Revised By-Laws

[Douglas Robinson]

I have a revised version of the by-laws showing the changes with TrackChanges. I have put somethings in with parenthesis and "?" Please review this and make a post to this thread when you have made changes. The document should probably be stored separately. How do I upload a word document? I will have the minutes in a little while and will need to know how to upload this document as well.

Doug

 

[SteveColes]

Just like you add any other file to the download library. Download Library->Add file.

Choose Corporate Docs->Working and have fun

 

[Douglas Robinson]

Thanks Steve. The revised By-Laws have been added.

Doug

 

[gator]

I hate to use the word, but I am assuming that comments should be posted here:

Art IV, Sec 4, SubSec a: 'electronically' should be added

Art IV, Sec 7, SubSec c: I thought we decided that it was for that meeting/issue only, not 11 months. May be my aging memory.

Art V, Sec 5, SubSec a: Should this not also include 'electronically'?

Art V, Sec 7, SubSec 8: First question mark - President of NCWWI not .net. Second question mark - VP of NCWWI not .net and just VP (there are two VP's in Art VI, Sec 5 - a VP and a VP,Internet).

Art V, Sec 9: How can an unanimous vote be less than a quorum unless it is unanimous of 'those present and voting'?

Art VI, Sec 1, SubSec a and "a needed section somewhere else in the By-Laws?": SubSec a says that the Chairman must be a member. I thought I remembered (that aging memory again) that we said that no board member or officer had to be a member. If that memory is correct then this section needs correction and I think we might need a new section near the beginning staing that no Board member or Officer need be a 'member'.

George Summers

 

[gator]

Just like you add any other file to the download library. Download Library->Add file.

Choose Corporate Docs->Working and have fun

Just a question on this. Is this download section visible to all posters or just to the BOD/Officers? Sorta' think it should be for BOD/Officer eyes only.

George

 

[SteveColes]

Just a question on this. Is this download section visible to all posters or just to the BOD/Officers? Sorta' think it should be for BOD/Officer eyes only.

George

Only BOD/Officers

 

[SteveColes]

Two unrelated things. One why are there no comments from the rest of the board?? I guess this bothers me.

At this point, Article II & Article III concern me the most. They are why we are re-stating the by-laws. They are what will get and keep us in the "tax free" charity classification. They will also set the ground work for other changes to the by-laws.

Somehow, while they say pretty much what we agreed, the emphasis we need in certain areas is not there. Also, I thoght we agreed to maintain seperation of Web Site policy from the By-laws.

Yeah, yeah, I know, I shoud provide some suggestions. I'm trying:BangHead:, but I'm not there yet.:no:

 

[Douglas Robinson]

I have incorporated all of George's comments except for the last one. Does the Chairman HAVE to be a member? If so it stays as is. If not I will revise.

As to Articles II and III, Steve give me some idea of what or how you would like to have it changed and I will do my best.

Doug

 

[SteveColes]

Doug, when do you go out of town.

 

[Douglas Robinson]

I leave Sunday about mid day. I will be on-line Monday until about mid day EST, and again on Thursday 10/9. I will be back Friday PM

 

[sapwood]

Sorry folks. Haven't had much time except for a quick read.

I agree with George's edits except for Article V, Sect 9. I don't disagree, but I honestly don't know the answer to that :help:

Steve, I think Article II is pretty close but could use tweaking.
Article III paragraphs 2 and 3 need to be reworked. The info is accurate, but somewhat confusing. I suggest omitting BOD approval for defining "active user". I plan on giving Article III a better look tomorrow and provide more input.

Disclaimer: These are my opinions and please feel free to differ :gar-Bi

Doug, you did a great job of pulling this together from all the chatter on Sunday. The parenthesis in Article III, par 2 was an excellent way to indicate your uncertainty on where this was going :icon_thum

Come on BOD . . . we need input!
Roger

 

[sapwood]

As threatened, here are suggested revisions to Article III.
After a bit of ruminating, I now think BOD approval as noted is OK since it isn't that hard to get together by phone or otherwise. I also pruned text on privileges of a member. We may need to let website members know that no "special" privileges come with NCWW, Inc membership. However, it doesn't necessarily need to be stated in bylaws.

