[iaoa-bylaws] Notes and Proceedings from Bylaws Committee meeting on Aug 25, 2014

[Marion Haemmerli]

Dear all,

As agreed in the meeting last week, I have now gone through the bylaws 
to implement 'easy' changes required for the relocation to Switzerland 
(for the time being, I have edited the document in suggestion mode, but 
most changes should not require discussion). However, I think that there 
are also a number of points that we should discuss (via email, 
preferably in the coming days):

- Article III, Section 3 (Qualifications): The Bylaws say that no more 
than 30% of EC members should be 'interested persons' (receiving or 
having received financial compensation by the association). According to 
new article 14 of the statute, payed members of the EC have no right to 
vote in the EC. Do we still want to allow for 30% of interested persons 
in the EC?

- The same question arises for Article III, Section 4 (new numbering: 5) 
on compensation.

- Article X, Section 2. The Bylaws say that all participants of IAOA 
events (not free of charge) must be IAOA members. I think that this 
clause lowers our chances of getting tax exemption, since one 
requirement for exemption is that the association addresses an audience 
going beyond its own members. I would suggest to drop the corresponding 
clause in the Bylaws.

- Article XIII, Section 1. I am not familiar with RONR. Is there any 
chance that the rules specified in RONR stand in conflict with tax 
exemption requirement?

Thank you in advance for your comments. Best wishes,

Marion


On 29/08/2014 18:03, Frank Loebe wrote:
> Dear all,
>
> I'm sorry not to have distributed the session transcript of this Monday's
> meeting earlier, now please find it below. The only edit I've made was to
> add the list of participants.
>
> In brief summary, during the meeting we have gone through the _Statute_
> document (v4) [1] and completed this pass eventually, i.e., the remaining
> open issues therein should not be relevant for the submission for the
> preliminary tax exemption request (PTER). The _Bylaws_ document (v4) [2]
> requires further work, and afterwards we should check the cross-references.
>
> Most of the remaining tasks prior to the PTER were adopted by Marion (Thanks
> for that!), see action items below, mainly (1) to implement easy edits in
> the Bylaws [2] (if possible, until early next week (Sep 1-5)) and (2) to
> draft the accompanying letter for the PTER (at a later point).
>
> Regarding debatable issues in the Bylaws (focusing on those relevant for the
> PTER), Marion, Fabian, and myself agreed at the end of the meeting and
> suggest to all to discuss these by email preferably prior to the next EC
> meeting, n.109 on Sep 03.
>
> @Those present in the meeting:
> Please correct me where I could be mistaken.
>
> Best regards,
> Frank
>
>
> [1] Statute, editing v4
>   
> https://docs.google.com/document/d/1UGLqlTrUk5xGEa6PAUOT1_kMnHxAulecriLzR0Sw
> nH8/edit?usp=sharing
>
> [2] Bylaws, editing v4
>   
> https://docs.google.com/document/d/1utSFvY-qViARwO8UW2UW0yuLuvzZdWIy6BJT2P5M
> SXY/edit?usp=sharing
>
>
> -- edited session transcript --
>
>
> [15:55] FrankLoebe: .
> = Bylaws Committee meeting, Aug 25, 2014 =
>
> == participants ==
>
> * expecting:
>    SB Stefano Borgo
>    MH Marion Haemmerli
>    OK Oliver Kutz       (?)
>    FL Frank Loebe
>    FN Fabian Neuhaus
>    LO Leo Obrst         (1.hour only?)
>
> * regrets:
>    MG Michael Gruninger
>
> [15:56] FrankLoebe: .
> == Documents ==
> * Statute
>   
> https://docs.google.com/document/d/1UGLqlTrUk5xGEa6PAUOT1_kMnHxAulecriLzR0Sw
> nH8/edit?usp=sharing
>
> * Bylaws
>   
> https://docs.google.com/document/d/1utSFvY-qViARwO8UW2UW0yuLuvzZdWIy6BJT2P5M
> SXY/edit?usp=sharing
>
>
> [15:59] FabianNeuhaus: 843758# does not work
>
>
> [16:00] FrankLoebe: mmhh - maybe it's your turn this time ...  ... last
> time, my resolution was to use my notebook
>
> [16:00] FrankLoebe: i.e., I've started the call
>
> [16:05] FrankLoebe: < meeting starts >
>
> [16:05] FrankLoebe: < discussion on difference between Statute and Bylaws >
>
> [16:05] FrankLoebe: MH: Statute and Bylaws have the same value, right?
>
> [16:06] FrankLoebe: FN: would expect that Statute is the binding document
>
>
> [16:12] MarionHaemmerli:
> http://www.admin.ch/opc/de/classified-compilation/19070042/index.html#a80
>
>
> [16:22] FrankLoebe: [action] [MH] ask VitaminB-people about flexibility on
> the fiscal year
>
> [16:23] FrankLoebe: [action] merge this and next paragraph  < Sect.6,
> par.2-3 >
>
> [16:31] FrankLoebe: general issue: How are Bylaws changes proposed and
> approved
>
> [17:09] FrankLoebe: SB: general comment: implementational practice should go
> into the Bylaws
>
> [19:28] FrankLoebe: .
> tasks left:
> * [action] [MH] go through Bylaws again, make & highlight simple changes
> * [action] [MH] draft letter for prel. tax exemption request
>
> [19:29] FrankLoebe: [action] [iaoa-bylaws] discuss remaining items in the
> Bylaws
>
> [19:29] FrankLoebe: ^ starting from next week
>
> [19:30] FrankLoebe: letter will come later
>
> [19:34] FrankLoebe: < session ends >
>
> [19:34] FrankLoebe: ^ at 19:30
>
> [EDIT]
> == participants ==
> * present:
>    SB Stefano Borgo
>    MH Marion Haemmerli
>    OK Oliver Kutz
>    FL Frank Loebe
>    FN Fabian Neuhaus
>    LO Leo Obrst
>
>
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