2018 By-law Election

An important by-law election will be held in February 2018.  All current CHN members are eligible to vote.  A two-thirds majority of those who submit ballots is required to ratify each of the two proposed by-law changes. You should receive an e-mail with instructions on how to vote in early February.  If you do not receive such an e-mail, please contact the elections chairperson, Tracy Wittman, at elections@californiahomeschool.net.

In brief, the first proposed change will decrease the number of member meetings from four to two per year.  The second proposed change will decrease the size of the Board of Trustees from six to five members, with each board seat available by Board appointment for an indefinite term instead of by election for a two-year term.

The exact text of the current by-law sections and their corresponding proposed changes are shown below along with the justification for each change.  For ease of comparison, new or changed text is shown in green color.

By law change I

Current:

Article V – MEETINGS

Section 1: Membership Meetings

Quarterly meetings of the Board of Trustees shall be deemed membership meetings and be open to all members. These meetings shall be held at least four (4) times in a 12-month period. Notification of these meetings will be distributed to the CHN membership.

Section 7:  Business Meetings

The Board of Trustees may call meetings to transact CHN business in between quarterly membership meetings. Written or verbal notice of any special meeting of the Board must be given to each Trustee, however notification to the general membership shall not be required. Unless unanimously agreed upon, business meetings require at least seven (7) days’ notice. A quorum must be present for any official business to take place. Meetings may be held and official CHN business transacted in person, via email, teleconference, or any other means or combination that allows Trustees to interact. Minutes from business meetings will be approved at the next membership meeting.

By law change I

Proposed:

Article V – MEETINGS

Section 1: Membership Meetings

Biannual meetings of the Board of Trustees shall be deemed membership meetings and be open to all members. These meetings shall be held at least two (2) times in a 12-month period. Notification of these meetings will be distributed to the CHN membership.

Section 7: Business Meetings

The Board of Trustees may call meetings to transact CHN business in between biannual membership meetings. Written or verbal notice of any special meeting of the Board must be given to each Trustee, however notification to the general membership shall not be required. Unless unanimously agreed upon, business meetings require at least seven (7) days’ notice. A quorum must be present for any official business to take place. Meetings may be held and official CHN business transacted in person, via email, teleconference, or any other means or combination that allows Trustees to interact. Minutes from business meetings will be approved at the next membership meeting.

Reason:

Due to board members being dispersed throughout the state, travel and lodging is cost prohibitive for 4 member meetings per year.

By law change II

Current:

Article VI – BOARD OF TRUSTEES

Section 1: Number of Trustees

The Board of Trustees shall consist of six (6) members of CHN who may reside anywhere in California. Only one family member may serve as trustee at any given time.

Section 2: Election of Trustees

A Ballot Committee shall be responsible for conducting an election to provide Trustees. Trustees shall be voting members in good standing and have been CHN members for at least 365 days prior to the date ballots are mailed, June 1, shall have volunteered for CHN for 6 months, be an active or retired homeschool parent, or an active or former homeschooler who is at least 18 years of age, and shall uphold CHN’s bylaws, Mission Statement and general policies adopted by the Board of Trustees.  Trustees shall agree with the Purposes set forth in these bylaws (Article II).

Election Procedures shall be as follows:

  1. Trustee elections shall commence June 1, with ballots due to the election committee by July 1, of the election year;
  2. Eligible voters must be CHN members at least 60 days prior to the election date, (April 1, in the case of annual elections);
  3. The Ballot Committee chair shall be responsible for: distributing notification to each CHN member of the impending elections at least 60 days prior to the election date; by March 1, soliciting nominations; compiling the ballot (which shall include for every open position designated spaces for both a write-in vote and an opportunity to vote for “none of the above”); providing to all nominees an equal and reasonable opportunity to communicate to the members their qualifications and reasons for candidacy; distributing by mail or e-mail, election ballots 30 days prior to the election deadline; validating voter eligibility; distributing results to all CHN members by July 31, beginning with the President and the Recording Secretary.
  4. Candidate questionnaires are due by April 1st. If on April 2, the Election Committee determines that there is only one candidate running for each open position, said committee has the option to utilize the following procedure to forego the balloting procedure and declare the candidates defacto elected.
  5. The Election Committee shall notify the eligible voting membership that: a. The Election Committee has determined that the balloting procedure is not mandatory because there are no contested seats; and b. A comment period will commence through May 1. Comments are to be addressed to the Election Committee via email or regular mail and postmarked no later than May 1.
  6. By June 1, the Election Committee shall tally all comments from CHN
    members. The usual balloting process will be followed if requested by at least 5% of the voting membership.
  7. All decisions of the Election Committee shall be final.

