Transcript GIRL SCOUTS OF MN & WI LAKES & PINES Delegate Training TRAINING AGENDA  Review Delegate Responsibilities  Review Dates  Discuss Proposals  Review Parliamentary Procedures  Answer Questions.

GIRL SCOUTS OF MN & WI
LAKES & PINES
Delegate Training
TRAINING AGENDA

Review Delegate Responsibilities

Review Dates

Discuss Proposals

Review Parliamentary Procedures

Answer Questions
DELEGATES ARE EXPECTED TO ATTEND ONE
COUNCIL DELEGATE TRAINING AND THE
ANNUAL MEETING

o
Delegate Trainings are a choice of one of two
Teleconferences
Dial In: 1-866-477-6298
Enter: 275465#
Dates: Thursday, December 8 7:00 – 8:30pm
Tuesday, December 13 7:00 – 8:30pm
WHAT TO EXPECT AT THE ANNUAL
MEETING

The election of Council Officers

The election of the Board of Directors


The election of the members of the Board
Development Committee
The election of Delegates to the National Council
Session of GSUSA

Amend Articles of Incorporation and By-Laws

Receive and act upon reports of the Board of Directors
REPORT BACK TO SERVICE UNIT
CONSTITUENTS
This is for members of the Service Unit who are 14
years old or older
ANNUAL MEETING DATE:
Le St-Germain Suite Hotel
404 West St. Germain Street
St. Cloud, MN 56301
January 27, 2012 | Reception- 6:30-9:00
Chanticleer Room
January 28, 2012 | Registration- 8:30 a.m.
Meeting 9am – Noon
Luncheon 12:30 – 1:30 p.m.
Ballroom – Skyway Level



