Approved by the Board of Directors or at a Special Meeting
First Issued by the Board of Directors on April 4, 2018 Amended in December 2018 Last Revised on December 5, 2025
Article 1: Name
- The name of the organization is Tong Yue Senior Association.
- The acronym of the organization is TYSA.
- The address of the Association shall be the address of the President.
- TYSA and the Association, as used throughout this Constitution and By-Laws, both refer to Tong Yue Senior Association.
Article 2: Purposes and Objectives - TYSA is a non-profit, non-religious, and non-political organization serving older adults.
- TYSA welcomes all residents, including Chinese-speaking and non-Chinese-speaking residents of Mississauga, to apply for membership and participate in group activities.
- TYSA enriches and enhances the spiritual and social well-being of seniors, improves their quality of life, and helps them better integrate into Canadian society. TYSA also promotes Chinese culture and Sino-Canadian friendship.
- TYSA offers programs and activities that benefit older adults and the wider community in which we live. Activities may include, but are not limited to:
o Tai Chi exercises
o Dance and music activities, including line dancing and folk dancing
o Social and interactive activities
o Card and board games
Article 3: By-Laws - All members shall abide by Canadian laws and municipal by-laws and respect Canadian traditions and customs.
- All members shall respect and take good care of Canadian public property.
- TYSA shall maintain a Conflict of Interest Policy and a Code of Conduct that include confidentiality and privacy provisions and a mechanism for resolving complaints.
- TYSA may make, amend, or revoke By-Laws, provided that such By-Laws are consistent with, do not conflict with, and do not alter the intent of any part of this Constitution.
- Amendments to the By-Laws must be approved by a two-thirds majority vote of the Board of Directors.
Article 4: Membership - Membership shall be open to members of the general public who are 55 years of age or older and reside in Mississauga.
- Members are eligible to attend all activities listed in Article 2.
- All members are entitled to attend and vote at the Annual General Meeting (AGM), review and approve the financial report, and elect the Board of Directors.
- At least 90% of the total membership must consist of residents of Mississauga.
- The Association shall maintain a minimum membership of more than 50 members to sustain the organization.
- The membership fee shall be paid annually. Detailed rules regarding membership fees are set out in By-Law 001.
Article 5: Board of Directors and Officers
The Board of Directors shall oversee the functions and operations of the organization in accordance with this Constitution and By-Laws. - There shall be minimum five (5) members of the Board of Directors.
- Directors shall be elected at the Annual General Meeting.
- All Directors shall serve on a voluntary basis. No monetary or equivalent compensation shall be paid to Directors for their service as Directors.
- The term of office for Directors shall be two years.
- The election process for the Board of Directors is described in By-Law 002.
- Directors are required to attend Board of Directors meetings. A Director who is absent from more than three Board meetings without reasonable cause may be removed from the Board.
- In the event of a vacancy on the Board, a replacement Director may be nominated by the Chair of the Board of Directors and approved by the general membership.
The officers shall be elected from among the Board of Directors to carry out the functions of TYSA.
(a) Officers
The officers of the Association shall consist of:
President – also serves as Chair of the Board of Directors
Vice-President – assists the President and observes the overall activities and functions of the Association as well as liaison and membership management
Secretary – records minutes and assists with functions and activity management
Treasurer – oversees financial transactions and financial reporting
Director – responsible for activities management
Important: The number of officers must correspond with the number of Board members established above.
Major decisions must be approved by the Board of Directors.
(b) Term of Office
The term of office shall be two years.
Officers shall be elected by the Board of Directors following the election of Directors at the Annual General Meeting.
Article 6: Duties
President: Represents the organization; chairs Board of Directors meetings, the Annual General Meeting, and monthly meetings.
Vice-President: Assists the President and oversees the activities and administration of the Association. And responsible for liaison and membership management
Secretary: Records the minutes of all meetings and assists with the management of weekly activities.
Treasurer: Is responsible for financial transactions and prepares the annual financial report.
Directors: Are responsible for functions and duties assigned by the Board of Directors.
Article 7: Meetings
Board Meetings
The Board of Directors shall meet regularly once a month, normally during the last week of each month. Special meetings may be called by the President when necessary.
The President shall chair Board of Directors meetings.
The quorum for a Board of Directors meeting shall be five (5) Directors, including the Chair.
Decisions shall be made through the following process: motion, second, and vote.
