SBARC members:
As you may recall there was a proposal last year to amend the Club bylaws to change the structure of the Board. This was withdrawn by the Board before a membership vote due to a number of technical issues.
This year I appointed a committee to revisit the issue and come up with a method of restructuring the Club management and Board of Directors as well as make some other changes and clarifications as well as improve the wording. This committee has worked hard for some time and produced a proposal to amend the bylaws, making several changes. Their proposal has been approved by the Board with some minor changes made due to Board recommendations. It has also been reviewed by legal counsel.
The current bylaws require that any such proposal be presented to the membership at a meeting prior to ratification by the membership. There will be printed copies available this evening. Also attached are both a version showing changes and one showing the new bylaws as proposed.
There are two significant changes and a number of minor corrections and additions.
• The first significant change is a reduction in the Board size to seven members and the elimination of role-based Board positions. The reason for this is so that the Board, like other corporate boards of directors, can concentrate on policy and long-range planning. The role-based positions will still exist as appointed positions. With this restructuring the role-based managers will have more autonomy in terms of managing day-to-day operations and not be conflicted between the role of a Board member in setting policy and that of a manager in charge of a specific task. • The second significant change is adjusting membership terms to align with the date that a person joins the Club. As it now stands, anyone joining mid-year pays dues for a full year but only benefits for a partial one. We also eliminate the penalty where former members re-joining in the last half of the year were required to pay for a full year.
Other minor changes include:
• Moving standing committees to Standing Rules so that they can be modified as needed without requiring a bylaws change. • Clarification that any member in good standing may propose an amendment to the bylaws. This has always been the case but the language wasn’t clear. • Changing the title of "Treasurer" to "Chief Financial Officer" to align with current business practice. • Adding “and Chief Executive Officer” to the title of President to align with current business practice. • Moving text regarding election procedures from the "Meetings" to the "Elections" section. • Other minor tweaks to language and capitalization.
Both I as President and the Board of Directors ask that you support these changes with a YES vote at the October meeting.