BCO Bylaws Update – for review and vote at Open Meeting on Oct 20, 2016, 7:30pm.
The BCO Board of Directors has voted to propose the following changes to the BCO bylaws. Please review the intent and revised text for the proposed changes and be prepared to vote at the Open Meeting or vote by proxy. Note the Intent and Rationale are included here for your information only and will not be included in the bylaws text – only the revised text as shown will be included).
Intent and Rationale for Article VI Section 2 change: Change Board terms from 1 year to 2 years to increase continuity of board membership and leadership which will enable stronger momentum on projects. This change will also reduce the volunteer effort required to seat a new board each year and improve outcomes in recruiting board members. Note the only term limit remains with President limited to 2 consecutive terms. That limit has not been changed, which means a president can be elected for up to 2 (now two year) terms consecutively.
ARTICLE VI OFFICERS, Section 2 ELECTION OF OFFICERS
(page 6, revised text)
The Officers shall be elected at the Annual Meeting of the BCO and shall serve for two years until their respective successors have been elected.
Intent and Rationale for Article VI Section 4 addition: Officers must protect the integrity of their decisions by adhering to procedures and allowing for discussion upon any matter requiring a vote and ensuring that through active and meaningful participation, board members stay informed and comply with their fiduciary duty of care. E-mail as a useful tool for taking the pulse of a board may be used to informally poll board members. This new section formalizes email as a valid means for collecting input to inform an executive committee action. Per existing bylaws the executive committee can take action on behalf of the board in between board meetings – and then actual board decision is then documented via vote at the next in person meeting.
ARTICLE VI OFFICERS, Section 4 EMAIL VOTING
(page 7, proposed text for NEW Section 4)
Section 4 EMAIL VOTING
In a matter requiring immediate action, the President or a delegate will poll Board members via e-mail and within 48 hours the members will respond with affirmation and/or concerns. After addressing any concerns, and upon receiving replies from a majority of Board members in the affirmative, the Executive Committee may go forward with action. This action will be reaffirmed at the next regularly scheduled Board meeting.