Governance & By-laws

25-07-2014

1.0 Introduction

1.1 Name of the Organization

The name of the organization is Ontario Alliance of Mental Health Practitioners ("the Alliance", "the OAMHP").

1.2 Vision and Mission Statement

The Alliance is an organization of like-minded partners dedicated to the recognition of the counselling (see note below) and the psychotherapy professions in Ontario.

In fulfilling its mandate, the Alliance promotes the development of policies and practices for the provision of accessible, competent, and accountable counselling and psychotherapy services throughout the human lifespan in a manner sensitive to the pluralistic nature of society.

The Alliance strives to understand the needs of the diverse community of counsellors and psychotherapists in Ontario and aspires to being inclusive in its membership and a strong voice for the promotion of counselling and psychotherapy.

Note: Mental health professionals operate on a continuum that encompasses a broad range of approaches to treatment that cannot be artificially separated. There are no bright lines separating psychotherapy from other forms of mental health counselling. Psychotherapy and counselling exist on a continuum that can shift back and forth over the course of the therapeutic relationship or even in the course of a single session. That very fluidity is part of what makes the practice of mental health vital and able to respond to the complex and multi-layered needs of clients/patients. What all mental health professionals have in common is that they are trained to provide services that promote positive emotional, mental, psychological and behavioural change and growth through assessment and a plan of intervention.

1.3 Goals

  • To be the public voice of non-statutory self-regulating mental health professionals in Ontario .
  • The Alliance will speak to government, related professions, the media and the public alike;
  • To help shape the policies, practices, and procedures of the new College of Psychotherapists and
  • Registered Mental Health Therapists until the College is fully operational;
  • To research the future of the Alliance once the College is fully operational;
  • To research structure(s) that will function to protect the members of the Alliance in a coordinated and collegial manner, once the College is fully operational.

1.4 Principles

  • Recognition of the richness and diversity of the non-statutory, self-regulating sector in the mental health field in Ontario;
  • Recognition of the public's right to access, choice, timeliness, equity, cost-effectiveness and high quality mental health services.
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2.0 Membership

2.1 Eligibility

2.1.1 Voting Members

Any mental health professional association who agrees with the OAMHP goals and principles may become a member providing that they:

  • provide adequate and pertinent information about their organization by responding to an OAMHP questionnaire;
  • agree to pay their annual membership fee and any other fees as approved by the membership.

In addition:

  • All membership applications must be approved by the Steering Committee;
  • All member organizations, except "supporters" (support members) have equal standing and have a right to name one (1) voting representative to the Alliance;
  • All member organizations have a right to name one (1) alternate representative to the Alliance, but still maintains one (1) vote in the Alliance.

2.1.2 Non-Voting Members

  • Other types of organizations such as training institutions, certification bodies and agencies that support the goals and principles of the Alliance may also join the Alliance as Support Members;
  • Support members are not eligible for election;
  • Professional Associations are only eligible to be voting members and not Support members.

2.2 Fees

Membership fees shall be such as are from time to time set by the Steering Committee and shall be subject to the approval of the members at the General Meeting next following the action of the Steering Committee.

Notice of annual renewal is sent to each member at a specific date as stipulated by the Steering Committee.

The exercise of the rights of a member shall be contingent upon the payment of fees.

2.3 Termination

Membership can be terminated for any one of the following reasons:

  • At the request of the member;
  • For non-payment of annual dues or other debts to the Alliance;
  • For failure to adhere to the OAMHP By-Laws provided any such failure is determined by a process which respects the member's right to natural justice.
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3.0 Governance

3.1 Overall Structure

The supreme governing body of the OAMHP is known as the General Assembly consisting of all voting member organizations. A Steering Committee governs the Alliance by making policy which determines the long-term direction of the Alliance. Members of the Steering committee will be elected by the General Assembly. There will be a minimum of two meetings of the general membership per fiscal year, one of which will be the Annual General Meeting (AGM).

The Steering Committee shall send notices of any General Assembly meeting to the designated representative of all current members in good standing at least 15 days in advance of the date of the meeting.

A written notice stating the day, hour, and place of the meeting and the general nature of the business being transacted shall be sent either personally or by sending such notice to each member through the mail in the form of a letter, or by email to the last address that appears on the member list of the Alliance. The non-receipt of a notice to any of the members entitled to receive it does not invalidate proceedings at that meeting.

