In accordance with the power vested in Senate by the University of Guelph Act, 1964 (the Act),the following general bylaws are enacted to inform the operation of Senate and its Committees.

A. Definitions

“Agenda” means the items to be dealt with at a meeting, and any related supporting material provided in advance of the meeting to support consideration of the items.
“Alumni Member” means a graduate of the University of Guelph who is a member of the University of Guelph Alumni Association.
“Ex-Officio Member” means those who are included in the composition of Senate by virtue of their office or position.
"Elected Member" means any Member of Senate not named in the list of Ex-Officio Members.
"Guest(s)" means an individual who is not a Member of Senate who is invited to attend a Senate or Senate Committee or Board meeting in order to address or support discussion of a particular item on the agenda.
“Secretary” means the University Secretary or designate.
"Senate Session" means the period of time extending from and including September 1 of one year to August 31 of the following year.
“Senate Standing Committee(s)” means the standing Committees and Boards of Senate, defined, established and approved through Senate.
"Visitor(s)” means an individual who is not a Member of Senate who attends a Senate or Senate Committee or Board meeting and observes or participates according to the bylaws, policies and procedures that prevail for such meetings.

B. Composition of Senate

1. The Senate of the University is composed as follows:

a) The following are the ex-officio members:

• The Chancellor
• The President & Vice-Chancellor
• The Provost & Vice-President Academic
• The Vice-President Research and Innovation
• The Associate Vice-President Academic
• The Vice-Provost Student Affairs
• The Vice-Provost & Chief Academic Officer, University of Guelph-Humber
• The University Registrar
• The Assistant Vice-President Graduate Studies
• The Deans
• One Associate Dean per College, to be designated by the College Dean
• The Directors of Schools and Faculties
• The Chairs of Academic Departments
• One representative from the Ridgetown Campus, to be designated by the Ontario Agricultural College Dean
• The University Librarian
• The Vice-President, Academic of the Central Student Association
• The Vice-President Academic of the Graduate Students Association
• The University Secretary and their designate(s) (non-voting)

The number of voting ex-officio Senators shall not equal nor exceed the number of elected faculty Senators.

b) Faculty: The faculty of the University who are not identified as ex-officio members of Senate shall elect by and from among themselves members of Senate. Faculty members shall be elected for terms and in a manner as determined by Senate approved election regulations.

c) Board of Governors: There shall be two members of Senate chosen by and from the Board of Governors of the University. These representatives from the Board may not be members of the University of Guelph. The term shall be one session of Senate beginning September 1 in the year of the appointment and ending August 31 of the following year.

d) Alumni: Alumni of the University shall hold two seats on Senate. Alumni shall be chosen by and from the University of Guelph Alumni Association (UGAA). The term shall be three sessions of Senate beginning September 1 in the year of the appointment and ending August 31 three sessions of Senate later.

e) Students: Students in programs under the jurisdiction of Senate shall elect by andfrom among themselves members of Senate. Students shall be elected for terms, in numbers and in a manner as determined by Senate-approved election regulations.

f) Faculty Association: There shall be a Faculty Association representative on Senate who may be elected by the Association's Council, at its discretion, from the Association membership.

g) Librarian: There shall be a Library representative on Senate who shall be elected by the Librarians from their membership. The Librarian shall be elected for terms and in a manner as determined by Senate-approved election regulations.

h) Staff: There shall be two staff members of Senate elected by and from the staff of the University. Staff members shall be elected for terms and in a manner as determined by Senate-approved election regulations.

i) First Nations, Inuit & Métis Faculty Seat: There shall be one First Nations, Inuit & Métis Faculty Senate seat to be filled for a term and in a manner as determined by a protocol approved by the Governance and Nominating Committee.

j) First Nations, Inuit & Métis Student Seats: There shall be two First Nations, Inuit & Métis Student Senate seats to be filled for terms and in a manner as determined by a protocol approved by the Governance and Nominating Committee.

k) Other: Other members may be added to Senate and shall be determined by bylaw.

2. The seat of any member of Senate shall become vacant if that member:

a) presents in writing their resignation

b) becomes incapable of acting as an elected representative

c) ceases to be a member of the body by which they were elected as an elected representative

d) does not meet the requirements for retention of seat as stipulated in the relevant Senate electoral regulations

e) is absent from three consecutive regular meetings of Senate in a Session. A declaration of the existence of any vacancy entered upon the minutes of Senate shall be conclusive evidence thereof. After giving a member thirty days written notice, Senate may by resolution declare their seat vacant. Such resolution shall require the affirmative vote of a two-thirds majority of those members present. Interpretation of this bylaw shall rest with Senate.

3. If a vacancy occurs for any cause, it shall be filled by Senate on the recommendation of the Governance and Nominating Committee acting on the authority of Senate.

4. If any question arises concerning the election of a member of Senate, the question shall be referred to the Governance and Nominating Committee which shall report on the matter at the next meeting of Senate, and the question shall be disposed of by motion.

C. Academic Seal and Execution of Documents

1. The Common Seal of the University shall be used for academic purposes.

2. Apparatus for the reproduction of the Seal for academic purposes shall be kept in such places of deposit and in such charge as the Senate directs. The Seal may be affixed to any document or instrument in writing bearing the signatures of the Chancellor, the President, the Assistant Vice-President Graduate Studies, the Registrar or a designate of one of the foregoing officers, when authorized under the provision of this Section.

3. In the absence or disability of the Chancellor, the President, the Assistant Vice-President Graduate Studies, the Registrar or a designate of one of the foregoing officers may sign in writing any document or instrument that has been approved by Senate.

4. The impression of the Seal of the University may be reproduced mechanically upon any document or instrument in writing that requires to be sealed. Any document or instrument upon which such impression has been so mechanically reproduced shall be deemed to have been validly sealed under the Seal.

5. The signatures of the Chancellor, the President, the Assistant Vice-President Graduate Studies, the Registrar, or a designate of one of the foregoing officers, when authorized under the provision of this Section, may be reproduced mechanically on any document or instrument requiring execution by such persons, whether or not the Seal of the University is affixed thereto. Any such mechanically reproduced signature shall be deemed for all purposes to be the signature of such person. The Chancellor, the President, the Assistant Vice-President Graduate Studies, the Registrar or a designate of one of the foregoing officers when authorized under the provision of this Section, shall be responsible for the proper custody and use of any such mechanical means of reproduction of the Seal or signatures.

D. Senate Meetings

In accordance with the Act, the Chair of Senate shall be the President & Vice-Chancellor of the University of Guelph. If they are unable to attend a Senate meeting, they will appoint an Acting Chair.

The Secretary is a non-voting member of Senate. The Secretary shall record, or cause to be recorded, all proceedings of all meetings of Senate.

1. Regular Senate Meetings

Each session of Senate shall include no fewer than 4 regular meetings of Senate on a schedule to be approved by Senate. The schedule of dates for regular meetings in each session of Senate shall be published in advance on the University Secretariat website.

2. Special Senate Meetings

A special meeting of Senate may be called by the Chair, or shall be called on the written requisition of one-tenth (1/10) of the members. Only such business as is specified in the notice of meeting may be transacted at the special meeting of Senate. For any special meeting of Senate, at least 72 hours notice shall be given. Special meetings will not be called on a Saturday, Sunday, or University holiday.

3. Length of Regular or Special Senate Meetings

Regular or special meetings of Senate shall not continue any longer than three hours from the start of the meeting, except by the affirmative vote of two-thirds (2/3) majority of those present and eligible to vote.

E. Rules of Order: Senate and its Standing Committees

The Chair of Senate and the chairs of Senate standing committees and boards shall conduct meeting proceedings in conformity with relevant Senate bylaws, policies and procedures, and in all cases not so provided for, the most current version of Bourinot's Rules of Order.

1. Open and Closed Meetings or Sessions of Meetings

Regular or special meetings of Senate and its standing committees shall be open to the public except where the matter requires confidentiality (normally, the naming an individual in the context of a vote). A resolution must be passed to move into closed session by way of a two-thirds (2/3) majority vote of those present and eligible to vote.

The passage of such a motion shall cause all non-members to retire from the meeting unless a motion is also approved for specified non-members to remain.

Closed session deliberations will not be discussed with anyone who was not present at the closed session of the meeting.

A record of the proceedings of regular and special meetings of Senate and its standing committees shall be kept. The minutes of meetings shall be submitted for approval at the next meeting of Senate or meeting of the relevant standing committee. After adoption by Senate or the relevant standing committee, the minutes of meetings or open sessions of meetings are public documents.

2. Notice of Meetings, Agenda, and Place of Meetings

Notices of meetings and the agendas for all regular and special meetings of Senate and its standing committees shall be addressed to members individually and shall be deemed to be given when sent to members by electronic transmission at least 72 hours prior to the scheduled meeting time unless otherwise expressly provided herein.

The accidental omission of or any accidental irregularity in the giving of notice of meeting or issuing an agenda shall not invalidate the proceedings of the meeting. Normally, all meetings of Senate and its standing committees shall be held on the University’s main campus. Periodically, meetings may be held at other University campus locations such as the University of Guelph-Humber.

3. Matters for Inclusion in the Agenda

Notices of motion may be received up to 72 hours before a regular Senate meeting or 48 hours after the Senate agenda is circulated, whichever is later (excluding Saturdays, Sundays and University holidays).

In the case of special meetings of Senate, all matters for inclusion on the agenda must be delivered to the Secretary at least 48 hours in advance of the meeting.

No other new matter, other than that of privilege, shall be dealt with at any regular or special meeting of Senate or its standing committees, unless the introduction of such matter is approved by the affirmative vote of two-thirds (2/3) majority of those present and eligible to vote.

Except as otherwise provided in these bylaws, the following order of business shall be observed at all regular meetings of Senate, and variation from this order shall be allowed only by the affirmative vote of two-thirds (2/3) majority of those present and eligible to vote, taken without debate. If there are no items to report under “Inquiries and Communications”, the heading will be omitted from the order of business.

• disposing of minutes of previous meetings
• business arising out of the minutes
• inquiries and communications
• question period
• reading and disposing of reports of standing and special committees and boards, to be considered in the following order:

1. ​reports submitted but not disposed of at the previous meeting
2. reports of standing committees and boards.

4. Communications to Senate

The Secretary shall forward to Senate any communication received by the Secretariat pertaining to Senate business. Communications pertaining to particular agenda items must be received in the Secretariat no later than 48 hours prior to the Senate meeting. The Secretary will endeavor to distribute the correspondence to Senators in advance of the meeting, using the appropriate communication vehicle. As much as possible, communications received after the deadline will be made available at the Senate meeting.

5. Question Period

The question period at each meeting shall be limited to a maximum of thirty minutes. Matters raised by members during the question period shall be confined to topics of significance to Senate as determined by the Chair. A member shall be entitled to only one question and one supplementary question. Questions may be directed to any member of Senate and a question not dealt with due to time constraints shall be answered during the next meeting of Senate.

6. Electronic Meetings, Approvals and Voting

For time-sensitive matters of a routine nature, with the consent of the Chair of Senate or the chair of a standing committee of Senate, requests for decisions may be presented for review and an indication of approval by way of a response provided by return email. In all such cases, background information will be provided to support the request for decision and a specific motion or ballot will be provided for members’ consideration. Members shall be provided with a minimum of 72 hours (excluding Saturdays, Sundays and University holidays) to respond to such a request for decision.

On the recommendation of the Chair of Senate, and with the approval of the Senate Priorities and Planning Committee, regular or special meetings of Senate may be held electronically or by other telecommunications modes, provided that the notice of meeting and agenda are available to members at least 72 hours prior to the scheduled meeting time in advance of the meeting. Additionally, the mode of the meeting must permit all members participating to communicate among themselves about the matters on the agenda.

