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Avon Maitland District School Board Governance and By-Laws

Article 1 INTERPRETATION

1.1 Meaning of Terms
In this By-law, terms have the following meaning:
  1. “Organizational Meeting” means the first Board meeting after November 15, and shall include the Inaugural Meeting of the Board;
  2. “Board” means the Board of Trustees of the Avon Maitland District School Board;
  3. “Chair” means the Chair of the Board, except where otherwise indicated as meaning Chair of a Committee of the Board;
  4. “Committee” means a statutory, standing or special ad hoc committee of the Board, as further described in Article 4 of this By-law, but shall not include the Committee of the Whole Board;
  5. “Committee Member” means a person appointed by the Board to be voting member of a Committee of the Board;
  6. “Committee of the Whole Board” means the whole Board sitting as a Committee;
  7. “Conflict of Interest” means as defined by the Municipal Conflict of Interest Act, and as further described in the Board’s Conflict of Interest Policy.
  8. “Director of Education” means the Chief Education Officer, Chief Executive Office and Secretary of the Avon Maitland District School Board
  9. “Education Act” means the Education Act, R.S.O.1990, chapter E.2, as amended from time to time, and includes, where the context requires, the Ontario Regulations enacted thereunder;
  10. “In Camera” (Closed Session) means a Committee of the Whole Board or other Committee meeting from which the public has been excluded in accordance with S.207(2) of the Education Act;
  11. “Inaugural Meeting” means the first Board meeting following the municipal election of that year;
  12. “Motion” is a proposal by a Trustee for approval by the Board;
  13. “OPSBA” means the Ontario Public School Boards’ Association;
  14. “Resolution” means a main motion expressed in writing and approved by a majority of the Trustees present;
  15. “Trustee” means a member of the Board, elected, acclaimed or appointed to the office pursuant to the provisions of the Municipal Elections Act or the Education Act, as the case may be, and does not include Student Trustees;
  16. “Vice Chair” means the Vice Chair of the Board, except where otherwise indicated as meaning Vice Chair of a Committee of the Board.
1.2 General
The Avon Maitland District School Board recognizes that the Education Act and other statutes, the Regulations made thereunder, and Ministry of Education policies and guidelines have superior authority to this By-law, and govern where there is a discrepancy with this By-law.

For this By-law and all other By-laws of the Board unless the context otherwise requires, the singular includes the plural, and masculine, feminine and plural forms are interchangeable.

Each of the provisions of this By-law shall be independent and severable, and the invalidity or unenforceability in whole or in part of any one or more of such provisions shall not be deemed to impair or affect in any manner the validity, enforceability or affect the remainder of the By-law, and in such event all the other provisions of this By-law shall continue in full force and effect as if such invalid provision had never been included herein.

Article 2 INAUGURAL AND ORGANIZATIONAL MEETINGS

2.1 Inaugural Meeting
In the years in which there is a municipal election, the Board shall hold an Inaugural Meeting not later than seven days after November 15, that being the day on which the Board’s term of office commences.

2.2 Oath of Office
On or before the day fixed for the Inaugural Meeting, or on or before the day of the first meeting that the person attends, each person elected or appointed to the Board shall take the Oath prescribed by the Education Act, before the Secretary of the Board, or before any person authorized to administer an oath or affirmation, and shall affirm their commitment to be bound by the Trustee Code of Conduct as approved by the Board from time to time.

2.3 Organizational Meeting
In each year that is not a municipal election year, an Organizational Meeting shall be held at the first regularly scheduled Board meeting after November 15.

2.4 Election of the Chair and Vice Chair
At the Inaugural and Organizational Meetings, the Director of Education or designate shall serve as the Presiding Officer until such time as the Chair for the coming year has been elected.

