Foundation legal details

The Global Emerging Radio Astronomy Foundation (GERA Foundation) is a non-profit incorporated foundation in Canada (Corporation Number 1329454-4) on 2021 August 26.

Address of Registered Office: 

5841 87A Street Northwest Edmonton AB T6E 5W6, Canada

Purpose of corporation: To provide aid and assistance to emerging astronomy institutes and facilities internationally. In particular, we will carry out fund raising activities, and find in-kind contributions, for astronomy projects in developing countries or depressed regions of developed countries.

Composition of Directorship: The GERA Foundation is comprised of three (3) directors 

  • Dr. Ross Alexander Burns, 

  • Prof. James Okwe Chibueze, and 

  • Dr. Gordon Curtis MacLeod.

Classes of Membership: The corporation is authorized to establish Class A members and Class B members as follows:

(1) The Class A members shall be entitled to receive notice of and to attend all meetings of the members of the Corporation and each Class A member shall have one (1) vote at each such meeting, except for meetings at which only members of another class are entitled to vote separately as a class.

(2) Except as otherwise provided by the Canada Not-for-Profit Corporations Act, S.C. 2009, c.23 the Class B members shall not be entitled to receive notice of, attend or vote at meetings of the members of the Corporation.

Additional Provisions: If authorized by a by-law which is duly adopted by the directors and confirmed by ordinary resolution of the members, the directors of the corporation may from time to time:

i. borrow money on the credit of the corporation;

ii. issue, reissue, sell, pledge or hypothecate debt obligations of the corporation; and

iii. mortgage, hypothecate, pledge or otherwise create a security interest in all or any property of the corporation, owned or subsequently acquired, to secure any debt obligation of the corporation.

The corporation shall be carried on without the purpose of gain for its members, and any profits or other accretions to the corporation shall be used in furtherance of its purposes.

The directors may appoint one or more directors, who shall hold office for a term expiring not later than the close of the next annual general meeting of members, but the total number of directors so appointed may not exceed one-third of the number of directors elected at the previous annual general meeting of members.

Directors shall serve without remuneration, and no director shall directly or indirectly receive any profit from his or her position as such, provided that a director may be reimbursed for reasonable expenses incurred in performing his or her duties. A director shall not be prohibited from receiving compensation for services provided to the corporation in another capacity.

Non-profit:
The GERA Foundation does not carry on any business or trade for the profit of its members. All financial support is utilised in GERA Foundation projects and activities.

The GERA Foundation is not a registered charity in Canada and as a result cannot issue official donation receipts.

Governing ACTS of Canada links:

Companies Act, RSA 2000, c C-21 -
https://www.canlii.org/en/ab/laws/stat/rsa-2000-c-c-21/latest/rsa-2000-c-c-21.html

Canada Business Corporations Act (R.S.C., 1985, c. C-44) -
https://laws-lois.justice.gc.ca/eng/acts/c-44/

Canada Not-for-profit Corporations Act (S.C. 2009, c. 23) -
https://laws-lois.justice.gc.ca/eng/acts/C-7.75/index.html