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Charter
Constitution and Objectives
Objective
The OBJECTIVE of the “Association” is to provide a common vehicle to assist member companies, as well as the mining industry in general, improve their SAFETY performance.
Mission Statement
Our MISSION is SAFETY. To do this we intend to assist our members to work safely by building relationships within government and industry, communicating and disseminating information, recording statistics and monitoring performance, as well as facilitating safety and training programs.
Vision and Values
Our VISION is that by working together ALL serious accidents can be eliminated from the workplace.
We VALUE:
- SAFE WORK as the number 1 priority
- high standards
- transparency
- commitment
- integrity
- responsibility
- and training to provide the best and common standards across our industry in support of all our jobs.
Role of the “Association”
The ROLE of the “Association” in the promotion of safety is primarily to advise and facilitate on:
- the communication and exchange of ideas between mining and mining associated companies
- the establishment and maintenance of lines of communication with government
- the provision of advice to government concerning the most current and safest working practices being used internationally
- working with government to improve the regulatory, inspection, training and support systems and laws
- the establishment and maintenance of lines of communication between foreign and domestic companies
- the set up of a common safety reporting system consistent with internationally accepted standards, the collection of data and the reporting of the results to members
- the promotion of honest and diligent reporting
- the facilitation of the following in the industry:
- training
- first aid
- equipment operators
- trades
- blasting licenses
- other skilled occupations
- safety programs
- audits
- education
- hazardous material awareness
- hazard identification
- competition
- the provision of common ground for mutual assistance including:
- accidents
- mine rescue
- disasters (natural or otherwise)
- equipment
- trained people
- resources
- the promotion of commonality in material and equipment (quality through standardization)
- the promotion of an Internal Responsibility System and due diligence among members
Organization
The target industrial members of the “Association” are both foreign and domestic mining, and mining associated companies. Companies or organizations involved in any of the following should be welcomed:
- Underground Mining
- Open Pit Mining
- Placer Mining
- Exploration
- Suppliers
- Government
By Laws
- 1. Head Office
The head office and mailing address will be determined at the Annual General Meeting of the “Association”.
- Membership
Companies who have paid there annual dues and other special fees will be considered members of the “Association”.
- Member Categories
There will be two categories of members, namely: active members representing individual companies, and associate members.
- Active Members
Signatories to the request for a corporate charter are considered active members of the “Association”. All other persons representing companies may become active members, upon request and with the approval of the Board of Directors, pursuant to all other membership conditions determined by resolution of the Board of Directors, pursuant also to the regulations governing suspensions, expulsions, and resignations of members.
- Associate Members
The Board of Directors, may, by resolution, accept all other individuals or company representatives as associate members at the “Association”.
Associate members will have the right to assist at all general meetings as well as special meetings as members without voting privileges and they will not be eligible for membership on the Board of Directors or as officers of the “Association”.
- Membership Dues
Annual membership dues as well as other special dues payable to the “Association” will be set by the Board of Directors and the payment modalities will be determined at the Annual General Meeting of the “Association” and at all other times judged necessary.
Further, the dues payable by associate members will be set at the Annual General Meeting of the “Association”.
- Suspension and Expulsion
The Board of Directors may suspend or withdraw permanently membership rights of members who fail to pay their fees by the allotted time, or who fail to respect the By-Laws of the “Association”, or who conduct themselves in a manner deemed to be disrespectful to the “Association”.
The decision of the Board of Directors is final and without right of appeal and the Board is authorized to pursue the matter in a manner it deems appropriate.
- Resignations
All active or associate members may indicate their intention to resign from the “Association” by so advising the Chairman in writing. All resignations become final following acceptance by the Board of Directors and take effect the day following such acceptance. The resignation of an active member does not remove obligation of that member to pay the membership dues payable for the current year.
Meetings
- Annual General Meetings
The Annual General Meeting shall take place at a date and time and location determined be the Board of Directors, by resolution, but before the 31st day of March in any given year.
- General Meetings
There shall be at least two (2) and not more than six (6) general meetings in a year to deal with the business of the “Association”. The location and tentative dates of these meetings will be determined by the Board of Directors.
- Special General Meetings
Special Meetings will take place whenever required, and may be called by the Chairman of the “Association” or by the Board of Directors. In addition, a Special Meeting will be convened by the Secretary of the “Association” upon reception of a request for such a meeting, duly signed by at least twenty percent (20) of the active membership in good standing. The meeting must be convened within fourteen (14) days following the reception of such a request, along with the reason for the Special Meeting. If the Secretary fails to convene the meeting within the allotted time, the meeting may be convened by the signatories themselves.
- Notice of Meetings
Notice of all meetings must be given in writing, and must include the date, hour, place and business of the meeting. In the case of Special Meetings, the business of the meeting must be clearly indicated in the notice of meeting.
Notice of meetings must be given at least two weeks in advance, except in the case of a Special Meeting, where the notice must be given at least 48 hours in advance. The presence of any member may be taken as an indication that he has been duly notified.
- Quorum
Fifty percent (50) of the active voting membership must be in attendance to be considered a quorum for all regular meetings as well as Special Meetings. No binding matters of importance can be made unless such a quorum is in place at the beginning of the meeting.
- Voting
Al all meetings, only one vote per active voting member company will be entertained for any one motion. Proxy voting is not permitted.
