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Home 2018-06-25T13:45:38+00:00

TO:  Stockbridge Bowl Association Members

FOR:  Vote at Annual Meeting, July 28, 2018

DATE:  June 23, 2018

PROPOSED AMENDMENTS TO 2016 By-laws

Article VIII, Section 1:  Executive Committee

Approved by the SBA Board on June 23, 2018

Purpose:  to increase the quorum from 4 to 6, and thus require 4 rather than 3 for a majority vote; and to define the powers and limitations of the Executive Committee to assure that critical governance and financial issues are reserved for the Board.

  1.  DELETE sentence beginning “The quorum for a meeting….”
  2.  REPLACE the sentence beginning “The quorum…” as follows:

“The quorum for a meeting of the Executive Committee shall be six (6) and voting shall be by a majority of those present or participating by communications equipment as provided in Article VI, Section 4. “  Note: there are currently 5 officers and two non-officer board members.

  1. MOVE last two sentences to new Section I.B – Records and Actions (see below).
  2.  ADD (NEW):

“Section I.A.  Powers.  The Executive Committee shall have all of the powers of the board between board meetings necessary for the management of the ordinary affairs of the corporation.  However, the Executive Committee shall not, without specific authorization from the board, have the authority to:

        (1)  Amend or repeal any by-laws,

        (2)  Elect or remove any director,

        (3)  Amend the Articles of Incorporation,

        (4)  Authorize the sale, lease, transfer, exchange or mortgage of any real property of the SBA,

        (5)  Authorize the dissolution of the SBA,

        (6)  Other than in the course of ordinary business, enter into a contract with a term of over 12 months and involving anticipated expenditures of over $5,000 or any contract involving expenditures of over $5000, unless they are within the aggregate dollar and time limits previously authorized by the board in connection with a project or other expenditure,

        (7)  Appoint or change the officers previously approved by the board who have signing authority for checks of the SBA or the amounts requiring two signatures.”

  1.   (MOVE FROM PRIOR SECTION I):

Section I.B.  Move last two sentences beginning “The committee shall keep records…” through “affected by any revision or alteration” to new Article VIII, Section I.B.

COMPLETE TEXT OF PROPOSED NEW ARTICLE VIII, Section I:

Section 1 – Executive Committee.  The Executive Committee of the board shall consist of the officers and up to two (2) directors recommended by the President and designated by the board by majority vote of the directors attending and entitled to vote at the meeting at which such directors are so designated.  The non-officer members of the Executive Committee shall serve for terms expiring annually at the annual meeting of members. The quorum for a meeting of the Executive Committee shall be six (6) and voting shall be by a majority of those present or participating by communications equipment as provided in Article VI, Section 4.

Section 1.A –  Powers.  The Executive Committee shall have all of the powers of the board between board meetings necessary for the management of the ordinary affairs of the corporation.  However, the Executive Committee shall not, without specific authorization from the board, have the authority to:

        (1)  Amend or repeal any by-laws,

        (2)  Elect or remove any director,

        (3)  Amend the Articles of Incorporation

       (4)  Authorize the sale, lease, transfer, exchange or mortgage of any real property of the SBA,

        (5)  Authorize the dissolution of the SBA

       (6)  Other than in the course of ordinary business, enter into a contract with a term of over 12 months and involving anticipated expenditures of over $5,000 or any contract involving expenditures of over $5000, unless they are within the aggregate dollar and time limits previously authorized by the board in connection with a project or other expenditure,

       (7)  Appoint or change the officers previously approved by the board who have signing authority for checks of the SBA or the amounts requiring two signatures.”

Section 1.B – Records and Actions.  The Executive Committee shall keep records of all of its meetings, proceedings and transactions.  All of the actions by the committee shall be reported to the board at the next board meeting succeeding such action and shall be subject to revision and alteration by the board, provided that no rights of third persons shall be affected by any revision or alteration.

SBA.Bylaws.Exec.Comm.2018.


Opera on the Lake

Berkshire Opera Festival, in partnership with the Stockbridge Bowl Association, invites you to a FREE concert on Stockbridge Bowl featuring the cast of BOF’s production of Verdi’s Rigoletto

Monday, August 13, 7:30 pm

Relax on your porch or join us on your boat to get a closer look at the cast of Rigoletto serenades you with a curated selection of musical favorites.

Following the free concert, Dr. Alice Kandell will host a dinner in her home to benefit Berkshire Opera Festival and the Stockbridge Bowl Association.
Dinner is $150 per person, RSVPs required.
For more information and to RSVP for dinner, please visit www.BerkshireOperaFestival.org/opera-on-the-lake or call 413.213.6554

MISSION:
To preserve Stockbridge Bowl’s ecological, economic, recreational and aesthetic value.

Please read or download SBA Summer 2017 Newsletter in PDF format.

The Stockbridge Bowl Association
PO Box 118
Stockbridge, 01262

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