VOID Board of Directors - Meeting Minutes
Monday, January 2, 2006 7:30PM - 9:30PM
ATTENDEES:
David R. Remer, President
Daniel Summars, Treasurer
Stephanie Crist, Secretary
PURPOSE: Establish Board rules, membership dues, local chapters plan, incorporation proceedings, and the status of domain name transfers.
MEETING SUMMARY:
1. All members of the VOID Board of Directors were in attendance.
2. Board established rules regarding scheduled and unscheduled meetings. David Remer proposed the minimum requirement of monthly scheduled meetings during an election year and quarterly scheduled meetings during a non-election year. Board voted unanimously in favor of the proposed rules.
3. Board established current term definition. David Remer proposed our current term would end 30 days after the November 2006 elections, by which time, in the 30 days following the national elections, another election shall have taken place. Board voted unanimously in favor of the proposed current term definition. David Remer proposed that as of the 2006 Board Elections, terms would be set by the articles of incorporation at 2 years, terminating 30 days after November national elections. Board voted unanimously in favor of this proposal.
4. Board established quorum and voting requirements. David Remer proposed rules regarding a quorum and votes for Board meetings. These rules stipulate that a Board meeting cannot be convened without the following requirements having been met. Quorum: At least 2 out of 3 of the Board members must be present. Notice: If an unscheduled Board meeting is called, either: A 2 week notice of such a Board meeting shall have been delivered by postal mail or, e-mail with receipt of confirmation, or, in the event of less than 2 weeks notice, a meeting may be convened on shorter notice provided: a quorum is present, and there are no objections heard by any Board member, and all Board members are notified of the meeting within the same 24 hour time span. A simple majority is required on all votes by the Board. All votes shall be recorded in the minutes of the meeting. Minutes of the meeting shall be prepared and distributed to all Board members as soon as possible after a meeting, and such minutes shall be amended or approved as written in the next Board meeting to follow, or earlier, provided all Board members have assented to the minutes as written or amended. The President shall act as presiding chair for all Board meetings, unless the President is absent, at which point either Treasurer or Secretary will chair the Board meeting as decided by themselves. Stephanie Crist suggested an amendment requiring that at least two attempts have been made to contact a Board member before the meeting may commence without that Board member present. Board voted unanimously in favor of the amended proposal.
5. Board discussed VOID requiring at least one Board member also act as chief administrator for the VOID organization where legally possible. Stephanie Crist proposed a requirement that at least one Board member also be a VOID administrator. After discussion of this proposal, David Remer made an amended proposal. Board strongly recommends that at least one Board member also act as chief administrator for the VOID organization. Unless and until such time as the administrator position shall become a paid position, at which point all relevant laws and ethics regarding conflicts of interest in this circumstance shall be applicable up to and including exclusion of any Board member receiving payment for administrative services by applicable law or generally accepted ethics. Board voted unanimously in favor of the amended proposal.
6. Board agreed to comply with Parliamentary Procedure relaxed rules. David Remer proposed the Board comply with relaxed Parliamentary Procedure rules. He will supply these rules within 14 days for review. Board will vote on this matter at the board meeting following review of the relaxed rules of Parliamentary Procedure.
7. Board agreed to table plans for conforming to open meeting laws. David Remer proposed the Board table our plans for conforming with open meeting laws until we have ascertained specifically what those laws are for the state in which we will incorporate. Board voted unanimously in favor of this proposal.
8. Board agreed to table our plans to determine our rules of conduct until our next Board meeting due to time constraints.
9. Board established membership entitlements and dues and established that VOID will sponsor local VOID chapters in various locales around the country. David Remer proposed Membership dues of $50.00, which would include voting privileges including Board member elections and sitting in on Board meetings when not in closed executive session, access upon request to Minutes of any Board meetings occurring during membership, and year-end financial statements, plus, listing on VOID site as Member and supporter. Family Membership dues of $90.00 would include the same privileges as above for all members of a nuclear family. VOID Lifetime memberships of $250.00 would include the same privileges as above, but with special listing of lifetime memberships and no annual solicitation for membership dues. Patron memberships of $1,000.00 would also provide the Patron with an acknowledgement on the VOID national site and other appropriate public documents. Content of acknowledgement may include recommendations by Patron in creating the acknowledgement subject to Board or Administrator approval. Acknowledgement shall remain on the VOID web site for one national Congressional election cycle, or 2 years from date of donation. VOID Sponsor memberships of $2,000.00 would provide a larger acknowledgement on the VOID national site, and an acknowledgement included on all local chapter sites. Donations of other amounts would also be accepted and recognition would be received. Stephanie Crist suggested an "in-kind" clause for those who choose to donate time over money. Daniel Summars suggested over-sight of the content for acknowledgements for high-end Patron and Sponsor donors to be displayed on the VOID site. David Remer suggested a visible "recognitions for donations" as opposed to sold advertisements. Board voted unanimously on the proposed categories of membership, and the donation amounts attached to those categories of membership. Board voted unanimously on the wording for membership acknowledgements on our VOID sites. Board voted unanimously to table discussion of advertising and/or corporate and political sponsors until our next meeting.
10. Board addressed plans to pursue local VOID chapters through Meetup.Com. David Remer proposed establishing Local Chapter setup fees and maintenance costs be collected from Local Chapters of VOID along with contracts and benefits. The proposed first step to establish local chapters of VOID is to establish a group membership at Meetup.Com, which agrees to meet at least once a month. That will be identified as a local VOID group with the name of their local town or county associated with the VOID name. A minimum of 8 members would be required. They may then petition VOID for a local charter to establish a local chapter of VOID. We will provide them with their own website, a sub-domain off of VOID's main site, a lot of content for that site coming off of our own site, as well as graphics support for yard signs, bumper stickers, magnets, etc., and maintenance of their membership rosters and dues as appropriate. In return, they will require their members to contribute annual Local Chapter VOID membership dues, of which a percentage to be determined (let's say, hypothetically,) 10% will revert back to us for our services plus an annual Charter fee, to be determined to cover setup costs (perhaps $100 which would include the Local Chapter's founder's membership in the National VOID organization). Board agreed unanimously to pursue local chapters using Meetup.Com as a first step qualification for a VOID chapter. Board agreed unanimously to require a minimum of eight members to provide a local VOID chapter, with a minimum requirement to meet monthly. Board agreed unanimously to provide a website and a set standard of amenities to our chapters, the details of which will be determined upon researching the possibilities and their feasibility. Board tabled the issue of the fee structure for local chapters until such a time that the expenses VOID would incur can be determined.
11. David Remer motioned to table the remaining agenda and adjourn the meeting due to the late hour to be continued Thursday, January 5, 2006 at 8PM. Board voted unanimously to adjourn this meeting and reconvene at the appointed time.
NEXT STEPS:
Meeting Schedule: Thursday, January 5, 2006 at 8PM CST.









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