By-Laws and Policies

The ACLCO is governed by its by-laws which serve as the constitutional foundation for the organization.

The ACLCO Consultation and Communications policies are the cornerstone whereby the Association ensures effective communication between the Executive and the Association's membership. It allows the members to keep informed on key issues affecting the clinic system, and provides the Executive with the necessary input to make informed decisions on behalf of the clinics and their clients whom the Association represents.

The ACLCO Financial Management Policy ensures that the Executive of the ACLCO and its officers exercise their fiduciary responsibilities as trustees for the organizations funds.

ACLCO By-Law No. 1

By Law No. of the

Association of Community Legal Clinics of Ontario
  1. The Association of Community Legal Clinics Ontario (Also the "ACLCO" and the "Association") is a non-share capital corporation incorporated under the Corporations Act of Ontario constituted for these objects: 
    1. to promote the improvement of the legal welfare of the communities served by its member legal clinics;
    2. to promote unity and understanding among legal clinics in Ontario;
    3. to represent and advocate on behalf of legal clinics in Ontario; and
    4. to promote and advocate for the expansion of the legal clinic system in Ontario.

HEAD OFFICE

  1. The Head Office of the Association of Community Legal Clinics Ontario (Also the "Association " and the"Association") shall be in the City of Toronto, in the Province of Ontario, and at such place there as the Executive may from time to time determine.

SPECIAL PROVISIONS

  1. The Association shall be carried on without the purpose of gain for its members, and any profits or other accretions to the Association shall be used in promoting its objects.
  2. The Association may accept funding, gifts, donations and bequests for the purpose of carrying out its objects.

MEMBERSHIP

  1. The membership of ACLCO shall consist of all legal clinics participating in the founding conference of the ACLCO on April 4-5, 1997 (set out in Schedule A below), and such other legal clinics as are admitted to the Association. The Executive shall keep an up-to-date list of members.
  2. For the purpose of this by-law, "legal clinic" shall mean a non-profit community based legal clinic funded in whole or in part under the Legal Aid Services Act, 1998 and regulations thereto.
  3. A legal clinic shall be admitted to the Association upon receipt of application in writing for admission or by registration at the annual meeting of the Association, and payment of any fee set by the Association.
  4. Each member clinic in good standing shall be entitled to one vote on each question arising at any special or general meeting of the member clinics.
  5. Any member clinic may resign by resignation in writing addressed to the Executive Committee and such resignation shall be effective in accordance with its terms.
  6. A member clinic that ceases to meet the definition of "legal clinic" as set out in this by-law, shall cease to be a member of the Association.

DUES

  1. Dues or fees payable by member clinics may be set by resolution of the Executive, which resolution shall become effective only when confirmed by at least two-thirds of the votes cast at an annual or other general meeting of the member clinics of the Association.
  2. If a member fails to pay dues within 30 days from the date set by the Executive for payment of same, that member is no longer considered in good standing and shall lose all rights of membership until such time as their dues are paid in full and they are re-instated as members by the executive, subject to discretion which may be exercised by the executive in what the executive deems to be exceptional circumstances.

ANNUAL AND OTHER MEETINGS OF THE MEMBERS

  1. The Association shall hold an annual meeting of the member clinics of the Association not later than eighteen months after the Founding Conference of April 4-5, 1997, and subsequently not later than fifteen months after the preceding annual meeting.
  2. The annual or any other general meeting of the member clinics shall be held at such location as the Executive may determine and on such day as the Executive shall appoint.
  3. At every annual meeting, in addition to any other business that may be transacted, the report of the Executive and the financial statements and report of the Treasurer shall be presented, and an Executive elected for the ensuing year. The member clinics may consider and transact any business either special or general at any meeting of the members. Notice of motions, or any other matters requiring a vote of the membership, except for nominations to the Association Executive, shall be sent to all members at least 60 days prior to the AGM. The only matters not requiring 60 days notice are:

    15.1 Nominations to the Association Executive shall be communicated to the AGM Subcommittee of the Association Executive at least 30 days prior to the AGM and shall include a written profile of the candidate as set out in the voting rules.

