3.0 Definitions

3.0 In this by-law and all other by-laws of the Corporation, unless the context otherwise requires:

“Act” means the Canada Not-For-Profit Corporations Act S.C. 2009, c.23 including the Regulations made pursuant to the Act, and any statute or regulations that may be substituted, as amended from time to time;

“Affiliate” means an association, organization or agency with which FMRAC maintains formal links on issues of common interest or concern and is so identified by resolution of the Board of Directors;

“Articles” means the original or restated articles of incorporation or articles of amendment, amalgamation, continuance, reorganization, arrangement or revival of the Corporation;

“Atlantic Region” means the Provinces of New Brunswick, Nova Scotia, Prince Edward Island, Newfoundland and Labrador and the Territory of Nunavut.

Board” means the board of directors of the Corporation;

“By-law” means this by-law and any other by-law of the Corporation as amended and which are, from time to time, in force and effect;

“Director” means an individual elected as a director pursuant to the provisions of Article 6.2 herein;

“Medical Regulatory Authority” means any agency established by provincial or territorial legislation to regulate the practice of medicine;

“Meeting of the Members” includes an annual meeting of the Members or a special meeting of the Members; “special meeting of the Members” includes a meeting of any class or classes of Members and a special meeting of all Members entitled to vote at an annual meeting of the Members;

“Member” means a body confirmed in compliance with section 4.1;

“Membership Fee” means a membership fee which may be charged by the Board and payable by a Member pursuant to Articles 4.2 and 5.2.9;

“Officers” means the Officers of FMRAC who shall be the President, President-Elect, Immediate Past President and Executive Director;

“Ontario” means the Province of Ontario;

“Ordinary resolution” means a resolution passed by a majority of not less than 50% plus 1 of the votes cast on that resolution;

“Proposal” means a proposal submitted by a member of the Corporation that meets the requirements of section 163 (Shareholder Proposals) of the Act;

“Québec” means the Province of Québec;

“Region” means one of the Atlantic Region, Ontario, Québec and the Western Region;

“Registrar” means the most senior staff person of a Member whose responsibilities include maintaining a register of licensed physicians and acting as the chief administrative officer;

Regulations” means the regulations made under the Act, as amended, restated or in effect from time to time;

“Special resolution” means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution; and

“Western Region” means the Provinces of British Columbia, Alberta, Saskatchewan, Manitoba and the Territories of the Yukon and the Northwest Territories.