Bylaws and Charter

This page is not the co-op's bylaws. It explains the framework the bylaws sit in, and it is a placeholder until the co-op's own filed bylaws are posted here in full. Where anything below differs from the document filed with Rural Utilities, the filed document governs. Last reviewed: 7 August 2026.

Charter: what this co-op is for

Fish Creek Water Co-op Ltd. exists so that the households of northwest Foothills County can own, together, the treated water supply that no utility will build for them. It is owned by the people it serves. Every member has a vote. It runs at cost: a surplus exists to improve the system or to reduce what members pay, not to be paid out to investors. It answers to its members at a general meeting, in the open, on a record anybody can inspect.

Those four commitments (member ownership, a democratic vote, service at cost, open records) are why the co-op exists in this form rather than as a company.

1. Which law governs this co-op

Rural water co-ops in Alberta are not all incorporated under the same statute. Most operate under the Rural Utilities Act and its Rural Utilities Regulation; some are under the Cooperatives Act, the Societies Act or the Business Corporations Act, and the bylaw structure differs accordingly.

Fish Creek Water Co-op Ltd. operates under the Rural Utilities Act. This is not an inference from what similar co-ops do. The co-op's Certificate of Incorporation names that Act on its face:

Incorporated	13 March 2026, in Alberta
Under	the Rural Utilities Act
Corporate access number	2227983661

So the sections below apply to this co-op, and it files with, and can ask for help from, the province's Rural Utilities branch.

2. Standard bylaws and supplementary bylaws

This is the part most members do not expect, and it is the most important thing on the page.

Standard bylaws are supplied by the province. Schedule 3 of the Rural Utilities Regulation sets out a complete set of bylaws that applies to every rural utility co-op automatically. The co-op did not have to write them and cannot quietly ignore them. They cover quorum, voting, meetings, the board, membership, expulsion, the auditor, the fiscal year and the rest.

Supplementary bylaws are the co-op's own additions. Where the standard rules do not fit, a co-op may adopt supplementary bylaws that reflect its own circumstances. Three conditions attach to them, all three of which matter:

1. They must not contradict the legislation.
2. The membership must approve them.
3. They must be submitted to Rural Utilities on the province's Supplementary Bylaws form, together with the proposed text, and filed before they are valid.

A supplementary bylaw that the members passed but nobody filed is not in force.

3. What the standard bylaws cover

Schedule 3 is organised into numbered sections. In plain language:

Section	What it settles
1. Interpretation	What the words in the bylaws mean
2. First general meeting	How the co-op's very first members' meeting is held
3. Annual meetings	The yearly meeting: finances, elections, major decisions
4. Special general meetings	Calling a members' meeting between annual ones
5. Notice of meetings	How much warning members get, and how it reaches them
6. Quorum	The minimum attendance before a decision counts
7. Voting and order of business	How votes are taken and how a meeting runs
8. Composition and election of board	How many directors, who may stand, how long they serve
9. Powers and duties of board	What the board is responsible for between members' meetings
10. Meetings of board	How often the board meets and how meetings are called
11. Proceedings at board meetings	Board quorum, voting, and how decisions are recorded
12. Vacating director's office	When a director leaves or is removed
13. Corporate seal	When the co-op's official seal is used
14. Execution of certain documents	Who may sign a contract for the co-op
15. Fiscal year	When the financial year begins and ends
16. Auditor	Who reviews the books, and when
17. Membership	Who may join, and what keeps a member in good standing
18. Expulsion of members	The process for removing a member, and the grounds
19. Security	When a member may be asked for a deposit or guarantee

The authoritative text is the Regulation itself, not this table. This page summarises; it does not restate.

4. The board

Number of directors. The Regulation is specific, and it is a rule a co-op cannot drop below:

"(1) The board is to consist of an odd number of directors, not being fewer than 5. (2) Notwithstanding subsection (1), if an association has fewer than 50 members, the board is to consist of an odd number of Directors, not being fewer than 3."

Rural Utilities Regulation, December 2024

An odd number, so a vote of the whole board cannot tie. A co-op's own bylaws may set a larger number than the minimum, but not an even one and not fewer.

Term. Directors are typically elected for three years and may stand again when a term expires.

Officers. After directors are elected at the annual general meeting, the board holds a reorganisation meeting and elects from among itself a Chair, a Vice Chair, a Secretary and a Treasurer.

The Regulation is more flexible about the last two than most people assume: where recruiting is difficult, the roles may be combined into a secretary-treasurer, and the person filling them need not be a director or even a member of the co-op.

What the board is responsible for. Reviewing and deciding membership applications and expulsions; strategic direction and oversight; the co-op's financial and operational health; its assets and liabilities; compliance with policy, law and regulation; emergency preparedness and response; and identifying and reducing the co-op's risks. Directors are volunteers holding the system in trust for every member, and they must balance what is needed now against what keeps the system running for decades.

Roles in practice. The Chair is the board's point of contact and spokesperson, runs the meetings, and is reachable when something goes wrong on the system. The Vice Chair stands in. The Secretary calls meetings and keeps the co-op's records. The Treasurer puts the budget and the financial statements in front of the board. Every other director takes a full part in discussion, decisions and committees.

5. Committees

The board may create committees, and may bring in members, or outside experts, who are not directors. Committees research, plan and recommend; the full board decides. Common ones are Governance and Nominations, Finance and Risk, Operations and Infrastructure, and Member Engagement.

A small board may sensibly have none at all. Where a committee is created, it should have a written terms of reference saying what it is for and how far it goes.

6. Where the actual bylaws live

The co-op keeps its bylaws, annual returns, minutes and other governing records in its own record system, and members may ask to see them.

If the co-op's copy is ever lost, for example after a change of leadership, Rural Utilities holds the most recent version filed with it and will release it to someone on the current Officers List.

Rural Utilities, Government of Alberta ruralutilities@gov.ab.ca, 780-427-0125

Alberta Federation of Rural Water Co-ops chris@abwaterco-op.com, 780-416-6527

The framework described on this page is drawn from the Federation's Governance and Leadership best-practice bulletins on Board Structure and Roles and on Bylaws and Legal Framework, September 2025, and from the Rural Utilities Regulation.

7. Why bylaws matter more than they look

Miss the annual return and the co-op can lose its legal standing. Ignore quorum and a decision the members thought they made was never made at all. The bylaws are the co-op's own manual; the legislation is the road it drives on, and a board has to follow both.

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Notes for the board

Before this page can stop being a placeholder:

1. Post the filed bylaws. Obtain the co-op's current bylaws as filed with Rural Utilities and publish the actual text here, replacing sections 3 and 4 above. Until that happens a member reading this page learns the framework but not the rules that bind them.
2. Decide whether any supplementary bylaws are needed at all. The standard set may be enough. One is in progress: Supplemental Bylaw No. 1, on electronic voting and electronic notice, has been drafted and put before the members. It needs the members' vote, the province's form, and filing before it means anything.
3. Settle the number of directors. Odd, and at least 5, or at least 3 while the co-op has fewer than 50 members. Decide which, and whether the co-op will grow past 50 before the next election.
4. Decide whether the secretary and treasurer are combined, and whether either post may be filled from outside the board.
5. Confirm the fiscal year end and the auditor arrangement, and check what any funding agreement requires before choosing between an audit and a review.

None of this has been reviewed by a lawyer.