About Us

Land Acknowledgment 

Kitimat Valley Housing Society recognizes and pays respect to the Indigenous People of the Haisla Nation whose unceded traditional territory our housing stands on and where our staff and residents call home.

How We Got Started

Kitimat Valley Housing Society (KVHS) was established in 2018 to advocate for the public afflicted with Dementia, Alzheimer’s, and other cognitive impairments, and to support their quality of life by providing specially adapted, and supportive, living accommodations.  The Society was founded on the principle that everyone is entitled to be treated with utmost respect and dignity regardless of their ethnicity, gender, social status or economic well-being.

KVHS endeavours to operate further Independent Living, Supportive Living, Assisted Living, and Memory Care for seniors living within the District of Kitimat and Haisla Nation.  We believe that all residents of these homes have the right to participate in their day-to-day lives in meaningful, productive ways and to have unrestricted access to information affecting all aspects of their lives.  Above all, we believe that the needs of any “system of care” always must be tailored to the needs of the residents both as individuals and as a group.

 

Our Constitution

CONSTITUTION Of KITIMAT VALLEY HOUSING SOCIETY

1.0 The name of the Society is “Kitimat Valley Housing Society”.

2.0 The purposes of the Society are:

2.1 To promote health by providing the public afflicted with Dementia and Alzheimer’s or physical or mental disabilities, with medical services and facilities;

2.2 To relieve conditions attributable to being aged by providing specially adapted residential accommodation, supportive living residence and incidental facilities and support to persons with Dementia and Alzheimer’s;

2.3 To improve the conditions of community life in the District of Kitimat through such activities as identifying, studying and making known the unmet needs of senior citizens.

2.4 To provide and administer on a non-profit basis Community Based Services for senior citizens of the District of Kitimat and Haisla Nation, including community related programs that will improve the social conditions, health, or education of our citizens.  

2.5 To establish or acquire by purchase, gift, transfer or otherwise for the purposes of constructing, providing maintenance, leasing, owning and managing on a non-profit basis, facilities necessary for promotion and development of a healthy community.

2.6 To encourage the involvement of the citizens in the development of a healthy community for seniors.

2.7 To construct, provide, maintain, lease, own and manage affordable and accessible  housing projects for low and moderate income senior citizens.

Our Bylaws

Societies Act [SBC 2015], Schedule 1
Bylaws of the Kitimat Valley Housing Society (the “Society”)

PART 1 – DEFINITIONS AND INTERPRETATION

Definitions
1.1 In these Bylaws:
“Act” means the Societies Act of British Columbia [SBC 2015] Chapter 18 as amended from time to time;
“Board” means the Directors of the Society elected and or appointed to serve on the Board of Directors as provided in Part 4 of these Bylaws;
“Bylaws” mean these Bylaws as altered from time to time; “Director” means a person elected or appointed to serve on the Board pursuant to these bylaws.
“Supportive Living Residence” means a building, campus or community of buildings providing supportive housing, hospitality and/or assisted living for people with mild or moderate dementia or physical or mental disability.

Definitions in Act Apply
1.2 The definitions in the Act apply to these Bylaws.
Conflict with Act or Regulations
1.3 If there is a conflict between these Bylaws and the Act or the regulations
under the Act, the Act or the regulations, as the case may be, prevail.

PART 2 – MEMBERS

2.1 A person may apply to the Board for membership in the Society, and the person becomes a member on the Board’s acceptance of the application by means of a simple majority vote at any General Meeting.

Classes of Membership
2.2 The Society shall have two classes of membership: voting members and non-
voting members.

Duties of Members
2.3 Every member must uphold the constitution of the Society and must comply
with these Bylaws.

Amount of Membership Dues
2.4 The amount of the annual membership dues, if any, must be determined by
the Board.

Member Not in Good Standing
2.5 A member is not in good standing if the member fails to pay the member’s annual membership dues, if any, and the member is not in good standing for so long as those dues remain unpaid, or if the member fails to attend two consecutive Annual General Meetings.

