Resolution 2004-10-16.dbg.1: Committee Framework

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The following resolution was adopted by the Board of Directors of SPI
during its meeting on November 9th, 2004.

Resolution 2004-10-16.dbg.1: Committee Framework

1. WHEREAS, the day to day of the operations of a large organisation are
better managed by committees with Board oversight;

2. and WHEREAS, SPI's By-laws mandates the creation of some specific
committees;

3. and WHEREAS, SPI's Board may create committees as it sees fit;

4. and WHEREAS, all SPI committees must remain accountable to the Board of
Directors, and by extension to the Membership of this organisation;

5. and WHEREAS, Article 10 of the By-laws outline rules governing
committees;

The Board hereby resolves that:

6. Every committee shall report to the Board of Directors a minimum of
once per year on their work, membership, and status. The committee's
annual report shall be submitted to the Board at least one month prior to
the Annual Meeting, so as to be included in the President's Annual Report;

7. Committee membership shall be administered as follows, though a
committee charter may specify alternatives for any of these rules:

i. The Board shall assign the initial membership of the committee
ii. The membership of the committee shall select an initial chair
iii. The chair shall be responsible for all future committee membership
appointments
iv. The committee shall elect the chair annually following the Annual
Meeting
v. Any committee may dismiss any member of the committee by a majority
vote of the committee
vi. The Board may replace any member of the the committee at any time
vii. Membership in all committees shall be between four (4) and sixteen
(16) members and may be adjusted by either the Board or the committee
chair;
ix. Committees may select officers other than a chair at their
discretion;

8. The Board Secretary shall maintain an up-to-date list of all
committees, their memberships, and their charters and related resolutions
on the corporate website, and the chairs of all committees shall ensure
that the Board Secretary's list is up to date.

- ---
David Graham, SPI Secretary
cdlu(at)spi-inc(dot)org D5F45889

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