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[100.33.73.219]) by smtp.gmail.com with ESMTPSA id k193sm20114798qhc.34.2015.10.08.22.05.17 for (version=TLSv1 cipher=ECDHE-RSA-RC4-SHA bits=128/128); Thu, 08 Oct 2015 22:05:18 -0700 (PDT) From: Riley Martinez-Lynch X-Google-Original-From: Riley Martinez-Lynch Message-Id: Date: Fri, 9 Oct 2015 01:05:16 -0400 To: llg-board@lojban.org Mime-Version: 1.0 (Mac OS X Mail 8.2 \(2098\)) X-Mailer: Apple Mail (2.2098) X-Spam-Score: -2.2 (--) X-Spam_score: -2.2 X-Spam_score_int: -21 X-Spam_bar: -- Subject: [llg-board] Bylaw amendment proposals X-BeenThere: llg-board@lojban.org X-Mailman-Version: 2.1.20 Precedence: list List-Id: List-Unsubscribe: , List-Archive: List-Post: List-Help: List-Subscribe: , Reply-To: llg-board@lojban.org Content-Type: multipart/mixed; boundary="===============0551601456048370380==" Errors-To: llg-board-bounces@lojban.org --===============0551601456048370380== Content-Type: multipart/alternative; boundary="Apple-Mail=_43BC96A0-6E62-4D65-8F2E-9F0BB0A16E57" --Apple-Mail=_43BC96A0-6E62-4D65-8F2E-9F0BB0A16E57 Content-Transfer-Encoding: quoted-printable Content-Type: text/plain; charset=utf-8 If the Board approves, I=E2=80=99m ready to send out a notification of = the annual meeting as previously discussed. If there is specific = information that should be included with the announcement, please let me = know. I will not send anything until I have received specific approval. Along with the announcement, I=E2=80=99d like to distribute the = following three bylaw amendment proposals, or to discuss them before = they are distributed. Incidentally, I updated the text of the Bylaws on the new wiki, so = it=E2=80=99s finally current: https://mw.lojban.org/papri/Bylaws_of_The_Logical_Language_Group,_Inc. = Thanks, =E2=80=94Riley Proposed amendment (Registered Agent) * Add a new section to Article 1 Section 3. Registered Agent The corporation shall maintain a Registered Agent in accordance with = Laws of the Commonwealth of Virginia. The Registered Agent shall = maintain a place of business of the Corporation which shall serve as the = registered office in the Commonwealth of Virginia, which shall be a = place of business of the Corporation. The Virginia Registered Agent = shall serve all functions required by the laws of the state of Virginia. = The Board of Directors may change its Registered Agent agent from time = to time in the manner required by law. The Registered Agent may also = serve as a Director or officer of the Corporation. * Remove the office of Virginia Registered Agent from the list of = officers of the corporation and the following language about eligibility = for other offices (6.1) * Remove the section headed =E2=80=9CVirginia Registered Agent=E2=80=9D = in Article 6 Proposed amendment (Secretary Treasurer) * In Section 6.1, split Secretary and Treasurer into separately = enumerated lines * Append Section 6.1: The person serving as Secretary may also hold the = office of Treasurer. * Split the section headed SECRETARY/TREASURER: SECRETARY The Secretary shall keep the Minutes of the meetings of the Board of = Directors and of the members in appropriate books. He shall give and serve all notices of the Corporation. He shall be custodian of the records of the Corporation. He shall present to the Board of Directors at its stated meetings all = communications addressed to him officially by the President or any = Officer or member of the Corporation. He shall attend to all correspondence and perform all the duties = incident to the office of Secretary. TREASURER He shall have the care and custody of and be responsible for all the = funds and securities of the Corporation, and shall deposit all such = funds in the name of the Corporation in such bank or banks, trust = company or trust companies or safe deposit vaults as the Board of = Directors may designate. He shall sign, make and endorse in the name of the Corporation, checks, = notes, drafts, bills of exchange, warrants and orders for the payment of = money and pay out and dispose of same and receipt therefore, under the = direction of the President or the Board of Directors. He shall exhibit at all reasonable times his books and accounts to any = Director or member of the Corporation upon application at the office of = the Corporation. He shall render a statement of the condition of the finances of the = Corporation at each regular meeting of the Board of Directors, and at = such other times as shall be required of him, and full financial report, = at the Annual Meeting of the members. He shall keep at the office of the Corporation, correct books of account = of all its business and transactions and such other books of account as = the Board of Directors may require. He shall do and perform all duties appertaining to the office of = Treasurer. * In Sections 4-5, replace all occurrences of =E2=80=9CSecretary/Treasurer= =E2=80=9D with =E2=80=9CSecretary=E2=80=9D * In Section 8, replace =E2=80=9CSecretary/Treasurer=E2=80=9D with = =E2=80=9CTreasurer=E2=80=9D Proposed amendment (Notification period) * In Sections 4.4, 4.5 and Article 10, the required notification period = for the annual meeting, special meetings and the alteration, amendment = or change of bylaws is given as fifteen days. Reduce this to seven days = in each case. --Apple-Mail=_43BC96A0-6E62-4D65-8F2E-9F0BB0A16E57 Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset=utf-8
If the Board approves, = I=E2=80=99m ready to send out a notification of the annual meeting as = previously discussed. If there is specific information that should be = included with the announcement, please let me know. I will not send = anything until I have received specific approval.

