Brion Vibber wrote:
On Jan 24, 2004, at 11:00, Ray Saintonge wrote:
There is also nothing in the by-laws to define "Board of Directors". The simple fact that the term was used suggests that it is at least something different from the Board of Trustees.
Florida statutes section 617.01401, paragraph 2: '"Board of directors" means the group of persons vested with the management of the affairs of the corporation irrespective of the name by which such group is designated, including, but not limited to, managers or trustees.'
I'm not challenging Florida law on this. Rather the point is that if only one Board exists in an organization, the same name should be used consistently. Having two separate Boards with different duties is a real possibility, and the use of both terms lends support to that. I raised the issue last summer with the suggestion that a Board of Trustees would be charged with maintaining the focus and integrity of the project, and insuring that it adheres to a few key principles. The Board of Trustees in the by-laws seems to do that. A "Board of Directors" would have broader responsibilities relating to the general management of the project. The Trustees would have the power to overrule the Directors on matters that violated key principles.
(Out of curiosity, why aren't we using the wikilegal-l list? It's there for a reason; in no small part for future reference via the archives.)
Speaking only for myself, I find that I already receive enough messages without subscribing to yet another list.
Ec