•Delegate Meeting registration and meal at the
Annual Meeting (Delegates only, not alternates)
•$50 towards the cost of one hotel room for
delegates per service unit (up to 4 persons)
•Mileage for one vehicle per service unit at the IRS
volunteer mileage rate of $.14 per mile
The cost of the Service Unit Delegate meal will be
directly allocated from the Council budget upon
registering for the Annual Meeting. The social
event is at the expense of the guest/delegate. The
$50 hotel subsidy and mileage expense will be
reimbursed following the Annual Meeting by
submitting the completed form that will be included in
the Delegate Information Packet.
HOW TO REGISTER AS A DELEGATE
Money has been allocated within the Council budget
to support service unit participation in the Council's
Annual Meeting. Allowable expenses include:
Please complete
the registration
form on our
website:
http://www.gslake
sandpines.org/files
/2798.pdf
Fax, email, or mail
form to:
(320)253-9403
kkoester@gslakesa
ndpines.org
GSMWLP
Attn: Katie K.
400 2nd Ave. S.
Waite Park, MN
56387
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 1
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article II Section 2
Proposed Amendment to
By-Laws
Article II Section 2
If Adopted, Will Read
Article II Section 2
Voting Membership.
Voting Membership. The voting Voting Membership. The
The voting
membership of the Council shall voting membership of the
membership of the
consist of:
Council shall consist of:
Council shall consist of:
a. delegates elected by
a. delegates elected selected a.
delegates selected by
the constituencies as
by the constituencies as the constituencies as defined
defined in Article X;
defined in Article X;
in Article X;
b. the members of the
board of directors and
b. the members of the board b.
the members of the
members of the board
of directors and members board of directors and
development
of the board development members of the board
committee who are
committee who are not development committee
not otherwise
otherwise members of the who are not otherwise
members of the
Council.
members of the Council.
Council.
All voting members
All voting members shall hold All voting members shall hold
shall hold membership
membership only for the term to membership only for the
only for the term to
which
they
have
been term to which they have
which they have been
selected/elected and only for as been selected/elected and
elected and only for as
long as they are registered through only for as long as they are
long as they are
the Council.
registered through the
registered through the
Council.
Council.
Rationale for Recommendation:
Amendments approved last year in Article X make this change necessary to maintain
consistency. Council delegates are selected not elected.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 2
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article II Section 3
Selection of Delegates. The
number of delegates shall be
based on the girl membership
of each constituency as of
September 30th each year.
Each constituency shall be
entitled to select one delegate
and one alternate delegate.
Each constituency shall also
be entitled to select one
additional delegate for each
100 girls registered in the
constituency, or portion
thereof, over 100. Delegates
shall be selected for a term of
one year or until their
successors are selected. Each
constituency shall be entitled
to select delegates and
persons to become delegates
for the unexpired term should
vacancies occur.
Proposed Amendments to
By-Laws
Article II Section 3
If Adopted, Will Read
Selection of Delegates. The
number of delegates shall be
based on the girl membership
of each constituency as of
September April 30th each
year. Each constituency shall
be entitled to select at least
one delegate and one
alternate delegate. Each
constituency shall also be
entitled to select at least one
additional delegate for each
100 girls registered in the
constituency, or portion
thereof, over 100 (99 girls – 2
delegates; 125 girls – 3
delegates; 201– 4 delegates).
Delegates shall be selected for
a term of one year or until their
successors are selected. Each
constituency shall be entitled
to select delegates and
persons to become delegates
for the unexpired term should
vacancies occur.
Selection of Delegates. The
number of delegates shall be
based on the girl membership
of each constituency as of
April 30th each year. Each
constituency shall be entitled
to select at least one delegate
and one alternate delegate.
Each constituency shall also
be entitled to select at least
one additional delegate for
each 100 girls registered in the
constituency (99 girls – 2
delegates; 125 girls – 3
delegates; 201– 4 delegates)
Delegates shall be selected for
a term of one year or until their
successors are selected. Each
constituency shall be entitled
to select delegates and
persons to become delegates
for the unexpired term should
vacancies occur.
Article II Section 3
Rationale for Recommendation:
Changing the date from September to April allows more time for service units to select delegates
for the annual meeting held in January of the following year. The “or portion thereof” terminology is
confusing and does not convey a clear formula for delegate entitlement. Adding the parenthesis
adds further clarification.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 3
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article II Section 7
Quorum. Twenty-five percent
of the voting members of the
Council shall be present to
constitute a quorum for the
transaction of business,
provided that voting members
are present from a majority of
the constituencies. A member
may participate in a meeting of
the Council by any means of
remote communication
through which the member,
other members participating,
and all members physically
present at the meeting may
simultaneously hear each
other during the meeting.
Participation in the meeting of