Member Not in Good Standing May Not Vote 2.6 A voting member who is not in good standing
(a) may not vote at a general meeting, and
(b) is deemed not to be a voting member for the purpose of consenting to a resolution of the voting members.

Termination of Membership if Member Not in Good Standing
2.7 A person’s membership in the Society is terminated if the person is not in good standing, as per section 2.5. A notice of termination or expulsion must be sent to the member stating the reason for termination or expulsion, giving the member a reasonable opportunity to make representation to the Society respecting the expulsion.

Voluntary Termination of Membership
2.8 Any member may withdraw from the Society:
(a) by delivering his/her resignation in writing to the Secretary of the Society or by mailing or delivering it to the physical or electronic address of the Society; or
(b) upon his/her death, or, in the case of an incorporation, society or association, on dissolution, bankruptcy or receivership.

Honorary Membership
2.9 Honorary members shall consist of those individuals whom the Board considers have made such contributions to the Society to entitle them to be appointed to the position of Honorary Member. Honorary Membership shall be non-voting membership.

PART 3 – GENERAL MEETINGS OF MEMBERS

Time and Place of General Meeting
3.1 A general meeting must be held at the time and place the Board determines. (a) Notice of a General Meeting must be made at least 7 days before the
scheduled meeting date and not more than 60 days.
(b) Notice of a General Meeting may be communicated by letter, email, or by posting on the Society’s website.

Ordinary Business at General Meeting
3.2
At a general meeting, the following business is ordinary business:
(a) adoption of rules of order;
(b) consideration of any financial statements of the Society presented to the meeting;
(c) consideration of the reports, if any, of the directors or auditor;
(d) election or appointment of directors;
(e) appointment of an auditor, if any;
(f) business arising out of a report of the directors not requiring the passing of a special resolution.

Notice of Special Business
3.3 A notice of a general meeting must state the nature of any business, other than ordinary business, to be transacted at the meeting in sufficient detail to permit a member receiving the notice to form a reasoned judgment concerning that business.

Participation at a General Meeting
3.4 If technology is available, members may participate in the general meeting
by electronic means.
3.5 The Society is not obligated to provide means for electronic participation to occur.

Chair of General Meeting
3.6 The following individual is entitled to preside as the chair of a general meeting:
(a) the president,
(b) the vice-president, if the president is unable to preside as the chair, or
(c) one of the other directors present at the meeting, if both the president and vice-president are unable to preside as the chair.

Alternate Chair of General Meeting
3.7 If there is no individual entitled under these Bylaws who is able to preside as the chair of a general meeting within 15 minutes from the time set for holding the meeting, the voting members who are present must elect an individual present at the meeting to preside as the chair.

Quorum Required
3.8 Business, other than the election of the chair of the meeting and the adjournment or termination of the meeting, must not be transacted at a general meeting unless a quorum of voting members is present.

Quorum for General Meetings
3.9 The quorum for the transaction of business at a general meeting is 5 voting
members or 50% of the voting members, whichever is greater.

Lack of Quorum at Commencement of Meeting
3.10
If, within 30 minutes from the time set for holding a general meeting, a quorum of voting members is not present,
(a) in the case of a meeting convened on the requisition of members, the meeting is terminated, and
(b) in any other case, the meeting stands adjourned to the same day in the next week, at the same time and place, and if, at the continuation of the adjourned meeting, a quorum is not present within 30 minutes from the time set for holding the continuation of the adjourned meeting, the voting members who are present constitute a quorum for that meeting.

If Quorum Ceases to be Present
3.11 If, at any time during a general meeting, there ceases to be a quorum of voting members present, business then in progress must be suspended until there is a quorum present or until the meeting is adjourned or terminated.

Adjournments by Chair
3.12 The chair of a general meeting may, or, if so directed by the voting members at the meeting, must, adjourn the meeting from time to time and from place to place, but no business may be transacted at the continuation of the adjourned meeting other than business left unfinished at the adjourned meeting.

