WCC Annual Business Meeting features elections, bylaw change

According to WCC’s By-laws, officers are elected at the Annual Meeting for two-year terms:  President and Treasurer in even-numbered years, and Vice President and Secretary in odd-numbered ones.

The WCC Nomination Committee is recommending a second two-year term for Dennis Olmstead as Secretary, but as of August 15 did not have a nominee for Vice President.

Anyone interested in running for either officer position needs to submit his or her nomination for consideration at the WCC Board’s meeting on Sept. 7.  Nominations are not accepted from the floor at the Annual Meeting.  For more information, contact Rein van West at (970) 626-9702.

Bylaws Change

The WCC Board of Directors unanimously passed a  revision to WCC’s Bylaws that reduces the number of board meetings per year, and now asks the membership to vote on it at the WCC Annual Business Meeting on September 22.

With occasional exceptions, the WCC Board has had six meetings (not including the Annual Business Meeting) each year since 2009, when there was a perceived need to have more board involvement and oversight relative to the operations of the organization.

While the Bylaws Committee believes as many as six board meetings per year could be warranted on an “as needed” basis, it also believes the board should have the option to resume quarterly board meetings as Article V, Section 3 states: “The Board of Directors shall meet quarterly and at such other times as the Board may choose.”

WCC’s bylaws complicate the requirements for board meetings in Article IV, Section 5 (under Annual Meeting), by stating, “The Board of Directors shall present a slate of officers to be elected by the members. The members shall have the right to propose candidates to the Board of Directors’ meeting immediately prior to the annual meeting.”

This wording requires at least two board meetings during the summer when quarterly meetings would only ask for one: one meeting for the Nominations Committee to present its slate of officers to the board, and then another meeting to hear of possible member nominees after the official slate is noticed in the Clarion.

The Bylaws Committee recommends the following changes (new wording in bold) to Article IV, Section 5:

The Board of Directors shall propose a slate of officers to be elected by the members. The members shall have the right to propose candidates to the Board of Directors at the Board of Directors meeting immediately prior to the Annual Meeting. The proposed slate of officers will be noticed in the Clarion and website in the month preceding the Annual Meeting. The members shall have the right to propose nominees to the Board of Directors no later than two weeks prior to the time of that year’s annual meeting. All nominees, so nominated, shall appear on the ballot for a vote by the members present. Candidates and nominees are expected to be present. No nominations may be made at the Annual Meeting. The members of the corporation in attendance at the Annual Meeting shall constitute a quorum.

The Nominations Committee would continue to propose vetted candidates to the board for its approval to ensure desired skill sets are present.

Reasons to decrease the number of board meetings are as follows:

• If there is good governance by the Board, then the Executive Committee has the necessary authority to act between board meetings.
• Preparing for board meetings requires intensive effort on the part of staff and board, which could otherwise be spent on issue work.
• It takes six hours to drive from one end of our alliance to the other. Realizing that face-to-face meetings are preferable to electronic participation, time, use of resources and our carbon footprint would be reduced.