Dutifully and humbly rendered . . . and open to differences of opinion,
Roger

ARTICLE III – MEMBERSHIP
​

To be a member of North Carolina Woodworker, Inc., a person must be an Active User of NCWoodworker.net and pay the annual dues of $45.

A. Definitions: “Active User” is defined by the Vice President of Website Operations, subject to approval by the Board of Directors. The criteria may include: period of time the person has been a member of NCWoodworker.net, frequency of visiting of NCWoodworker.net, and level of posting on NCWoodworker.net.

B. Rights of Membership: Members have the right to vote at meetings of North Carolina Woodworker, Inc. and [strike]the right to be an officer of North Carolina Woodworker, Inc.
[/strike] are eligible to become an officer of North Carolina Woodworker, Inc.

 

[SteveColes]

I finally figured out what I thought was not quite right. The problem is that we have not properly stressed that that our web sites are our primary delivery and organizational means.

Here is a shot at doing that but as usual would still need a lot of clean up, (becuase I wrote it :rotflmeven if everyone agrees.:swoon:

ARTICLE II - PURPOSES AND OBJECTIVES

Section 1. Primary Purpose
North Carolina Woodworker, Inc. was formed to promote and provide education, communication, collaboration, and other services ancillary and reasonably related to the learning and practice of the art of woodworking.

Section 2. Internet
The primary means by which North Carolina Woodworker, Inc. endeavors to achieve these purposes and objectives is through the Internet Services it provides to the woodworking community by means of its Websites. These services include, but are not limited to, Interactive Discussions, Photo Galleries, Announcements, and other services that further the primary purpose of the Corporation( see Section ) These services are provided free of charge.

Section 3. Other Functions

The Corporation may also services that include, but are not limited to, lectures, workshops, exhibitions, demonstrations, tours of woodworking shops and woodworking related businesses.

Then we need to provide the organizational basis of the websites(s). The reason for that is we need to provide the basis for our website organizational and operational poiicy. We need to state that this policy is set by the Web Staff.

But that means we have define website staff and its power.

I don't mean that we have to have a detailed list. Where I think we have to go is the minimal defined in the by-laws, but enough so that it all makes some sense.

We must make the internet services and its operation the center piece of the changes. This is for tax reasons. We also must define website operations and users in such a way that everytime a post is moderated or the webmaster needs to make a minor change in policy that we don't need a BOD meeting:eusa_danc
I think roger's comments are going in the right direction, just not quite there.

I am going to take a shot at it, but don'thold their breath. I am not very fast at this. So if you think you know where I am going, please take your shot.


Oh BTW, The amount of dues should not be set in the by-laws. It should be stated that the BOD sets the dues. If the actual amount is in the by-laws, then it requires the a members meeting and their approval.:no:

 

[sapwood]

We also must define website operations and users in such a way that everytime a post is moderated or the webmaster needs to make a minor change in policy that we don't need a BOD meeting:eusa_danc

Agree :icon_thum

The amount of dues should not be set in the by-laws. It should be stated that the BOD sets the dues. If the actual amount is in the by-laws, then it requires the a members meeting and their approval.:no:

Agree :icon_thum

Roger

 

[gator]

As threatened, here are suggested revisions to Article III.
After a bit of ruminating, I now think BOD approval as noted is OK since it isn't that hard to get together by phone or otherwise. I also pruned text on privileges of a member. We may need to let website members know that no "special" privileges come with NCWW, Inc membership. However, it doesn't necessarily need to be stated in bylaws.

Dutifully and humbly rendered . . . and open to differences of opinion,
Roger

ARTICLE III – MEMBERSHIP
​

To be a member of North Carolina _______

_______at meetings of North Carolina Woodworker, Inc. and [strike]the right to be an officer of North Carolina Woodworker, Inc.
[/strike] are eligible to become an officer of North Carolina Woodworker, Inc.

Haven't we said that you do not have to be a member in order to be an officer?

George

 

[sapwood]

Haven't we said that you do not have to be a member in order to be an officer?

George

I'm not sure . . . but keep us straight George :icon_thum

Roger

 

[Douglas Robinson]

I am back in NC and will have a newly revised version of the By-Laws posted this week incorporating the changes that have been proposed.

Doug