[MassChestnutOrchards] RI Status in MA Chapter?
Yvonne Federowicz
Yvonne_Federowicz at brown.edu
Wed Jan 6 17:12:06 EST 2010
Hi John,
Thank you very much for reviewing these documents;
re. the number on the Board, we have modified the number at least twice, at
annual meetings (one of these was 2008, when it was expanded to 20). We
have an open slot since two people declined to run again in 2009, but only
one new board member was elected. The maximum is currently set at 20, and we
have 19 current Board members. So 21 would not be a large change.
Three-year terms could have advantages; also, for more and more people, we
are suspending the bylaw that limits the number of consecutive terms Board
members can sit for. So perhaps that could be modified as well until we get
a flood of new people...
On 1/6/10 4:51 PM, "Mirick, John O." <jmirick at mirickoconnell.com> wrote:
> I pulled our Articles of Incorporation. Let me give a more specific response.
>
>
> Our official name is "The Massachusetts Chapter of the American Chestnut
> Foundation, Corp."
>
> We can vote to change the name to "The Massachusetts-Rhode Island Chapter of
> the American Chestnut Foundation, Corp." and then file a change of name
> certificate with the Secretary of the Commonwealth (I think that there's a
> $100 filing fee). To comply with statute and by-laws, for a name change we
> need to give notice to the board that the name change will be on the agenda.
> Adoption of name change requires majority vote.
>
>
> Our purpose is assist in the work of the American Chestnut Foundation in
> bringing about a revival and a renewal of the American chestnut tree as a
> prominent part of the forests of the United States of America......
>
> There is no geographic restriction in the purpose clause. So we can work to
> accomplish our purpose in Rhode Island as well as in Massachusetts, without
> any need to revise our Articles of Incorporation.
>
>
> As currently written, the by-laws limit us to 17 directors, elected for 2 year
> terms. With a formal expansion to include Rhode Island, we might want a
> larger number. The Board can increase the number of directors (again,
> requires notice and majority vote).
>
> Personally, I'd like to see us move to 3 year terms which helps to insure
> continuity. With Rhode Island formally included, perhaps we should be
> considering 21 directors, which would mean 7 positions to be filled (or
> continued) each year.
>
>
> John
>
>
>
> JOHN O. MIRICK | Partner
> Mirick, O'Connell, DeMallie & Lougee, LLP
> 100 Front Street | Worcester | MA | 01608-1477
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>
> -----Original Message-----
> From: Mirick, John O.
> Sent: Wednesday, January 06, 2010 12:26 PM
> To: 'Yvonne Federowicz'; 'kendra at acf.org';
> 'masschestnutorchards at masschestnut.org'
> Cc: 'meghan Jordan'
> Subject: RE: Re: [MassChestnutOrchards] RI Status in MA Chapter?
>
> A change of name is a mildly complicated formality. I think that our articles
> of organization as currently stated allow us to encompass activities in RI.
>
> Let's discuss at January Board meeting.
>
> John
>
> Sent by Good Messaging (www.good.com)
>
>
> -----Original Message-----
> From: Yvonne Federowicz [mailto:Yvonne_Federowicz at brown.edu]
> Sent: Wednesday, January 06, 2010 11:33 AM Eastern Standard Time
> To: kendra at acf.org; masschestnutorchards at masschestnut.org
> Cc: 'meghan Jordan'; Mirick, John O.
> Subject: Re: [MassChestnutOrchards] RI Status in MA Chapter?
>
> Hi Kendra, Meghan and members,
>
> We have brought up our need to change our paperwork to include RI. It seems
> fairly official but not in writing (yet) -does anyone else have comments on
> this?
>
> Perhaps we can ask John Mirick if there is any trouble with simply changing
> the name and a few lines in our MA-based charter to make the inclusion, and if
> we can skip doing anything official with RI government?
>
>
> Thanks, Yvonne
>
>
>
> On 1/6/10 11:11 AM, "Kendra Gurney" <kendra at acf.org> wrote:
>
>
>
> Hi Folks -
>
> TACF staff are looking to update some of our "standard" publications, like the
> membership brochure, and I was wondering - how "official" is the RI inclusion
> in the MA chapter? Has there been any change to the chapter's by-laws or name
> to officially include RI within the MA chapter? I ask because we do have 2
> joint chapters, VT/NH and the Carolinas, and if the MA chapter should be
> listed as MA/RI we would want to make that change in our documents. I know
> functionally RI is a part of the MA chapter, but wasn't sure if that inclusion
> needs to be mentioned in the chapter name or not. Any clarification would be
> greatly appreciated.
>
> Thanks!
>
> Kendra
>
> Kendra Gurney
> The American Chestnut Foundation®
> New England Regional Science Coordinator
> USFS Northern Research Station
> 705 Spear Street
> South Burlington, VT 05403
> Tel: 802.951.6771 x1350 Fax: 802.951.6368
> Cell: 802.999.8706
> Kendra at acf.org <mailto:Kendra at acf.org> or kgurney at uvm.edu <kgurney at uvm.edu>
>
>
>
>
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