    15.2 In the event that, 30 days prior to the AGM, the number of nominations in a particular region is less than the number of executive positions (excluding alternates) in that region, nominations will continue to be permitted up until the regional caucus meeting on the first day of the Annual General Meeting.

  1. The Executive, or either of the two Chairs of the Association, shall have power to call at any time a general meeting of the member clinics of the Association. Notice of the time and place of every such meeting shall be given to each member clinic by sending the notice by prepaid mail, by facsimile transmission or by electronic mail, ten days before the time fixed for the meeting.

AUDITORS

  1. The Members shall at each Annual General Meeting appoint an auditor and shall direct the auditor to perform an audit of the accounts of the Corporation for report to the Members at the next Annual General Meeting. The auditor shall not be a Director, Officer, member or employee of the Corporation. The auditor shall hold office until the next Annual General Meeting provided that the Board may fill any casual vacancy in the office of auditor. The remuneration of the auditor shall be approved by the Board.

NOTICE TO MEMBERS

  1. No error or omission in giving notice of any annual or general meeting or any adjourned meeting of the member clinics of the Association shall invalidate such meeting or make void any proceedings taken at that meeting. Any member of the Association may at any time waive notice of any annual or general meeting, and may ratify, approve and confirm any or all proceedings at that meeting. For the purpose of sending notice to any member clinic, member of the Executive, or officer for any meeting or otherwise, the address of an Association member clinic, member of the Executive or officer shall be their last address recorded on the records of the Association.

ADJOURNMENTS

  1. Any meeting of the Association or of the Executive may be adjourned to any time and from time to time and such business may be transacted at such adjourned meeting as might have been transacted at the original meeting. No notice shall be required of any such adjournment. Such adjournment may be made notwithstanding that no quorum is present.

QUORUM OF MEMBERS

  1. A quorum for the transaction of business at any meeting of member clinics shall consist of not less than fifty percent of those member clinics of the Association which are in good standing as defined in section 12 above.

VOTING OF MEMBERS

  1. With the exception of election of the members of the Executive, as set out in this by-law of the Association, each member clinic shall be entitled to one vote on each question arising at any special or general meeting of the members.
  2. A member clinic shall vote by its authorized representative, who is entitled to vote, and in all other respects to exercise the rights of a member, and that representative shall be reckoned as a member for all purposes with respect to a meeting of the Association.
  3. At all meetings of member clinics, every question shall be decided by a majority of the votes of the members present or represented unless otherwise required by the Constitution or the by-laws of the Association. Every question may be decided in the first instance by an open vote unless a secret ballot is demanded by any member.

EXECUTIVE

  1. For the purposes of this Bylaw:
    1. the term "Executive" shall refer to the full Board of Directors of the Association, not a subset of that Board, and
    2. the phrase "member of the Executive" shall mean a Director of the Association.
  2. The affairs of the Association shall be managed by an Executive of thirteen individual members, each of whom at the time of their election shall be an employee or a member of the Board of a legal clinic which is a member in good standing of the Association. No member of the Executive may be an employee or board member of any organization that supplies core funding to the majority of Ontario’s community legal clinics.
  3. The members of the Executive until the first annual meeting of the Association following the Founding Conference of April 4-5, 1997, shall be those persons elected to the Executive at the Founding Conference.
  4. Each member of the Executive shall be elected to hold office until the first annual meeting after they have been elected or until their qualified successor has been duly elected, except as otherwise provided in this by-law.  Each member of the Executive shall be retired at each annual meeting, but shall be eligible for re-election if otherwise qualified.
  5. Association member clinics within each of the following four regions of Ontario, as set out in Schedule B to this by-law, by majority vote of Association member clinics from their region, shall elect the members of the Executive as follows:
    1. member clinics belonging to the East shall elect three members of the Executive, at least one of whom shall be an employee of a clinic within that region and at least one of whom shall be a board member of a clinic within that region.
    2. member clinics belonging to the South West shall elect three members of the Executive, at least one of whom shall be an employee of a clinic within that region and at least one of whom shall be a board member of a clinic within that region.
    3. member clinics belonging to the North shall elect three members of the Executive, at least one of whom shall be an employee of a clinic within that region and at least one of whom shall be a board member of a clinic within that region.
    4. member clinics belonging to the City of Toronto shall elect four members of the Executive, two of whom shall be chosen from speciality clinics within that region; and, at least two of whom shall be employees of clinics within that region and at least one of whom shall be a board member of a clinic within that region.

