OSA Constitution Draft April 02, 2013

Dear Members,

As previously discussed, we have worked with our Legal Advisor to develop a newly revised Constitution & Bylaws.  In accordance with certain changes in the new version, our Legal Advisor has also revised our Membership Form/Application and created a Membership Agreement, with terms and conditions of membership intended to apply to all current and future members.  The links to  all three documents for your review as well as comments form are at the top of the page.  You will notice that the new Constitution & Bylaws have a look and feel that may appear quite different from the prior version.  In order to assist you in your review, we have prepared the following list of substantive changes that we believe to be worthy of note. 

• Several aspects relating to membership in OSA, including the fee structure, and the rights and obligations of members, have been removed in this version of the Constitution.  Instead, we have added references to the Membership Application and/or Membership Agreement.  The reasoning for this is that we should not have to repeatedly alter the Constitution for purposes of addressing minor changes to policy regarding membership.  We believe the Constitution should serve as a broad document setting forth the overall vision of the organization.
• We have re-categorized members into “Active” and “Inactive” members.  Active members are defined as those residing in the U.S. and/or Canada, and having paid membership fees.  Inactive members are defined as those residing outside the U.S. and/or Canada, and/or are  ”Honorary” members (i.e., they have been granted membership without paying a membership fee).  Under this new version of the Constitution, only Active members have voting rights, and certain other rights set forth in the Membership Agreement.
• We have moved the “Powers & Functions” of the Elected Officers, and those additional officers appointed by the President from the Articles to the Bylaws. 
• We have drafted a separate Article to address the role of the Governing Board.
• We have added in an Article to address “Affiliated Organizations” in Canada, similar to the Article addressing Local Chapters.
• For both Local Chapters and Affiliated Organizations, we have increased the requisite number of families from fifteen (15) to twenty (20).
• We have removed any references to a “Membership Verification Committee” and assigned the task of reviewing membership applications to the Secretary and/or Treasurer.
• We have cleaned up the language relating to Membership Revocation, and after doing so, have opted to remove the Bylaw relating to Disciplinary Action, as we felt it was too punitive (and unnecessary for a community-based organization).
• We have changed the deadline for U.S. Local Chapters to submit their financial information to March 31^st so that tax documents can be prepared in a timely manner.
• We have revised the language relating to the OSA Operating Budget such that 25% of any fees collected from new Life Members and 5-year Members shall be included in the budget and allocated to “OSA Development”, and an additional 25% shall be shared with the Local Chapter and/or Affiliated Organization to which the new member belongs.  Accordingly, only 50% of the fees collected from new Life Members and 5-year Members shall now be invested for long-term growth.

To facilitate the discussion we are soliciting your comments/suggestions. We are planning to post the suggested changes and conduct a town hall type open forum for discussion regarding various changes. Below is our tentative schedule:

April 10^th to April 25^th: Solicitation of input and suggestion from members

April 27^th: Post all suggested changes on-line

May 4^th: Discussion in the BOG Forum

May 11^th:  Town Hall meeting (3:30 PM PST/6:30 EST, Conference Call 605-475-4000 and passcode 995457)

May 25^th: Provide updated draft documents to members

May 26^th – June 10^th: Solicit further feedback and comments

June 15^th: Publish final draft

June 15^th – 20^th: Send the final draft to members for approval

July 6^th: Approve the new constitution during GBM.

Many thanks to our legal counsel Esha Bandyopadhyay for her help in transforming the current constitution into a cohesive legal document preserving what is needed and discarding what is not needed. Also thanks to Nick Patnaik for providing the guidance during this process from his unique knowledge and background about our organization.

This effort was initiated more than a year back by the committee of three BOG members and their input has been taken into account while working on this draft document. We have also requested current candidates to be part of this review process.

We thank everyone in advance for their time and valuable input.

Kind regards,

Sushant Satpathy

On behalf of OSA officials and BOG