All votes shall be indicated by a show of hands, unless a request for a secret ballot is made by at least four (4) of the member companies present. Motions are considered carried if a majority of the member companies present vote in favor. In the case of a tie vote, the Chairman shall cast the tie breaking vote.
Board of Directors
- Number of Directors
The business of the “Association” shall be administered by a Board of Directors composed of at least five (5) members to a maximum of eleven (11) members.
- Eligibility
All active voting members are eligible to serve on the Board of Directors in any capacity.
- Length of Mandate
Members elected to the Board of Directors at the Annual General Meeting will assume their duties for three (3) years unless they have been removed from the post because of a violation of the By-Laws or no longer possess the required qualifications.
- Elections – Board of Directors
The Board of Directors is elected as required by the voting members at the Annual General Meeting. Sitting members of the Board are eligible for re-election if they meet the qualifications required. The elected member will designate in writing an alternate from their organization. The alternate will participate in the same capacity as the elected member in their absence.
All vacancies on the Board of Directors may be filled by current members of the Board, following a motion to that effect, until the expiry of the original mandate.
Members of the Board who elect to resign;
a) shall submit their resignation to the Board
b) upon doing so the resignation will be accepted
Note: Listed below is the nomination process;
a) Are there any members who are interested in being nominated for a position with the Board?
b) Are there any active Board members who are still interested in being a member of the Board?
c) Do we have any active Board members who wish to step down?
d) Proceed to accept Nominations from the members present.
e) Vote as required
- Elections - Executive
Following the election of the Board of Directors at the Annual General Meeting, the Board of Directors will in turn elect from their members the Executive for the following year. To ensure continuity the Vice Chairman from the current Executive will assume the position of Chairman on the incoming Executive. The Vice Chairman of the incoming executive will be the Chairman “designate” for the following year.
- Salaries
Members of the Executive or others on the Board shall not receive a salary for their services.
- Date of Meetings
The members of the Board of Directors or Executive shall meet as often as necessary.
- Convening Meetings
Meetings must be convened by the Secretary following a request from the Chairman or following a written request from a majority of the members of the Board.
- Notice of Meetings
Notice of meetings of the Board of Directors may be given verbally. In normal cases, a delay of at least forty-eight (48) hours is required, although in emergency cases the delay may be as short as twenty-four (24) hours. Notwithstanding the above, if all members of the Board of Directors are present for a meeting, or if they give their consent for such a meeting to be held, the meeting can be duly constituted without further notice being required.
- Voting and Quorum
The majority of the members of the Board of Directors present shall constitute a quorum. All issues discussed shall be decided by a majority vote, with each member company having one vote per issue only. In the case of a tie vote, the Chairman shall cast the tie breaking vote.
- Officers
The executive of the “Association” shall be composed of the Chairman, the Vice-Chairman, the Treasurer and the Secretary. The function of the Secretary and Treasurer may be undertaken by the same person, and in such cases, the position will be referred to as that of Secretary-Treasurer.
- Salaries
Members of the Executive shall not receive a salary for their services.
- Chairman
The Chairman is the Chief Executive Officer of the “Association”. He chairs all meeting of the Board of Directors and its members, assures follow-up on all decisions made by the board, signs all documents requiring his approbation, and generally fulfills all functions associated with his position, as well as all other functions which may be assigned to him from time to time by the Board of Directors.
- Vice Chairman
In the absence of the Chairman, the Vice-Chairman assumes all the functions and duties normally occupied by the Chairman.
- Secretary
The Secretary attends all meetings and responsible for ensuring that minutes are taken. He also fulfills all other functions associated with his position as defined in the By-Laws or requested by the Board of Directors. He is also responsible for ensuring that a meeting summary is taken as well as other records pertinent to the “Association”.
- Treasurer
The Treasurer is responsible for keeping the financial records of the “Association” including the bank accounts. He shall keep an up-to-date record of the “Association”'s assets and liabilities, receipts and expenditure in an appropriate register. He is also responsible for making deposits in a bank chosen by the Board of Directors.
- Vacancy
Should an office of the executive become vacant because of death, resignation or any other reason, the Board of Directors may, by resolution, elect another qualified person to fill the vacancy for the remainder of the term of office.
Financial Matters
- Financial Year
The financial year of the “Association” shall extend from January 1st until December 31st of the year.
- Accounting and Bookkeeping
The Treasurer of the “Association” shall maintain an ongoing record in which the following information shall be kept: monies received or spent by the “Association”, all of the “Association”s assets, all debts or financial obligations as well as all other financial transactions undertaken by the “Association”. These records shall be kept at the head office of the “Association” and must be available at all times for perusal by the Chairman and the Board of Directors.
- Verification and Approval
The Secretary-Treasurer shall prepare an annual financial statement as soon as possible following the end of the fiscal year, and present this statement to the members of the “Association” at the Annual General Meeting for examination and approval. A copy of this report shall be sent to all member companies.
- Banking
All cheques, banknotes and other records of financial transactions of the “Association” must be signed by two persons, the Chairman and the Treasurer of the “Association”, and/or any other member duly authorized by a resolution of the Board of Directors at the Annual General Meeting.
- Contracts
Contracts and other similar documents requiring the signature of the “Association” must first be approved by the Board of Directors, and following such approval, signed by the Chairman or the Vice-Chairman and by the Secretary-Treasurer.
- Priority of By-laws
The present By-Laws supersede any and all other copies of the “Association’s” By-Laws that may have been published prior to this date.
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MISA mission and chapter 
