Annual General Meeting

Proposals would remove references to non-physician members/directors from the articles and bylaws and increase the number of physician directors to ten. Changes to the articles require a 2/3 majority and are effective immediately; bylaw changes require a simple majority (50% + 1) and are effective at term ends for directors.

Proposal would require that all eligible members running for office as defined in the bylaws under section 2:4 appear on the ballot and that members receive the full list of eligible candidates.

Proposal would prevent prior service in leadership roles from being used, on its own, to limit eligibility to run for the board, beyond existing bylaws and Ontario legal requirements.

Proposal asks the association not to access members’ personal or professional corporation tax return information.

Proposal asks the association to support districts in maintaining physician email lists, in compliance with privacy legislation and association policies.

Member proposals

Bylaw and article amendments related to board composition and director election—binding.

Article amendment (requires 2/3 majority)

As special resolution:  

1. That Article 1:1 of the Articles of Incorporation section (e) be deleted.  
2. That Article 1:1:5 of the Articles of Incorporation concerning Non Physician Members be deleted—in its entirety.

Moved by: Dr. Paul Conte  

Seconded by: Dr. Sohail Gandhi

Bylaw amendments; removal of references to non-physician members and increase physician directors to 10 (requires 50%+1)

• That the words “, and Non Physician Members” be deleted - from 2:1 (the clause describing classes of members who pay no dues);  
• That the phrase “With the exception of Non Physician Members,” be deleted- from 2:4:1;  
• That 2:4:3 (which provides for the admission of Non Physicians as members upon election as Non- Physician Member directors) be deleted in its -entirety,; 
• That subsection 9:2.1(c) (which states: “three (3) directors who are Non Physician Members”)be deleted in its entirety, and  
• That both provisions referring to non-physician directors be deleted at 9:3:2 c) and d):  
• That the OMA Bylaws be amended as follows to remove all references to non-physician directors, including as follows:  
  • “one of the non-physician directors shall be elected to hold office for a term of one (1) year;”  
  • “two of the non-physician directors shall be elected to hold office for a term of two (2) years;”  
• That 9:2:1 be amended by substituting the word and figure (ten (10) for the word and figure “seven (7)”
• That 9:3:2 be amended by substituting the words “election period held in 2025 for terms commencing at the conclusion of the 2026 Annual meeting” for the words “election period held in 2020 for terms commencing at the conclusion of the 2021 Annual meeting of Council”
• That 9:3:2 a) be amended by substituting the word and figure “five (5)” for the word “three”
• That 9:3:2 b) be amended by substituting the word and figure “five 5)” for the word “four”

Moved by: Dr. Paul Conte  

Seconded by: Dr. Sohail Gandhi  

Presentation of Candidates for Director Elections (requires 50%+1)

Add new section 9:2:4 to Article 9 (Board of Directors)

That Article 9 be amended by adding the following section after 9:2:3:  

9:2:4 Presentation of Candidates for Director Elections  

Subject to 9:4:2, Ordinary Members who meet the eligibility requirements in these by-laws and subsection 23(1) of the Act shall appear on the ballot for election as directors, and the Association shall provide Members with the full list of all such eligible candidates in accordance with Article 12:1(a) and Article 13.  

Moved by: Dr. Paul Conte  

Seconded by: Dr. Sohail Gandhi  

No Additional Disqualifications Based on Prior Office (requires 50%+1)

Add new section 9:2:5 to Article 9 (Board of Directors)  

A Member shall not be deemed ineligible to stand for election or re-election as a Director by reason only of having previously held any elected or appointed office of the Association, including but not limited to President, President-Elect, Immediate Past President, Board Chair, Officer, or Committee Chair.  

No policy, Board charter, governance document, recruitment policy, or other instrument of the Association shall impose any additional eligibility restriction or disqualification for election as Director beyond:  

1. the six (6) year cumulative service limit set out in Article 9:4.1 (subject only to the existing exception in Article 9:4.2), and
2. the qualification requirements otherwise expressly set out in these By-Laws and in the Ontario Not-for-Profit Corporations Act, 2010.  

In the event of any inconsistency between this By-Law and any policy, Board recruitment document, governance manual, or other internal instrument of the Association, this By-Law shall prevail and the inconsistent provision shall be of no force or effect.  

Moved by: Dr. Paul Conte  

Seconded by: Dr. Sohail Gandhi  

Tax Return Information (Relativity) – Advisory (requires 50%+1)

"that the Ontario Medical Association will not access or seek to access, in any manner and for any purpose, information contained in its members’ and their medicine professional corporations’ tax returns, either individually or collectively, directly or through an arms’ length third party."  

Moved by: Mark Baerlocher  

Seconded by: Tom Knapp  

Member Communications – Advisory (requires 50%+1)

“that the Ontario Medical Association Communications Department assist each District in acquiring and maintaining a fulsome email distribution list of physicians within their respective districts to enable direct and timely communication between District Executives and district members;  

And be it further resolved that such distribution lists be provided and maintained in compliance with applicable privacy legislation and association policies regarding the protection and appropriate use of member information.”

Moved by: Anirudha Garg