BILL 49

An Act to Incorporate St. Stephen's University

WHEREAS John F. Cameron, Robert J. Cheatley, Norman D. Lea, Paul D. Mack, John W. Neufeld, Mary E. Robinson, David D. Stewart and William F. White have represented that they desire to incorporate St. Stephen's University by an Act of the Legislature of the Province of New Brunswick;

AND WHEREAS it is expedient that the said institution should be incorporated by an Act of the Legislature of the Province of New Brunswick;

AND WHEREAS the above named persons pray that it be enacted as hereinafter set forth;

THEREFORE, Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of New Brunswick, enacts as follows:

1This Act may be cited as the St. Stephen's University Act.

2In this Act, unless the context otherwise requires:

"Board" means the Board of Governors of St. Stephen's University;

"Faculty" means all persons employed by the University who hold an academic appointment from time to time;

"Governor" means a Governor of St. Stephen's University;

"Member" means a person who has been duly admitted as a Member of the University;

"President" means the President of St. Stephen's University;

"University" means St. Stephen's University.

3(1)The objects of the University shall be to provide university education in the liberal arts, theology and ministry studies with a philosophy and viewpoint that is biblically Christian, and in general to advance Christian faith and practice in Canada and beyond.

3(2)The Members of the University from time to time are hereby constituted a body corporate with perpetual succession and a common seal under the name "St. Stephen's University".

4(1)The University may from time to time and at all times hereafter acquire by purchase, lease, gift, devise, bequest, or otherwise, and may hold, possess and enjoy real and personal property of every nature and kind situate within or without the Province, and especially such lands, tenements, and hereditaments within the Province as may be necessary for use and occupation as University buildings and offices, residences for faculty staff, students, and officers, with gardens or pleasure-grounds pertaining thereto, together with all libraries, furniture and fixtures used in connection therewith.

4(2)The University may, for the purposes and benefit of the University or colleges to be established and maintained hereunder, sell, lease, alienate, and dispose of any such property for such consideration as may be agreed on.

4(3)The University may solicit or receive gifts, contributions, subscriptions and bequests for its purposes. The University shall not receive Provincial education grants; nevertheless, students of the University may receive government loans, scholarships or bursaries.

4(4)The University may borrow such sum or sums of money from time to time as may be necessary for its purposes, either with or without security, and may mortgage or pledge any or all of its lands, tenements, or hereditaments or any other of its property for securing any sum or sums of money so borrowed, or for securing any part of the purchase-money of any such lands, tenements, or hereditaments.

4(5)The University may

(a)borrow or secure the payments of money; and

(b)for the purpose of the University execute deeds, agreements, bills of sale, mortgages, bills of exchange, promissory notes and other usual and normal security documentation.

4(6)The University may

(a)invest all or any sum or sums of money of or belonging to the University, or given or bequeathed to it, in any way authorized so to do by the Board, and is not limited to investments authorized by law for trustees;

(b)pass on and entrust to a bank or trust company any sum or sums of money belonging to the University to be held, controlled, administered, and dealt with by such bank or trust company in such manner as the Board may from time to time direct;

(c)lend and invest any such moneys upon the security of any real or personal property; and

(d)hold, manage, sell or convert any of the real or personal property from time to time owned by the University, and invest and re-invest any principal in such manner as may from time to time be determined.

5(1)The affairs of the University shall be directed by a Board of Governors of not fewer than five and not more than twenty members, and the following shall constitute the first Board: John F. Cameron, Robert J. Cheatley, Norman D. Lea, Paul D. Mack, John W. Neufeld, Mary E. Robinson, David D. Stewart and William F. White. The above named persons shall continue to hold office until their successors are appointed as hereinafter provided.

5(2)At the time of his or her election, each Governor shall be--or within ten days thereafter shall become--and throughout his or her term of office shall remain a Member of the University.

5(3)Subject to subsections 5(6) and 5(8), the Governors shall be elected by the Members of the University at a meeting of Members, and shall hold office for a period of three years; and each Governor shall, on expiry of his or her term of office, if otherwise qualified, be eligible for re-election.

5(4)The Board may, by by-law, provide for the election and retirement of Governors in rotation.

