[Eg-oversight-board] Evergreen Project By-Laws
Timothy Spindler
tspindler at cwmars.org
Wed Apr 11 08:25:22 EDT 2018
I have started a document with proposed changes to the by laws. Please
look at the following link and send along any comments.
https://docs.google.com/document/d/1txM0_6gGh65d9qFdWUFuSti8PZbK07B5KIyk_yuIg5s/edit?usp=sharing
<http://www.cwmars.org>
Tim Spindler | Executive Director | CW MARS
tspindler at cwmars.org | 508-755-3323 x120
http://www.cwmars.org
On Tue, Apr 10, 2018 at 10:43 AM, Terran McCanna <
tmccanna at georgialibraries.org> wrote:
> Agreed.
>
> Terran McCanna
> PINES Program Manager
> Georgia Public Library Service
> 1800 Century Place, Suite 150
> <https://maps.google.com/?q=1800+Century+Place,+Suite+150++Atlanta,+GA+30345&entry=gmail&source=g>
> Atlanta, GA 30345
> <https://maps.google.com/?q=1800+Century+Place,+Suite+150++Atlanta,+GA+30345&entry=gmail&source=g>
> 404-235-7138
> tmccanna at georgialibraries.org
>
>
> On Mon, Apr 9, 2018 at 8:57 AM, scott.thomas at sparkpa.org <
> scott.thomas at sparkpa.org> wrote:
>
>> If, indeed, we MUST be self-perpetuating (which actually is not apparent
>> from the attorney’s comments) and follow Ruth’s suggestion, I think we
>> should write the election into the By-Laws; e.g.; “The Board will solicit
>> candidates by polling the Evergreen community.” While I have had many good
>> experience with self-perpetuating boards, we always need to guard against
>> insularity.
>>
>>
>>
>> Scott
>>
>>
>>
>> *From:* eg-oversight-board [mailto:eg-oversight-board-bou
>> nces at list.evergreen-ils.org] *On Behalf Of *Timothy Spindler
>> *Sent:* Saturday, April 7, 2018 2:48 PM
>> *To:* Ruth Frasur <director at hagerstownlibrary.org>
>> *Cc:* Oversight Board <eg-oversight-board at list.evergreen-ils.org>
>> *Subject:* Re: [Eg-oversight-board] Evergreen Project By-Laws
>>
>>
>>
>> I think that may be possible
>>
>>
>>
>> On Sat, Apr 7, 2018 at 12:59 PM Ruth Frasur <
>> director at hagerstownlibrary.org> wrote:
>>
>> Regarding the election, could it be such that we continue holding the
>> elections as is, and then do an "official" vote whereby the sitting board
>> elects the new members based on the vote of the community?
>>
>>
>>
>> On Sat, Apr 7, 2018 at 12:56 PM, Timothy Spindler <tspindler at cwmars.org>
>> wrote:
>>
>> Oy vey, here they all are
>>
>> 1. Do the board members have to be 1 year? We currently have 3 year
>> staggered terms.
>>
>> Yes, we can do staggered 3 year terms. Let me know what the current
>> terms are for each director and I can make the change.
>> 2. Section 3.3 - is it essentially saying that the Board will elect
>> the Board members? We found the language a little confusing.
>>
>> It is correct that the Board elects itself. If the corporation
>> doesn’t have “members”, which Evergreen did not want, then the board elects
>> itself as a nonprofit has no shareholders. It does seem unusual, but the
>> self-perpetuating board is how many nonprofits function. MOBIUS is
>> different as it has members.
>> 3. Section 3.3 has "Directors participating maysimu ltaneously hear
>> each other during the meeting." Does this mean it has to be auditory (eg.
>> Phone, Web Conferencing, or in person) or can we use IRC? Would all votes
>> be invalid in IRC?
>>
>> This is what we discussed in our conference call. For the one,
>> official meeting that the board has each year, everyone has to be “present”
>> and able to hear each other at the same time. This is a statutory
>> requirement in Missouri (and most states). This meeting could be
>> accomplished at the annual convention with anyone unable to attend in
>> person calling in. For that official meeting, it cannot be done via chat
>> room. Other, unofficial meetings can be held via the chat room. However,
>> any “votes” should be memorialized in a separate, written resolution signed
>> by the board of directors.
