[Eg-oversight-board] Follow up phone call with attorney

Gagnon, Ron gagnon at noblenet.org
Mon Nov 19 09:27:06 EST 2018


Jessica,
That all sounds great, good to hear things are moving along with good
advice.

Have a great Thanksgiving week!

Ron

On Fri, Nov 16, 2018 at 5:54 PM Jessica Woolford <jwoolford at biblio.org>
wrote:

> Jon already responded to my question about the address for the bank
> account:
>
> I would advise that the bank account address be the principal address of
> the corporation, so that it doesn’t have to change each time there is a new
> treasurer.  The next best option would be to use the treasurer’s address.
> I would not advise using the registered agent’s address.
>
> Sent from my phone
>
> On Fri, Nov 16, 2018, 5:38 PM Jessica Woolford <jwoolford at biblio.org
> wrote:
>
>> Hi all,
>>
>> I spoke with Jonathan this afternoon. He had the following feedback for
>> us:
>>
>> In regards to our question about the Registered Agent, as far as he is
>> concerned, he doesn't mind if we keep the registered agent as MOBIUS, and
>> long as we are confident that any documents that are mailed to them on our
>> behalf will be received by us. If we choose to change the Registered Agent
>> to the law firm, they have an entity called S and B Corporate Services that
>> they use for this. He assured me that any mail they receive for us will get
>> to us, if we make the change, and that the change would be relatively quick
>> and could be done online.
>>
>> For the bank account, he said that is does not matter if the account is
>> in MO, as long as the treasurer has easy access to it. He says because we
>> are so scattered and the treasurer could be in different states from year
>> to year, we may be better off looking for a bank that is easy to do
>> business with online, rather than looking for one with physical locations
>> in certain areas. I forgot to ask him about the address while we were on
>> the phone, but I sent him a follow up email.
>>
>> He will be sending out his comments on the 1023 in an email next week. He
>> wanted to make sure that would not hold us up, and I said no, the SFC is
>> still working on the draft agreement. The email will go to me and Mike, as
>> I will be on vacation next week and don't want to hold up the process.
>> There were two items he mention to me on the phone:
>>
>> For Part III item 2, he noted that when they file for other
>> organizations, there are usually 4 -5 clauses under dissolution, and we
>> only have 2 -3. Since the documents were drafted under MOBIUS' advisement,
>> he would like us to check with them and see if they have the same number of
>> clauses in their bylaws. That would save us the time of having to amend our
>> bylaws. I couldn't find a purpose clause in the bylaws for Part III item 1,
>> but I don't recall him saying that was missing. Hopefully, that will be
>> clarified in his email.
>>
>> For Part I Item 7, we have checked off "Yes" to the authorized
>> representative question. He wants to know if that is SBG (I assume so) and
>> if so he will send us a Form 2848.
>>
>> I'm not going anywhere next week, just hanging out with my mom who will
>> be in from out of state, so I will check email sporadically.
>>
>> Thanks, all! Have a great weekend!
>> Jessica
>>
>> --
>> Jessica Woolford
>> Evergreen Systems Manager
>> Bibliomation, Inc.
>> 24 Wooster Ave.
>> Waterbury, CT 06708
>> 203-577-4070 ext. 105
>>
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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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