GSL Bylaws

1.	Membership
1.1	Any person who is interested in the study or practice of Tibetan Buddhism or the objects of the Society may become a member of the Society.
1.2	Membership fees, if any, shall be determined from time to time by the members of the Society at a general meeting.
1.3	Any member wishing to withdraw from membership may do so upon a notice in writing to the Governing Committee and such withdrawal will be accordingly effective forthwith. If any member is in arrears for fees or assessments for any year, such member may be automatically suspended by the Governing Committee subject to the approval of the Spiritual Director at the expiration of six (6) months from the end of such a year and shall thereafter be entitled to no membership privileges or powers in the Society until duly reinstated. Any member, upon a two-thirds (2/3) vote of all members of the Society in good standing may be expelled from membership for any cause which the Society may deem reasonable and necessary in the circumstances, provided that such action is approved by the Spiritual Director.
2.	Governing Committee
2.1	The Governing Committee shall be composed of the Treasurer, Secretary, President, VicePresident, Spiritual Director and at least four (4) members at large. The Treasurer, Secretary, President, Vice-President and members at large shall be elected to the Governing Committee by a majority vote of the members of the Society at a general meeting properly called and constituted for such purpose. The Governing Committee shall be composed of members of the Society.
2.2	The President shall be the chief officer of the Society and shall be the chairperson and preside at all meetings of the Society and the Governing Committee. In the absence of the President, a chairperson shall be elected from the general membership of the Society at general meetings, or from those present at a meeting of the Governing Committee.
2.3	If a casual vacancy should occur in a position on the Governing Committee, the Spiritual Director may fill such position with a person of his choice until the next general meeting of the Society.
2.4	The Governing Committee shall report to and advise the Spiritual Director, and shall have as its purpose the furtherance of the objects of the Society. The Governing Committee shall be responsible for teaching and implementation of Tibetan Buddhism as instructed by the Spiritual Director.
2.5	The members of the Governing Committee, other than the Spiritual Director, hold office from the time of their election until the close of the next general meeting. The Society, in a general meeting, may, by a Special Resolution, remove at any time any or all of the members of the Governing Committee, save and except the Spiritual Director, before the expiration of his/her period of office and appoint another qualified person to act in his/her stead.
3.	Spiritual Director/Resident Teacher
3.1	In the first instance, the Resident Teacher of the Society was Geshe Ngawang Kaldan of Pomra Khangsten, Drepung Loseling. In the second instance, the Resident Teacher of the Society shall be Kushok Lobsang Dhamchöe of Phendey Lekshey Ling (Namgyal Monastery), hereinafter referred to as the Spiritual Director.
3.2	In consideration of Kushok Lobsang Dhamchöe continuing in his role as Spiritual Director for the Society until his age of retirement, or until his mental or physical health renders him incapable of holding said position, the Society agrees to care and provide for Kushok Lobsang Dhamchöe for the remainder of his natural life, as set out in the most recent Agreement between Gaden Samten Ling Tibetan Buddhist Meditation Society and Venerable Lobsang Dhamchöe.
3.3	In the event of the death or permanent mental or physical incapacity of the Spiritual Director, the next Spiritual Director shall be appointed, with guidance, from the Dalai Lama's private monastery, Phendey Lekshey Ling (Namgyal Monastery, Thekchen Choling, P.O. McLeod Ganj - 176219, Dharamsala Distt Kangra (H.P.), India) to ensure the purity of the lineage of teachings.
3.4	The Spiritual Director shall be responsible for the teaching practices and philosophy of the Society and will provide advice to the Governing Committee where necessary.
4.	The Secretary
4.1	The Secretary shall be responsible for the keeping of accurate minutes of all general meetings and meetings of the Governing Committee. The Secretary shall be responsible for all correspondence and files of the Society and shall perform other duties incidental to the Office, including keeping of the seal of the Society and dealing with same strictly upon the conditions herein contained. The Secretary shall also keep a record of all members of the Society and their addresses, and shall be responsible for sending all notices of the various meetings required to be given. Notices of annual general meetings shall be governed by the provisions of the Societies Act, R.S.A. 1980 c.S-18, as amended.
4.2	The affixing of the seal of the Society shall be attested to by the signature of any two. (2) members of the Governing Committee.
5.	The Treasurer
5.1	The Treasurer shall be the custodian of all funds of the Society and shall be responsible for the preparation of budgets, the keeping of all accurate books and records of financial transactions, and the filing of all necessary returns, forms, applications, and certificates with respect to taxation, registered charity status, and the like. The Treasurer shall account to the Governing Committee at regular intervals as determined by the Governing Committee and shall be accountable to the Governing Committee for the finances of the Society and shall be responsible for the preparation and presentation of financial statements or audited statements as required by the Governing Committee.
6.	The President
6.1	The President of the Society shall be responsible for day to day implementation of the requirements of the Governing Committee, including the operation of a centre or meditation retreat or such other functions and facilities as may be directed and required by the Governing Committee. The President shall only carry out his functions with the attainment of the objects of the Society as a principal goal.
