About SABDA

St Ann's Bay Development Association

The St Ann's Bay Development Association—SABDA—is a registered non-profit Nova Scotia Society. Its Joint Stock Registry number is 2207970.

Open Meetings

SABDA meets several times a year. Everyone in the community is welcome to attend and freely participate in our meetings (although community members may vote only at the AGM). Bring your concerns and your point of view, even join a committee if you choose. We generally meet in the evening at a location and time that is announced in advance. Watch the Community Events sheet and our contacts page for dates and times.

Board of Directors, 2016-2018

Our Board currently has five active directors. Members are elected to two-year terms that expire at the AGM two years after their election. All Board members are elected to the same schedule; interim appointments, should they occur, expire at the same time as the sitting Board's term. Our Bylaws require that at least 1/3 of our directors, or 3—whichever is the bigger number—are present at board meetings to provide a quorum. Note that Ian Green was elected to this session, but tendered his resignation, with regret, several months into his mandate; at the AGM on 28 March 2017, Rosie Smith and Angelo Spinazzola also stepped down from the board.

Any member of the community may stand for election to the Board. If you would like to do so, simply contact any board member.

Loreto Doyle, Businesswoman
RR#1, Englishtown, NS B0C 1H0
E-mail:

Yvonne Megens, RN, Co-owner, The Dancing Moose Café Inc
RR #1, Englishtown, NS B0C 1H0
E-mail:

Anne-Claude Pépin, Resource Conservation Specialist
RR #1, Englishtown, NS B0C 1H0
E-mail:

Dr. Paul T. Weinberg, Owner/Operator, Cabot Shores Wilderness Resort
30 Buchanan Drive (at Cabot Trail)
Indian Brook, NS B0C 1H0
Phone: 902.929.2584; Fax: 902.929.2312
E-mail:

Bylaws of St Ann's Bay Development Association

Our bylaws were updated at a special meeting of the members on 29 July 2014. The text of our current bylaws and our Memorandum of Association is set out below.

Definitions

In these bylaws:
1. "Society" means St Ann's Bay Development Association.
2. "Registrar" means the Registrar of Joint Stock Companies appointed under the Nova Scotia Companies Act.
3. "Special Resolution" means a resolution passed by not less than three-fourths of such members entitled to vote as are present in person at a general meeting of which notice specifying the intention to propose the resolution as a special resolution has been duly given.
Members
Rights and Responsibilities
The Society is ultimately accountable to the members of the Society.
Every member is entitled to attend any members' meeting of the Society.
Every member may vote at any members' meeting of the Society after they have attended at least one previous members' meeting.
Any member of legal age, or with their guardian's written consent, is entitled to hold any office.
Membership in the Society shall consist of those who reside in the geographic area of St Ann's Bay.
Membership in the Society is not transferable.
Membership in the Society shall cease:
1. upon death, or
2. if the member resigns by written notice to the Society, or
3. if the member ceases to qualify for membership in accordance with these bylaws, or
4. if, by a vote of the majority of the members of the Society or a majority vote of the directors of the Society at a meeting duly called and for which notice of the proposed action has been given, the member's membership in the Society has been terminated.
The members may repeal, amend, or add to these bylaws by a special resolution. No bylaw or amendment to bylaws shall take effect until the Registrar approves of it.
No funds of the Society shall be paid to or be available for the personal benefit of any member.