Section 3: Term of Trustees

The regular term of each Trustee shall be two (2) years, or until their successor has been elected, or until their earlier resignation, removal from office, or death. A Trustee may serve multiple terms. Regular terms of office shall begin on October 1, of the year elected. Trustee terms shall be staggered.

Section 4: Resignation of Trustees

Any Trustee may resign at any time, effective upon giving written notice of resignation to the Board of Trustees. All CHN official records and materials in possession of the resigning Trustee shall be surrendered to the Board of Trustees or person designated by the Board.

Section 5: Removal of Trustees

  1. Any Trustee may be removed from office by two-thirds (2/3) vote of the Board of Trustees upon determination that the Trustee in question has engaged in conduct materially and seriously prejudicial to the interests or purposes of this organization. Removal shall be ratified by a majority of votes cast by the CHN membership in accordance with Article IV, Section 4 on Voting Rights.
  2. Members may choose to recall a Trustee from service by petition bearing signatures of at least 10% of the membership. Removal shall be ratified by a majority of votes cast by the membership in accordance with Article IV, Section 4.
  3. Written notice shall be mailed to said Trustee not less than seven (7) days prior to the date of the meeting at which such vote is scheduled. Written notice of results shall be mailed to said Trustee within 48 hours of the tabulation of such votes.

Section 6: Vacancies

When a seat on the Board of Trustees is vacated, the remaining Trustees shall appoint by unanimity an individual to serve the remainder of the term with the following exceptions:

  • the resigning Trustee requests that a special election be held to determine his/her replacement, or
  • the vote of the Board of Trustees is not unanimous at which time a special election must be held.

Each Trustee so appointed or elected shall hold office for the unexpired term he or she has been elected to fill.

Section 7: Compensation

No Trustee shall receive compensation for service as a Trustee, however a Trustee who serves as an employee of CHN may receive compensation. Upon resolution of the Board of Trustees, Trustees may be reimbursed for expenses incurred in the performance of their duties as Trustees.

Section 8: Powers and Duties

The Board of Trustees shall have the general power to manage and control the affairs and the property of CHN, including the power to employ such individuals as may be recommended for employment by any member of the Board. The Board shall have the full power, by majority, to adopt rules and regulations governing the action of the Board. The Board shall adhere to the purposes expressed in Article II.

Section 9: Conflict of Interest

CHN shall enter no contract in which any Trustee has a personal interest, unless such contract has been approved by a majority of the Board. No Trustee shall vote on a contract in which he or she has a personal interest.

Section 10: Annual Report

The Board shall instruct the Treasurer to furnish an annual report not later than one hundred and twenty (120) days after the close of the fiscal year to all Trustees of the corporation and to any member who requests it in writing, which report shall contain the following information: The assets and liabilities of CHN as of the end of the fiscal year; the principal changes in assets and liabilities during the fiscal year; the revenue of CHN of the fiscal year; the expenses and disbursements of CHN during the fiscal year. At such time as the annual gross receipts of the corporation exceed $25,000, the annual report shall be sent to all members, pursuant to §8321 of the California Nonprofit Public Benefit Corporation Law.

Section 11: Annual Statement of Specific Transactions to Members

CHN shall mail to all Trustees and all members a statement within one hundred and twenty (120) days after the close of the fiscal year which briefly describes the amount and circumstances of any indemnification or transaction in which CHN was a party, and in which any director or officer of the corporation or member had a direct or indirect material financial interest during the previous fiscal year. No such statement need be made if such indemnification was approved by the members pursuant to Section 5238(e) (2) of the California Nonprofit Public Benefit Corporation Law.

By law change II

Proposed Changes:

Article VI – BOARD OF TRUSTEES

Section 1: Number of Trustees

The Board of Trustees shall consist of five (5) members of CHN who may reside anywhere in California. Only one family member may serve as trustee at any given time.

