By-Law Amendments for 2020 AGM

As indicated in Section 10-2 of the CNAREA By-Laws, we are presenting to the membership, proposed By-Law changes and rationale that the membership will be voting on at the upcoming AGM September 15, 2020.

To recap, By-Law changes may be made throughout the year, with the approval of the Board of Directors however these changes must be presented to the membership for ratification at the next meeting of the members.

In this announcement we will be outlining one change (indicated below as #1) that has been approved by the Board and has been put into affect. We are also proposing two additional changes (#2 and #3) that have not yet been approved by the Board. In both cases if the membership does not approve the proposed changes, whether or not they have been approved by the Board, they will not be implemented.

  1. As we have indicated in the past, we have been reviewing the CNAREA By-Laws ongoing to ensure they are updated and adhere to what is expected from a Not-For-Profit association. Part of that review is to confer with stakeholders such as the Insurance Companies and legal counsel. One of the areas where it was advised to update was the Complaint procedure found in Article 7. We were advised that any complaint and disciplinary procedure must be robust, and must reflect “rule of law”. The Association’s legal counsel, Andrew LaCroix, reviewed and recommended changes to both the procedure for handling complaints and the appeal process. As such Article 7 was amended and approved by the Board of Directors effective August 30, 2019 and will be voted on by the membership September 15, 2020.

The current and proposed Article(s) are as follows:

The most recent version -By-Laws Article 7 – approved by the membership at the 2019 AGM:

Article 7 – Complaints against Members, Reprimand, Suspension, and Expulsion

Definitions and interpretations:

  1. “Complaint” mean(s) an allegation in writing of misconduct or a breach of the association’s code of ethics, or bylaws.
  2. “Conduct review board”means a board called by the president of the association, made up of the directors and other members of the association, as specified in these bylaws.
  3. “Cost(s)” shall mean(s) any cost(s) incurred from the investigation of a complaint, the processing of a complaint, the hearing of a complaint, or the decision of the conduct review board resulting from a complaint.
  4. “Hearing” shall mean the formal meeting held by the conduct review board for the specific purpose of conducting the formal hearing of a complaint.
  5. “Association” means the Canadian National Association of Real Estate Appraisers.
  6. “Member” means any person defined as a member by a specific bylaw of the association

Section 7-1

Conduct by a member of the association that reflects dishonesty and a lack of integrity on themselves and or the association, and or of a manner that is not in compliance with the code of ethics of the association shall constitute justification for their possible admonishment, reprimand, suspension, removal of their designation, and or expulsion from the association, and or the possible administration of disciplinary action in accordance with the bylaws of the association.

Section 7-2

Grounds for suspension, expulsion, or removal of designation:

  1. conviction of a Criminal Offense
  2. adjudication by a court of law to be incompetent
  3. lack of adherence to the bylaws of the association
  4. refusing or neglecting to act in accordance with, or abide by, the decisions of the association
  5. found or determined to be guilty of an act of a discreditable nature to the profession
  6. non-payment of dues
  7. failure to maintain the prescribed continuing education program

Section 7-3

Less serious infractions may be grounds for a reprimand.  Reprimand is a severe expression of disapproval and criticism and constitutes a serious warning that may include conditions for the continuation of membership.  Notice of such issuance may be published and made public and include the name of the member.

Section 7-4

All complaints must be forwarded to the Chief Executive Officer of the association to determine the validity of the complaint and to determine if it should be forwarded to the Ethics, Professional Standards, and Discipline committee.

Section 7-5

The Chief Executive Officer of the association shall give notice of a complaint to the member and shall include as part of that notice, the actual complaint. The Chief Executive Officer of the association must also include in such a notice the authority of the association to make such a notice, as stated in the bylaws of the association.

Section 7-6

Complaints against any member for any reason shall be forwarded to the ethics, professional standards, and discipline committee. That committee will investigate all complaints and report their findings to the chief executive officer of the association. The Chief Executive Officer, in conjunction with the committee, has the authority to adjudicate any complaint without calling for a conduct review board.

If the respondent member is not in agreement with the decision of the committee and the Chief Executive Officer, the member can appeal the decision by calling for a conduct review board.

