Proposed change to the ELUNA Constitution & Bylaws

The ELUNA Steering Committee is proposing a change to the way we manage the organization’s Treasury. ELUNA is an independent non-profit organization, and relies on volunteers for all leadership tasks, including the office of Treasurer. Currently, the Treasurer is an elected officer serving a three year term. ELUNA’s bank account is tied to the Treasurer’s Employer Identification Number (EIN). When a new Treasurer is elected, the existing bank account must be closed and the funds transferred to a new account with the new Treasurer listed as the responsible party. Therefore, with each new Treasurer, a new EIN must be applied for and obtained. This process can take several weeks.

Therefore, the Steering Committee proposes that the Treasurer become an ex-officio member of the Steering Committee. The Treasurer will participate in all Steering Committee activities, but will not have voting rights on the Committee. The Steering Committee will continue to have nine full voting members. If this organizational change is approved by ELUNA membership, the Steering Committee position vacancy created when our current Treasure, Sue Julich, transfers to Ex Officio status will be an open position to be filled in the Spring 2013 Steering Committee election.

A version of the ELUNA Constitution and Bylaws showing the proposed changes in Article IV of the Constitution and Articles VI and VII of the Bylaws is available for your review here: ELUNA Consitution and Bylaws Revisions 2012

The ELUNA Constitution and Bylaws require that proposed changes be posted for member comment for at least thirty days before being placed to a vote. Comments on this proposal should be sent to the ELUNA Steering Commitee.

In late November/early December there will be a voting period of about 10 days. All ELUNA member site contacts may vote. Login credentials for the online vote will be emailed to all ELUNA site contacts during the week of November 26.

1 Comment

  1. There have been several questions about the proposed by-law change concerning making the Treasurer an ex officio member of the Steering Committee. We’d like to take this opportunity to answer the questions and explain the situation in more detail. ELUNA is a 501 (C) (6) entity. That means we are considered a business league devoted to the improvement of business conditions of one or more lines of business. Examples of 501 (c) (6) entities are: National Association of Truck Stop Operators, and Home Builders Association. Where we differ from most 501 (c) (6) entities is that we do not have a permanent address.

    Our bank account and our EIN (Employer Identification Number) belong to ELUNA — not to the Treasurer. The Treasurer is only authorized to sign for banking transactions on behalf of ELUNA. Our problem is with ELUNA’s lack of a permanent address. Banks require a permanent address and we have traditionally used the Treasurer’s Institutional address as ELUNA’s.

    The implications are: if the current Treasurer is not re-elected to the Steering Committee, someone else will have to take over the Treasurer’s duties. At that point, we’d have to change the authorizing signature for the ELUNA bank account to the new Treasurer and ELUNA’s address to the new Treasurer’s address. The last time we made that change, because ELUNA’s address had changed to another state, the bank made us close our account and re-open a new account with the new Treasurer’s name as the authorized person and the new Treasurer’s address as the organization’s address. We also had to obtain a new EIN because of the change of address to a new state.

    It has been suggested that we might mitigate this if we incorporate. However, we’d still have the same problem with not having a permanent address. Right now, we would have to incorporate under the laws and regulations of Iowa because our current permanent address is in Iowa. If a member from another state or from Canada takes over the Treasurer’s duties and our address changes, we would have to reincorporate under the rules and laws of that state or in the case of a Canadian Treasurer, that country.

    By making the Treasurer position ex officio instead of having it be an elected position with voting privileges, we can maintain a permanent address, but we don’t have someone who is a permanent voting member of the Steering Committee.

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