Each region may also elect an alternate who will fill any vacancy arising upon resignation or removal of an Executive member from that region.

  1. The Executive may remove a member of the Executive who fails to attend three consecutive meetings of the Executive.
  2. In the event that a member of the Executive resigns, or ceases to be a member of the Board of a legal clinic or an employee of a legal clinic in the region from which they were elected, or otherwise ceases to be a member of the Executive, a vacancy shall be created.
  3. A vacancy on the Executive shall be filled by the alternate Executive member for that region.  Provided that a quorum of the Executive exists, in the event that at the time of the vacancy being created there is no alternate Executive member for that region, the Executive may appoint an employee of a clinic or a Board member of a clinic from that region to fill the vacancy.  If no quorum of the Executive exists at the time of the vacancy, the vacancy shall be filled at the next annual meeting of the member clinics of the Association at which the Executive for the ensuing year is elected.

QUORUM AND MEETINGS, EXECUTIVE

  1. A majority of members of the Executive shall form a quorum for the transaction of business.  The Executive may hold its meetings at such place or places and in such manner as it may from time to time determine.  No formal notice of any such meeting shall be necessary if all the members of the Executive are present, or if those absent have signified their consent to the meeting being held in their absence.
  2. Executive meetings may be formally called by either of the two Chairs, or by the Secretary on direction in writing of two of the members of the Executive.  Notice of such meetings shall be delivered, telephoned or sent by facsimile transmission or electronic mail to each member of the Executive not less than two days before the meeting is to take place.  The Executive may appoint a day or days in any month or months for regular meetings at an hour to be named and no notice need be sent of such regular meeting.  A meeting of the Executive may also be held, without notice, immediately following the annual meeting of the Association.
  3. The members of the Executive may consider or transact any business either special or general at any meeting of the Executive.
  4. Any member of the Executive may participate in a meeting of the Executive or any committee by means of a conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other.  A person participating in a meeting in this way shall be deemed to be present in person at that meeting.  Any such meeting shall be deemed to have been held in the municipality or place where the majority of persons participating in the meeting were located.

ERRORS IN NOTICE, EXECUTIVE

  1. No error or omission in giving notice of any meeting of the Executive shall invalidate such meeting or make void any proceedings taken at that meeting, and any member of the Executive may at any time waive notice of such meeting and may ratify, approve and confirm any or all proceedings taken or had at such meeting.

VOTING, EXECUTIVE

  1. Questions arising at any meeting of the Executive shall be decided by a majority of votes.

POWERS OF THE EXECUTIVE

  1. The Executive shall prepare all reports, including financial reports, required by law and by the Constitution and By-laws of the Association to be prepared by the Association for the annual meeting on behalf of the Association, and the Executive shall file all financial and other reports that have to be filed after the annual meeting as required by law and by the Constitution and By-laws of the Association.
  2. The Executive on behalf of the Association shall keep proper accounting records in respect of all financial or other transactions and without limiting the foregoing, shall keep records of:
    1. all money received and disbursed by the Association and the manner in respect of which the receipt and disbursement took place;
    2. every asset and liability of the Association;
    3. every other transaction affecting the financial position of the Association.