Section 2: Selection of Trustees

When a seat on the Board of Trustees is vacated, the remaining Trustees shall appoint by unanimity a qualified individual to serve.

Qualified individual(s) shall be a CHN member, be an active or retired homeschool parent, or an active or former homeschooler who is at least 18 years of age, and shall uphold CHN’s bylaws, Mission Statement and general policies adopted by the Board of Trustees. Trustees shall agree with the Purposes set forth in these bylaws (Article II).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Section 3: Term of Trustees

The regular term of each Trustee shall be until their resignation, removal from office, or death.

 

Section 4: Resignation of Trustees

Any Trustee may resign at any time, effective upon giving written notice of resignation to the Board of Trustees. All CHN official records and materials in possession of the resigning Trustee shall be surrendered to the Board of Trustees or person designated by the Board.

Section 5: Removal of Trustees

  1. Any Trustee may be removed from office by two-thirds (2/3) vote of the Board of Trustees upon determination that the Trustee in question has engaged in conduct materially and seriously prejudicial to the interests or purposes of this organization. Removal shall be ratified by a majority of votes cast by the CHN membership in accordance with Article IV, Section 4 on Voting Rights.
  2. Members may choose to recall a Trustee from service by petition bearing signatures of at least 10% of the membership. Removal shall be ratified by a majority of votes cast by the membership in accordance with Article IV, Section 4.
  3. Written notice shall be mailed to said Trustee not less than seven (7) days prior to the date of the meeting at which such vote is scheduled. Written notice of results shall be mailed to said Trustee within 48 hours of the tabulation of such votes.

Section 6: Vacancies

When a seat on the Board of Trustees is vacated, the remaining Trustees shall appoint by unanimity an individual to serve the remainder of the term with the following exceptions:

  • the resigning Trustee requests that a special election be held to determine his/her replacement, or
  • the vote of the Board of Trustees is not unanimous at which time a special election must be held.

Each Trustee so appointed or elected shall hold office for the unexpired term he or she has been elected to fill.

Section 6: Compensation

No Trustee shall receive compensation for service as a Trustee, however a Trustee who serves as an employee of CHN may receive compensation. Upon resolution of the Board of Trustees, Trustees may be reimbursed for expenses incurred in the performance of their duties as Trustees.

Section 7: Powers and Duties

The Board of Trustees shall have the general power to manage and control the affairs and the property of CHN, including the power to employ such individuals as may be recommended for employment by any member of the Board. The Board shall have the full power, by majority, to adopt rules and regulations governing the action of the Board. The Board shall adhere to the purposes expressed in Article II.

Section 8: Conflict of Interest

CHN shall enter no contract in which any Trustee has a personal interest, unless such contract has been approved by a majority of the Board. No Trustee shall vote on a contract in which he or she has a personal interest.

Section 9: Annual Report

The Board shall instruct the Treasurer to furnish an annual report not later than one hundred and twenty (120) days after the close of the fiscal year to all Trustees of the corporation and to any member who requests it in writing, which report shall contain the following information: The assets and liabilities of CHN as of the end of the fiscal year; the principal changes in assets and liabilities during the fiscal year; the revenue of CHN of the fiscal year; the expenses and disbursements of CHN during the fiscal year. At such time as the annual gross receipts of the corporation exceed $25,000, the annual report shall be sent to all members, pursuant to §8321 of the California Nonprofit Public Benefit Corporation Law.

Section 10: Annual Statement of Specific Transactions to Members

CHN shall mail to all Trustees and all members a statement within one hundred and twenty (120) days after the close of the fiscal year which briefly describes the amount and circumstances of any indemnification or transaction in which CHN was a party, and in which any director or officer of the corporation or member had a direct or indirect material financial interest during the previous fiscal year. No such statement need be made if such indemnification was approved by the members pursuant to Section 5238(e) (2) of the California Nonprofit Public Benefit Corporation Law.

Reason:

 Reducing trustees to 5 will streamline the board decision process and avoid tie deadlocked boards.

Due to a lack of interest to run in an election, which has resulted in a self-appointed board for the last 5 years and with no indication that this trend is going to change in the immediate future, a self-appointed board is prudent at this time.

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