The election of the Chair shall be conducted by the Presiding Officer, as follows:
  1. nominations shall be by secret ballot. Self-nomination is permissible. All nominated names will be shared with the board of trustees and the director shall in alphabetical order ask the nominees if they will stand.
  2. where there is only one nominee, the Director of Education shall declare that person to be the Chair for the coming year;
  3. where there are two or more nominations, each nominee will be given the opportunity to speak for up to two minutes.
  4. where there are two or more nominations, an election shall be conducted by secret ballot;
  5. two scrutineers shall be appointed by the Presiding Officer to distribute and count the ballots, in the presence of the Presiding Officer;
  6. the Presiding Officer shall publicly announce the results of the election;
  7. a person must have received a majority of the votes cast to be elected to the office of the Chair.
  8. if after the first ballot no nominee has received a majority of votes cast, a further ballot shall be taken, where the name of any nominee who received no votes, and the name of the nominee otherwise receiving the lowest number of votes, shall be dropped from the ballot.
  9. at any time that there are three or more names remaining on a ballot and two or more nominees are tied with the least number of votes, a vote shall be taken to decide which of such tied nominees shall remain on the list of names to be voted upon in the next round of voting;
  10. the balloting shall so continue until one nominee has received a majority of the votes cast, or where all of the votes are divided equally between the nominees, the nominees shall draw lots to fill the position.
  11. Upon being elected, the Chair shall preside over the remaining portion of the meeting. The scrutineers shall destroy the ballots.
  12. The election of the Vice Chair shall follow and proceed in the same manner as the election of the Chair, with the Chair presiding.
  13. The election of the Board’s OPSBA representative, shall take place at the regular Board meeting in May, in the same manner as the election of the Chair.
  14. In the event that the position of Chair, Vice Chair, OPSBA Representative or alternate becomes vacant for any reason throughout the year, a new appointee shall be elected in the same manner as at an Organizational Meeting, as soon after the position has been vacated as is reasonably possible.
Article 3 BOARD MEETINGS

3.1 Regular Meetings of the Board
Regular meetings of the Board shall be held at the business office of the Board commencing at 4:45 p.m. on the fourth (4th) Tuesday of each month, except in December, July and August, unless otherwise approved by Resolution of the Board.

3.2 Special Meetings of the Board
A special meeting of the Board may be held:
  1. at the call of the Chair; or
  2. at the written request of three Trustees currently in office, in which case the Chair shall set the date within five (5) days of receipt of the request for a Special Meeting; or
  3. at any time as determined by resolution of the Board.
Notice of a Special Meeting shall be given in the same manner as prescribed for regular meetings of the Board, except where convened for a matter of urgency. The notice shall state the purpose of the meeting and include an agenda, and no other business other than items on the agenda shall be considered at the special meeting, unless all Trustees who are eligible to vote on the matter are present and unanimously agree to amend the agenda.

3.3 Public Meetings
Meetings of the Board, Committee of the Whole Board, and other Committees of the Board shall be open to the public, except that a meeting of the Committee of the Whole Board or other Committee of the Board may be closed to the public and held in camera when the subject-matter under consideration involves:
  1. the security of the property of the board;
  2. the disclosure of intimate, personal or financial information in respect of a member of the board or committee, an employee or prospective employee of the board or a pupil or his or her parent or guardian;
  3. the acquisition or disposal of a school site;
  4. decisions in respect of negotiations with employees of the board; or
  5. litigation affecting the board.
3.4 Committee of the Whole Board
The Committee of the Whole Board may meet in camera (Closed Session) on days when the Board has a regular or special meeting, immediately after such meeting.

Trustees meeting in camera (Closed Session) as a Committee of the Whole may not approve resolutions but may recommend motions for approval by the Board meeting in public.

3.5 Notice of Meetings
Trustees shall be entitled to receive written or electronic notice of the date and time of regular and special board, Committee of the Whole and Committee meetings by no later than the forty-eight (48) hours prior to the meeting, except that a special meeting of the Board may be convened on twenty-four (24) hours’ notice for a matter of urgency.

Notice of a meeting shall include an agenda, as well as sufficient background information for Trustees to participate meaningfully in the proceedings and make an informed decision on matters before the Board.

An inadvertent error or omission in providing notice of a meeting shall not affect the validity of any action or thing thereafter undertaken by the Board.

