Open Forum for RISI Members Bylaws Update 2017

Transcription

1 Open Forum for RISI Members Bylaws Update 2017

2 Welcome / Agenda Rationale Three Th B l Bylaws Revisions R i i Detailed Language Questions and Answer Session

3 Rationale Wh B Why Bylaws l Ch Changes are N Needed d d Allow each regional organization to operate in the way that works best for its members. This includes Membership b h Dues and d Classes. l Modernize the bylaws y so boards can respond p to members needs more effectively

4 Three Bylaws Changes Fi First Ch Change - Dues D Allow each organization to set their own membership dues. This extricates the RISI from prescribing local dues dues and business models globally. Flexibility and autonomy are key conditions to each organization s success. (Articles 4.01, 4.03, 5.01) Note: These ese cchanges a ges do not ot a affect ect tthee 20 0 yea year status and that will not change (and can t) as a result of this Bylaws Update.

5 Specific Language - Dues Proposed language for Section 4.01 Members Upon meeting the qualifications outlined in section 4.02 (and subject to section 4.05), any person shall be eligible for membership on approval of their membership application by the Board of Directors and on timely payment of such dues, assessments and fees as established by the Board of Directors and approved by the membership in accordance with section 4.03 or delegated to the boards of the respective regional international organizations with relationships with the ROLF INSTITUTE. [ [removes the h requirement i that h members b approve changes h iin dues, d and d adds dd the h ability bili for f the h boards RIOs (regional international organizations) to establish dues] Proposed language Section 4.03 Voting Rights: Members M b exercise i their h i voting i rights i h to elect l representative i Di Directors on the h B Board d off Di Directors; to amend d the h By-Laws; to approve changes in annual membership dues; and to vote on such other matters as are properly brought before the membership for vote. In addition, members shall have all rights afforded members under the California Nonprofit Public Benefit Corporation Law. [removes the requirement of a membership vote for adjusting or establishing dues] Proposed language Section 5.01 B) Board of Directors, Powers, Specific Powers, point 1): (B) Specific Powers. Without limiting the general powers, the Board of Directors shall have the power to: Make policy, rules and regulations, establish dues, and establish procedures not inconsistent with law, the Articles of Incorporation, or the By-Laws. [gives the board the right to establish dues]

6 Second Change -Membership Membership Classes Allow each organization to set their own membership b hi classes. l Thi allows This ll th the RIO RIOs and d the RISI to develop models that best align with local memberships memberships. This permits for more self selfgovernance in managing local entities. (Articles 4.01, 4.02)

7 Specific Language -Membership Classes Proposed p language g g Section Member adds the following at the end of the section: New language: Classes of membership may be added, amended or deleted as determined by the Board of Directors, provided that the voting rights of any new class of members shall be subject to approval of the membership. [makes it possible for the board to change, add, or delete membership classes, but does not allow the board to change members voting rights that requires a membership vote] Proposed language Section 4.02 Qualifications, first paragraph: h All members shall have successfully completed their basic training in Rolfing structural integration or Rolfing Movement Integration and shall maintain their membership in the ROLF INSTITUTE by payment of annual dues for their class of membership and by their adherence to the Master Agreement, Agreement the ROLF INSTITUTE Code of Ethics, Standards of Practice and other Board or member-approved policies. The qualifications of members may be amended by a vote of 2/3 of the Board of Directors. [[allows the board to establish the qualifications q f for f classes off members]

8 Third Change - Quorum Reduce the required quorum for a vote of the membership b hi from f 1/3 / tto 1/5 / off voting ti members. b We encourage full participation by our membership in ballot measures. measures However However, this more closely aligns the RISI with other not-forprofit organizations and ensures that votes cast by each active member matters. (Article 4.06)

9 Specific Language - Quorum Proposed language Section 4.06 a) Quorum: (A) Quorum. A quorum of any meeting of the members shall be constituted by no less than one third one fifth of the Voting g Members represented p in p person, byy p proxyy or byy written ballot. All proxies and written ballots shall be filed with the ROLF INSTITUTE records. [defines a quorum as one fifth (1/5) of the voting members for a membership vote, rather than one third (1/3)]

10 Timeline September 18/21 - Membership Zoom Mtgs September 25 - Website Documents Uploaded September 25 - Membership e-blast October 2 - Electronic bylaws ballots sent out November 17 - Voting closes

11 Question and Answer Membership Questions