Date: Mon, 07 Aug 2006 13:06:18 -0500
To: bluebear@new.rr.com,bhug@prairieinet.net,pafways@netins.net,
 Isaiahh@cox.net,IAStory@genloc.com,ocollaugh@comcast.net,
 gkilgore@netbeam.net,ferrall@mtaonline.net,dopper@mn.rr.com,
 europatb@iowatelecom.net,iagenieme@yahoo.com,richlowe@iowaWPAgraves.org,
 hwhenry@mchsi.com
From: Barbara Hug <bhug@prairieinet.net>
Subject: Friends Board of Directors Meeting and Agenda
 
Greetings,

This is the two week notice for the next Friends of IAGenWeb Board Meeting to be held Monday evening, August 21, 2006 at 8:00 p.m. Central Daylight Savings Time in the IAGenWeb chat room at http://iagenweb.org/forum/

Minutes of the last meeting can be found at http://iagenweb.org/jasper/friends_of_iagenweb-operations/meetings/minutes2006July17.htm

This is a long agenda and for discussion purposes during the Chat I'll post this in the Minutes section of the Friends web site so it can be the official referral point so we don't have to retype in each item.

Old Business:
Officers
(Bylaws - "The Secretary, Treasurer, and Director-at-Large shall be selected and appointed from the general membership by the President with confirmation by the Board.")
 
Motion to approve the appointment of Rich Lowe as Secretary
Motion to approve the appointment of Harvey Henry as Director-At-Large

Bylaw revisions
(Article IX: Amendments to These Bylaws
These Bylaws may be amended by a two-thirds vote of Directors present.)

Each of the following changes will be discussed then approved, amended or rejected individually.

The following is  based on a report from the Bylaw Revision Committee presented by Greta Thompson, Chair.
Motions for Friends Bylaws  based on Bylaws Committee Report (March 20, 2006)AND my own (Barbara) reworking of wording of the bylaw that I "think" is representative of the committee's suggestions. All is open for discussion and change and tabling to another meeting. Color Codes Blue italics are comments from Greta's report. Red italics are my comments.

If you want to discuss these proposals on list before the meeting, you can use the e-mail list in the heading.

Article III: Office
The principal office of Friends of IAGenWeb shall be maintained at 1200 Ninth Avenue North, Clear Lake, Iowa.
We (the committee) agreed that it would be desirable to have a permanent address that is not tied to an individual member , if possible, e.g., an accountant or lawyer who would serve as the "office" for free or for  a nominal fee.  I, Barbara, tried to contact Marueen Jacobsen , the accountant who prepared our 501 C3 application via e-mail and it was returned to me. Either come up with an address or table until we do.
--------------------------------------------------------------------

We aren't following some procedures set forth in the Bylaws (e.g., the frequency of financial reports, membership dues)and we need to bring practice into conformity with the Bylaws or vice versa.
 
Article IV: Membership
Original Section 1
. All IAGenWeb volunteers, e.g. county coordinators, assistant coordinators, look up volunteers; and any individual or family who are not members of IAGenWeb, but have a desire to promote the IAGenWeb activity, are welcomed as members of the Friends upon payment of annual membership dues.
I move that we temporarily suspend membership dues, but encourage the volunteers of IAGenWeb to contribute annually to the Friends group.  I didn't specify a set amount, but we could propose a range plus an "other" category, i.e., $10 - $25 - $50 - Other.  In our discussions we've time and again talked about how to get CCs involved in the Friends. Most don't know of its existence.  It seems to me that they are a critical piece of keeping the Friends and IAGenWeb vital. Therefore, I've rewritten entire article as follows. It's up for discussion and change.

Reworded Section 1:
IAGenWeb county coordinators, assistant county coordinators, special project coordinators and past state coordinators in good standing are members of the Friends and are able to be an officer as defined in Article V: Section 2., serve on a standing committee and participate in the Annual Meeting with voting privileges.

Original Section 2. The classification of memberships is:

  1. Individual
  2. Patron
  3. Sustaining
  4. Angel
  5. Corporate
The Board of Directors of the Friends may recommend to the membership special recognition for contributions.

New Section 2.  Any member of the public who serves in a volunteer capacity with the IAGenWeb and/or  has  a desire to promote the IAGenWeb activity, are welcomed as members of the Friends upon payment of annual membership dues.

New Section 3. Classifications of membership with cost shall be set up by the board of directors and presented to the membership for approval at the annual meeting.
I think that by stating the exact names in the bylaws can get out of date. By having the board of directors look at this annually will keep the membership cost current with inflation. It might not change much from year to year, but at least it's examined. If this is done, then the last sentance is redundant.
-----------------------------------------------------

Article V: Finance

Original Section 2. Deposits and disbursements:
A. All dues and funds shall be made payable to -- Friends of IAGenWeb.
 
B. Contributions are tax-deductible to the extent allowed by law.
 
C. Expenditures must be approved by the Friends of IAGenWeb Board of Directors, and requests to issue a check on behalf of the Friends of IAGenWeb shall be signed by the Treasurer of the Friends of IAGenWeb.
 
 D. The President has veto power over an expenditure.
 
 E.  Reports of receipts and expenditures from Friends of IAGenWeb funds shall be given by the Treasurer at each regular business meeting.  Such reports, however, shall be not less than quarterly.  If regular business meetings do not occur within the allotted time, such reports shall be posted on-line at: 
We need procedures for authorizing incidental expenses, such as publications, postage, and phone calls, and for recurring bills, such as payments for the server and domain names.

I suggest this change in the bylaw wording.
New Article V: Section 2 (C): 
Procedures shall be adopted by the board of directors that allows for the disbursement of routine expenses between board meeting.

I  (Greta) move that we appoint Mark Christian to draft procedures for authorizing incidental expenses and recurring bills for presentation at the [----] meeting.  I'm picking on Mark because I think he is familiar with the bills we need to pay.

Regarding Article V: Section 2 (E)"I (Greta) move that the Friends Treasurer present a quarterly financial report to the Board approximately one week before the final meeting of each quarter (March, June, September, December."  I did not specify a monthly meeting in case we move to quarterly meetings.
-----------------------------------------------------------------------------

We need to have a quorum of some minimum number of board members once we're dealing with significant amounts of money; two or three people should not constitute a quorum.

Article VIII: Meetings
Original Section 2. A quorum for conducting business at the Annual Meetings shall be defined as those directors present at such meetings.

New Section 2. A quorum for conducting business at the Annual Meeting shall be defined as four members, at least one of whom shall be the President or Vice-President.
---------------------------------------------------------------------
We'll cover the standing committees at another meeting.


Old Business, Continued
Status of the solicitation of corporate donations.

New Business
Logo - I think our logo looks stodgy. Is anyone opposed to having someone work on a new logo?
Any other business not known at this time - please send to me (bhug@prairieinet.net) before the meeting if at all possible.

Meeting adjourned.

 

Barbara Lane Hug,
Coordinator of the Jasper Co. IAGenWeb site at http://iagenweb.org/jasper
State Coordinator of IAGenWeb at http://iagenweb.org/
bhug@prairieinet.net