Notice of Board meetings, and Committee of the Whole public (open) session meetings, along with the agenda for the meeting will be made available to the public on the same day that Trustees receive notice.

3.6 Quorum
The presence of a majority of Trustees in person or by electronic attendance shall constitute a quorum for meetings of the Board and the Committee of the Whole Board.

If a quorum is not present within thirty minutes after the time appointed for the start of a meeting, or if a quorum is lost after a meeting has been called to order, the Secretary or designate shall record the names of those present and the Chair shall declare the meeting adjourned.
 
3.7 Recess
The Chair may call a temporary recess to a meeting, for a period of not more than ten (10) minutes, provided a motion is not on the floor.

3.8 Length of Meetings
No meeting shall continue in session for more than three (3) hours, provided that the Board may unanimously approve a Resolution to extend the length of the meeting for periods of thirty (30) minutes.

The Chair may seek the approval of the Board in re-ordering outstanding items on the agenda, if it appears that urgent business may not be considered by the Board within the time remaining.

3.9 Adjournment
The Chair shall call for a motion to adjourn the Board meeting at such time as the business of the agenda has been completed, or the time limit for the meeting has expired and has not been extended, which if approved by a majority shall close the meeting.

3.10 Cancellation
Where the amount of business is insufficient to warrant a regular meeting of the Board, or in the event of inclement weather or emergency, the Chair in consultation with the Vice Chair and the Director of Education or delegate, may cancel the meeting. If after reasonable efforts the Chair cannot be reached, the Vice Chair in consultation with the Director or delegate may cancel a meeting.

The Director of Education or delegate will notify Trustees of the cancellation, and post a public notice on the Board’s website, as well as on social media, at the earliest possible opportunity.

3.11 Minutes
The Secretary to the Board shall be responsible for ensuring that minutes are taken for all Board and Committee meetings, in accordance with Section 198(1)(a) of the Education Act and following the format attached hereto as Appendix B.

Minutes of Board meetings shall be presented to the Board for approval at the following meeting.

Minutes of the public session meetings of the Committee of the Whole shall be presented to the Board for approval at the next public session meeting of the Committee of the Whole.

Article 4 COMMITTEES

4.1 Committees of the Board
The Education Act recognizes the Board’s duty to constitute certain prescribed statutory committees. The Board may also form non-statutory committees and meet as a Committee of the Whole Board.

Details regarding Committees of the Board can be found in Policy #10 Board Committees.
 
4.2 Statutory Committees
The Board shall have the following Statutory Committees, constituted in accordance with legislative requirements as referenced:
  1. the Special Education Advisory Committee (O. Reg. 464/97);
  2. the Supervised Alternative Learning Committee (O. Reg. 374/10);
  3. the Student Matters, Appeals and Hearings (Suspension Appeal Committee: (Education Act, S. 309(12)) and the Expulsion Hearing Committee (Education Act, S.311.3(9));
  4. the Audit Committee (O. Reg. 361/10);
  5. Parent Involvement Committee (O. Reg. 612/00); and
  6. such other committees may be prescribed by statute or regulation, from time to time.
4.3 Committee Appointments for Trustees
Following the Organizational or Inaugural Meeting, Trustees shall provide the Chair with a list of Committees to which they would like to be appointed, indicating their order of preference.

Taking into consideration the preferences of Trustees, and with a view to an equitable distribution of opportunity and workload, the Chair shall prepare a draft Committee membership list, which shall be presented to the Board for approval at the first regular Board meeting following the Organizational or Inaugural Meeting.

Trustees shall be appointed as a member of a non-statutory committee for a term of one year, expiring on the date of the next Organizational meeting.

The number of Trustee members for each Standing and Ad Hoc Committee shall be defined in that Committee’s terms of reference, provided that no such Committee shall have fewer than three (3) Trustees, in addition to the Chair and Vice Chair.

The Chair and Vice Chair are ex-officio members of all Standing and Special Committees of the Board.

4.4 Election of Committee Chairs
At its first meeting following the Board meeting at which committee members have been appointed, Committees shall choose a chair following closely as practicable the election process for the Chair of the Board.