REMUNERATION OF MEMBERS OF THE EXECUTIVE 

  1. The members of the Executive shall receive no remuneration for acting as such, but they may be paid reasonable expenses incurred in the performance of their duties.

OFFICERS OF THE CORPORATION

  1. There shall be two Chairs, one a member of the Board of a member clinic of the Association and one an employee of a member clinic; a Secretary and a Treasurer, and such other officers as the Executive may determine from time to time.  One person may hold more than one office, except the office of Chair.  At the first meeting of the Executive after the annual election of the Executive, the Chairs, Secretary and Treasurer shall be elected by the Executive from among its members, provided that in default of such election the then incumbents, being members of the Executive, shall hold office until their successors are elected.

Ratified May 12th 2012

By-law no. 1 is available for download:

MS Word; PDF


ACLCO Consultation Policy:

The purpose of this policy is to allow for the effective functioning of the Association of Community Legal Clinics of Ontario as the representative voice of its member clinics.

I/          Enabling Authority

  1. The objects of the Association of Community Legal Clinics of Ontario (ACLCO) are:
    1. to improve the legal welfare of the communities served by its member legal clinics;
    2. to promote unity and understanding among legal clinics in Ontario;
    3. to represent and advocate on behalf of legal clinics in Ontario;
    4. to promote and expand the legal clinic system in Ontario.
  2. At its April, 2000, Annual General Members Meeting, the ACLCO’s membership passed motions directing the Executive to develop a Consultation Policy in accordance with the principles and guidelines articulated in those motions.
  3. At its May, 2005 Annual General Meeting the ACLCO’s membership passed a motion endorsing the ACLCO as the representative voice of the clinics.

II/        Principles

  1. The Association will endeavour to develop an ACLCO position on issues that significantly affect clinics.
  2. The Association will report positions taken to the membership as soon as practicable.
  3. The Association will endeavour to develop positions that are consistent with the objects of the Association, the fundamental principles on which the community legal clinic system is based, the views of the membership and the previous positions taken by the Association.  The Association will endeavour to develop positions that do not have any negative impact on member clinics.
  4. The Association will develop an ACLCO position through the formal consultation with the membership described in Part III below in the following situations, when timing and circumstances allow for it:
    1. on issues that could fundamentally alter the nature of the clinic system, the relationship between clinics and Legal Aid Ontario, the role of clinics, Boards and their staff, the funding mechanism, or the compensation system for clinic staff;
    2. on issues where member clinics request the Executive to hold a formal consultation by a written request endorsed by a majority of the members;
    3. on issues where the Executive determines that formal consultation is appropriate.
  5. The Association will endeavour to support these fundamental principles of the community legal clinic system:
    1. The delivery of poverty law services through community legal clinics;
    2. Local community governance of community legal clinics as independent, non profit corporations governed by a community based board of directors and accountable to their communities;
    3. Providing a broad array of legal responses including legal advice and referral, representation in individual cases, law reform, community organizing and development, and public legal education using a wide range of staff including intake workers, community legal workers, lawyers, policy analysts, social workers, administrative staff and volunteers.
  6. Each clinic retains its direct relationship with Legal Aid Ontario.  The development of an ACLCO position does not preclude member clinics from communicating their own position directly to other clinics, Legal Aid Ontario or any outside agency. The development of an ACLCO position does not bind any individual clinic.

III/       Formal Consultation Process

  1. The formal consultation process shall provide member clinics at least 45 days to provide feedback.   In situations requiring a more urgent response, the Executive will explain the reason for the urgency and will provide member clinics with as much time as is possible to respond.
  2. For any issue[s] on which the ACLCO engages in the formal consultation process, the Executive shall, as soon as is practicable, forward to all member clinics a document setting out the issue[s] involved, the Executive’s analysis of the issue[s], and a draft proposed position, if the Executive has developed one.
  3. Communications to member clinics shall at a minimum be sent to the Executive Director, or the person(s) responsible for on-site management at the clinic, for distribution to the clinic’s board and staff.  Communication methods include e-mail and regular mail.  The consultation document shall set out the method of and deadline for feedback.
  4. Each member clinic may submit one response to a formal consultation on behalf of the clinic board and staff.

