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

[Boyer, Jason A]

I don't have any personal experience with Wells Fargo but their whole fake accounts scandal did leave a particularly bad taste, especially given that other national banks exist.

--
Jason Boyer
MIS Supervisor
Indiana State Library
http://library.in.gov/

From: eg-oversight-board [mailto:eg-oversight-board-bounces at list.evergreen-ils.org] On Behalf Of scott.thomas at sparkpa.org
Sent: Monday, November 19, 2018 8:23 AM
To: Holly Brennan <haderhold at ci.homer.ak.us>; Jessica Woolford <jwoolford at biblio.org>; eg-oversight-board <eg-oversight-board at list.evergreen-ils.org>
Subject: Re: [Eg-oversight-board] Follow up phone call with attorney

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Hi Jessica,
   Thank you for passing this along. It is such a relief having someone like Jon we can turn to for these sorts of questions. I have a few comments. Currently, our registered agent and mailing address are both MOBIUS. Have we had any trouble getting mail from them? What kind of formal arrangement do we have with MOBIUS for registered agent? PaILS pays $300 annually for its registered agent (a local public library).
   Regarding banks, Wells Fargo seems to be the top contender simply because they have branches everywhere. (Sometimes there is a need to visit a physical branch especially when there is a change on officers, and they need to sigh papers.) Has anyone had any positive or negative experiences with Wells Fargo? I’ve had some phone conversations with staff in my local branch, and they have proven to be knowledgeable and helpful.

Scott

From: eg-oversight-board [mailto:eg-oversight-board-bounces at list.evergreen-ils.org] On Behalf Of Holly Brennan
Sent: Friday, November 16, 2018 7:02 PM
To: Jessica Woolford <jwoolford at biblio.org<mailto:jwoolford at biblio.org>>; eg-oversight-board <eg-oversight-board at list.evergreen-ils.org<mailto:eg-oversight-board at list.evergreen-ils.org>>
Subject: Re: [Eg-oversight-board] Follow up phone call with attorney

Sounds like this guy really knows his stuff! Thanks, Jessica! Have a great weekend and time off with your mom.

-Holly

From: eg-oversight-board [mailto:eg-oversight-board-bounces at list.evergreen-ils.org] On Behalf Of Jessica Woolford
Sent: Friday, November 16, 2018 1:54 PM
To: eg-oversight-board
Subject: Re: [Eg-oversight-board] Follow up phone call with attorney

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<mailto: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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