the Council by this means shall
constitute personal presence
at the meeting.
Proposal Amendments to
By-Laws
Article II Section 7
If Adopted, Will Read
Quorum. Twenty-five percent
of the voting members of the
Council shall be present to
constitute a quorum for the
transaction
of
business,
provided that voting members
are present from a majority of
the constituencies regions. A
member may participate in a
meeting of the Council by any
means
of
remote
communication
through
which the member, other
members participating, and all
members physically present at
the
meeting
may
simultaneously hear each
other during the meeting.
Participation in the meeting of
the Council by this means shall
constitute personal presence
at the meeting.
Quorum. Twenty-five percent
of the voting members of the
Council shall be present to
constitute a quorum for the
transaction of business,
provided that voting members
are present from a majority of
the regions. A member may
participate in a meeting of the
Council by any means of
remote communication
through which the member,
other members participating,
and all members physically
present at the meeting may
simultaneously hear each
other during the meeting.
Participation in the meeting of
the Council by this means shall
constitute personal presence
at the meeting.
Article II Section 7
Rationale for Recommendation:
By replacing the word “constituencies” with “regions” we believe this part of the annual meeting
quorum requirement will be more easily met while still allowing enough representation from
different areas of the council’s jurisdiction.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 4
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Working
Article III Section 1
Composition. There shall be a
board development
committee comprised of 7
voting members. At least two
of the members shall be
elected from among the
members of the board of
directors and at least four shall
be non-board members. The
chief executive officer (“CEO”)
of the Council shall be a nonvoting member of the board
development committee.
Members of the board
development committee shall
be representatives from the
various geographic areas
within the Council.
Proposed Amendment to
By-Laws
Article III Section 1
If Adopted, Will Read
Composition. There shall be a
board development
committee comprised of 7
voting members. At least two
three of the members shall be
elected from among the
members of the board of
directors and at least four
three shall be non-board
members. The chief executive
officer (“CEO”) of the Council
shall be a non-voting member
of the board development
committee. Members of the
board development
committee shall be
representatives from the
various constituencies within
the Council.
Composition. There shall be a
board development
committee comprised of 7
voting members. At least
three of the members shall be
elected from among the
members of the board of
directors and at least three
shall be non-board members.
The chief executive officer
(“CEO”) of the Council shall be
a non-voting member of the
board development
committee. Members of the
board development
committee shall be
representatives from the
various constituencies within
the Council.
Article III Section 1
Rationale for Recommendation:
Changing the ratio of board member to non-board member on the Board Development
Committee reflects the trend of other Girl Scout councils of a similar size to GSMWLP. It has
become more difficult to find non board members with enough knowledge of Girl Scouting to be
enthusiastic advocates when interviewing potential board members.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 5
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article III Section 3
Selection and Term of Chair.
Prior to the first meeting
following the annual meeting,
the Board Chair, with approval
of the Board of Directors, shall
select the chair for a term of
one year. The chair of the
board development
committee may serve no
more than two consecutive
one year terms as chair. The
chair, if not already elected to
the board of directors, shall be
a non-voting member of the
board of directors. If a vacancy
in the office of the chair
occurs, a new chair shall be
appointed by the members of
the board development
committee for the remainder
of the unexpired term.
Proposed Amendment to
By Laws
Article III Section 3
If Adopted, Will Read
Selection and Term of Chair.
Prior to the first meeting
following the annual meeting,
the Board Chair, with approval
of the Board of Directors, shall
select the chair for a term of
one year. The chair of the
board development
committee may serve no
more than two consecutive
one year terms as chair. The
chair, if not already elected to
the board of directors, shall be
a non-voting member of the
board of directors. If a
vacancy in the office of the
chair occurs, a new chair shall
be appointed by the members
of the board development
committee Board Chair for the
remainder of the unexpired
term.
Selection and Term of Chair.
Prior to the first meeting
following the annual meeting,
the Board Chair, with approval
of the Board of Directors, shall
select the chair for a term of
one year. The chair of the
board development
committee may serve no
more than two consecutive
one year terms as chair. The
chair, if not already elected to
the board of directors, shall be
a non-voting member of the
board of directors. If a
vacancy in the office of the
chair occurs, a new chair shall
be appointed by the Board
Chair for the remainder of the
unexpired term.
Article III Section 3
Rationale for Recommendation:
This change will bring consistency in the procedure for filling the Board Development Committee
Chair should a vacancy occur.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 6
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
If Adopted, Will Read
Article VI Section 2
Proposed Amendment to
By-Laws
Article VI Section 2
