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Bill Pr3S

3RDSESSION, 32NDLEGlSLA1URE, ONTARIO 32 EUZABEll1 11,1983

Bill Pr35'(Chaptcr Pr20

StatutesolOntario, 1983)

. .An Act respecting

St. AugustineJ!,S~minary of Toronto

Mr. Robinson

1stReadillg

2nd R~adi"g

3rd Reading

Ro)'al Assel/t

June 6th, 1983

June 21st,1!'83 ,"

June 21sI, 1983

JUlle 21st, 1983

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BillPr3S 1983

. An Act respectingSt. Augustine's Seminary of Toronto

Whereas St. Augustine's Seminary of Toronto, herein calledthe Charter Corporation, hereby represents that it was foundedby the Roman Catholic Archbishop of Toronto in 1913 in itspresent location in the Borough of Scarborough, in The Munic-ipaJity of Metropolitan Toronto; that the Charter Corporationwas incorporated by letters patent, dated the 15th day ofs,:p-tember, 1914, for the purpose c,( i~~ training of priests of the.Roman Catholic Church; that the lettcft-patent of the CharterCorporation were amended on t'te 15th day of May, 1962; thatthe Charter Corporation has co.,ducted and maintained aninstitution of learning since 1913and is a founding member ofthe Toronto School of Theology; and whereas the applicanthereby applies for special legislation providing for the modifica-tion of its organization, government and administration, andenlarging and increasing its powers, rights and privileges; andwhereas it is expedient to grant the application;

Therefore, Her Majesty, by and with the advice and consentof the Legislative Assembly of the Province of Ontario, enactsas follows:

1.-(1) In this Act,

(a) "Academic Council"means the AcademicCouncilof th~Seminary;

(b) "academic officer" means a person who directs anacadcmicprogramof the Seminary; .

(c) "administrative oUiccr" means an employee or theSeminary so designated by the Board;

(d) "administrative stafr'. means those personsemployed by the Scminary, other than the Presi-dent-Rector, the academic officcrs, the administra-tive officers and the members of the faculty;

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Preamble

Interpre.tation

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ApplicationorR.S.O. 1980,c.95Rc-incor-poration

Rights .odliabilitiescontinued

D)'.l;l\vs.etc.,continued

Bill Pr35 1983ST. "UGlISTINI:'S SEMINAHY

(e) "Archbishop" means the Archbishop of the Arch-diocese;

(I) "Archdiocese" means the Roman Catholic Arch-dioceseof Toronto;

(g) "Doard" means the Doard of Governors of the Semi-nary;

(h) "Charter Corporation" means SI. Augustine's Semi-nary oCToronto as it existed immediately before thecoming into force of this Act;. .

(i) "full-lime members of the faculty" means those.members of the facully so designated by the Board;

0) "members of the faculty" meclns those personsemployed by lhe Seminary who hold the rank of pro-fessor. ,lecturer. instructor or senior librarian;

(k) "President-Rector" means the chief executive officerof the Seminal)';

(I) "Seminary" means St. Augustine's Seminary ofToronto as established by subsection 2 (1);

(m) "student" means a person registered at the Seminaryfor fuJIor part-time study in a program that leads to adegree or certificate;

(n) "year" means the membership year of the Board andof the Academic Council.

(2) The Corporations Act applies to the Seminary, except tothe extent that it is inconsistent with this Act.

2.-(1) The members of the Board from time to time arehereby conslitut~d a body corporate with perpetual successionand a common seal under the name of "St. Augustine's Semi-nary of Toronto".

(2) The property, rights, privileges and powers of the Char-ter Corporation are hereby continued and vested in the Semi-nary, and the liabilities oC (he Charter Corpora(ion togetherwith the benefits and burdens of all contracts and convenants ofthe Ch&lrterCorporation are hereby continucd in and assumedby (he Seminary.

(3) Subject to this Act, all by-laws, orders, regulations, reso-lutions and appointmcnrs of the Charter Corporation shall COli-

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1983 DillPr35 3ST. AUGUSTINE'S SEMINARY

tinue as by-laws, orders, regulations, resolutions and appoint-ments of the Seminary until amended, repealed or revoked.

(4) The Charter Corporation is dissolvedon the day this Act Dl,solulion. of CharIercomes mto force. OIrroralion

3.-(1) Thc Board of Governors, until reconstituted in Finlhe:accordance with subsection (2), shall ,consist of His Eminence ~t~ ;::'ardGerald Emmett Cardinal Carter, Roman Catholic Archbishopof Toronto. the Most Rcverend Aloysius M. Ambrozic. theMost Rcverend Leonard J. Wall and Reverend Rrian D.Clough.

(2) Within tweive months after the coming into force of this CompositionAct, the Doard shall be reconstituted to consist of, oflJoard

(a) the Archbishop, the Senior Vicar General of theArchdiocese, the Chancellor of the Archdiocese, thePresident-Rector of the Seminary, the Director ofPermanent Deacons in the Archdiocese and theDean of Studies of the Seminary, who shall be exIJffrio members; and

, (bj eight members of whom at least four are to be laypersons not otherwise connected with the Seminary.elected by the Doard for a term of two years.

(3) The Board may by by-law provide for the election and Staggeredretirement, in rotation, of elected members of the Board. terms

(4) No person shall be elected as a member of the Board c:a.nadia~unlessthe personisa Canadiancitizen. Cluzcmp

(5) Subject to subsection (6), a member of the Board is eligi- T~rmorble for re-electionexcept that no such membershallserve for 0 acemore than three consecutive terms, but on thc expiration ofhvo years after having served the third of three consecutiveterms, such person shall again he eligible for membership ontbe Doard.

(6) Thc limit of three consecutive terms rcferred to in sub- Idemsection (5) does not include servicc on the Board,

(a) for the bal:u1<.'cof an unexpired term for a personwho becomes a member oCthe Board under subsec-tion (7); or

(b) for a term reduccd under subsection (3).

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Vacancies

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BiUPr35 1983ST. AUGUS-nNE'S SEMINARY

(7) Where a vacancy occurs for any reason among the elec-tcd members of the Board before the term for which thc personwas elected has expired, the Board, in its sole discretion, shalldetermine whether the vacancy is to be filled and, if so, thc per-son elected by the Board to fill such vacancy shall hold officelor the remainder of the term of the person whose membershipis vacant.

(8) The Archbishop shall be the Chairman of the Board andChancellor of the Seminary and he may d~signate,

(a) any member of the Board to assume any or aJlof theduties and powers of either or both of the officesofChairman of the Board and Chancellor of tbe Semi-nary; or

(b) any person to assume any or all of the 'duties andpowers of the office of Chancellor of the Seminary.

(9) During a vacancy in the office of the Archbishop, illIduties and powers of the Chairman of the Board and Chancel-!N of the Seminary shall be assumed by the person who, inbcw'-dance with the provisions of canon law, is elected VicarCapitular of the Archdiocese or appointed Apostolic Adminis-trator.

(10) The government, conduct, management and control ofthe Seminary :md of its revenue~, property, expenditures, busi-ness and affairs are vested in the Board and the BQardhas ~tllpowerS.n~essary or convenient to perform its"outfes 8R(Jachieve the objects and purposes of the Seminary including,without limitingthe generality of the foregoing, the power,

(a) to enact by-lawsfor the conduct of its affairs;

(b) to establish and terminate programs and courses ofstudy;

((c) after consideration of the recommendations, if any,

of the Academic Council and with the approval ofthe Chairman of the Board, to appoint the Presi-dent-Rector;

(d) to appoint, promote, suspend and remove theadministrative officers of the Seminary and the mem-bersof the administrativestaff;

(e) to appoint and promote members of the (acuity andacademic officers, but,

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1983 ST. AlJGUSTINE'S SEMINAIW Bill Pr35 5

(i) the appointmentof academicofficersand theappointment and promotion of full-lime mem-bers of the faculty shall be on the recommen-dation of the Academic Council, and

(ii) the appointment of tempor~ part-time Cac-~lty shall be made by the iJoard-r)

(f) to grant tenure and leave and to suspend and removethe academic officers and members of the fa<:ulty;

(g) to delegatc such of its powcrs under clauses (d), (e)and (f) as it considers proper to the President-Rectol '

or to such other officer or employee of the Seminaryas may be recommended by the President-Rector;

(h) to appoint an executive commilte~ and such othercommittees as it may ~m advisable and delegate to

"any sl}chcommittee any'pf its powers but where anypower to act for the ~oard is delegated to a commit-tee. a majority of the members of the cO,mmiueeshall be members of the Board;

(i) to federate or affiliate the Seminary with any otherinstitution of higher learning and to terminate suchfederation or affiliation;

G> to appoint a member or membersof the Board oranyother personor persons. to executeon behalfofthe Board,

,; (i) documents and other instruments in writinggenerally,or

(ii) specificdocuments and other instrumentsinwriting,

and to affix the corporate seal of the Seminary there-to;

(k) to borrow money for the purposes of the Seminary,with the permission of the Chairman of the Board,and give security thercfor on such'tenns and in suchamounts as it may deem advisable;

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o(I) to investall money that comes into its hands that is

not required to be expended for any purpose towhichit lawfullymay be applied. suhject alwaystoany exprl'sslimitationsor restrictionson im'cstmentpowers, imposl~d by the terms of th" instruments erc-

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ating any trust as to the same, in such manner as itconsiders proper and, except where a trust instru- Oment otherwise directs, coinbine moneys belongingto various trusts in its care into a common trust fund;

(m) to establish and wllect fees and charges for tuitionand for services of any kind offered by the Seminaryand collect fees and charges pn bchalf of an)' entity,organization or element of the Seminary; md

(n) to estabJish from time to time the memrship yearof the Board.

Audilon 4. The Board shall appoint one or more public accountantsR.S.O.1980,licensed under the Public Accountancy Act to audit, at leaste.40S annually, the accounts and transactions of the Seminary.

Report10 5.-(1) The.Boardshallmakea financialreportannuallyMinislert::>the Minister of Colleges and Univerc;itiesin such form andcontaining such information as the Minister may require.

Idem (2) TIle Minister shall submit the 'eport to the LieutenantGovernor in Council and shall then lay the repe)J1before theAssembly if it is in session or, if not, at the next ensuing ses-sion.

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"Annual (3) The Board shall make available to the public an annualreport

report, including an annual financial report, in such form andmanner as the Board may determine.

Academic 6.-(1) 111ereshall be an Academic Council of the Semi-ec.llocilnary composed of,

(a) tbe President-Reet\1%",the Vice-Rector and the presi-dent of the Seminary student body, who shall be exofficio members;

(b) such academic officers or administrative officers ofthe Seminary as may be appointed by the ACildemicCouncil ;

(c) the full-time members of the faculty; and

(d) sucb students as may be elected from among them-selves by ballot.

, ,Ill:Slu"nl (2) The Academic Council shall by oy-hl\\' etermin the C) 1nlmeml.cn

number of studcnts to be electcd to the AC\lknllc Councd mu.! IUt

the manner and procedure for the elcctioll of slIdl s'udcnts.\

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1983 7ST. AUGUSTINE'S SEMINARY Dill Pr35

(3) The term oCoffice(or a student member shall be one Idcmyear. .

(4) The President-Rector shall be Chairman of the Aca- ~ainnan.demic Council and the Vice-Rector shall be the Vice-chairman. c~~;man

7. The Academic Council has, subject to the approval of ~ow~n~rthe Board with respect to the expenditure of funds nnd subjccl <:~~::~ICto subsection3 (10), the power to determine the ncademicpol-icy o( the Seminary and, without limiting the generality o( theforegoing, hasthe power,

(a) to enact by-laws for the conduct of its aC~airs;

(b) to recommend to the Board the appointment of thePresident-Rector and academic officers and theappointment and promotion of the full-time mem-bers of the (acuIty;