Voting representatives must be present at the AGM in order for their organizations to exercise their voting rights. Proxy votes are not permitted. Fifteen (15) member organizations or 50%, whichever is the lowest, will constitute a quorum for voting purposes at the AGM. Support members do not have the right to vote or be elected to the OAMHP's governing structures.

3.2 Nominations and Elections

The OAMHP Past Chair shall serve as the Nominations Chair.

Members who are interested in standing for any of the elected positions will be invited to submit their nomination, at least 60 days prior to the AGM.

A vote by ballot will be conducted if more than one name has been nominated for any position on the Steering Committee.

A slate of officers and their biographies shall be distributed to the general membership at least 15 days in advance of the date of the AGM.

Proxy votes will not be permitted. Nominations from the floor are not permitted.

3.3 Steering Committee

The Steering committee is comprised of the OAMHP Chair, the Past Chair, the Vice-Chair, the Treasurer, the Secretary, the chairs of the Standing committees and up to 4 members at large.

A minimum of two meetings per fiscal year will be held. Meetings are open to all members and supporters of the Alliance who may attend as observers. The minutes of the meetings are available to all members.

Fifty per cent (50%) plus 1 will constitute a quorum at meetings. Members elected serve the interests of the Alliance membership and are confirmed at the AGM. There may be no more than one representative from an organization on the Steering Committee at any one time. The term of office shall be for two years commencing from the Annual General Meeting at which time the member is confirmed/acclaimed.

A Steering Committee member may be re-elected for a second consecutive term in the same position (serving four (4) years). After two consecutive terms, a member may stand again for election for a different position on the Steering Committee, and is eligible again for two consecutive terms. Following a minimum of a one (1) year absence from the Steering Committee a member may stand again to be elected for a position for which they have served a full two terms.

The Steering Committee operates by consensus but, where necessary, formal votes are taken and recorded in the minutes. It has the power to act for the Alliance between meetings of the General Assembly and may exercise any power granted by the By-Laws.

3.4 Other Committees

Members at large and Support members may be invited to serve on the Alliance committees.

The Steering Committee may set up such standing committees and ad hoc committees as may be required to fulfill the responsibilities of the OAMHP. Examples are Professional Structure and Advocacy committees.

Powers of members of all committees shall be such as shall be conferred upon them from time to time by the Steering Committee by a resolution. The Chairperson of each committee shall be elected by the General Assembly. The Chairperson of each committee shall be appointed and ratified by the Steering Committee.

Meetings of the committees may be conducted by conference call. Members who participate in this call are considered present for the meeting.

3.4.1 Professional Structure Committee

The role of this Committee is to:

  • To research the future of the OAMHP once the College is fully operational;
  • To research structures that will function to protect the members of the Alliance in a coordinated and collegial manner, once the College is fully operational.

3.4.2 Advocacy Committee

The role of the Committee is to:

  • assist in identifying the goals desired by the Alliance;
  • identify the audiences who can assist the Alliance in realizing those outcomes;
  • prepare the communications that need to go to those specific audiences;
  • develop the mechanism by which those messages are transmitted;
  • develop a strategic advocacy plan;
  • raise awareness about Mental Health professionals in terms of public, media, government (political and staff).
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3.5 Duties of the Officers of the OAMHP

3.5.1 The OAMHP Chair shall:

  • Provide leadership to the Steering Committee;
  • Prepare the agenda for the Steering Committee meetings with input from its members;
  • Chair meetings of the Alliance and the Steering Committee;
  • Ensure the Steering Committee maintains the focus of the mission of the Alliance;
  • Sign contracts and documents as require a signature;
  • Be one of the designated signing officers for financial purposes;
  • Be an ex officio member of all committees;
  • Act as official spokesperson for the Alliance;
  • Prepare and submit an annual report at the AGM;
  • Carry out other duties as assigned by the Steering Committee.

3.5.2 The OAMHP Vice Chair shall:

  • Act as a resource and consultant to the Chair;
  • Assist the Chair in the performance of his/her duties;
  • Assume all responsibilities of the Chair in the absence or inability of the Chair to act for any reason;
  • Prepare to take on the role of Chair;
  • Carry out other duties as assigned by the Steering Committee;

3.5.3 The OAMHP Treasurer shall:

  • Act as a signing officer for cheques and other documents;
  • Provide guidance to the Steering Committee regarding sources and uses of Alliance funds;
  • Ensure that all monies paid to the Alliance are deposited in a chartered bank, trust company or other lawful financial institution chosen by the Steering Committee;
  • Prepare an annual budget for consideration by the Steering Committee;
  • Ensure that an audited statement of the year's financial operations is prepared and presented to the AGM;
  • Answer members' questions about the financial report;
  • Ensure adherence to financial policies of the Alliance;
  • Carry out other duties as assigned by the Steering Committee.

