6.0 The Board

The Nominating Committee shall develop a slate of candidates for consideration for election to the Board of Directors by the Members at an annual meeting of the Members. Such slate shall be included in the Notice of the Meeting of the Members to be sent to the Members pursuant to Article 8.5. In developing a slate of Directors for consideration by the Members, at the annual Meeting of the Members, or at a Special Meeting of the Members if need be, the Nominating Committee shall develop a slate of Directors based on guidelines which shall take into consideration the following:

6.1 The Board shall be comprised of the fixed number of Directors as determined from time to time by the Members by ordinary resolution.
6.2 Election of Directors
The Directors of the Corporation shall be elected by the Members at an annual Meeting of the Members. A Director, if otherwise qualified, is eligible for election for consecutive terms.
6.2.1 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of British Columbia;
6.2.2 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Alberta;
6.2.3 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Saskatchewan;
6.2.4 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Manitoba;
6.2.5 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Ontario;
6.2.6 One of the proposed candidates shall be the Registrar of the Collège des médecins du Québec;
6.2.7 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of New Brunswick;
6.2.8 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Prince Edward Island
6.2.9 One of the proposed candidates shall be the Registrar of the College of Physicians and Surgeons of Nova Scotia;
6.2.10 One of the proposed candidates shall be the Registrar of College of Physicians and Surgeons of Newfoundland and Labrador;
6.2.11 One of the proposed candidates shall be the Registrar of the Yukon Medical Regulatory Authority;
6.2.12 One of the proposed candidates shall be the Registrar of the Northwest Territories Medical Regulatory Authority;
6.2.13 One of the proposed candidates shall be the Registrar of the Nunavut Medical Regulatory Authority.
6.2.14 Nominations from the Floor are prohibited.

Should the Nominating Committee not be successful in identifying one or more candidates in accord with this Article then so long as there is an overall quorum for Directors such position shall be left vacant until the next annual Meeting of the Members.

6.3 Functions and Duties of the Board
The Board shall govern, determine, control and administer the affairs of FMRAC and without limiting the generality of the foregoing may:

6.3.1 Enter into, or make or cause to be entered into or made, contracts or agreements which FMRAC may lawfully enter into or make.
6.3.2 Authorize committees of the Board from time to time to exercise and carry out any of the powers conferred by this By-law.
6.3.3 Establish membership fees.
6.3.4 Expend such monies as it considers necessary to conduct the affairs of FMRAC.
6.3.5 Make By-laws, resolutions and rules for the exercise and carrying out of powers and without limiting the generality thereof may make rules respecting:

  1. The management of FMRAC and the appointment of members to committees.
  2. The representation from other associations, organizations or agencies on the Board.
  3. The reimbursement guidelines for officers, committee members, appointed delegates and staff of FMRAC.
  4. The conduct of the affairs of FMRAC Board and committees including the duties to be performed by the officers and members thereof.
6.3.6 Review the By-laws at least every three years and provide a report to the Members
6.4 Term of Office

Directors shall be elected to hold office for a term expiring not later than the close of the second annual Meeting of the Members following the election. Directors are eligible for re-election.

6.5 Vacancy on the Board

In the event of a vacancy due to resignation or inability to serve, so long as there is a quorum in place at the time, the Board may name a replacement Director to complete the unexpired portion of the term of the Director in question. Such a replacement Director shall wherever possible be the Deputy Registrar (or equivalent) from the same medical regulatory authority as the Director who has resigned or is no longer able to serve.

6.6 Director Eligibility

6.6.1 A Director must satisfy the following pre-requisites in order to be eligible for election:

6.6.1.1 Directors should have an understanding of the mandate and function of medical regulatory authorities.
6.6.1.2 Directors must conduct themselves with good moral character and personal integrity.
6.7 Director Ineligibility

6.7.1 A Director shall no longer be eligible to hold office in the following circumstances:

6.7.1.1 If a Director dies.
6.7.1.2 If a Director resigns, by delivering a written resignation to the President and/or Executive Director of FMRAC.
6.7.1.3 If a Director is removed by the Members of the Corporation by a special resolution at a special meeting of the Members called for such purpose.