5(5)The government, conduct, management and control of the University and of its property, revenues, expenditures, business and affairs are vested in the Board, and the Board has all powers necessary or convenient to perform its duties and achieve the objects and purposes of the University including, without limiting the generality of the foregoing, the power:

(a)to enact by-laws for the conduct of the affairs of the University, including by-laws for the conduct of meetings of the Board and of the Members;

(b)to establish and terminate programs and courses of study after consideration of the recommendations, if any, of the Faculty;

(c)to appoint, promote, suspend and remove members of the Faculty and academic officers;

(d)to appoint, promote, suspend and revoke the administrative officers of the University and the members of the administrative staff;

(e)to appoint committees and delegate thereto power and authority to act for the Board with respect to any matter or class of matters, provided that where power and authority to act for the Board are delegated to a committee, a majority of the members of the committee shall be Governors;

(f)to federate or affiliate the University with any other institution of higher learning;

(g)to establish and collect fees and charges for tuition and for services of any kind offered by the University and collect fees and charges on behalf of any entity, organization or element of the University;

(h)to enact by-laws to regulate the admission of individuals of Christian faith and character who are in full accord with and subscribe to the doctrinal statement of the University as set out in the by-laws, and who are in agreement with the aims and objectives of the University, as Members, and to establish classes of Members and the qualifications for and the conditions of such classes of membership;

(i)to receive and disburse all its moneys;

(j)to control, keep and manage all its property;

(k)to appoint one or more Governors, or any other person or persons, to execute on behalf of the Board

(i)documents and other instruments in writing generally, or

(ii)specific documents and other instruments in writing,

and to affix the corporate seal of the University thereto; and

(l)to transact all business relating to property and moneys committed to its care.

5(6)Where a quorum of Governors remains in office, any vacancy occurring in the Board may be filled, for the remainder of the term of the person whose office is vacant, by the Governors then in office from among the qualified Members of the University; but, where the vacancy is not filled by the Board as indicated above, the vacancy shall be filled at the next annual meeting of the Members of the University at which the Governors for the ensuing term are elected, and the person so elected shall serve for the remainder of the term of the person whose office is vacant.

5(7)If, as a result of a vacancy occurring in the Board, there is no longer a quorum of the Board, the remaining Governors shall forthwith call a meeting of the Members of the University to fill all vacancies on the Board.

5(8)Unless the by-laws otherwise provide, a majority of the Governors then in office constitutes a quorum for the transaction of business at meetings of the Board.

6(1)The President shall be entitled to attend all meetings of the Board in an ex-officio and non-voting capacity.

6(2)The President or his or her designate shall chair meetings of the Faculty.

7(1)The Board of Governors of the University, on the recommendation of the President, may provide for the granting of, and may grant, certificates, diplomas, baccalaureate and master's degrees.

7(2)The Board of Governors of the University may provide for the conferring of, and may confer, the degrees of Doctor of Divinity and Doctor of Humanities honoris causa.

8(1)Membership of the University will be comprised of the following persons: John F. Cameron, Robert J. Cheatley, Norman D. Lea, Paul D. Mack, John W. Neufeld, Mary E. Robinson, David D. Stewart and William F. White, and such other individuals as are from time to time admitted as Members by resolution passed by two-thirds (2/3) vote of the Board at a duly called meeting, but at no time shall the number of Members be fewer than that of the Board.

8(2)Members of the University shall meet annually, for the purpose of receiving the financial reports and other reports, electing Governors, appointing one or more accountants to audit the accounts and transactions of the University at least annually, and for the general transaction of any business which might arise.

8(3)The Board may call special or general meetings of the Members of the University at any time.

8(4)Unless the by-laws otherwise provide, a majority of the Members of the University constitutes a quorum for the transaction of business.

9(1)For the better administration and governance of the University, its Board of Governors and its Members, the Board may from time to time enact, alter, amend and annul by-laws -- provided that no such enactment, alteration, amendment or annulment may be inconsistent with this Act.

9(2)The by-laws determined by the Board shall be entered in a book kept for that purpose and signed by the President of the University, and by the Secretary for the University.

10Upon the dissolution or winding-up of the University and after payment of all debts and liabilities, the remaining property and assets of the University shall be distributed or disposed of to charitable organizations in New Brunswick, or elsewhere in Canada, having objects of a religious nature as similar as possible to those of the University.


Last Modified: 08:21am , February 12, 1998