Members' Meetings
Every member, subject to bylaw 4, shall have one vote and no more, and there shall not be proxy voting.
A general or special meeting of the members may be held at any time, and shall be called:
1. if requested by the Chair, or
2. if requested by a majority of the directors, or
3. if requested in writing by 10 of the members.
Notice to members is required for general or special meetings. The notice must:
1. specify the date, place, and time of the meeting,
2. be given to the members seven days prior to the meeting,
3. be given to the members by newsletters, newspapers, television, radio, e-mail, telephone, fax, and/or other electronic means,
4. specify the nature of business, such as the intention to propose a special resolution.
The non-receipt of notice by any member shall not invalidate the proceedings.
An annual general meeting shall be held within three months after every fiscal year-end, and notice is required which must:
1. specify the date, place, and time of the meeting,
2. be given to the members thirty days prior to the meeting,
3. be given to the members by newsletters, newspapers, television, radio, e-mail, telephone, fax, and/or other electronic means,
4. specify any intention to propose a special resolution.
The non-receipt of notice by any member shall not invalidate the proceedings.
At the annual general meeting of the Society, the following items of business shall be dealt with and shall be deemed ordinary business, and all other business transacted shall be deemed special business:
1. minutes of the previous annual general meeting,
2. consideration of the annual report of the directors,
3. consideration of the annual financial report of the Society,
4. the appointment of auditors for the ensuing year, and
5. election of directors.
Quorum shall consist of 5 members. No business shall be conducted at any meeting unless a quorum is present to open the meeting, and, upon request, before any vote.
(a) If a meeting is convened as per bylaw 12(a) or 12(b) and quorum is not present within one-half hour from the time appointed for the meeting, it shall be adjourned to such time and place as a majority of the members present shall decide. Notice of the new meeting shall be given and at the adjourned meeting the members present shall constitute quorum only for the purpose of winding up the Society.

(b) If a meeting is convened at the request of the members as per bylaw 12(c) and quorum is not present within one-half hour from the time appointed for the meeting, the meeting shall be dissolved.
The Chair, or in his/her absence, the Vice-Chair, or in the absence of both of them, any member appointed from among those present shall preside as Chair at members' meetings.
Where there is an equality of votes, the motion shall be lost.
The Chair may, with the consent of the meeting, adjourn any meeting. No business shall be transacted at the subsequent meeting other than the business left unfinished at the adjourned meeting, unless notice of such new business is given to the members.
At any meeting, a declaration by the Chair that a resolution has been carried is sufficient unless a poll is demanded by at least three members. If a poll is demanded, it shall be held by show of hands or by secret ballot, as the Chair may decide.

Directors
Any member of the Society shall be eligible to be elected a director of the Society, and a director of the Society shall be a member.
The number of directors shall be not fewer than 5.
Directors shall retire from office at the end of each annual general meeting at which their successors are elected. Retiring directors shall be eligible for re-election. Directors shall be elected to two year terms.
If a director resigns his/her office or ceases to be a member in the Society, his/her office as director shall be vacated, and the vacancy may be filled for the unexpired portion of the term by the board of directors from among the members of the Society.
The members may, by special resolution, remove any director and appoint another person to complete the term of office.
The management of the Society is the responsibility of the directors. In particular, the directors may engage a General Manager, and determine his/her duties, responsibilities, and remuneration.
The directors may appoint an executive committee and other committees as they see fit.
Directors who have, or could reasonably be seen to have, a conflict of interest have a duty to declare this interest. The declaration should be made to the members:
1. upon nomination, and
2. if serving as a director, when the possibility of a conflict is realised.
A conflict of interest does not prevent a member from serving as a director, provided that he/she withdraws from the decision-making on matters pertaining to that interest. The withdrawal should be recorded in the minutes.

Memorandum of Association

The name of the Society is St Ann's Bay Development Association.

On a volunteer and non-profit basis, the objectives of the Society are:

To maintain and enhance the quality of life in the St Ann's Bay community by encouraging action by people of all ages toward long-term social and economic development, using the natural resources and talents of the community.
To acquire by way of grant, gift, purchase, bequest, device, or otherwise, real and personal property, and to use and apply such property to the realisation of the objects of the Society.
To buy, own, hold, lease, mortgage, sell, and convey such real and personal property as may be necessary or desirable in the carrying out of the objects of the Society.

Provided that:

The Society shall not carry on any trade, industry, or business.
All funds shall be used solely for the purposes of the Society and the promotion of its objects.

Upon dissolution of the Society and after payment of all debts and liabilities, its remaining property shall be distributed or disposed of to a non-profit organisation in Cape Breton having objects similar to those of the Society.

The activities of the Society are to be carried on in the region of North Shore/St Ann's Bay, Cape Breton, Nova Scotia.

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