The Problem
What's The Problem?
The BSC is a California Nonprofit Public Benefit Corporation
Liable to government audit if we are noncompliant
Could possibly lose our tax exempt status, prohibiting us from continuing to operating at our current rates
Now that we are aware of the compliance issues in our bylaws, we have a heightened legal obligation to address them
Additionally, our current structure arguably exhibits some governance problems worthy of remedying regardless
The following is a summary of some of the legals compliance issues that affect our bylaws and membership:
Compliance problems
Directors cannot be assigned unequal number of votes
Non-fiduciaries cannot vote on board decisions
Board cannot delegate board duties to committee not comprised of directors (Summer Board, Cabinet)
***These are not all of the compliance problems that were outlined by our lawyers, just the ones being directly addressed through our proposals
Governance ramifications
Directors can no longer cast votes proportional to their units’ sizes
Loss of roll call voting; individual members can no longer ‘pull’ their votes
Current practice of ‘less powerful’ Summer Board is lost; cabinet may no longer act with board’s authority if comprised of non-directors