Notice of Continuation of Adjourned General Meeting
3.13 It is not necessary to give notice of a continuation of an adjourned general meeting or of the business to be transacted at a continuation of an adjourned general meeting except that, when a general meeting is adjourned for 30 days or more, notice of the continuation of the adjourned meeting must be given.

Order of Business at General Meeting
3.14 Theorderofbusinessatageneralmeetingisasfollows:
(a) elect an individual to chair the meeting, if necessary;
(b) determine that there is a quorum;
(c) approve the agenda;
(d) approve the minutes from the last general meeting;
(e) deal with unfinished business from the last general meeting; (f) if the meeting is an annual general meeting,
(i) receive the directors’ report on the financial statements of the Society for the previous financial year, and the auditor’s report, if any, on those statements,
(ii) receive any other reports of directors’ activities and decisions since the previous annual general meeting,
(iii) elect or appoint directors, and (iv) appoint an auditor, if any;
(g) deal with new business, including any matters about which notice has been given to the members in the notice of meeting;
(h) terminate the meeting.

Methods of Voting
3.15 At a general meeting, voting must be by a show of hands, an oral vote or another method that adequately discloses the intention of the voting members, except that if, before or after such a vote, 2 or more voting members request a secret ballot or a secret ballot is directed by the chair of the meeting, voting must be by a secret ballot.

Announcement of Result
3.16 The chair of a general meeting must announce the outcome of each vote and
that outcome must be recorded in the minutes of the meeting.

Proxy Voting Not Permitted
3.17 Votingbyproxyisnotpermitted.

Matters Decided at General Meeting by Ordinary Resolution
3.18 A matter to be decided at a general meeting must be decided by ordinary resolution unless the matter is required by the Act or these Bylaws to be decided by special resolution or by another resolution having a higher voting threshold than the threshold for an ordinary resolution.

Matters Decided at General Meeting by Special Resolution
3.19 Notice of a Special Resolution or change to By-Laws must be announced at
least 14 days in advance of the General Meeting.
3.20 The Special Resolution must be passed by no fewer than 2/3 of the votes cast.
3.21 A vote to remove a Director from office must be passed by no fewer than 2/3 of the votes cast.

PART 4 – DIRECTORS

Number of Directors on Board
4.1 The Society must have no fewer than 3 and no more than 11 directors.

Election or Appointment of Directors
4.2 At each annual general meeting, the voting members entitled to vote for the
election or appointment of directors must elect or appoint the Board.

Directors May Fill Casual Vacancy on Board
4.3 The Board may, at any time, appoint a member as a director to fill a vacancy that arises on the Board as a result of the resignation, death or incapacity of a director during the director’s term of office.

Term of Appointment of Director Filling Casual Vacancy
4.4 A director appointed by the Board to fill a vacancy ceases to be a director at the end of the unexpired portion of the term of office of the individual whose departure from office created the vacancy.

PART 5 – DIRECTORS’MEETINGS

Calling Directors’ Meeting
5.1 A directors’ meeting may be called by the president or by any 2 other
directors.

Notice of Directors’ Meeting
5.2 At least 2 days’ notice of a directors’ meeting must be given unless all the
directors agree to a shorter notice period.

Proceedings Valid Despite Omission to Give Notice
5.3 The accidental omission to give notice of a directors’ meeting to a director, or the non-receipt of a notice by a director, does not invalidate proceedings at the meeting.

Conduct of Directors’ Meetings
5.4 The directors may regulate their meetings and proceedings as they think fit.

Quorum of Directors
5.5 The quorum for the transaction of business at a directors’ meeting is a majority of the directors.

PART 6 – BOARD POSITIONS

Election or Appointment to Board Positions
6.1 Directors must be elected or appointed to the following Board positions, and a director, other than the president, may hold more than one position:
(a) president;
(b) vice-president; (c) secretary;
(d) treasurer.

Directors at Large
6.2 Directors who are elected or appointed to positions on the Board in addition to the positions described in these Bylaws are elected or appointed as directors at large.