Section 7-7

The Chief Executive Officer shall advise the President that a conduct review board is required to adjudicate a complaint. The conduct review board shall be appointed by the president and shall consist of the President and at least one other elected member of the Board of Directors. The conduct review board must give notice to the respondent member at least fourteen (14) days in advance of the hearing of the conduct review board and forward to the respondent member any respective evidence and documents pertaining to the complaint. The conduct review board shall then hold a hearing during which the member in question may be interviewed and will be permitted to present any evidence relevant to the subject complaint.

Section 7-8

Until a hearing before the conduct review board has been completed and a decision made by the conduct review board, all investigations and proceedings shall be kept private and confidential.

Section 7-9

Only evidence presented at the conduct review board hearing can be considered by the conduct review board.

Section 7-10

Evidence to be considered by the conduct review board must be presented or given in person at the conduct review board hearing.

Section 7-11

The respondent member may be represented by legal counsel and is entitled to call witnesses at the hearing but is individually responsible for all expenses incurred on his or her behalf. The presence of any other parties or representatives shall be at the discretion of the conduct review board.

Section 7-12

The conduct review board will review all admitted evidence and take any action deemed appropriate, but in accordance with the regulations set out in these bylaws.

Section 7-13

After a conduct review board hearing has been completed and a judgment has been rendered by the conduct review board, the conduct review board, at its discretion, may make public the complaint and or the results of that complaint, including the decision of the board, and any disciplinary action taken, and identify the respondent member.

Section 7-14

The conduct review board may utilize association staff, members, and or committee members in the presentation of the case and may also retain legal counsel to act on its behalf at the hearing.

Section 7-15

The respondent member shall be responsible for all costs incurred by CNAREA associated to the Conduct Review Board and these costs shall be paid to the Association prior to the Conduct Review Board hearing being held. If the Conduct Review Board over-turns the decision of the Ethics, Professional Standards, & Discipline Committee in favour of the respondent member these costs shall be reimbursed to the member.

Section 7-16

Any decision of the Conduct Review Board is final. The failure of any member to comply with any request from the conduct review board in connection with a complaint under this section of the bylaws of the association, without justifiable reason or unless the law otherwise requires, may result in disciplinary action against that member.

Section 7-17

If a decision of the conduct review board results in disciplinary action involving a cost, the member disciplined will pay that related cost. The conduct review board may charge any related hearing costs to the member disciplined.

Proposed change as recommended by Andrew LaCroix and approved by the Board:

Article 7 – Complaints against Members, Reprimand, Suspension, and Expulsion

Definitions and interpretations:

  1. “Complaint” means allegation(s) or evidence of professional misconduct constituting a breach of the Association’s code of ethics, or bylaws.
  2. “Conduct review board”means a board called by the president of the Association, made up of members of the Association as set out in the Conduct Review Board Rules of Procedure.
  3. “Association” means the Canadian National Association of Real Estate Appraisers.
  4. “Member” means any person defined as a member by a specific bylaw of the Association

Section 7-1
Conduct by a member of the Association which shows professional dishonesty, a lack of integrity, or otherwise reflects poorly on the Association and the profession, or conduct which constitutes a breach of the Association’s bylaws or code of ethics shall constitute grounds for discipline under these bylaws, which can take the form of admonishment, reprimand, suspension, expulsion of the Member from the Association, demotion or removal of the Member’s designation within the Association.

Section 7-2
Grounds for Discipline:

  1. conviction of a Criminal Offense;
  2. a finding in a court of competent jurisdiction of professional negligence.
  3. breach of the bylaws, ethical rules or standards of the Association.
  4. refusing or neglecting to act in accordance with, or abide by, the decisions of the Association.
  5. a finding of discreditable conduct which tends to bring the profession or Association into disrepute.
  6. non-payment of dues.
  7. failure to complete approved continuing education courses as prescribed by the bylaws;

Section 7-3
The Association maintains the absolute discretion to mete out discipline as it sees fit taking into account factors including but not limited to the seriousness of the breach, the compliance record of the Member, whether the Member accepts responsibility, the financial impact of the breach and whether the conduct in question is unethical.  The Association’s findings along with the discipline imposed and the name of the Member will be available to the members of the Association.