Composition. The board of
directors shall consist of the
five (5) officers of the Council
and fourteen to sixteen
directors called members-atlarge. The chair of the board
development committee, if
not elected to the board of
directors, shall be a non-voting
member of the board of
directors.
Composition. The board of
directors shall consist of the
five (5) officers of the Council
and fourteen to sixteen ten to
twelve directors called
members-at-large. The chair
of the board development
committee, if not elected to
the board of directors, shall be
a non-voting member of the
board of directors.
Composition. The board of
directors shall consist of the
five (5) officers of the Council
and ten to twelve directors
called members-at-large. The
chair of the board
development committee, if
not elected to the board of
directors, shall be a non-voting
member of the board of
directors.
Article VI Section 2
Rationale of Recommendation:
With the decision to eliminate the older girl voting member positions and considering the difficulty
in finding qualified board members to serve, it we recommend a reduction in the number of
members-at-large to the range of 10-12. Industry standards, reported from Board Source, a leader
in non-profit management, recommend a board size between 16-18 members. With the inclusion
of the officers, this change would bring our total number of board member to 15-17 individuals.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 7
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
If Adopted, Will Read
Article VI Section 7
Proposed Amendment to
By-Laws
Article VI Section 7
Quorum. Two-thirds (2/3)
members of the board shall
be present in person to
constitute a quorum for the
transaction of business. If a
quorum is present when a duly
called or held meeting is
convened, board members
present may continue to
transact business until
adjournment, notwithstanding
that withdrawal of a number of
board members originally
present leaves less than a
quorum.
Quorum. Two-thirds (2/3) A
majority of members of the
board shall be present in
person to constitute a quorum
for the transaction of business.
If a quorum is present when a
duly called or held meeting is
convened, board members
present may continue to
transact business until
adjournment, notwithstanding
that withdrawal of a number of
board members originally
present leaves less than a
quorum.
Quorum. A majority of
members of the board shall
be present in person to
constitute a quorum for the
transaction of business. If a
quorum is present when a duly
called or held meeting is
convened, board members
present may continue to
transact business until
adjournment, notwithstanding
that withdrawal of a number of
board members originally
present leaves less than a
quorum.
Article VI Section 7
Rationale for Recommendation:
When quorum is not met the board is prevented accomplishing the work of the council.
Changing from 2/3 to a majority reduces the actual number of members required to be present
by two. History has shown that when quorum has not been met it has been just by just one
member.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 8
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article VIII Section 2
Contributions. Any
contributions, bequests, and
gifts made to the Council shall
be accepted or collected as
authorized by resolution of the
board of directors.
Proposed Amendment to
By-Laws
Article VIII Section 2
If Adopted, Will Read
Contributions - Any
contributions, bequests, and
gifts made to the Council shall
be accepted or collected as
authorized by resolution by
the board of directors in
accordance with the Gift
Acceptance Policy approved
by the board of directors. The
policy is to be reviewed and
approved annually.
Contributions - Any
contributions, bequests, and
gifts made to the Council shall
be accepted or collected in
accordance with the Gift
Acceptance Policy approved
by the board of directors. The
policy is to be reviewed and
approved annually.
Article VIII Section 2
Rationale for Recommendation:
A policy has been established by the board which gives specific guidelines for accepting
contributions. This section as currently written does not reflect that a policy is in place.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 9
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
Article VIII Section 13
Investments. The treasurer of
the Council shall invest the
funds of the Council in
accordance with the direction
of the board of directors, or
any committee of the board
appointed for such purpose.
Proposed amendment to
By-Laws
Article VIII Section 13
If Adopted, Will Read
Investments - The treasurer of
the Council shall invest the
funds of the Council in
accordance with the direction
of the board of directors, or
any committee of the board
appointed for such purpose
the investment policy
approved by the board of
directors. The policy is to be
reviewed and approved
annually.
Investments - The treasurer of
the Council shall invest the
funds of the Council in
accordance with the
investment policy approved
by the board of directors. The
policy is to be reviewed and
approved annually.
Article VIII Section 13
Rationale for Recommendation:
A policy has been established by the board which gives specific guidelines for investing funds. This
section as currently written does not reflect that a policy is in place.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 10
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
If Adopted, Will Read
Article X Section 1
Proposed Amendment to
By-Laws
Article X Section 1
Geographic Subdivisions. The
board of directors shall
establish, within the Council's
jurisdiction, geographic
sections, which shall be known
as regions; each region shall be
further subdivided into smaller
geographic sections, which
shall be known as areas; each
area shall be further
subdivided into smaller
geographic sections, which
shall be known as service units.