Role of President
6.3 The president is the chair of the Board and is responsible for supervising the
other directors in the execution of their duties.

Role of Vice-President
6.4 The vice-president is the vice-chair of the Board and is responsible for
carrying out the duties of the president if the president is unable to act.

Role of Secretary
6.5
The secretary is responsible for doing, or making the necessary arrangements for, the following:
(a) issuing notices of general meetings and directors’ meetings; (b) taking minutes of general meetings and directors’ meetings; (c) keeping the records of the Society in accordance with the Act;
(d) conducting the correspondence of the Board;
(e) filing the annual report of the Society and making any other filings with the registrar under the Act.

Absence of Secretary From the Meeting
6.6 In the absence of the secretary from a meeting, the Board must appoint
another individual to act as secretary at the meeting.

Role of Treasurer
6.7
The treasurer is responsible for doing, or making the necessary arrangements for, the following:
(a) receiving and banking monies collected from the members or other sources;
(b) keeping accounting records in respect of the Society’s financial transactions;
(c) preparing the Society’s financial statements; (d) making the Society’s filings respecting taxes.

PART 7 – REMUNERATION OF DIRECTORS AND SIGNING AUTHORITY

Remuneration of Directors
7.1 These Bylaws do not permit the Society to pay to a director remuneration for being a director, but the Society may, subject to the Act, pay remuneration to a director for services provided by the director to the Society in another capacity.

Signing Authority
7.2 A contract or other record to be signed by the Society must be signed on
behalf of the Society
(a) by the president, together with one other director,
(b) if the president is unable to provide a signature, by the vice-president together with one other director,
(c) if the president and vice-president are both unable to provide signatures, by any 2 other directors, or
(d) in any case, by one or more individuals authorized by the Board to sign the record on behalf of the Society.

PART 8 – RECORDS

Records to be Kept
8.1 Those records as specified Division 2 (Society Records), Section 20 of the
Societies Act [SBC 2015] Chapter 18:
(a) the Society’s Certificate of Incorporation;
(b) the Constitution of the Society;
(c) the Bylaws of the Society;
(d) the statement of Directors and Registered Office of the Society;
(e) each confirmation, other certificate or certified copy of a record furnished to the society by the Registrar;
(f) a copy of each order made in respect of the society by
i. any court or tribunal in Canada or elsewhere; or
ii. a federal, provincial or municipal government body, agency or official, including the registrar.
(g) the society’s register of directors, including contact information provided by each director;
(h) each written consent to act as director referred to in Section 42 (4) [designation, election and appointment of directors] and each written resignation of a director;
(i) a copy of each record as described in section 56 (3) (c) [disclosure of director’s interest] or 62 (3) (c) [disclosure of senior manager’s interest] evidencing a disclosure by a director or senior manager;
(j) the Society’s register of members, organized by different classes of member if different classes exist, including contact information provided by each member;
(k) the minutes of each meeting of members, including the text of each resolution included in the meetings;
(l) a copy of each ordinary resolution or special resolution, other than a resolution included in the minutes and in the case of a resolution consented to in writing by the voting members, a copy of each of the consents to that resolution;
(m) the financial statements of the society required under Section 35 [financial statements] and the auditor’s report, if any, on those financial statements.
(n) the minutes of each meeting of directors, including i. a list of all the directors at the meeting, and
ii. the text of each resolution passed at the meeting;
(o) a copy of each consent resolution of directors and a copy of each of the consents to that resolution;
(p) adequate accounting records for each of the society’s financial years, including a record of each transaction materially affecting the financial position of the Society.

Location of Records
8.2 The records the Society is required to keep under Section 20 will be located at the Society’s registered office, and in the case of records that are in electronic form, are available for inspection at the Society’s registered office by means of a computer terminal or other electronic technology.

Maintenance of Records
8.3 The records the Society is required to keep under Section 20 will be maintained in such a way as to allow the records to be inspected and copied in accordance with Sections 24 to 28 of the Societies Act [2015]
8.4 The Society must take reasonable precautions in preparing and keeping the records it is required to maintain under Section 20 of the Societies Act [2015] to:
(a) keep those records in a complete state;
(b) avoid loss or destruction of or damage to those records;
(c) avoid falsification of entries made in those records; and
(d) facilitate, simple, reliable and prompt access to those records.