Along with the announcement, I=E2=80=99d= like to distribute the following three bylaw amendment proposals, or to = discuss them before they are distributed.

Incidentally, I updated the text of the Bylaws on the new = wiki, so it=E2=80=99s finally current:

https://mw.lojban.org/papri/Bylaws_of_The_Logical_Language_Grou= p,_Inc.

Thanks,

=E2=80=94Riley

Proposed amendment = (Registered Agent)

* Add a new section to Article 1

Section 3. Registered Agent

The corporation = shall maintain a Registered Agent in accordance with Laws of the = Commonwealth of Virginia. The Registered Agent shall maintain a place of = business of the Corporation which shall serve as the registered office = in the Commonwealth of Virginia, which shall be a place of business of = the Corporation. The Virginia Registered Agent shall serve all functions = required by the laws of the state of Virginia. The Board of Directors = may change its Registered Agent agent from time to time in the manner = required by law. The Registered Agent may also serve as a Director or = officer of the Corporation.

* Remove the office of Virginia Registered Agent from the = list of officers of the corporation and the following language about = eligibility for other offices (6.1)
* Remove the section headed =E2=80=9CVirginia Registered = Agent=E2=80=9D in Article 6

Proposed amendment (Secretary = Treasurer)

* = In Section 6.1, split Secretary and Treasurer into separately enumerated = lines
* Append Section 6.1: = The person serving as Secretary may also hold the office of = Treasurer.
* Split the = section headed SECRETARY/TREASURER:

SECRETARY
The Secretary shall keep = the Minutes of the meetings of the Board of Directors and of the members = in appropriate books.
He shall give and serve = all notices of the Corporation.
He shall be custodian of = the records of the Corporation.
He shall present to the = Board of Directors at its stated meetings all communications addressed = to him officially by the President or any Officer or member of the = Corporation.
He shall attend to all correspondence and perform = all the duties incident to the office of Secretary.

TREASURER
He shall = have the care and custody of and be responsible for all the funds and = securities of the Corporation, and shall deposit all such funds in the = name of the Corporation in such bank or banks, trust company or trust = companies or safe deposit vaults as the Board of Directors may = designate.
He shall sign, make and endorse in the name of the = Corporation, checks, notes, drafts, bills of exchange, warrants and = orders for the payment of money and pay out and dispose of same and = receipt therefore, under the direction of the President or the Board of = Directors.
He shall exhibit at all reasonable times his books = and accounts to any Director or member of the Corporation upon = application at the office of the Corporation.
He shall render a = statement of the condition of the finances of the Corporation at each = regular meeting of the Board of Directors, and at such other times as = shall be required of him, and full financial report, at the Annual = Meeting of the members.
He shall keep at the = office of the Corporation, correct books of account of all its business = and transactions and such other books of account as the Board of = Directors may require.
He shall do and perform = all duties appertaining to the office of Treasurer.

* In = Sections 4-5, replace all occurrences of =E2=80=9CSecretary/Treasurer=E2=80= =9D with =E2=80=9CSecretary=E2=80=9D
* In Section 8, replace =E2=80=9CSecretary/Treasurer=E2= =80=9D with =E2=80=9CTreasurer=E2=80=9D

Proposed = amendment (Notification period)

* In = Sections 4.4, 4.5 and Article 10, the required notification period for = the annual meeting, special meetings and the alteration, amendment or = change of bylaws is given as fifteen days. Reduce this to seven days in = each case.

= --Apple-Mail=_43BC96A0-6E62-4D65-8F2E-9F0BB0A16E57-- --===============0551601456048370380== Content-Type: text/plain; charset="us-ascii" MIME-Version: 1.0 Content-Transfer-Encoding: 7bit Content-Disposition: inline _______________________________________________ llg-board mailing list llg-board@lojban.org http://mail.lojban.org/mailman/listinfo/llg-board --===============0551601456048370380==--