7 will be deemed to have resigned from the Council and will be sent notice to this effect. After receiving such notice, that member may attend the next regular meeting of the Council, and request reconfirmation, which the Council may grant by majority vote. This Article does not apply to ex officio Council members.

7.9  The Council shall hold an Annual General Meeting of the Suzuki Elders once every calendar year commencing in 2012.

7.10 Notice of an Annual General Meeting shall be sent to all Suzuki Elders not less than 28 days before the meeting date.

7.11 The quorum for the Annual General Meeting shall be 20 members.

7.12 The Annual General Meeting may develop and follow its own rules of order, otherwise it shall be governed by Robert’s Rules of Order (Newly Revised).

7.13 The Annual General Meeting will receive a report from the Chair of the Council.

7.14 Special General Meetings of the Suzuki Elders may also be called from time to time by the Council and not less than 28 days prior notice shall be required for such a meeting.

Article 8. Procedures and Duties of the Council

8.1 Records, including notes of any meeting, are desirable, but not necessary, and if made by the Secretary they shall be submitted for approval by the Chair.

8.2 The Secretary or other officer designated by the Council will keep an up to date membership list of Suzuki Elders.

Article 9. Publications and Personal Opinion

9.1  Any substantial item prepared by or on behalf of the Suzuki Elders for any David Suzuki Foundation publication, including a publication on the Foundation website, shall be submitted, well in advance of its release to the public domain, by its respective authors to a Publications Committee established by the Council.

9.2  The Publications Committee may approve for publication the item noted in Article 9.1 provided that it is consistent with policies, if any, the Council may be established from time to time. The Council may require that any item be clearly labelled personal opinion.

9.3  Nothing in Article 9 fetters the right of any one of the Suzuki Elders to express his or her personal opinion, provided that such opinion does not contradict one or more of the Elders’ Values in Article 2 or the Elders’ Vision in Article 3. Each personal opinion shall be clearly marked as such. It should also be clearly marked that the opinion does not necessarily represent those of the Suzuki Elders or the David Suzuki Foundation.

Article 10. Finance

10.1  All expenditures of the Council shall require, and be accounted for, through a project number created specifically for the Suzuki Elders by the Director, Finance and Technology of the David Suzuki Foundation.

10.2  The Director, Finance and Technology shall establish a dedicated donation account specifically for the work of the Suzuki Elders.

10.3  As expenses are planned, the Chair of the Council, or the Chair’s designate, shall request that the Chief Executive Officer of the David Suzuki Foundation authorize an expenditure from the funds dedicated for the Suzuki Elders.

10.4  The Council shall prepare and submit a budget request to the Chief Executive Officer for the next fiscal year on or before a date specified by the Director, Finance and Technology.

Article 11. Adoption and Amendment of the Constitution

This Constitution came into force and effect following a vote in favour by the Council of the Suzuki Elders on 20 October 2010. It was amended as of 23 March 2012 by a special majority of two-thirds of the members of Council in favour. This Constitution may be further amended by a similar vote at any subsequent Annual General Meeting or Special Meeting.