7.	The Vice-President
7.1	The Vice-President of the Society shall be responsible for the duties of the President in his/her absence.
8.	Members at Large
8.1	Members at large shall participate in the work of the Governing Committee as required.
9.	Remuneration
9.1	No member of the Governing Committee or special committee member shall receive remuneration for carrying out his or her duties with respect to the Society. Any expenses and disbursements of any member for or on behalf of the Society must be approved in writing by the Governing Committee.
10.	Other Committees
10.1	The Governing Committee may establish committees of one or more persons with particular or specified functions.
11.	Meetings
11.1	The annual general meeting of the Society shall be held in each year within two (2) months following the end of the fiscal year for the purpose of electing members of the Governing Committee, save the Spiritual Director, receiving annual reports, considering the business and financial matters of the Society, and conducting any other business deemed necessary. Unless otherwise stipulated, the provisions of the Societies Act and the Companies Act of Alberta shall govern the procedures and transactions of business at all annual meetings. Members must be notified of the meetings by mail or, upon request of the member, by e-mail one (1) month in advance of the meeting.
11.2	Other general or special meetings of the Society may be called at any time by the Secretary, upon the instructions of the Governing Committee. Notice of such meetings shall be by letter to the last address recorded by the Secretary in the Registrar of Members, delivered in person or by mail or, upon request of the member, by e-mail eight (8) days in advance of the meeting.
11.3	Five (5) members in good standing shall constitute a quorum for any meeting of the Society.
11.4	Any member not in good standing or expelled from the Society shall not be entitled to vote at any meeting of the Society.
11.5	Any member who has not withdrawn from membership nor has been suspended nor expelled as herein provided shall have the right to one (1) vote at any meeting of the Society. Such vote must be made in person and not by proxy or otherwise.
12.	Governing Committee Meetings
12.1	The Governing Committee shall have control of the business of the Society. Any meetings required to be held by the Governing Committee shall be called by the Secretary and a quorum of members of the Governing Committee shall be one half (1/2) of all, or at least 5, members of the. Governing Committee. Decisions shall be approved and resolved upon a majority vote of the present and eligible members of the Governing Committee.
12.2	Any special meeting of the Governing Committee may be called on the instruction of any two (2) members of the Society by notice in writing served upon the Secretary of the Society stating the business required to be dealt with.
12.3	Notice of all meetings of the Governing Committee shall be given at least four (4) days in advance unless all of the members of the Governing Committee so consent otherwise.
13.	Roberts Rules
13.1	Roberts Rules of Order shall serve as a guide in conducting all meetings of the Society and shall not override any clauses set out in the Bylaws.
14.	Conflict Resolution
14.1	In the event of a dispute arising out of the affairs of the society, the matter of dispute will be clearly represented to the Spiritual Director by the concerned parties. Upon his consideration of the same, the Spiritual Director, who at such times of dispute shall act as “Abbot” of this Dharma Centre, shall issue a directive to resolve the dispute.
14.2	In the event that the Spiritual Director/Abbot issues a directive in the case of a dispute, or in any event, that the directive be considered binding and shall be carried out forthwith by the Governing Committee.
15.	Financial Matters
15.1	The fiscal year end of the Society shall be December 31 st in each year.
15.2	The books, accounts and records of the Secretary and Treasurer shall be audited at least once a year by a duly qualified accountant or by one or more members of the Society appointed for that purpose at the annual general meeting. Such auditor(s) hold(s) office until the close of the next annual meeting, and if any appointment is not so made, the auditor(s) in office shall continue in office until a successor is appointed. Prior to the annual general meeting, a complete and proper statement of the standing of the books for the previous year shall be submitted to and confirmed by the Governing Committee and then submitted by the auditor(s) at the annual general meeting of the Society.
15.3	All books and records of the Society shall be deemed to be public information and the Secretary shall make all such public information, policies, procedures, and records available to any member of the Society upon reasonable notice.
16.	Dissolution
16.1	The Society may be dissolved upon a Special Resolution of the members of the Society together with the affirmative vote of the Spiritual Director. Such dissolution shall be effected in accordance with the provisions of the Societies Act.
16.2	Upon dissolution of the Society, any assets remaining after paying debts and liabilities will be disbursed to eligible charitable organizations or religious groups or purposes, with preference given to the purposes of His Holiness the Dalai Lama.
17.	Powers of the Society
17.1	The power to borrow money or raise money or secure the payment of money in such manner as the Society thinks fit, and in particular, by the issuance of debentures and other securities, cannot be done without a special resolution of the members;
17.2	The power to acquire and deal in real and personal property and to enter agreements with respect to the development, acquisition and maintenance of same;
17.3	The power to create branch societies, meditation retreats and meditation centres;
17.4	The power to issue publications and periodicals, disseminate literature, and to perform charitable acts of benefit to the community and to further enlightenment for the objects of the Society; and
17.5	The power to establish libraries and conduct programs, symposia, and festivals for the furtherance of the objects of the Society.
18.	By-law Amendment
18.1	These by-laws may be rescinded, altered, or added to by a Special Resolution passed by a majority of not less than three quarters (3/4) of the members as are entitled to vote and are present in person at a general meeting of which one (1) month written notice specifying the intention to propose the resolution as a Special Resolution has been duly given.