To all OpenStreetMap US members: Our new proposed bylaws are open for comments until **January 20th 3PM Eastern**.
As part of the process of bringing our organization in line with IRS requirements for a 501 c 3 tax deductible status we are applying for our legal counsel has recommend we update our bylaws to comply with District of Columbia law - the District of Columbia being the seat of OpenStreetMap US. Considering your feedback we will bring the new bylaws to a vote by the OpenStreetMap US membership after January 20th. To pass the new bylaws, we will need a majority of 2/3 of 50 % of the membership (currently there are 229 members). Per vote of January 14th, the OpenStreetMap US board unanimously recommends to adopt the new proposed bylaws as available here: - PDF http://cl.ly/3X2T1w0U0v0i - Word http://cl.ly/2a051Q1K0k1M Compare with the current bylaws: http://wiki.openstreetmap.org/wiki/Foundation/Local_Chapters/United_States/Bylaws While the new bylaws are rewritten from ground up following proven templates for 501 c 3 organizations, there are actually few effective changes: "Should all members be deceased or dissolved or should all members have resigned, additional members may be nominated by the Board and elected at any annual or special meeting of the Board." 4.1 (c) - ensures that non of the board members personally benefits of OSM US earnings 4.1 (d) - Explicitly states the board can appoint advisors (isn't explicitly denied in current Bylaws) 4.2 - board can be 3-9 directors (now 4-9), must be uneven number (now: no regulation) 4.3 - "All directors shall be members of the Corporation" 4.5 - "Removal. Any director may be removed with or without cause at any time during his or her term at any regular, special or annual meeting of the members, by a two-thirds (2/3) majority vote of a minimum of fifty percent (50%) of all member" (this used to be ) 4.8 - Ability to form committees including executive committees - this is fine as it's in-line with the laws of DC and not something that the previous Bylaws prohibited 4.9 - this is new and will help us with gaining 501 c3 status: Directors cannot be paid for their services to OSM US but may be reimbursed for expenses 5.6 - "Quorum. At meetings, a majority of the directors then in office or a majority of the current members shall be necessary to constitute a quorum for the transaction of business." - this is better than todays rule which says a quorum is determined at the beginning of a meeting (VII/3) 12.1 - Dissolution - this is an important change for us to be able to attain 501c3 status: Current bylaws say upon dissolution, OSM US assets go to OSMF, new bylaws say " shall be disposed of in accordance with the laws of the District of Columbia, Section 501(c)(3) of the Code" - which de facto ensures that OSM US assets remain in a 501 (c) (3) non profit. Alex PS: - To become a member, sign up here: http://openstreetmap.us/join/ - To inquire about your membership status, send us an email at members...@opensteretmap.us -- Alex Barth Vice President OpenStreetMap United States Inc.
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