Inspection of Records
8.5 Any member of the Society may, without charge, inspect a record the society is required to keep under Section 20 that evidences a disclosure, by a director or senior manager, described in Section 56 (3) (a) or (b) [disclosure of director’s interest] or 62 (3) (a) or (b) [disclosure of senior manager’s interest]
8.6 A director of the Society may, without charge, inspect any record the Society is required to keep under Section 20.
8.7 A person, other than a member or director, may, if and to the extent permitted by the bylaws, inspect a record the Society is required to keep under Section 20, other than the register of members.
8.8 The Society may charge a reasonable fee, not to exceed the fee specified in the regulations, for an inspection of the records specified in 8.1.
8.9 The Society may impose a reasonable period of notice before which, and reasonable restrictions on the times during which a person, other than a director may inspect a record.
Limitations to Inspection of Records.
8.10 The directors of the Society may, by director’s resolution, restrict a member’s
access to the Society’s resister of members as specified in Section 25.
8.11 The inspection of the records required to be kept under Section 20 by a person or persons other than members or directors of the Society will be made available upon the payment of a nominal fee of $10 per record.

PART 9 – BORROWING POWERS

9.1 The Society shall have the power to borrow or raise or secure payment
of money in such manner as the Society shall think fit for the present and future prosperity of the Society provided that such action is not without the authority of a special resolution of the Society.

PART 10– AUDITS OF THE ACCOUNTS OF THE SOCIETY

10.1 The elected Directors shall present before the members of the Society at the annual meeting a financial statement showing the income and expenditures, assets and liabilities of the Society during the preceding calendar year. The said financial statements shall be signed by two or more members of the Officers of the Board or by the Society’s auditor.

PART 11– ALTERING BYLAWS

11.1 These Bylaws shall not be altered or added to except by special resolution.
11.2 On being admitted to membership, each member is entitled to, without charge, on request, a copy of the Constitution and Bylaws of the Society.

PART 12 –UNALTERABLE PROVISIONS OF CONSTITUTION

12.1 The Society shall have perpetual succession and has power to acquire by purpose, gift, devise, bequest, trust agreement, contract or otherwise, real and personal property within and without the Province and may hold, sell, dispose of mortgage, lease, let, improve and develop such property for the purpose of funding the purposes of the Society and deal with any and all such property as empowered by this Section.
12.2 The activities of the Society shall be carried on without purpose of gain for its members, and any income, profits or other accretions to the Society shall be used in promoting the purposes of the Society.
12.3 Upon winding up or dissolution of the Society, the assets remaining after the payment of all costs, charges and expenses properly incurred in the winding- up, including the remuneration of a liquidator, and after payment to employees of the Society of any arrears of salaries or wages, and after the payment of any debts of the Society, shall be distributed to a charitable organization registered under the provisions of the Income Tax Act, carrying on work of a similar nature to such specific purposes.

Hands of Different Generations

Our Vision

A VISION STATEMENT FOR THE KITIMAT DEMENTIA CARE HOME

The Vision of the Kitimat Valley Housing Society for the Kitimat Dementia Care Home is:

  1. To advocate for the public afflicted with dementia, Alzheimer’s or other cognitive impairments who require support and would benefit from 24 hour longterm care services,
  2. Tio advocate for conditions of their impairment by providing specially adapted and supportive living accommodation with what is known as a “quality of life” model,
  3. To advocate on behalf of the residents to enjoy the best quality of life despite the effects of dementia through the combined efforts of staff, volunteers and family members who nurture a sense of purpose, belonging and companionship, and
  4. To advocate for residents to find a warm, inviting, home-like environment that encourages them to engage in day-to-day activities, reflecting lifelong interests, such as meal preparation, gardening, music, hobbies and crafts.

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