[Eg-oversight-board] Updated By-Laws

Fri Apr 20 14:48:45 EDT 2018

I agree with Mike's suggestion.

One more thing I found, Section 6.6 strikes me as having a word missing:

Section 6:6 Execution of Instruments.
All checks, promissory notes, contracts or other instruments to be signed
by the Corporation shall be signed by such Officer, Officers, or other
parties as the Board may from time to time.

Seems like there should be a "designate" at the end.   Or, "...as the Board
may designate from time to time."

Ron

On Fri, Apr 20, 2018 at 10:54 AM, Mike Rylander <mrylander at gmail.com> wrote:

> I am fine with Scott's suggested wording if we want to require two board
> members be on a committee, and that the chair must be a board member.  In
> particular, I am thinking of the conference committee, where we have a few
> folks with concentrated knowledge that would be ideal for chairing the
> committee, but may not be serving on the board in any given year.
>
> How about the following instead:
>
> Section 4:3 Other Committees.
> The Corporation may have other Committees consisting of at least one
> Director appointed by a majority of all the Directors in office, and at
> least one additional individual from within the Evergreen user community,
> regardless whether that individual serve on the board at the time of
> committee appointment, appointed by a majority of all the Directors in
> office. Such other committees shall have such purposes and such powers as
> the Board may confer, subject to the limitations described in Section 4:4
> below. The Board shall appoint two or more individuals, one of which must
> be a Director in office, as members of any such Committee and the Board
> shall shall designate one such Committee member as the chair of the
> Committee. Subject to Section 4:4 below, the Board shall have the power at
> any time to expand or limit the authority of, dissolve, and fill vacancies
> in, or change the membership of, any such Committee.
>
> Thanks,
>
>
> --
> Mike Rylander
>  | President
>  | Equinox Open Library Initiative
>  | phone:  1-877-OPEN-ILS (673-6457)
>  | email:  miker at equinoxinitiative.org
>  | web:  http://equinoxinitiative.org
>
> On Fri, Apr 20, 2018 at 9:33 AM, scott.thomas at sparkpa.org <
> scott.thomas at sparkpa.org> wrote:
>
>> Tim,
>>
>>    I like the idea of specifying it as you do in your last sentence. I
>> would recommend a change in wording to make it consistent with the language
>> elsewhere:
>>
>>
>>
>> “The board may supplement committee membership with representatives from
>> the community of Evergreen users who do not currently serve on the Board.”
>>
>>
>>
>> Scott
>>
>>
>>
>> *From:* eg-oversight-board [mailto:eg-oversight-board-bou
>> nces at list.evergreen-ils.org] *On Behalf Of *Timothy Spindler
>> *Sent:* Thursday, April 19, 2018 12:40 PM
>> *To:* Terran McCanna <tmccanna at georgialibraries.org>
>> *Cc:* Oversight Board <eg-oversight-board at list.evergreen-ils.org>
>> *Subject:* Re: [Eg-oversight-board] Updated By-Laws
>>
>>
>>
>> How about changin
>>
>> Section 4:3 Other Committees.
>> The Corporation may have other Committees consisting of two or more
>> Directors appointed by a majority of all the Directors in office. Such
>> other committees shall have such purposes and such powers as the Board may
>> confer, subject to the limitations described in Section 4:4 below. The
>> Board shall appoint two or more Directors as members of any such Committee
>> and shall designate one such Director as the chair of the Committee.
>> Subject to Section 4:4 below, the Board shall have the power at any time to
>> expand or limit the authority of, dissolve, and fill vacancies in, or
>> change the membership of, any such Committee.
>>
>> to
>>
>>
>> Section 4:3 Other Committees.
>> The Corporation may have other Committees consisting of two or more
>> Directors appointed by a majority of all the Directors in office. Such
>> other committees shall have such purposes and such powers as the Board may
>> confer, subject to the limitations described in Section 4:4 below. The
>> Board shall appoint two or more Directors as members of any such Committee
>> and shall designate one such Director as the chair of the Committee.
>> Subject to Section 4:4 below, the Board shall have the power at any time to
>> expand or limit the authority of, dissolve, and fill vacancies in, or
>> change the membership of, any such Committee.  The board may also include
>> members from the Evergreen users who do not serve on the board.
>>
>> My other thought is this line may allow for it." Board shall have the
>> power at any time to expand or limit the authority of, dissolve, and fill
>> vacancies in, or change the membership of, any such Committee. "
>>
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>>
>>
>> On Thu, Apr 19, 2018 at 11:30 AM, Terran McCanna <
>> tmccanna at georgialibraries.org> wrote:
>>
>> Looks great, Tim. Good catch on the Committees, Mike.
>>
>>
>> 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 Thu, Apr 19, 2018 at 10:02 AM, Mike Rylander <mrylander at gmail.com>
>> wrote:
>>
>> Thanks, Tim.
>>
>>
>>
>> The changes to the election sections look much better.  The language
>> about filling vacancies might need to be explicitly subordinate to the
>> general language regarding staggered terms, but I think the intent is
>> fairly clear now.
>>
>>
>>
>> Regarding the Committees section, all parts specify that the committees
>> will be made up of Directors (that is, EOB members).  Traditionally we have
>> invited assistance from outside the EOB for several officially designated
>> committees, and I wonder if we shouldn't adjust the bylaws to explicitly
>> allow for that.  In particular, I think section 4:3, Other Committees,
>> should get this change.
>>
>>
>>
>> Otherwise, it looks to be in good shape.
>>
>>
>>
>> Thanks!
>>
>>
>>
>>
>>
>>
>> --
>> Mike Rylander
>>  | President
>>  | Equinox Open Library Initiative
>>  | phone:  1-877-OPEN-ILS (673-6457)
>>  | email:  miker at equinoxinitiative.org
>>  | web:  http://equinoxinitiative.org
>>
>>
>>
>> On Thu, Apr 19, 2018 at 8:03 AM, Timothy Spindler <tspindler at cwmars.org>
>> wrote:
>>
>> Attached are the updated by-laws marked in red.  Please let me know by
>> the 5 PM PST Monday if you have no other changes.  If you think we need
>> more time, also please let me know by 5 PM PST Monday.
>>
>>
>>
>> <http://www.cwmars.org>
>>
>> Tim Spindler | Executive Director | CW MARS
>>
>> tspindler at cwmars.org | 508-755-3323 x120
>>
>> http://www.cwmars.org
>>
>>
>>
>>
>>
>>
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-- 
Ronald A. Gagnon
Executive Director
North Of Boston Library Exchange (NOBLE)
Danvers, Massachusetts  01923
978-777-8844
www.noblenet.org
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