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foundation:transition_board_resolutions [2009/09/18 16:33]
mprutsalis |
foundation:transition_board_resolutions [2010/12/18 17:35] (current)
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| **Adopted by a vote of 6-0-3 (yes-no-abstain) or +7.5 votes (5.5 required to pass) on 18 September 2009** \\ | **Adopted by a vote of 6-0-3 (yes-no-abstain) or +7.5 votes (5.5 required to pass) on 18 September 2009** \\ |
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| | ==== #14 – Appointment of Officers of the Sahana Software Foundation and extension of Board Membership until first Annual Meeting in May 2010 ==== |
| | All of our current board members agree to remain on the Board until our next official “in-person” board meeting currently scheduled for May 2010 in Seattle, Washington (USA). A slate of officers needs to be elected to meet our legal and operating requirements as a non-profit foundation. \\ |
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| | Recommended Slate of Officers (all officer positions will again be reviewed and subject to vote at the May 2010 meeting)\\ |
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| | Brent Woodworth – Chairman : The Chair position has responsibility for helping to guide and maintain the overall image and direction of the foundation. Additional responsibilities include fund raising, collaboration building, external issue resolution, foundation visibility, and global outreach. The chairman is also responsible for conducting board meetings and exercising the will of the board. Legal responsibility includes officer liability and signature authority. \\ |
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| | Mark Prutsalis – President and Chief Executive Officer: The President and CEO is responsible for the daily operation and management of the foundation. Responsibilities will include: interface and communicate with board members, developers, volunteers, and committees on a regular basis. Coordination of development efforts, setting operational priorities, interface with 3rd party organizations, developing and making presentations, overall management of Sahana Software Foundation business operations. As President and CEO this officer will also work closely with our CPA/Attorney to ensure all legal and accounting practices are properly implemented and reviewed. Resolving and addressing internal policy and operational issues along with maintaining our bylaws and implementing the approved policies of the board. Legal responsibilities include taking on officer liability, government audit support, and signature authority. \\ |
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| | Chamindra de Silva – Secretary: The Secretary helps to maintain the records of the corporation and works under the guidance of the President and CEO in helping to conduct the business of the foundation. Responsibilities shall include: keeping accurate records of the acts and proceedings of all meetings of the Members and Directors; giving all notices required by law and by the Foundation bylaws. In addition, the Secretary shall have general charge of the Foundation books and records, including membership records of the Foundation, and of the Foundation seal. Legal responsibility includes officer liability. \\ |
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| | Dale Zuehls – Treasurer: The Treasurer has responsibility for reviewing and maintaining the financial records of the foundation. The Treasurer responsibilities include: Presenting financial reports to the board of directors, approving capital expenditures, maintaining the foundation relationship with our banking institution, completing legal documents as needed, upholding the bylaws and implementing the approved policies of the board. The Treasurer will have officer liability and primary signature authority on our bank account. (Note: the Treasurer must be located in the USA and readily accessible to handle weekly operational financial issues and payments as needed. \\ |
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| | (We recommend naming Dale Zuehls to this position because of his standing as our CPA/Attorney and high level of accessibility to take financial action on behalf of the foundation) \\ |
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| | **Adopted by a unanimous vote of 9-0-0 (yes-no-abstain) or +9 votes (5.5 required to pass) on 23 October 2009** \\ |
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