Article 2: Business of the Society

STLHE By-law No. 1 was prepared and translated by Gowling WLG, Ottawa, ON. (June 2016)

2.1 Corporate Seal

The Society may have a corporate seal in the form approved from time to time by the Board. If a corporate seal is approved by the Board, the Secretary of the Society shall be the custodian of the corporate seal.

2.2 Registered Office

Unless changed in accordance with the Act, the registered office of the Society shall be in the Province of Ontario.

2.3 Books and Records

The Board shall see that all necessary books and records of the Society required by the By-laws or by any applicable statute or law are regularly and properly kept.

2.4 Financial Year

The Board may, by resolution, fix the financial year end of the Society and may from time to time, by resolution, change the financial year end of the Society.

2.5 Execution of Documents

Contracts, documents or other instruments in writing requiring the signature of the Society, shall be signed by any two (2) Officers or Directors and all contracts, documents and instruments in writing so signed shall be binding upon the Society without any further authorization or formality. The Board shall have power from time to time by resolution to appoint any individual who shall be empowered on behalf of the Society to sign specific contracts, documents and instruments in writing. The Board may give the Society’s power of attorney to any registered dealer in securities for the purposes of transferring and dealing with any securities owned by the Society.

2.6 Operating Policies

The Board may adopt, amend, or repeal by resolution such Operating Policies that are not inconsistent with the By-laws relating to such matters as terms of reference of committees, duties of Officers, Board code of conduct and conflict of interest as well as procedural and other requirements relating to the By-laws as the Board may deem appropriate from time to time. Any Operating Policy adopted by the Board will continue to have force and effect until amended, repealed, or replaced by a subsequent resolution of the Board.