(c) to make recommendations to the Board with respectto the establishment and termination of programsand coursesof study;

. , (d) to determine the curricula of all programs andcourses of study, th:.: standards of admission to theSeminary and continue.j registration therein and thequalifications for graduation;

(e) to conduct examinations, appoint examiners anddecide all matters relating thereto;

(t) to award fellowships, scholarships, bursaries, med-als, prizes and other marks of academic achieve-ments;

(g) to grant degree" in theology, including honorarydegrees;

(h) to appoint su~hcommittees as it may consider advis-able and delegate to any such committees any of itspowers; and

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(i) to establish from time to time the membership year -of the Academic Council.

8.-(1) Subject to subsections(2) and (3), the meetings of M':ClinCSthe Board and of the Academic Council shall b~ open to the ~~;~;opublic and prior notice of tht: meetings shall be given to themembers of the Board or the Academic Council, as the casemaybe, andto the publicin SlIch manner asthe Boardand

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8 DillPr35 ST. AUGUS11NI!'S SEMINAIW 1983

the Academic Council by by-law shall respectively dl'tcrminc.~nd no person shall be cx~ludcd from a mceting. (~xceptfl~r 0'..

Improperconductas lIetenmnellby the Board01'the Academic .

Council, as the case maybe.

(2) Where a maller confidential to the Scminary is to be con-sidered at a meeting of the Board or Acndemic Council, thepart of the meeting concerning such matter may be held illcamera.

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Idem (3) Where a matter of a personal nature concerning an indi-vidual may be considered at a meeting of the Board or Aca-demic Council, the part of the meeting concerning such individ-.' ual shaJl be held ill camera unless thcrc is a mutual agrcementto the contrary by the Doard or the Academic COllncil,as the"casemay bc, and sllch individual.

By.Ia.." 9.-(1) The by-laws of the Board and of the Acadcmic.- open (or-Council shall be open to examination by the public during nor-Inspedioomal business hours.

l'ubtioo (2) The Board and the Academic Council shall publish theirby-laws from time to time in such manner as they may respec-tivelyconsider proper.

Objects 10. The objccts and purposes of the.Seminary are,

(a) the advancement of learning and the disseminationof knowledge; and

(b) the intellectual, spiritual, social, moral and physicaldevelopment of the members of the student body

jand faculty and thc bctterment of society..,

Propcrt). 11. All property heretofore or hereafter granted, con- IorCharterCorporationveyed, devised or bequeathed to the Charter Corporation, the 1

Board or the Seminary or any of its divisions or departmentsor to any person in trust for or for the benefit of any of theforegoing, subject to any trust affecting the same, vests in the

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Powcr 12. The Seminary has the power to purchase or {"ItherwitohOldproperty acquire,take or receive,by deed, gift, bqt'est or devise,and

to hold, possessand enjoy any estate or propertywhatsoever,whetherreal or pen;ollal.and to sell, gremt,convey,mortgage,leaseor othclwisedisposeof the same or any part thereof or

()any interest therein from time to time and itSoccasion mayrequire, and to acquire other estate or property in additionthereto or in place threof.

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13. Upon lIissolutionof the Scminary anll aftcr payment ofall debts and liabilities, the remaining propcrty of the Semi-nary shall be distributed or disposed of to the Roman c..tholicEpiscopal Corporation for the Diocese of Toronto, in c.mada,and any property which by virtue of a devise or bequest wouldhave, but for the dissolution, vestcd in the Seminary shall vestin the Roman Catholic Episcopal Corporation for the Dioceseof Toronto, in Canada.

14.-(1) The Seminary shall be carried on without the Atrlicationpurpose of gain for its members and any profits or other accre- funds.elc.tions to the Seminary shall be used in promoting its objectsand purposes.

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(2) The propeny of the Seminary shall be appiied solely for Idemits objects and purposes. .

15. This A\:t comes into force on the day it receives Royal Commence:-Assent. ment..

16. The short title of this Act is the St. Augustine's Semi- ShorttitleIIary Act, 1983.

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