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3. Council

3.1. Duties and Powers

The Council of the College will exercise all the powers and duties granted to a governing council under the Act.

3.2. Composition

  1. Council shall be composed of 8 Registered Nurse members, and 8 public representatives referred to in this subsection at (b) below, as follows, all of whom are voting members of Council:
    1. Eight (8) regulated members who meet the eligibility requirements in article 6.1 appointed by Council; and
    2. Eight (8) public representatives appointed by the Lieutenant Governor in Council in accordance with the Act.
  2. The Chief Executive Officer and Registrar shall be a non-voting member of Council.
  3. For the purposes of regulated members appointed to Council, Registered Nurse means a regulated member registered on the Registered Nurse Register or the Nurse Practitioner Register.

3.3. Terms of Office

  1. Except when these Bylaws otherwise provide, the term of office of all Registered Nurse members of Council is three years, with approximately one-third of the Registered Nurse members appointed each year.
  2. In accordance with Section 5(4) of the Act, a member of Council, continues to hold office after the expiry of that member’s term until a successor is appointed.
  3. Council is empowered to increase or decrease the length of the term of office of Registered Nurse members of Council, including those already appointed to a specific term of office, in order to maintain the one-third turnover rate in accordance with subsection (a) above.
  4. The Registered Nurse members of Council commence their terms of office on October 1 of the year in which they are appointed.
  5. The term of office of a Registered Nurse member of Council is renewable once to a maximum of two consecutive terms of service.
  6. Subject to article 3.3.e., a Registered Nurse member of Council is eligible to fill a vacancy under articles 4.1. and 6.2. if at least one (1) year has passed since their last day as a previous Registered Nurse Member of Council.

3.4. Council Meetings

  1. Council shall meet at least three times a year.
  2. Council may meet in person, by teleconference or by any other technology that permits all persons participating in the meeting to communicate with each other
  3. The Chair may call any additional meetings of Council that the Chair considers necessary.
  4. A member of Council may call an emergency meeting of Council with the agreement of two-thirds (2/3) of the voting members of Council.
  5. When deemed necessary for Council to consider a complaint regarding the Chair, the Chair of the Leadership Review and Governance Committee may call an additional meeting of Council.
  6. Except when Council otherwise directs, Council meetings are open to the public.

3.5. Quorum

  1. A quorum at Council decisions is a majority of the members of Council.
  2. For the purpose of calculating whether a majority of the members of Council is present for a Council decision, public representative positions on Council to which the Lieutenant Governor in Council has not appointed an individual shall not be counted

3.6. Voting

  1. Voting on matters by Council may be conducted:
    1. at a face-to-face or electronic meeting of the Council; or
    2. with the authorization of the Chair, by a mail, e-mail, video or fax vote, or a vote conducted during an electronic meeting.
  2. Regardless of the voting method, quorum for decision-making shall be determined as specified in article 3.5, and a decision shall be made by a majority vote of the voting members.
  3. The Chair does not vote unless there is a tied vote, in which case the Chair’s vote decides the matter.

3.7. Conflicts of Interest

Members of Council are subject to CARNA’s Conflict of Interest Policy. All members of Council must:

  1. Refrain from attempting to exert influence in connection with issues for which they are in conflict or potential conflict of interest, and
  2. Abstain from participating in any hearings, discussions, or voting on such issues pending resolution of the conflict or potential conflict as prescribed by the Conflict of Interest Policy.