With the consent of the Chair, a meeting of a standing committee of Senate may be held electronically or by other telecommunications mode, provided that the notice of meeting and agenda are available to members at least 72 hours prior to the scheduled meeting time. Additionally, the mode of the meeting must permit all members participating to communicate among themselves about the matters on the agenda.

All motions at a regular or special meeting of Senate or at its standing committees shall be decided by a majority of the votes cast by members of Senate who are present and eligible to vote. The Chair may vote on all motions; if a vote on a motion results in a tie, then the motion is deemed to be defeated. The Chair does not have a second or casting vote.

Proxy voting is permitted for student members of Senate and its standing committees, as set out in relevant Senate bylaws, policies and procedures. No other Senators are permitted to vote by proxy.

A matter which has been decided by members of Senate or its standing committees may not be reconsidered before the first regular meeting of the following session of Senate except upon the affirmative vote of a two-thirds (2/3) majority of the members present and eligible to vote.

7. Speaking and Speaking Privileges

Speaking privileges for visitors to meetings of Senate or its standing committees are granted only through a motion duly moved and seconded by members of Senate or its standing committees. Advance notice of motion must be given to the Secretary.

No member or visitor shall address Senate for more than 10 minutes at one time except by leave of a majority of members present and eligible to vote, which leave shall be granted or refused without debate.

8. Quorum

One-third (1/3) of the members entitled to vote shall constitute a quorum at any regular or special meeting of Senate or its standing committees, or for the purpose of any electronic meetings, approvals or voting.

F. Standing Committees

Senate has the power to establish standing committees to facilitate the aspects of the formulation of educational policy. Standing committees, in turn, may form sub-committees to facilitate the execution of their mandates and in so doing, delegate aspects of their authority and responsibilities.

The terms of reference and bylaws, stipulating the membership, mandate and activities for each standing committee and its sub-committees, shall be approved by Senate, through the recommendation of the Governance and Nominating Committee. The current terms of reference and bylaws for each shall be posted on the University Secretariat website.

When faced with an issue or a particular task that has a foreseeable conclusion, a Senate standing committee may constitute a working group (including as necessary representatives from outside the committee as resources) which disbands when the task is complete. Normally a working group will submit a final report to the standing committee which convened it upon completion of the task.

The voting members of each Senate standing committee shall elect a chair and a vice-chair from among the membership of the committee. Normally, chairs will be elected for a two-year term. Chairs may be re-elected for additional terms. Chairs and vice-chairs must be members of Senate.

The Secretary is a non-voting member of every standing committee of Senate. The Secretary shall record or cause to be recorded all proceedings of all meetings of each standing committee or board.

Normally, all student representatives on Senate standing committees shall be elected Senators. If there is an insufficient number of student members to fill the student seats on standing committees of Senate these places may be filled by students who are nonmembers, on the approval of the Governance and Nominating Committee. If the elections for the coming Senate session have been completed, preference will be given to recommendations to appoint those elected to vacant student seats on standing committees. Upon approval of appointment to Senate by the Governance and Nominating Committee, these student designates will be accorded speaking and voting privileges.

Vacancies that occur on a standing committee during the course of a Senate session will be filled on the approval of the Governance and Nominating Committee.

At least fifty-one (51) percent of the faculty members appointed to each standing committee of Senate must be elected rather than ex-officio members of Senate. The membership of the standing committees Senate for the ensuing session of Senate shall be determined no later than the last regular meeting of the current session of Senate.

G. Other Matters

For all matters not provided for in these bylaws, any necessary policy or procedure shall be decided by Senate.

No proposal to amend or suspend any of these bylaws shall be considered by Senate unless written notice of the proposed amendments or suspension has been given. The affirmative vote of a two-thirds (2/3) majority of voting members present is required for amendment or suspension of a bylaw of Senate.

The bylaws of Senate shall be reviewed by the Senate Governance and Nominating Committee at least once every five years.

These Senate bylaws shall become effective October 8, 2024.