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Monika (on Peacerays computer) On Tue, Jan 13, 2015 at 7:08 AM, Lane Rasberry <l...@bluerasberry.com> wrote: > Pine, > > The way that you are proposing a separation between Cascadia's > board/governance and staff/management is exactly as I think is best. I > support that model entirely. > > yours, > > On Tue, Jan 13, 2015 at 8:49 AM, Pine W <wiki.p...@gmail.com> wrote: > >> Hi Lane, >> >> Actually, there are lots of ways that an organization can structure its >> officers. In Washington, corporations including charities can have only a >> single officer; for example, the Catholic Archdiocese of Seattle is a >> "corporation sole" with a single officer. However, in most charities this >> degree of centralization would be inadvisable. In Washington, if there is >> more than one officer, there is a requirement that the president and the >> secretary be different people. I believe that there are no requirements to >> have vice presidents or treasurers, although many organizations do so when >> there are enough trustworthy people involved to allow for multiple >> officers, especially if the workload is so great that the president and >> secretary can't handle everything by themselves. >> >> I particularly am hoping in Cascadia's case to segregate management from >> governance. It is good practice for the Board to involve itself in >> big-picture decisions, and to leave the day to day management of the >> organization to the president. The president does not need to be a board >> member, for example Lila is not a member of WMF's board. The chair leads >> the board, mostly in a facilitating role; the president is the manager of >> the organization and he/she reports to the board. The president *can* be a >> member of the board, but they don't *need* to be, and since I've already >> proposed paying for some management staff time, it makes sense to me to >> have the president (who might or might not also be the treasurer) be >> someone who is separate from, and reports to, the board. >> >> I hope that makes sense. If not, we can talk more tonight. >> >> Pine >> >> *This is an Encyclopedia* <https://www.wikipedia.org/> >> >> >> >> >> >> >> *One gateway to the wide garden of knowledge, where lies The deep rock of >> our past, in which we must delve The well of our future,The clear water we >> must leave untainted for those who come after us,The fertile earth, in >> which truth may grow in bright places, tended by many hands,And the broad >> fall of sunshine, warming our first steps toward knowing how much we do not >> know.* >> >> *—Catherine Munro* >> >> On Tue, Jan 13, 2015 at 5:31 AM, Lane Rasberry <l...@bluerasberry.com> >> wrote: >> >>> Peaceray, >>> >>> What titles are being imagined here? Confirm if I am correct: >>> >>> The organization has a board. The board has five members. Titles >>> required in Washington are president, vice president, secretary, and >>> treasurer. Any other titles are optional. All people on the board are >>> officers in addition to any other titles they have. The board serves the >>> organization's membership and staff, and people in those groups can have >>> any titles they choose, like "(non-board) president", "director", "program >>> manager", "volunteer", or anything else. >>> >>> I am having trouble understanding "*This might be useful, for example, >>> if the President and Treasurer are not board members and the Board wishes >>> to have them serve on the Audit Committee"* because the board has to >>> have a president and treasurer, right? >>> >>> >>> On Tue, Jan 13, 2015 at 2:17 AM, Raymond Leonard < >>> raymond.f.leonard...@gmail.com> wrote: >>> >>>> Lane / bluerasberry, >>>> >>>> Some of the divergence was due to State of Washington law. Since I know >>>> that Pine has been very busy with family matters, I will take the liberty >>>> of sharing what Pine wrote to me about the changes that he made: >>>> >>>> *** >>>> *I did some online research and made some changes based on that >>>> research. In particular:* >>>> >>>> >>>> 1. *Washington law sets maximum notice of member meetings at 50 >>>> days.* >>>> 2. *Per Washington law, the Corporation "Shall not loan money or >>>> credit to its officers or directors".* >>>> 3. *I made the section on background checks more extensive, >>>> including spelling out how background checks for the President and >>>> Treasurer should be performed.* >>>> 4. *Minors should not serve as voting Board members, but they may >>>> helpfully contribute to advisory boards and advisory committees. I made >>>> that explicit in a few places, and I removed the exception that allowed >>>> the >>>> Secretary to be a minor.* >>>> 5. *I added a provision allowing for two non-Board members to be >>>> appointed to the Audit Committee. This might be useful, for example, if >>>> the >>>> President and Treasurer are not board members and the Board wishes to >>>> have >>>> them serve on the Audit Committee. This provision would also allow for >>>> people to serve on the Audit Committee who are not interested in >>>> serving on >>>> the full Board.* >>>> >>>> *** >>>> >>>> Also, if I recollect our subsequent verbal discussion correctly, other >>>> changes may have been modeled after other Washington non-profits, & there >>>> were some changes to give the board a bit more powerful & the officers a >>>> little bit less powerful. That was one reason that there is a Vice-Chairman >>>> of the Board but not a Vice-President. >>>> >>>> Yours, >>>> Peaceray >>>> >>>> On Mon, Jan 12, 2015 at 4:12 AM, Lane Rasberry <l...@bluerasberry.com> >>>> wrote: >>>> >>>>> Hello, >>>>> >>>>> These proposed by-laws are derived from Wikimedia DC bylaws. I read >>>>> those DC bylaws in the past plus they have been used for some years. I >>>>> will >>>>> ask where and how these bylaws diverge from those. >>>>> >>>>> >>>>> >>>>> On Mon, Jan 12, 2015 at 3:27 AM, Pine W <wiki.p...@gmail.com> wrote: >>>>> >>>>>> Hi Sage, >>>>>> >>>>>> The board members are noted in the agenda: >>>>>> https://en.wikipedia.org/wiki/Wikipedia:Meetup/Seattle#Monthly_meeting_January_13.2C_2015.2C_6pm_to_10pm >>>>>> >>>>>> Sure, let's have a discussion about strategic goals. Would you like >>>>>> to add that to the agenda, perhaps above the bylaws agenda item? >>>>>> >>>>>> Pine >>>>>> >>>>>> _______________________________________________ >>>>>> Wikimedia-Cascadia mailing list >>>>>> Wikimedia-Cascadia@lists.wikimedia.org >>>>>> https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia >>>>>> >>>>>> >>>>> >>>>> >>>>> -- >>>>> Lane Rasberry >>>>> user:bluerasberry on Wikipedia >>>>> 206.801.0814 >>>>> l...@bluerasberry.com >>>>> >>>>> _______________________________________________ >>>>> Wikimedia-Cascadia mailing list >>>>> Wikimedia-Cascadia@lists.wikimedia.org >>>>> https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia >>>>> >>>>> >>>> >>>> _______________________________________________ >>>> Wikimedia-Cascadia mailing list >>>> Wikimedia-Cascadia@lists.wikimedia.org >>>> https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia >>>> >>>> >>> >>> >>> -- >>> Lane Rasberry >>> user:bluerasberry on Wikipedia >>> 206.801.0814 >>> l...@bluerasberry.com >>> >>> _______________________________________________ >>> Wikimedia-Cascadia mailing list >>> Wikimedia-Cascadia@lists.wikimedia.org >>> https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia >>> >>> >> >> _______________________________________________ >> Wikimedia-Cascadia mailing list >> Wikimedia-Cascadia@lists.wikimedia.org >> https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia >> >> > > > -- > Lane Rasberry > user:bluerasberry on Wikipedia > 206.801.0814 > l...@bluerasberry.com > > _______________________________________________ > Wikimedia-Cascadia mailing list > Wikimedia-Cascadia@lists.wikimedia.org > https://lists.wikimedia.org/mailman/listinfo/wikimedia-cascadia > >
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