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|Proposed Bylaws Changes-Letter|
Proposed Bylaws Changes
I am writing to you to notify you of an important development. The AHRD Board, in conjunction with legal counsel, has drafted a set of Bylaws for our association. We have used some of the language of the previous Constitution but have written these to address certain legal requirements as well as to serve the future of the Academy.
For those who may be concerned about the terminology, the terms "Constitution” and Bylaws are interchangeable. It is, however, more common now to use the term Bylaws. Also, AHRD is incorporated in the state of Texas, and Texas law always uses the word Bylaws when referring to the document that governs the internal governance of a nonprofit corporation.
For many years, AHRD has operated with a Constitution (rather than Bylaws) plus a long listing of Board decisions. It is now time to craft a formal set of Bylaws that are in compliance with Texas law and that are consistent with AHRD’s practices. In addition to the Bylaws, the Board will be developing a set of formal Policies to replace a long listing of Board decisions. Such policies would include issues, such as Conflict of Interest, Membership, Whistleblower, Record Retention, and Antitrust, along with many others. The Bylaws will create the more permanent framework, with the Policies being adaptable to changing circumstances.
Please take time and review these draft Bylaws carefully. Two versions are attached: One provides the TrackChanges that have been made to the Constitution and the second provides a "clean” copy of the Bylaws. Note that many of the changes are ones that have been recommended by our lawyer in order to be in compliance with Texas law.
We would appreciate all of your comments and suggestions. You can send your comments from now until December 6. You can post your comments for all to see here or you can email your comments to firstname.lastname@example.org if you would prefer that your comments not be shared with the larger community. Between December 6 and December 12, the Board and our legal counsel will review and consider your comments.
The Board will meet again on December 13 and potentially undertake revisions of the Bylaws based on your comments. The revised Bylaws, using your feedback, will be posted for your review shortly after that meeting. This will give you a second time to review and comment on the Bylaws.
The Board will meet again on January 17 to take our final revisions and voting on these Bylaws. Then, that final set will be posted and made available at the Annual Business Meeting to be held at the AHRD Conference in the Americas in February 2011 in Schaumburg, IL. Assuming that the Bylaws are approved by the membership, the Bylaws will replace our current Constitution.
Again, it is important that you review and comment on this set of Bylaws. Please avail yourself of this opportunity to act on behalf of the future of the Academy.