4.5 Committee Meetings
Committee meetings may be convened at the call of the Committee Chair or upon the written request of a majority of Committee members and will be held at the business office of the Board, unless otherwise resolved in advance by the Committee.

Trustees shall receive written or electronic notice of a Committee meeting by no later than three working days prior to a meeting, which shall include an agenda, as well as sufficient background information for Trustees to participate meaningfully in the proceedings and make an informed decision.

4.6 Committee Reports
Standing and Ad Hoc Committees shall ensure that minutes are taken for each meeting, using the format outlined in Appendix C and that a copy of the minutes are provided to Trustees at the next Board meeting.
 
4.7 Non-Board Trustee Appointments
The Board may from time to time receive requests for the appointment of Trustees to staff, community and provincial committees, which shall be filled according to the Board’s Committee appointment procedure as outlined in Article 4.3 herein. It is recognized that trustees may choose to sit on community committees but do not represent views of the board unless appointed by board motion.

4.8 Resignation from Committee
A member may resign from any committee at any time by notice in writing to the Board and finalized once approved by the Committee.

4.9 Committee Vacancy
Any vacancy on a Committee shall be filled by Board appointment, as soon as reasonably possible.

Article 5 RULES OF ORDER

5.1 Decorum
Decorum at Board meetings will be strictly upheld. All persons attending meetings of the Board shall show respect for others in their language and conduct. No person shall speak at a meeting of the Board, except as recognized by the Chair.

The Chair shall expel any person who interrupts or disrupts a meeting of the Board, in accordance with their authority under S.207(3) of the Education Act.

5.2 Robert’s Rules of Order
In all cases for which no specific alternate provision is made in these By-laws, the rules and practices set out in the latest edition of Robert’s Rules of Order shall govern so far as applicable. The particular edition of Robert’s Rules to be used may be fixed from time to time by a resolution of the Board. A summary of Parliamentary Procedure is copied at Appendix D.

5.3 Conflict of Interest (see Board Policy #20)
Trustees are bound by the Municipal Conflict of Interest Act, and have a duty under that Act, and the Board Members Code of Conduct, to declare a conflict of Interest and further comply with the provisions of the Board’s Conflict of Interest Policy.

5.4 Trustee Code of Conduct (see Board Policy #5)
Trustees shall conduct themselves in an ethical, transparent, professional and lawful manner, at all times preferring the interests of the students, parents, staff and ratepayers of the Avon Maitland District School Board to their own, as further described in the Trustee Code of Conduct.

Article 6 PRESIDING OFFICER
The Chair shall preside at meetings of the Board and in the absence of the Chair, the Vice Chair shall preside.

The Vice Chair shall preside over public and in camera meetings of the Committee of the Whole Board, and in the absence of the Vice Chair, the Chair shall preside.
 
If neither the Chair nor the Vice Chair are present, the Trustees present may elect one of themselves to chair the meeting.

Board Committees shall be similarly presided over by the Committee chair, or if the Committee chair is not present and the Committee has appointed a vice chair, then the vice chair shall preside, and if neither the committee chair nor the vice chair if applicable is present, then the Trustee members of the committee shall choose a person from amongst themselves to preside.

The person presiding may express an opinion on any main or subsidiary motion on the floor, but shall first leave the Chair until the disposition of the main motion, and call upon the Vice Chair to preside, provided that the Vice Chair is not the mover or seconder of the motion or subsidiary motion on the table, and has not yet spoken to the motion. If the Vice Chair is thus disqualified from presiding, the Chair shall call upon a Trustee who has not moved or seconded or yet spoken to the motion to preside.

The person presiding shall preserve order and decorum at meetings, and shall decide all questions of order, subject to an appeal to the board. A member may immediately appeal a procedural ruling of the Chair. The Chair may request the reason for the appeal and shall explain the reason for the decision. An appeal of the Chair’s ruling shall be decided without debate and shall be determined by a majority vote by Trustees.

