Preamble: We, residents of the National Capital Region who share a commitment to preserving and promoting Nepalese culture, language, and community values, establish these By-laws to guide the governance of the Nepalese Canadian Association of Ottawa (NCAO).
NCAO exists to support the Nepalese community and to share our cultural heritage in ways that enrich the diverse society in which we live. NCAO aims to preserve and promote Nepalese culture and foster cooperation opportunities through cultural, educational, sports, recreational, and community engagements.
These By-laws ensure that NCAO operates with transparency, accountability, and fairness in accordance with the Ontario Not-for-Profit Corporations Act, 2010 (ONCA), and reflect our shared commitment to the long-term well-being of our community.
ARTICLE I: NAME AND LEGAL STATUS
1. The name of the association shall be “Nepalese Canadian Association of Ottawa” (NCAO).
2. NCAO is incorporated as a non-charitable public benefit corporation under ONCA.
ARTICLE II: OBJECTIVES
The general objectives of NCAO shall be:
3. Promote and preserve Nepalese arts, culture, language, traditions, and values within the National Capital Region.
4. Support Nepalese newcomers, families, and community members through social support and community-building initiatives.
5. Foster cooperation, mutual respect, and collaboration among Nepalese individuals and other communities with shared cultural or community interests.
6. Organize cultural, educational, recreational, and social programs that strengthen community identity and engagement.
7. Collaborate with public institutions, governments, and community partners to advance cultural understanding, community welfare, and public benefit.
ARTICLE III: SCOPE AND LIMITATIONS
8. NCAO’s activities are limited to social, cultural, educational, and community-oriented matters that support its objectives and benefit the community it serves.
9. NCAO operates primarily within the National Capital Region, but may extend its activities to broader geographic areas when necessary, including during emergencies or in response to community needs.
10. NCAO shall remain non-partisan. It shall not affiliate with, endorse, or support any political party or partisan political activity.
11. Fundraising activities, donations, partnerships, collaborations, or liaison with external organizations require prior approval from the Executive Board.
ARTICLE IV: MEMBERSHIP
12. Eligibility: Membership is open to individuals 18 years of age or older who support NCAO’s mission and agree to abide by its By-laws.
13. Classes of Membership:
a. General Members (Voting): Individuals who meet eligibility requirements and pay the annual membership fee. General Members have voting rights.
b. Honorary Members (Non-Voting): Conferred upon individuals who have made outstanding contributions to the Nepalese community in the National Capital Region. Honorary Members may attend meetings but do not vote or hold office.
c. Life Members (Voting): Individuals who pay the one-time Life Membership fee retain voting rights and are exempt from annual fees.
14. Rights: Members in good standing may vote at meetings, hold office, and attend and participate in all meetings. Honorary Members may attend but do not vote or hold office.
15. Fees: Membership fees will be set annually at the Annual General Meeting (AGM).
16. Termination:
a. Membership may be terminated: voluntarily by written resignation; for cause including misconduct, violation of By-laws, or criminal conviction; or for non-payment of fees.
b. Right to Appeal: A member whose membership is terminated has the right to appeal. The Executive Board shall establish a sub-committee to review and make a recommendation.
ARTICLE V: EXECUTIVE BOARD
17. Composition: The Executive Board shall consist of up to eleven (11) elected directors. A minimum of three (3) directors is required at all times under ONCA.
18. Director Qualifications: Directors must be individuals at least 18 years of age, not bankrupt, and not declared incapable under applicable legislation.
19. Term of Office: Elected directors shall serve a two-year term and may apply for one consecutive renewal at the AGM, for a maximum of up to four consecutive years in office.
20. Election of Directors: Directors shall be elected by voting members at the AGM. Proxy voting is permitted for members in good standing (18 years of age or older with paid membership dues).
21. Remuneration and Expenses: Directors shall serve without remuneration. Reasonable expenses incurred in carrying out NCAO-approved duties shall be reimbursed.
ARTICLE VI: OFFICERS AND ROLES
22. Officers and Role Assignment: Roles will be assigned by mutual understanding among directors. At minimum, the Board shall have four officers: President, Vice-President, Secretary, and Treasurer. Coordinators will be assigned as needed for extended activities.
