[Eg-oversight-board] Evergreen Project By-Laws
Ruth Frasur
director at hagerstownlibrary.org
Thu Apr 12 08:18:31 EDT 2018
I'm of the same mind as Terran that this transitional time would be a good
opportunity to properly stagger the expiring terms.
On Wed, Apr 11, 2018 at 5:54 PM, Terran McCanna <
tmccanna at georgialibraries.org> wrote:
> I suggest rewording 3.4 to make it 3 year terms, staggered. And 5.2
> change to 3 year term as well.
>
> Do we want to implement term limits? I'm on the fence.
>
> I notice we currently have four people ending terms on 2019 and only two
> on 2020. I'm not sure how/why that happened, but should we use this time of
> fluctuation as an opportunity to balance that out?
>
> Terran McCanna
> PINES Program Manager
> Georgia Public Library Service
> 1800 Century Place, Suite 150
> Atlanta, GA 30345
> 404-235-7138
> tmccanna at georgialibraries.org
>
>
> On Wed, Apr 11, 2018 at 8:27 AM, Timothy Spindler <tspindler at cwmars.org>
> wrote:
>
>> The draft by-laws are here.
>>
>>
>> DRAFT Bylaws (The Evergreen Project) v.2 (no me...
>> <https://drive.google.com/a/cwmars.org/file/d/0BwdUgxEmWFdEN1BVZEV5ZHJLWVpSTEhTWWlqbno1ekhYWlZV/view?usp=drive_web>
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>> On Wed, Apr 11, 2018 at 8:25 AM, Timothy Spindler <tspindler at cwmars.org>
>> wrote:
>>
>>> 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_6gGh65d9qFdWUFuSti8
>>> PZbK07B5KIyk_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-ov
>>>>> ersight-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-ov
>>>>> ersight-board
>>>>>
>>>>>
>>>>
>>>
>>
>> _______________________________________________
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>> eg-oversight-board at list.evergreen-ils.org
>> http://list.evergreen-ils.org/cgi-bin/mailman/listinfo/eg-oversight-board
>>
>>
>
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>
--
Ruth Frasur
Director of the Historic(ally Awesome) Hagerstown - Jefferson Township
Library
10 W. College Street 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>*
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