>> 4. Our current rules of governance has a purpose and responsibility
>> section, can we include something like this in Article I?
>>
>> We can add these provisions into the bylaws. Please send over what
>> Evergreen would like incorporated.
>>
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>>
>>
>> On Sat, Apr 7, 2018 at 12:55 PM, Timothy Spindler <tspindler at cwmars.org>
>> wrote:
>>
>> I hit send too soon
>>
>> 1. Do the board members have to be 1 year? We currently have 3 year
>> staggered terms.
>>
>> Yes, we can do staggered 3 year terms. Let me know what the current
>> terms are for each director and I can make the change.
>> 2. Section 3.3 - is it essentially saying that the Board will elect
>> the Board members? We found the language a little confusing.
>>
>> It is correct that the Board elects itself. If the corporation
>> doesn’t have “members”, which Evergreen did not want, then the board elects
>> itself as a nonprofit has no shareholders. It does seem unusual, but the
>> self-perpetuating board is how many nonprofits function. MOBIUS is
>> different as it has members.
>> 3. Section 3.3 has "Directors participating maysimu ltaneously hear
>> each other during the meeting." Does this mean it has to be auditory (eg.
>> Phone, Web Conferencing, or in person) or can we use IRC? Would all votes
>> be invalid in IRC?
>>
>> This is what we discussed in our conference call. For the one,
>> official meeting that the board has each year, everyone has to be “present”
>> and able to hear each other at the same time. This is a statutory
>> requirement in Missouri (and most states). This meeting could be
>> accomplished at the annual convention with anyone unable to attend in
>> person calling in. For that official meeting, it cannot be done via chat
>> room. Other, unofficial meetings can be held via the chat room. However,
>> any “votes” should be memorialized in a separate, written resolution signed
>> by the board of directors.
>> 4. Our current rules of governance has a purpose and responsibility
>> section, can we include something like this in Article I?
>>
>>
>>
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>>
>>
>> On Sat, Apr 7, 2018 at 12:52 PM, Timothy Spindler <tspindler at cwmars.org>
>> wrote:
>>
>> I asked Donn the following questions based on the feedback so far. Here
>> are the responses.
>>
>> 1. Do the board members have to be 1 year? We currently have 3 year
>> staggered terms.
>>
>> Yes, we can do staggered 3 year terms. Let me know what the current
>> terms are for each director and I can make the change.
>> 2. Section 3.3 - is it essentially saying that the Board will elect
>> the Board members? We found the language a little confusing.
>> 3. Section 3.3 has "Directors participating maysimu ltaneously hear
>> each other during the meeting." Does this mean it has to be auditory (eg.
>> Phone, Web Conferencing, or in person) or can we use IRC? Would all votes
>> be invalid in IRC?
>> 4. Our current rules of governance has a purpose and responsibility
>> section, can we include something like this in Article I?
>>
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>>
>>
>>
>>
>>
>>
>> _______________________________________________
>> eg-oversight-board mailing list
>> eg-oversight-board at list.evergreen-ils.org
>> http://list.evergreen-ils.org/cgi-bin/mailman/listinfo/eg-oversight-board
>>
>>
>>
>>
>>
>> --
>>
>> Ruth Frasur
>> Director of the Historic(ally Awesome) Hagerstown - Jefferson Township
>> Library
>> 10 W. College Street
>> <https://maps.google.com/?q=10+W.+College+Street&entry=gmail&source=g>
>> in Hagerstown, Indiana (47346)
>> p (765) 489-5632; f (765) 489-5808
>>
>> *Our Kickin' Website <http://hagerstownlibrary.org>, Our Rockin'
>> Facebook Page <http://facebook.com/hjtplibrary>, and The Nettle Creek
>> Players <http://nettlecreekplayers.com>*
>>
>> --
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>> _______________________________________________
>> eg-oversight-board mailing list
>> eg-oversight-board at list.evergreen-ils.org
>> http://list.evergreen-ils.org/cgi-bin/mailman/listinfo/eg-oversight-board
>>
>>
>
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