Talk:Foundation/Local Chapters/United States/Draft Rules

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These are not good bylaws as of 19:11, 1 October 2009 (UTC). I vote for scrapping them and starting from scratch, starting with a rough outline of principals rather than the actual legal text.

  • membership
    • Why three classes?
    • What are the differences between the classes?
    • Just payment of dues? No need to provide your name and address?
  • board
    • Why a variable number of board members? Who decides how many board members there are at any moment?
    • Why four meetings per year?
    • Can meetings be held online/via teleconference?
    • If not, where should they be held? What state?
    • Who calls the meetings? Who sets the location?
    • There's no need to talk about "prior to incorporation of the chapter" if the bylaws are adopted at the initial board meeting after incorporation.
    • What about special elections for board members who leave in the middle of their terms?
    • "proposed nominations" for the new board are made by the membership? Why not elect the board directly from the membership?
    • Is there any method to remove a board member?
  • officers
    • Why can the secretary and treasurer hold multiple positions? Why can't anyone else? What does that even mean?
    • No board chair? board chair = president?
    • It sounds like the treasurer is responsible for authorizing expenditures and for maintaining records of them. This is a very bad practice - you should not have the same person authorizing expenditures and recording them.
  • membership meetings
    • Why must the membership rely on the board to plan all its meetings? There needs to be a provision for a membership meeting called by some portion of the membership - after all, the purpose might be to expel the board.
    • Can meetings be held online/via teleconference?
    • If not, where should they be held? Any particular state? Any particular country?
    • Notice should be provided "in any manner deemed appropriate"? That's not a good idea.
  • miscellaneous
    • Why does the fiscal year end June 30th? When does the OSMF fiscal year end?
    • Not a supermajority to change the bylaws?
    • Shouldn't proposed changes be announced and presented some time prior to the meeting, to allow people to read them beforehand, and to allow people to show up in the case significant negative changes are proposed?
    • What constitutes a quorum of the Board of Directors for determining what the quorum of the Board of Directors for the next meeting will be? This shouldn't be determined before each meeting - this should be stated in the bylaws.
    • How are meetings conducted?

Maybe I'm being nitpicky, but I once witnessed a non-profit organization which was legally taken over by a small faction just because its bylaws weren't written properly. Anthony


  • re "Not a supermajority to change the bylaws?" -- a strong super-majority is safe only if quorum is self correcting for members who have lost interest. greatest danger is bylaws become outdated and unchangeable as quorum requires votes physical or proxy attendance of an impossible supermajority of full membership which includes some dead, some moved, some bored, some busy. a supermajority of those returning proxy with their annual dues or attending annual meeting in good standing is safe if all dues are due just before annual meeting. Bill n1vux


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