Article 7 AGENDA AND ORDER PAPER

7.1 Meeting Agenda
The Agenda for Board and Committee of the Whole Board meetings shall be the responsibility of the Chair, in consultation with the Director of Education.

The Agenda for Board meetings shall follow the format of the sample agenda attached as Appendix A to this By-law.

As the first order of business at a meeting of the Board, a resolution to approve the Agenda as for the meeting shall be considered by the Board.

If in the opinion of the Chair or the Director of Education, a matter not on the agenda requires urgent attention, and provided no person or interest shall be prejudiced by the lack of prior notice, the Chair may call for a motion to amend the agenda to allow for the additions of any urgent business.

The Chair shall conduct the meeting in accordance with the agenda, once approved, subject to a resolution to amend the order of items in accordance with priority if an adjournment of the meeting is imminent.

7.2 Order Paper: Resolutions Approved for Implementation
The Board’s agenda shall include an Order Paper, listing resolutions approved by the Board, the implementation of which is not yet complete, in the format as outlined in Appendix D to this By-law.

Article 8 TRUSTEE MOTIONS

8.1 Notice of Motion
A Trustee may give the Secretary written notice of a motion, along with explanatory rationale, regarding any matter with respect to which the Trustee has a right to vote, and the motion shall be included in the Board agenda, provided it is received by the Secretary by no later than 4:30 p.m. on the Wednesday before the meeting at which it will appear on the agenda.

A notice of motion so received may not be the subject of debate or resolution until a Board meeting following the meeting at which it first appears on the agenda.

Notwithstanding the above, a Trustee may bring a motion at a Board meeting without prior notice provided that a two-thirds majority of those present and eligible to vote waive the notice requirements.

Matters not requiring a decision by the Board, including minutes from Committee meetings, may be distributed to Trustees at any time, and where received by Trustees along with the agenda may be the subject of discussion but not resolution.

8.2 Reconsideration
Any matter which has been decided upon by the Board shall not be reconsidered by the Board during the subsequent twelve (12) month period unless approved for reconsideration by a two thirds majority of those present and eligible to vote.

Article 9 PROTOCOL FOR DEBATE

9.1 Protocol During Debate
A Trustee may only speak to a matter on the agenda after the item has been introduced by the Chair, and where the matter is a motion before the Board, after the motion has been moved and seconded.

9.2 Debate of a Motion
The author of a motion may alter the wording, or withdraw the motion, up until such time as the motion is stated by the Chair. Once so stated, and thereby recorded in the minutes, the motion belongs to the floor and cannot be amended or withdrawn without a motion to do so, approved by a majority of the Board.

The Trustee moving a motion shall be given the opportunity to speak first.

A Trustee wishing to speak shall raise a hand and await recognition by the Chair.

A Trustee shall at all times during debate:
  1. maintain a courteous tone;
  2. avoid referring to personality or personal traits;
  3. avoid allusion to motives of other Trustees;
  4. address all debate, remarks, and questions to the Chair;
  5. confine all remarks, questions and the like to the motion which is the subject of debate;
  6. the chair will make efforts to allow all trustees to ask a reasonable number of questions by rotating questions around the table.
9.3 Time Limit on Speakers
No Trustee shall speak more than once nor longer than five (5) minutes on the same motion without the leave of the Board, except that the mover of the main motion may have an additional three (3) minutes to reply, and a Trustee’s time limit shall not include staff responses and/or procedural discussions.
 
9.4 Time Limit on Debate
Except in the case of a special meeting, no main motion, including subsidiary motions (if any) that apply to it, and points of information and answers related to any such main or subsidiary motions (if any), shall be debated for longer than thirty (30) minutes after it has been moved and seconded, unless such time limit is extended by resolution for an extension of time not longer than fifteen (15) minutes.
  1. The Board may resolve to allow more than one fifteen (15) minute extension of time for any one motion.
  2. Upon the expiration of the time approved by the Board, the Chair shall have the authority to interrupt a speaker for the purpose of enforcing the time limit.
9.5 Student Trustees (Policy #21)
A Student Trustee is not a member of the Board but may participate in discussion and debate of matters before the Board or a Committee of the Board, if a member of the Committee. A Student Trustee is not entitled to exercise a binding vote on any matter and may not be present for any in camera meetings.