Service units provide for
membership participation in
the activities and business of
the Council and serve as
constituencies for governance
issues. Constituencies are
defined as policy influencing
bodies.
Geographic Subdivisions. The
board of directors shall
establish, within the Council's
jurisdiction, geographic
sections, which shall be known
as regions; each region shall be
further subdivided into smaller
geographic sections, which
shall be known as areas; each
area region shall be further
subdivided into smaller
geographic sections, which
shall be known as service units.
Service units provide for
membership participation in
the activities and business of
the Council and serve as
constituencies for governance
issues. Constituencies are
defined as policy influencing
bodies.
Geographic Subdivisions. The
board of directors shall
establish, within the Council's
jurisdiction, geographic
sections, which shall be known
as regions; region shall be
further subdivided into smaller
geographic sections, which
shall be known as service units.
Service units provide for
membership participation in
the activities and business of
the Council and serve as
constituencies for governance
issues. Constituencies are
defined as policy influencing
bodies.
Article X Section 1
Rational for Recommendation:
With the staff reorganization the term “areas” are being eliminated. This amendment is necessary
to maintain consistency as the council changes.
2011 GIRL SCOUTS OF MINNESOTA AND
WISCONSIN LAKES AND PINES – PROPOSAL 11
Statement of Proposal:
To amend the By-Laws by striking and inserting as follows:
Current Wording
If Adopted, Will Read
Article X Section 3a
Proposed Amendment to
By-Laws
Article X Section 3a
Responsibility of the
Constituency. It shall be the
responsibility of each
constituency to:
Responsibility of the
Constituency. It shall be the
responsibility of each
constituency to:
Responsibility of the
Constituency. It shall be the
responsibility of each
constituency to:
a. elect delegate members of
the Council, present the views
of the constituency to the
delegates, and receive
delegates' reports.
a. Elect Select delegate
members
of
the
Council, present the
views
of
the
constituency to the
delegates, and receive
delegates' reports.
Article X Section 3a
a. Select
delegate
members of the
Council, present
the views of the
constituency to the
delegates,
and
receive delegates'
reports.
Rationale for Recommendation:
Amendments approved last year make this change necessary to maintain consistency within
Article X.
BASIC PARLIAMENTARY PROCEDURES
According to Robert’s Rules of Order Newly Revised there
are several types of motions that have a specific order of
precedence. For the purposes of our council’s annual
meeting the following are motions that would most likely
be used:
•
Main motion,
•
Postpone indefinitely,
•
Amend a motion,
•
Amend an amendment,
•
Refer to committee and previous question.
There is a proper order for these motions as well as correct
ways to word them. Some are debatable and some are not.
All require a second. There are also incidental motions
that relate in some way to the business at hand and must
be decided immediately before business can proceed.
These would interrupt debate in order to be addressed.
Order of precedence:
1.
Main Motion
2.
Postpone indefinitely
3.
Amend a motion
4.
Amend an amendment
5.
Refer to committee
6.
Previous question
Debatable motions:
1.
Main motion
2.
Postpone indefinitely
3.
Amend a motion
4.
Amend an amendment
5.
Refer to committee
Undebatable motion:
1.
Previous question
2.
When there is an amendment made to a motion it must be
discussed and voted on before the main motion’s discussion
can continue or be voted on. If there is an amendment to
an amendment the same applies, i.e. the amendment to
the amendment must be discussed and voted on before the
amendment can be voted on. It is important that the chair
repeat the motion up for vote so that it is clear what is
being voted on at that time.
Adjourn
Incidental motions:
1.
Point of information
2.
Parliamentary inquiry
PROCEDURES CONTINUED
What the motions mean:
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
Postpone indefinitely-rejects or kills the main
motion without a vote on it.
Amend a motion-modify the wording of a pending
motion or amendment. This requires a second.
This may not alter the intent or increase the
scope of the main motion.
Refer to committee-send the main motion to a
committee for further investigation or review.
This requires a second and a majority vote to
pass.
Previous question-immediately closes debate and
the making of amendments. This can be for an
immediately pending amendment or for a series
of pending questions. This requires a second and
a vote of 2/3 to pass.
Point of information-for purposes of obtaining
information and not be a means of debate. This
must be in the form of a question.
Parliamentary inquiry-to obtain information
about parliamentary procedure or use of a
motion that pertains to the pending business.
Procedure for various motions
Main Motion:

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The delegate should state name and service unit
before stating, “I move that….”.
Another delegate seconds motion.
The chair states the motion by repeating it
(which formally places it before the group).
Chair asks for discussion. At this time it is
considered pending and can have secondary
motions applied to it (amendments, etc).
Chair puts the question to the vote after
repeating the motion in its final form.
Other Motions:
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After stating name and service unit, use the
words, “I move….”
i.e. I move the previous question; I move to
amend the motion by…..
Incidental motions are stated by using the words,
“I rise to a point of information” or “I rise to a
parliamentary inquiry” before stating the
question.
QUESTIONS?????
Thank you for attending the training!