The Board shall prioritize reaching resolutions by consensus. When a vote is required, decisions shall be made by a simple majority. In the event of a tie, the President shall have the deciding vote.
The Secretary shall record the minutes of all meetings.
Annual General Meeting
The Annual General Meeting (AGM) shall be held within 90 days following the end of the fiscal year, which runs from January 1 to December 31.
Written notice of the AGM shall be provided to all members at least 30 days in advance.
Elections shall be conducted at the AGM. The President’s Report and financial report shall also be presented.
At least 21 days’ notice shall be given to members and the City of Mississauga regarding the AGM.
Members shall be notified of the Association’s acknowledgement of the City of Mississauga for the benefits received through registration in the Community Group Registry.
The quorum for the AGM shall be 25% or more of the total membership.
The Secretary shall prepare and present the minutes of the previous AGM for members’ approval, including the Association’s acknowledgement of the City of Mississauga for the benefits received through registration in the Community Group Registry.
The Treasurer shall prepare and present the most recent financial report for members’ approval.
The President shall present the budget, as reviewed by the Board of Directors, for members’ approval.
Article 8: Amendments
Amendments to this Constitution shall be proposed and reviewed by the Board of Directors and approved by the Board of Directors or at a Special Meeting at least 21 days before being presented at the AGM.
A quorum of 25% of all members is required for a major decision at the AGM.
Article 9: Conflict of Interest
A conflict of interest is a situation in which an Officer or Director, who is in a position of trust, has a professional or personal interest that competes with the best interests of Tong Yue Senior Association. Such competing interests may make it difficult for an Officer or Director to perform their duties and responsibilities objectively.
A conflict of interest exists even if no unethical or improper act results. A conflict of interest may create an appearance of impropriety that can undermine confidence in Tong Yue Senior Association and its activities.
9.1 Disclosing a Conflict of Interest at a Meeting
If an Officer or Director has, or suspects that they have, a direct or indirect conflict of interest in any matter and is present at a Board or Executive meeting, the Officer or Director shall:
disclose the conflict of interest;
not take part in the discussion or vote;
not attempt to influence the vote of others; and
leave the meeting while the matter is under consideration.
9.2 Disclosing a Conflict of Interest After a Meeting
If an Officer or Director is not in attendance at the meeting where a conflict of interest arises, they shall disclose the conflict of interest at the first meeting attended by that Officer or Director.
9.3 Conflict of Interest Statement
All Officers and Directors must sign and abide by a Conflict of Interest Statement approved by the Board of Directors.
Article 10: Code of Conduct
The Code of Conduct reflects the Association’s commitment to its values and provides a framework for ethical conduct that upholds integrity. Members and Board members are expected to behave in a manner consistent with this Code.
10.1 Core Values
All Board members and members shall act with impartiality and integrity and demonstrate respect, transparency, and accountability.
10.2 Guiding Principles
Members and Officers/Directors shall:
Act in good faith and place the interests of the Association above their own private interests.
Disclose any real or potential conflict of interest at the earliest opportunity.
Behave in a manner that is respectful, fair, and reasonable under the circumstances.
Encourage members to act fairly and ethically.
Encourage feedback from members and create a welcoming environment free from fear of reprisal.
Consult the President if they have questions regarding the Code or are unsure how to apply its principles.
Understand that breaches of this Code may result in disciplinary action, up to and including suspension of membership.
Confirm annually their understanding of and commitment to the expectations set out in the Code of Conduct.
Comply with all relevant laws, regulations, policies, and procedures.
Not use their status or position with the Association to influence, benefit, or advantage themselves.
Contribute to an equal, safe, and healthy environment that is free from discrimination, harassment, and violence.
Act in a manner consistent with the Association’s protocols regarding public comments.
Take reasonable steps to avoid situations in which they may be placed in a real or apparent conflict between private interests and the interests of the Association, including:
o use of confidential information;
o gifts and gratuities;
o outside activities that conflict with the goals of the Association; and
o relationships that may compromise or call into question impartiality.
Continue to respect confidentiality after leaving the Association and not use confidential information or Association contacts for personal gain.
10.3 Reporting Process
The Former President shall serve as the Code Administrator.
The Code Administrator shall receive and maintain the confidentiality of disclosures, provide advice, manage concerns, and ensure procedural fairness.
All real or apparent conflicts of interest shall be disclosed in writing to the Code Administrator, whether concerning oneself or another person.
The Code Administrator shall promptly review the circumstances and details of the potential breach.