2008.

This document is available for download:

Ms Word; Pdf

Communications Policy

I/          Enabling Authority
  1. The objects of the Association of Community Legal Clinics of Ontario (ACLCO) are:
    1. to improve the legal welfare of the communities served by its member legal clinics;
    2. to promote unity and understanding among legal clinics in Ontario;
    3. to represent and advocate on behalf of legal clinics in Ontario;
    4. to promote and expand the legal clinic system in Ontario.
  2. The affairs of the Association, in between Members Meetings, are managed by an elected 13 member Executive, each of whom at the time of their election are members of the Board or an employee of a legal clinic which is a member of the Association. [Bylaw #1 — ACLCO Constitution]
  3. At its May, 2002, Annual General Members Meeting, the ACLCO’s membership passed a motion directing the Executive to develop a Communications Policy in accordance with the guidelines articulated in that motion.

II/        Principles III/       Fundamentals of Communication
  1. The executive shall distribute, in a timely manner, minutes of its meetings to the clinic system.  Only those portions of those minutes dealing with confidential personnel issues will be withheld.
  2. Members of the executive shall report to the regions they are elected by on at least a quarterly basis, regarding the activities of the executive, and issues the executive is dealing with.  Such reports should include updates from executive committees and/or subcommittees.
  3. Each region shall determine its own method of reporting from the executive referred to in section two above.
  4. The executive shall from time to time communicate to the clinic system as a whole through a newsletter reporting on significant activities undertaken by the ACLCO.
  5. At each ACLCO Annual General Members Meeting, the executive shall report to the membership on its activities, and provide an opportunity for the membership to provide input to the executive.  In addition, the Treasurer shall present a financial report, including financial statements.

January, 2003

This document is available for download:

Ms Word; Pdf


Financial Management Policy

ASSOCIATION OF COMMUNITY LEGAL CLINICS OF ONTARIO

FINANCIAL MANAGEMENT POLICY

This policy is intended to set out the roles and responsibilities of the ACLCO Executive, Treasurer and Executive Director for the financial management of the Association of Community Legal Clinics of Ontario (ACLCO).

  1. Role of the Executive:

The Executive is responsible for the overall financial management of ACLCO, including:

  1. reviewing and approving all budgets;
  2. reviewing and accepting all Quarterly Financial Statements;
  3. reviewing and accepting the annual audited Financial Statement for presentation to the membership of ACLCO at the clinic’s Annual General Meeting.
  1. Role of the Treasurer:

The Treasurer is responsible for:

  1. monitoring the appropriate management of funds and cash flow;
  2. reviewing budgets, including those in funding applications, and making recommendations to the Executive;
  3. reviewing financial statements for presentation to the Executive;
  4. ensuring that the clinic’s financial records are accurate, that they are maintained in proper accounting order and that they are reported in a timely fashion;
  5. ensuring that audited Financial Statements are produced in a timely fashion;
  6. The Treasurer may authorize all expenditures relating to the day-to-day operation of the ACLCO up to a limit of $1000.00
  7. approval of all invoices and claims for reimbursement and submitting same to the ACLCO bookkeeper for payment.
  1. Role of the Executive Director:
  1. reviewing budgets, including those in funding applications, and making recommendations to the Executive;
  2. The Executive Director may authorize all expenditures relating to the day-to-day operation of the ACLCO up to a limit of $500.00 without requiring the authorization of the Treasurer and/or Executive of the ACLCO. The Executive Director is required to report these expenditures to the Treasurer.

The Financial Management Policy is available for download: Pdf