3.5.4 The OAMHP Secretary shall:

  • Attend all meetings of the Alliance and Steering Committee;
  • Keep accurate minutes of these meetings;
  • Review and sign Steering Committee and AGM minutes;
  • Ensure that all notices of meetings are sent in accordance with By-Laws and policies;
  • Keep or cause to be kept, all documents, membership lists, and Steering Committee and Committee lists of the Alliance;
  • Carry out other duties as assigned by the Steering Committee.

3.5.5 The OAMHP Past Chair shall:

  • Act as a resource and consultant to the Chair/Steering Committee Act as Chair of the Nomination Committee;
  • Carry out other duties as assigned by the Steering Committee.

3.6 Responsibilities of Committee members

Each member shall:

  • Attend committee meetings, regular and special meetings of the General Assembly;
  • Review the agenda and supporting documents prior to meetings;
  • Act honestly, in good faith and be available for tasks and duties that serve the best interests and functions of the Alliance and the public;
  • Take an active role through participation in committee work;
  • Respect the financial policies of the Alliance;
  • Assist in developing and maintaining positive relations and communication with member associations, OAMHP executives, communities and members in their organization;
  • Support Alliance sponsored events / activities / actions;
  • Report to the Steering Committee any legal matter in which he or she has been named as defendant or which may constitute a conflict of interest.

3.7 Remuneration of Officers and Committee Members

The OAMHP officers and the committee members shall serve without remuneration. A member may be paid or reimbursed for reasonable expenses incurred in the performance of the duties of the position, as approved by the Steering Committee.

Remuneration for special services rendered on behalf of the Alliance may be paid provided any such services have been approved by the Steering Committee and have been acquired in a manner intended to avoid any conflict of interest by the member.

3.8 Protection and Indemnity of Members and Officers

Committee Members or Officers hold office with protection of their own organization. The Alliance is not responsible to indemnify members against all costs or charges that result from any act done in his/her role for the Alliance, nor does it protect any member for acts of fraud, dishonesty, or bad faith.

No Committee Member or Officer is liable for:

  • the acts of any other member;
  • any loss or damage due to the bankruptcy, insolvency, or wrongful act of any person, firm, or corporation dealing with the Alliance;
  • any loss due to an oversight or error in judgment, or by an act in his/her role in the Alliance unless the act is fraud, dishonesty, or bad faith.
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4.0 Financial Management

4.1 Auditor

The members shall, at each annual meeting, appoint auditors to audit the accounts and annual financial statements of the OAMHP for report to the members at the next annual meeting. The auditors shall hold office until the next annual meeting provided that the Steering Committee may fill any casual vacancy in the office of the auditor.

4.2 Fiscal Year

The fiscal year of the OAMHP is June 01 to May 31

4.3 Banking Arrangements and Execution of Instruments

The signing officers for all financial documents of the OAMHP are the Chair, Treasurer, Secretary and any other officer appointed by the steering committee. The signatures of two of the three signing officers are required for all financial transactions.

The Steering Committee may by resolution from time to time:

  • Determine the bank or banks in which the account or accounts of the Alliance shall be kept;
  • Make and enter into all necessary arrangements for banking and custody or safekeeping of the securities and property of the Alliance in a safety deposit box or boxes or otherwise;
  • Designate and authorize any officers or employees of the Alliance to carry out such arrangements.
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5.0 Amendment of Structure

Amendments to this structure or related by-laws may be made at any Annual General Meeting, provided the following conditions are met:

  • The Steering Committee must approve the proposed amendment additions or deletions by a majority vote;
  • Copies of the proposed changes shall be distributed to Alliance members 15 days prior to the Annual General Meeting;
  • The proposed changes must be approved by a 2/3 majority of the members present at the Annual General Meeting.

6.0 Dissolution of the OAMHP

The Alliance may be dissolved by a resolution passed by a vote of 2/3 of all of its members present at a meeting of the General Assembly. Upon dissolution the Alliance will distribute its assets on a pro rata basis to member organizations.