The identity of the person making a report shall not be disclosed unless required by law.
The person alleged to have breached the Code shall have the right to receive sufficient information about the allegation and the opportunity to respond.
The Code Administrator shall make a decision and complete a report of the review in a timely manner.
The decision may range from finding no potential breach to identifying suspected criminal conduct.
If an Officer, Director, or member does not comply with the standards of behaviour identified in the Code of Conduct, they may be subject to disciplinary action, up to and including removal from office and/or membership in the Association.
A request in writing may be made to the President to review the decision of the Code Administrator in accordance with the appeals process.
Article 11: Legal Responsibilities
11.1 Indemnification
The Association shall indemnify and hold harmless its Officers and Directors from all costs, charges, and expenses that they sustain or incur in connection with any action, suit, or proceeding brought against them in respect of any act done or permitted by them in the execution of the duties of their office.
An Officer or Director who is proven to have acted negligently or improperly shall be responsible for all costs associated with the relevant legal proceedings, to the extent permitted by applicable law.
11.2 Member Information and Privacy
All information collected about members, with their consent, including but not limited to names, addresses, telephone numbers, and email addresses, shall be protected in accordance with applicable laws and shall be used only for Association-related communication and purposes.
Personal information shall be stored securely.
If member information is to be shared with another organization or individual, the member must provide consent and sign a release of information form where required.
Member information shall not be distributed to external organizations without appropriate consent or legal authority.
Article 12: Complaints and Appeals
Complaints may be submitted verbally or in writing by Association members, activity coordinators, or any Board member. Where possible, the receiving Board member shall attempt to resolve the matter promptly and shall notify the Board President of the complaint and the action taken to resolve it.
If the complaint cannot be resolved immediately, the Board member shall notify the Board of Directors of the complaint and provide the relevant details. The complainant may also contact the Board President directly.
Complaints should be submitted in writing and may be sent by mail or email to the Association’s mailing address, emailed to tongyueseniors@gmail.com, submitted through the Association’s website www.9696.ca, or provided in person to a Board member. Complainants are requested to provide a clear description of the nature of the complaint and any supporting documentation available.
The complainant shall be notified within two business days that the complaint has been received and, where possible, when it will be addressed.
The Board shall address the complaint at the next scheduled Board meeting. If additional time is required to make a decision, such as when additional information is needed, the complainant shall be notified.
The complainant shall receive a written response outlining the Board’s decision within 10 days of the meeting at which the complaint is considered.
Members disputing the suspension or dismissal from a Board position or regular membership, or disputing a complaint decision made by the Board, have the right to appeal to the general membership in writing within 10 days of being notified of the decision.
A Special Meeting shall be called within 30 days of the suspension, dismissal, or decision to consider the appeal. A quorum of 25% of all members shall be required.
Registered members present at the Special Meeting shall be entitled to vote. Each member shall have one vote. At least 50% plus one of the registered members present shall be required to carry the motion.
Article 13: Liquidation and Dissolution
If the number of members of the organization declines to fewer than 20, or if the general membership calls for a Special Meeting to discuss the future of the organization, the President shall call a general membership meeting.
This meeting must be attended by at least 20% of all members of the organization. The decision to dissolve the organization must be approved by a unanimous vote of the members present and entitled to vote.
By-Law 001: Membership Fee
There shall be an annual membership fee established by the Board of Directors.
The current membership fee for 2025 is $5 per person per year.
By-Law 002: Nomination Procedures for the Board of Directors’ Election - The nomination process shall be chaired by the Past President.
- A slate of nominees shall be presented to the members one month before the AGM.
- The Past President shall call for and accept nominations from the floor.
- A vote, if required, shall be conducted at the AGM.
- The officers shall be elected by the Board of Directors from among the elected Directors.
By-Law 003: Annual Report
The Association shall prepare an annual report highlighting its accomplishments, disclosing its budget, and providing statistics regarding membership and programs.
The annual report shall include, at a minimum:
Name of the Association
Date of the report
Acknowledgement of the City of Mississauga for the benefits received through registration in the Community Group Registry
List of executives and their positions
Number of members at the end of the fiscal year
Number of activities offered
Number of participants
Number of volunteers
Number of volunteer hours
Accomplishments, including a summary from each Officer/Director
Budget
Objectives/priorities achieved
Objectives/priorities for the following year
Signature of the President
The President shall review the Annual Report with members at the AGM and make it available to members who are unable to attend.