23. Duties:
a. President: (i) Chairs meetings and represents NCAO publicly. (ii) Assures security of the NCAO bank account. (iii) Coordinates with other board members and coordinators.
b. Vice-President: (i) Assists the President and acts in the President’s absence. (ii) Provides support to other board members as needed.
c. Treasurer: (i) Keeps records of financial transactions. (ii) Prepares and presents the financial report at the AGM. (iii) Assures security of the NCAO bank account.
d. Secretary: (i) Calls board meetings and prepares minutes. (ii) Keeps records of NCAO membership. (iii) Provides support to other board members as needed.
e. Coordinators: Lead cultural, youth, language, outreach, and publication efforts as assigned.
ARTICLE VII: MEETINGS
24. Board Meetings: Regular Board meetings shall be held monthly. Special meetings may be called as needed. A quorum is met when six (6) Board members are present.
25. Annual General Meeting (AGM): The AGM shall be held annually in Ottawa, typically during the Nepali New Year. Notice shall be provided at least 21 days prior to the AGM, exceeding ONCA’s minimum requirement of 10 days. ONCA requires the AGM within 6 months of the fiscal year-end and at least once every 15 months.
26. Virtual Participation: Virtual or electronic participation in meetings is permitted.
27. Decision-Making: Decisions at Board meetings and the AGM shall be made by majority vote of those present.
ARTICLE VIII: FINANCE
28. Fiscal Year: The fiscal year of NCAO shall be January 1 to December 31.
29. Financial Review and Audit Requirements: Financial reporting requirements shall follow the thresholds set by ONCA:
a. For annual revenue under $100,000: no review engagement is required.
b. For annual revenue between $100,000 and $500,000: a review engagement is required.
c. For annual revenue over $500,000: a full audit is required.
30. Signing Authority: All cheques and financial instruments shall require two authorized signatures.
31. Appointment of Auditor / Public Accountant: A Public Accountant shall be appointed before the AGM, and their report shall be presented to the members at the AGM.
ARTICLE IX: DOCUMENTS AND COMMUNICATION
32. Business Location: NCAO business may be conducted from home-based offices or a designated mailing address. A registered office address in Ontario shall be maintained as required by ONCA.
33. Signing and Retention of Official Documents: Official documents shall be signed by an authorized Board member and copies retained. All articles, by-laws, minutes, registers, and financial records shall be kept as required by ONCA.
34. Issuing Referrals or Certificates: No referrals, certificates, or official letters shall be issued without approval of the Executive Board.
ARTICLE X: COMMITTEES
35. The Board may form Working Committees from among the members to support specific programs or tasks.
36. Committees shall be reviewed annually and dissolved upon completion of their assigned mission.
ARTICLE XI: AMENDMENTS
37. Proposal of Amendments: Any member in good standing may propose a By-Law amendment, provided the proposal is supported by two additional members.
38. Submission and Approval: Proposed amendments must be submitted at least 7 days before the AGM and approved by two-thirds (2/3) of voting members present.
ARTICLE XII: NO CONFIDENCE MOTION
39. Initiating a No-Confidence Motion: A No-Confidence Motion may be initiated when 25% of members in good standing support the proposal in writing. The motion shall be reviewed at a Special Meeting called for this purpose.
40. Notice and Voting Requirement: Notice of the Special Meeting shall be provided 30 days in advance. A No-Confidence Motion requires a two-thirds (2/3) majority vote of voting members present to pass.
ARTICLE XIII: DISSOLUTION
41. Notice and Approval: A motion to dissolve NCAO requires 30 days’ notice to members and approval by two-thirds (2/3) of voting members present at a duly called meeting.
42. Distribution of Assets: Upon dissolution, all remaining assets shall be transferred to another public benefit corporation or a government agency, in accordance with ONCA. No assets may be distributed to members.
ARTICLE XIV: TITLES AND COMMENCEMENTS
43. Title: This document shall be known as “By-Laws of NCAO (2026 Edition)”.
44. Commencement: These By-Laws shall take effect upon approval by the Annual General Meeting.
45. Amendment History:
a. Original By-Laws enacted: 30 March 2002
b. First Amendment: 16 April 2011
c. Second Amendment: 04 April 2026