Adopt 2019 Board Bylaws

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TIME SENSITIVE @board-circle: Met with our lawyers today, and they are ready to turn the final draft of the bylaws around by next week Friday so long as we’re able to answer a question they have on term limits. Their proposal given what we asked for is that Directors are elected to two-year staggered terms while Officers are elected to one year terms. What this looks like:

  • Year 1 | We divide our board into two “classes”. Class A has a one-year term and then two-year terms following that while Class B starts with two-year terms from the very beginning. For example, let’s say our board members are Aardvark, Alpaca, Bison, and Bear. Aardvark and Alpaca are placed in Class A. Bison and Bear are placed in Class B. Aardvark is elected to the office of President, Bison to Secretary, and Bear to Treasurer.
  • Year 2 | Members of Class A are up for election, as well as all offices of the board. We also elect Anteater to join the board as part of Class A. Members of Class B are not up for election. Aardvark was re-elected to President, Bison to Secretary, and Bear to Treasurer.
  • Year 3 | Members of Class B are up for election, as well as all offices of the board. Members of Class A are not up for election. Aardvark was re-elected President, Bison to Secretary, but Bear has decided to resign from Treasurer and we elect Anteater as Treasurer.
  • Year 4 | Class A is back up for election, as well as all offices of the board. And so on and so forth.

The logic behind this set-up is that only 1/2 of the board can possibly turn over in any given year. And, although terms for Officers are now one year (to ensure that people can be elected to an office regardless of if they’re Class A or B), nothing stops us from re-electing Directors to the same office. When we elect an officer, we can also say that our intention is for a Diretor to serve as the Officer for at least two years, while still going through the formality of electing them after only one year.

Do we have a thumbs up on the staggered board proposal? Any objections or counter-proposals?

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Thumbs up. Staggered elections is definitely the way to go!

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Thumbs up to the staged board proposal.

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@board-circle And our bylaws are COMPLETE!!! :confetti_ball: :confetti_ball: :confetti_ball:

Now come the final steps. Michael, Rachel, and Farzana, please read through ALL of the following documents and give your final approval on each.

Changes Lawyers made to the Bylaws

Conflict of Interest Policy

Annual Disclosure Questionnaire

Written Consent
Farzana, because you turn 16 in June, only Rachel, Michael, and I will sign the written consent. However, I want you to have the option of looking that over, too!

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Read over the documents and they look great. So excited to have this finalized! Thumbs up on my end.

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I’m good :smiley:
Thumbs up!

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For posterity I wanted to add my “thumbs up” here too!

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@board-circle WE DID IT! We’ve officially adopted our bylaws by unanimous consent.

Our resolution is attached as a PDF as well as linked here.

2020-02-13 Resolution Adopt Board Bylaws and Conflict of Interest Policy.pdf (387.7 KB)


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