What's Happening with Our Bylaws?

The Greater Madison Valley Community Council (or just MVCC, for short) was formed in 1989. It's been a wonderful way for neighbors to collaborate on making Madison Valley a better place for all who visit or live here. MVCC is also a 501(c)(3) non-profit corporation. Donations to the group are tax deductible. So while we love being able to operate as neighbors, in a friendly and informal way, we also need to make sure we're 100% in compliance with nonprofit law. That protects the future of the organization and helps manage the level of liability its board and members have for the group's actions. So our bylaws need to be brought up to date as soon as possible.

Our updated bylaws were ratified at our membership meeting on April 19th, 2017.

Timeline

  • June 2016: MVCC elections. Penelope Karvosky and Lindy Wishard received an equal number of votes for the office of president, so they agreed to be co-presidents. Dana Hanna was elected Vice President. Cherie Sato was elected Treasurer. And Cathy Nunnelly retained her position as Secretary.
  • June 2016: Member feedback. A few members raised concerns with officers about potential problems with the relationship between Madison Valley Merchants Association and Madison Valley Community Council, including a shared PayPal donation button on madisonvalley.org and combined membership meetings. Officers began researching the issues and seeking legal advice to ensure MVCC's compliance with IRS rules and nonprofit law.
  • July 2016: Lindy and Cathy resigned. Lindy Wishard and Cathy Nunnelly delivered a written letter of resignation to the rest of the council officers. Dana Hanna became acting secretary.
  • August 2016: MVCC formally separated from madisonvalley.org and got its own domain. Since MVCC does not own the madisonvalley.org domain (it's owned by Lindy Wishard), officers started work on a new website entirely devoted to MVCC: madisonvalleycommunitycouncil.org. This is owned by MVCC. Members also created an MVCC Facebook group.
  • September 2016: MVCC met with the legal team. MVCC officers meet with David Atkins at the Center for Nonprofit Law over Skype to discuss potential compliance issues and figure out next steps. Officers learned that the existing one-page bylaws are not compliant and are too brief to cover many legal requirements. Officers engaged David Atkins to write an updated set of bylaws.
  • November 2016: Draft bylaws received. Officers received the first draft of the revised bylaws from David Atkins.
  • January 2017: Grant awarded. Penelope successfully applied for a grant to pay for legal fees related to the bylaws. The grant is payable after the bylaws are ratified.
  • February 2017: Bylaws feedback period #1. We officially announced our new website on February 16th via email to our members, our Facebook group, and Nextdoor. The announcements noted that the new draft bylaws were up on the website and requested member review and feedback in advance of the March MVCC meeting. We did not receive any feedback.
  • March 2017: March MVCC meeting. MVCC members met on March 8th. Since we received no feedback before the meeting, we planned to vote on the draft bylaws as they were originally published. No time was built into the agenda for discussion. At the meeting, however, Lindy Wishard objected and handed us written feedback. Several other members expressed concerns. So we agreed to accept feedback, revise, and discuss again if there were continuing issues. 
  • March 2017: Bylaws feedback period #2. MVCC received written feedback from three other members. Dana responded to each of these members privately, in detail. She then incorporated that feedback into the draft bylaws, addressing concerns where possible, and adding explanation where not possible.
  • April 2017: Bylaws feedback period #3. On April 3rd, MVCC posted the revisions, with explanatory notes in blue and questions for counsel in red, on the website. Notice was given via email to members and on the Facebook group. Members were asked to get any additional feedback to us by April 10th, so we would have time to put together a final draft with our legal team before our next membership meeting. We received one feedback email in that period. It did not contain any new concerns.
  • April 2017: Update to members on status. Since we received no new feedback during the final review period, we sent an update to membership via email and Facebook letting everyone know that we'd be voting on the final revision of the bylaws at our next meeting, on April 19th.  
  • April 2017: Question about legal team answered. One member questioned whether our legal team, located in Oregon, was legally empowered to work with us on the bylaws. We researched with counsel. They are legally empowered to advise us on Washington State law. They are not legally representing us in a court of law. So they're fully qualified to help with the bylaws.
  • April 2017: Final consultation with legal team. We met on Monday, April 17th to review the legal questions in the revised document and get closure on them.
  • April 2017: Final revision complete. The final version of the bylaws was posted on the website, and notification was sent to members via email and the Facebook group.

Summary of Changes