Article 10 VOTING

10.1 Call for a Vote
The Chair shall put a motion to a vote at the earlier of:
  1. the expiration of the time limit and any extensions thereof described in Article 10; or
  2. when the Chair is satisfied that all Trustees who would like to speak to the motion have had the opportunity to do so.
After the Chair has put a question to vote, there shall be no further debate.

10.2 Methods of voting
Each Trustee present, including the Chair, but excluding those that have declared an interest as required by the Municipal Conflict of Interest Act, are entitled to vote.

Every matter considered by the Board shall be disposed of by a show of hands of those in favour followed by those opposed, except that at the request of one Trustee, the Chair shall conduct a recorded vote, calling on each Trustee in alphabetical order, except the Chair who shall vote last, to state for the minutes whether they are in favour or opposed to the motion. The request for a recorded vote must be made prior to the commencement of voting.

To abstain means that a trustee is present but has refused to cast a vote. To abstain is a non-vote.

A motion is passed if approved by a majority of the votes cast. For greater clarity, a motion is not passed if the vote is tied.

Article 11 OFFICERS

11.1 Chair as Spokesperson
The Chair shall act as the public spokesperson for the Board, and may issue statements to the media and communicate with outside agencies on behalf of the Board, provided that where the Chair has any doubt as to the policy of the Board, the Chair shall not speak publicly on an issue without first seeking direction from the Board.
  1. When communicating with parents, students or ratepayers of another Trustee’s constituents, the Chair shall consult with that Trustee before issuing a public statement.
  2. Individual Trustees or groups of Trustees shall not undertake any action, communication or negotiation that may be construed as acting on behalf of the Board, except by explicit direction of the Board. A Trustee may nevertheless act individually as an elected official, providing that they do not indicate in any way that they are acting or speaking on behalf of the Board.
11.2 Officers
The officers of the Board shall be:
  1. the Chair;
  2. the Vice-Chair;
  3. the Director of Education, who serves as the Secretary;
  4. the Superintendent of Business and Chief Financial Officer, who serves as the Treasurer; and
  5. the Superintendents of Education, who are Supervisory Officers.
Officers’ duties shall be as prescribed in the Education Act and regulations made under the Act.

11.3 Minutes
Minutes of Board and Committee meetings which have been approved by a majority of the members present shall be signed by the presiding officer of the meeting to which the minutes pertain.

Article 12 AMENDMENTS TO BY-LAWS

12.1 Amendment with Notice
By-laws of the Board will be reviewed within a four-year cycle or as required by regulatory changes and may be amended from time to time by Resolution of the Board, provided that:
  1. a written notice of motion proposing the amendment shall have been given at a previous regular meeting; and
  2. the text and a brief statement of intended purpose of the amendment shall have been included in the notice of motion forming part of the agenda for the meeting at which the amendment is considered by the Board.
  3. a majority vote is needed.
12.2 Amendment without Notice
At any time, the By-laws may be amended without notice upon the unanimous vote of all Trustees.

Article 13 REPEAL OF PRIOR BY-LAWS

13.1 Repeal of Prior By-laws
All prior versions of the General Working By-law are hereby repealed.
 
The repeal of prior by-laws, resolutions and other enactments shall not impair in any way the validity of any act or thing done pursuant to any such repealed by-law, resolution or other enactment.

Article 14 EFFECTIVE DATE

14.1 Effective Date of By-law
This By-law shall come into force on the 1st day of September, 2025
 
Appendix A - Agenda Format Regular Meetings of the Board (please see pdf)
Appendix B - Agenda Format Committee of the Whole, Closed Session Meetings of the Board (please see pdf)
Appendix C - Board Minutes Regular Meetings of the Board (please see pdf)
Appendix D - Order Paper Resolutions Approved for Implementation (please see pdf)
Appendix E - Parliamentary Procedure Made Easy (please see pdf)
 
Issued June 2025