5.Drafting New By-laws
•By-laws will
need to be replaced or substantially revised
because the old and new rules are very different
•Minimalist approach by-laws
–Rationale: CNCA & ONCA and regulations contains detailed rules, so by-laws not to duplicate mandatory rules or default rules that are not to be overridden
•Comprehensive approach by-laws
–One stop approach -
consolidation of all applicable rules
–No need to flip back and forth
between articles, but limited provisions in
the articles
–Can have governance policy
manuals to address other matters, e.g.,
committee structures (but not audit
committee)
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