Bylaws

Bylaws are not merely important legal documents but also a vital structure that allows a living organization to thrive. Please join us for one or both meetings to review and discuss proposed revisions to Wisdom Goldenrod’s bylaws, carefully considered over many months by a subcommittee of the WG board, given a green light by the board, and reviewed by a lawyer. We crafted the revisions to more closely reflect current WG practice and to fit this stage of our life together. We hope you can join us so that you can play an active, informed role when we vote later this year on whether to accept the revised updates.

The meetings are scheduled for Sunday October 15th at 9:30 am and Friday October 27th at 3:30 pm. Zoom links will be sent out via the Center’s email list prior to the meeting dates. If you are not on the mailing list and wish to attend, please send an email to info@wisdomsgoldenrod.info and we will send you the Zoom information. If you would like information on how to vote by absentee ballot please email info@wisdomsgoldenrod.info.

Proposed Amended Bylaws for WG, October 2023
(Submitted to the Membership by the WG Board of Directors)

Introduction
Below are proposed amended bylaws for Wisdom’s Goldenrod. These proposed bylaws are the result of nine months work by a subcommittee, three months review by the board, and final review and suggestions by a trusted not-for-profit lawyer. Now we are presenting these proposed bylaws to the membership to become informed and familiar with them. We hope to hold a vote on adopting these amended bylaws at the annual meeting, currently set for Sunday November 5, 2023. Below is a brief outline of our process and the result.

Our Guiding Principles

  1. To keep the feel and tone of the original bylaws–we worked hard to do this wherever possible
  2. To ensure the WG bylaws are in compliance with the most current version of New York State not-for-profit law (e.g. conflict of interest, remote participation in meetings)
  3. To protect WG from hostile takeover, (safeguarding voting membership)
  4. To make sure the bylaws reflect what we do at WG, and
  5. To suggest changes in what we do in order to guide and protect WG into the future.

Resulting Changes in Bylaws
These guiding principles and our process resulted in some more minor edits and some larger changes. The larger changes are relate to requirements for voting membership, elections of directors, conflict of interest policy, the dissolution section, and indemnification. Some of the suggested revisions clarify requirements of general membership and voting membership, and strengthen knowledge and oversight of voting membership. The revisions also reinstate the nominations process in the elections of directors to encourage and support involvement in the board. We changed meeting and voting quorums to better reflect the percentage of actual voting and participation, and to promote smooth progress. We updated standing committees, and added Chair and Assistant Chair as officers on the board. We added a conflict of interest section to address legal requirements. We also expanded the dissolution section to include automatic triggers for when the board should put a vote on the possibility of dissolution to the voting membership. We addressed a late budget approval process by changing the annual meeting timing. We also added a section on indemnification.

Adjunct Procedures, Guidelines and Policies
Finally, the revised bylaws require or sometimes suggest various external documents to be developed and / or maintained including Election, Voting and Membership List Procedures; Residence Guidelines; Retreat Guidelines; Conflict of Interest Policy (which will need to be signed annually by directors, officers, employees, and key persons); and a Rough Draft of a Plan of Dissolution (this is so that if it ever needs to be put to a vote, the key features will already have been thought through).

Documents: