[Eg-oversight-board] Evergreen corporate by-laws change requests

[Mike Rylander]

Hi Donna,

Thank you, and thanks to your lawyers, for the quick turnaround on this.

As you saw in my reply to Scott, I fully understand the hearing
requirement and that IRC will not be recognized as an appropriate
official meeting space under MO law.  I also point out in that
response that section 3:15 is there to allow EOB to take action
outside any official meeting, such as through monthly discussion in
IRC, and that such action must then be memorialized in a consent
action by the board in order for  the agreed-upon action to become
effective.

My only question was regarding the unanimous requirement of the
consent action, which was answered thoroughly by, "[t]he written
consent for actions taken outside of a meeting must be signed by all
directors because all directors must waive the requirement for notice
and holding a meeting.  If there isn’t unanimous consent, then the
action must be presented at and voted on in a meeting."  The notice
waiver requiring unanimous adoption was not obvious to me as it is not
mentioned as a reason for unanimity.

Thank you again for gathering the response we needed, it's much appreciated.

Regards,

--
| Mike Rylander
| President
| Equinox Open Library Initiative
| phone:  1-877-OPEN-ILS (673-6457)
| email:  miker at EquinoxInitiative.org
| web:    http://EquinoxInitiative.org