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Bylaws


Fall 2014 bylaws vote

Call for vote:

From: Election Commissioner <election-commissioner@artisansasylum.com>

To: member-announce@artisansasylum.com Subject: [member-announce] Bylaws change vote text - voting to end December 20, 2014 - please vote! Date: Nov 29, 2014 4:37 PM

Just as a reminder - a Bylaws change has been proposed by the Board:

This has been proposed. Although the current bylaws do not indicate a voting period, the close of voting will be on December 20, 2014, at 6 pm. This will allow ample time for voting. The voting will start as soon as possible, as soon as the voter list is generated.

Once the voting list is generated, there will be THREE ways to vote:

1) The standard way, at the front desk. Your vote will be anonymous.

2) Vote by making arrangements with the election commissioner who will then call you (with the phone number of record). The election commissioner (and the NSA, of course) will be the only ones who know how you voted.

3) Voting via email (non-anonymous, and least secure) - you will send in your vote via email, with a phone number (and time) when the Election Commissioner can call you back to verify your vote. The phone number you give must be the one on record at the Asylum.

A.

The ballot will appear as follows:

BYLAWS CHANGE VOTE

Problem addressed by this vote:

The Asylum has grown much larger than anticipated when the original Bylaws were drafted. The original Bylaws Amendment requirements are so difficult to meet with our expanded membership that it interferes with running the Asylum for the benefit of all. The board would like to modify the bylaws so that only the active voters are counted towards the required majority.

Existing section of Bylaws: Article 20. Amendments to Bylaws. These Bylaws may be amended by a 2/3 vote of the Voting Members, provided that the text of the proposed amendments shall have been sent to all Voting Members in accordance with proper Notice provisions, with the call for the meeting at least ten (10) days in advance of such meeting.

This would be replaced by:

Article 20. Amendments to Bylaws. These Bylaws may be amended by a 2/3 vote of the Voting Members who cast votes during a Voting Period. This shall be subject to the following conditions:

  • The text of the proposed amendments shall be sent to all Voting Members 10 or more days before the Voting Period begins.
  • The Voting Period shall be no shorter than 14 days.
  • Absentee votes may be cast beginning on the day notice is made up until the Voting Period ends.

Casting a YES will replace Article 20 with the new version; casting a NO will make no changes to the Bylaws.

-- Election Commissioner - Artisan's Asylum election-commissioner@artisansasylum.com


Voting Results:

From: Election Commissioner <election-commissioner@artisansasylum.com>

To: voters-discuss@artisansasylum.com Subject: [voters-discuss] Election results - final for bylaws Date: Dec 22, 2014 3:20 PM

Final results; voters who voted via email were verified via phone today.

Voter list count: 269 valid voters Votes to pass: roundup(269 * 2/3,0) = 180

Yes votes: 190 No votes: 7 A.

-- Andrew Anselmo Election Commissioner - Artisan's Asylum election-commissioner@artisansasylum.com

Spring 2012 bylaws vote

In Summer of 2011, we submitted our initial bylaws to the IRS. We didn't have time to carefully discuss and proofread them, and the organization has changed and grown a lot since we moved to Tyler Street, so we had a bunch of meetings to come up with some critical fixes. Starting on Sunday, April 22nd, 2012, we'll be holding a vote on the revisions to the bylaws. To change the bylaws, 2/3 of all eligible voting members of Artisan's Asylum must approve the changes.

For information on how to cast your ballot, see Voting Logistics (Spring 2012).

If you have any questions about the bylaws, why something was done a certain way, what something means, etc., there will be an opportunity to ask questions at the community meeting on Sunday the 22nd. If you can't make it to the meeting, or would like an answer before then, feel free to email Andrew (soldant at mirror.to)

Update: Voting was completed at 11:59pm on Thursday, 5/3. Final result: 128 votes in favor of the amendments, 2 abstentions. The bylaws amendments have been approved.


New version we approved

Here is the new version we approved http://wiki.artisansasylum.com/images/a/ab/AA_Bylaws_20120417-proposed_amendments.pdf

The changes

The changes are as follows:

  • Right now the bylaws say that all corporate officers (the president, treasurer, and secretary) are selected from the board of directors. The idea that all officers of the corporation would be board members was superseded fairly early in the bylaws process when it became apparent that someone being a suitable treasurer did not mean that they wished to be a board member. Somehow the bylaws weren't changed to reflect that before being sent to the IRS. Oops. It's kind of important that we fix this before our June board of directors elections. (Section 6.2)
  • Consensus at meetings held that while it was fine for any corporate officer (president, treasurer, secretary) to be a member of the board of directors (or not), having any of the employees besides the president be a member of the board would be a potential conflict of interest. Note that employee here means someone we pay a full-time salary to (currently Gui, Molly, and Dmitri) and does not mean instructors, shop monitors, etc. (Sections 4.3, 7.1 and 8)
  • Right now if someone's membership is revoked, it takes a unanimous vote of the board of directors to reinstate them. During the meetings, it was decided that a 2/3 vote was more reasonable. (Section 3.4)
  • Right now, a membership meeting (to discuss some issue of concern) can be held if the board calls for it, if the president calls for it, or if 25% of the members call for it. During the meetings, it was decided that if the lesser of either 40 voting members or 20% of voting members are unhappy enough about something to demand a meeting, that should be enough to make it happen. (Section 3.7)
  • In Section 3.14, there's a list of what the voting members can vote on. The changes clean up the wording on that list, and also add to the list the ability for the voting members to vote to overrule the president or any other corporate officer. (Section 3.14)
  • Right now, the members have to approve any single expense over $10,000. The bigger scale we're operating on now suggests that $20,000 would be a better limit before we have arrange a vote. (Section 3.14)
  • Add a requirement that large financial expenditures (over $10,000) require two signatures for approval. The board will designate who is allowed to sign. (Section 13.2)
  • Stipulate that members of the board of directors disclose potential conflicts of interest to the president, the chair of the board, and the membership. (Sections 17.1 and 17.3)

There are also some typography and grammar fixes that should not change the intended meaning of anything:

  • Clarifications when the term "member" is used. "Voting Members" is a term which is pretty clearly defined in the bylaws. "Member", on the other hand, is for various historical reasons a possibly vague term. The proposal is to change the term "member" to "voting member" in a number of places in the bylaws to increase clarity.
  • Section 1.3 and 1.4 are in reversed order. Since one refers to the other, we should flip them.
  • Section 1.4 change "purposes above" to "purposes described above"
  • change a comma in section 3.3 to a period
  • add a comma in section 3.5
  • Slightly reword section 3.1.1.1 for clarity.
  • Section 4.4: Was unintentionally left blank. Proposed change is to intentionally leave it blank.
  • change the opening line of 11.1 from "Subject to spending limited subject to a vote of Voting Members in Section 3.14" to "Subject to the spending limit stipulated in Section 3.14".


Original bylaws

Here are the original bylaws: http://wiki.artisansasylum.com/images/3/34/AA_Bylaws_20110712_NPO_SMJ_v6_FINAL.pdf

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