Section 7-4
The CEO shall determine whether misconduct in a Complaint merits review by the Ethics, Professional Standards, and Discipline committee (hereafter the “Discipline Committee”).  If the CEO determines that the Complaint merits review by the Discipline Committee, the CEO shall conduct an investigation and deliver a report to the Discipline Committee.  In carrying out the investigation, the CEO may review relevant documents, speak to individuals with knowledge of the circumstances underlying the Complaint and will give the member the opportunity to provide a statement and/or any documents the member considers relevant to consideration of the Complaint, as set out in Section 7-5 herein.

Section 7-5
In giving the member notice of the Complaint, the CEO shall advise the member of the nature of the alleged misconduct, including a copy of any written complaint as applicable. The CEO of the Association must also include in such a notice the nature of the misconduct alleged, as well as copies of any documents the CEO has considered, so that the member can respond. The member shall be given an opportunity to respond to the Complaint, including the opportunity to speak with the CEO and provide documents which are relevant to consideration of the Complaint. The member is not required to respond to the Complaint.

Section 7-6
If the CEO forwards the Complaint to the Discipline Committee, the CEO will forward to the Discipline Committee a summary of facts and documents that the CEO considers relevant to the Complaint, including both inculpatory and exculpatory information and/or documents.  The Discipline Committee shall consider the information and/or documents and provide a recommendation to the CEO outlining (a) whether the Discipline Committee believes that the member has engaged in misconduct under the bylaws, standards or ethical rules of the Association; (b) if so, whether the Discipline Committee recommends disciplinary action against the member; and (c) if so what disciplinary action the Committee recommends.   The CEO shall review and consider the recommendation of the Discipline Committee and make a disciplinary decision (the “Decision”).  The CEO will deliver the Decision in writing to the member, outlining the findings of the CEO and the Discipline Committee and, if the CEO has decided to discipline the member, a description of the discipline against the member. If the CEO has a perceived or actual conflict of interest which may affect the CEO’s impartiality, of if the CEO is unable to act for other reason, the CEO may delegate their responsibilities under this section to another member of CNAREA’s executive.

Section 7-7
The member shall have 21 days from receipt of the Decision to request a review of the Decision by the Conduct Review Board.   The appeal before the Conduct Review Board (the “Appeal”), shall be undertaken in accordance with the Conduct Review Board Rules of Procedure, which are adopted and form part of these bylaws (the “Procedures”).  Once the member has given notice of the Appeal, the CEO shall deliver to the member a copy of the Procedures and acknowledge that the Appeal has been commenced.  The Appeal shall then be undertaken in accordance with the Procedures.

Section 7-8
The Decision shall be kept confidential in the event the member pursues an Appeal.  The Appeal decision will be available to the members of the Association after it is rendered by the Conduct Review Board.  If the member does not appeal the Decision, then the Decision will be made available to the members of the Association.

Section 7-9
The decision of the Conduct Review Board is final. It is the duty of members to comply with the directions and requests of the Conduct Review Board and the failure of any member to comply with any direction or request from the Conduct Review Board, without justifiable reason, will constitute a breach of the Association bylaws and may result in disciplinary action against that member.

  1. We are proposing the following change to Section 6-11 which aligns the Continuing Education cycle to the membership and financial year end.

 

The current By-Laws state:

Section 6-11

The association continuing education program cycle begins January 1 of the year following the date a person becomes a member of the association and runs every two years thence to the next January 1.

We are proposing that it be changed to the following:

Section 6-11

The association continuing education program cycle begins June 1 of the year following the date a person becomes a member of the Association and runs every two (2) years thence to the next June 1.

  1. Currently Section 3-4 states the following: “The elected directors must be an active independent fee appraiser member.”

It is proposed that “active independent fee appraiser member” is defined as follows: A designated member in good standing and who works as a Fee Appraiser and not with, or for, industry partners and is not a designated member of another Canadian Appraisal Association”

This will be inserted at the beginning of Article 3 – Organization.