[HCoop-Discuss] Bylaws revisions again (adding two seats to the board)

Nathan Kennedy ntk at hcoop.net
Thu Jan 17 19:58:26 EST 2008


Thank you for the proofreading corrections.
>> Modifying Section 305 to read as follows:
>>
>> Section 305. Vacancies in the board shall not be filled unless the total
>
>   [ ...not be filled |unless the remaining term exceeds [xx] days and|
>   the total number of... (Does minimum term need to be defined?) ]
>
>> number of directors remaining is less than a majority of the number of
>> seats, in which case a special election shall be held as soon as
>> practicable to fill all vacant seats.  Each member may vote for up to a
>> number of candidates equal to the number of vacancies.  Candidates
>> receiving the most votes shall take the respective vacant seats having
>> the most remaining time in the term of that seat's class, and shall
>> serve the remaining term of that seat as if taking the place of the
>> previously vacating director.

Yes, I was thinking about this, but that period should be short.  How
about 30 days?  I wouldn't call that a "minimum term."  Directors can
resign at any time, and in any event they're just serving out the end of
the same one- or two-year term.

The other thing that came up when I was talking to Pete about this is that
it would probably be a good idea to fill any extra vacant seats no later
than the first election, at least if the vacancy arose earlier than 30
days of the election.  How's that?

The other thing I was thinking about was scrapping the bylaws in favor of
something out of a formbook.  But most formbooks are quite bad.  And
that's probably not necessary now.

-ntk




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