National Federation of the Blind of Florida

Constitution Page


The Present Constitution was voted into effect by the membership of
the National Federation of the Blind of Florida, at its 2003 State
Convention, in St. petersburg, Florida, May 26, 2003.

Click here to read the current NFBF Constitution.
 
 

History:  In 2002, NFBF President Wayne Davis appointed a committee to
examine the then existing NFBF Constitution and to create and approve
a draft for a new NFBF Constitution, to be presented to and voted on at
the 2003 NFBF Convention, in accordance with the then current Constitution.
    This Constitution became our present constitution on May 26, 2003.

This committee and the NFBF Board of Directors both agreed
that it might be interesting to some members to read the minutes
of the meetings which were held to draft the proposed constitution.

The Committee consisted of the following members:

NFBF President Wayne Davis (Chairperson)
Greaterr Orlando Chapter Vice President Sherri Brun
NFBF Second Vice President and Greater Daytona Beach Chapter President Kathy Davis
Jacksonville Chapter Vice President Carol Feazell
Fund Raising Committee Chairperson Brenda Gillis
NFB-Newsline® Chairperson Tom Hartig (Offical Scribe)
NFBF First Vice President Dan Hicks (Committee Secretary)
NFBF Board Member and Palm Beach Chapter President Carolyn Lapp
NFBF Secretary and Greater Orlando President  Dwight Sayer
Greater Daytona Beach Chapter Vice President J. D. Townsend

Scroll down or click the links below to read the minutes
of the various Constitution Committee meetings.

Meeting 1: July 8, 2002, held in person

Meeting 2: August 19, 2002, conducted by teleconference

Meeting 3: September 2, 2002, conducted by teleconference

Meeting 4: September 16, 2002, conducted by teleconference

Meeting 5:  September 29, 2002, conducted by teleconference





NATIONAL FEDERATION OF THE BLIND OF FLORIDA
Minutes of Constitutional Review Committee Meeting
July 8, 2002

This meeting was held during the lunch break at the NFB Convention at the
Galt House Hotel, in the suite of Dwight and Patty Sayer.

Present were the following committee members:  Wayne Davis (Chairperson), Dan Hicks (Secretary), Sherri Brun, Kathy Davis, Carol Feazell, Dwight Sayer, and J. D. Townsend.  Absent were:  Brenda Gillis, Tom Hartig, and Carolyn Lapp.

The meeting was called to order by The Chairperson,  Wayne Davis, at 12:22 PM.

Wayne said that this meeting was to serve as an orientation for the group, rather than as a working session.  These will be scheduled for future dates.
We will try to do some of the work of the committee via e-mail, and then in a telephone conference call and a face-to-face meeting.

He added that he will order copies of the NFB National Constitution for all Committee Members, so that we will have it to refer to, and to avoid conflicts with it in the NFBF Constitution.

He said that the purpose of this committee was not to rewrite the NFBF Constitution, but review and update it.  All of the proposed changes which were brought up before the NFBF State Convention will be discussed by the committee in future meetings.

Dwight asked what was meant by "updating" the constitution.

Dan cited technological changes which might cause problems with the current constitution, particularly the section stating that a meeting can be scheduled on written call of three board members.  The ubiquity of fax machines and e-mail were not considered when this language was adopted.  He mentioned the reported scheduling of a board meeting which had resulted in the removal of a president in another state.  This is said to be the result of a board meeting arranged by fax, at a time the disgruntled board members knew it would be virtually impossible for the president to attend and defend her position.

Wayne suggested that, when we get to that section of the NFBF Constitution, we might want to allow three days for scheduling of such a meeting.

Wayne instructed the committee not to discuss committee business with anyone not on the committee or the NFBF State Board of Directors.

It was decided that we will have our first conference call committee meeting on July 29 at 8:30 PM.

We discussed when to hold a face-to-face meeting.  No date was perfect for everyone.  It was finally decided that we would meet at the Embassy Suites in Boca Raton over Labor Day Weekend.

There being no further business, the meeting was adjourned at 12:55 PM.

Respectfully submitted,

Dan Hicks, Committee Secretary

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NATIONAL FEDERATION OF THE BLIND OF FLORIDA
Minutes of Constitutional Review Committee Meeting
August 19, 2002

The meeting was conducted by conference call.  It was called to order by the
committee Secretary, Dan Hicks, at 7:40 PM.

Present were: Sherri Brun, Kathy Davis, Carol Feazell, Brenda-Ann Gillis,
Tom Hartig, Dan Hicks, Carolyn Lapp, Dwight Sayer, and  J. D. Townsend.
Carolyn Lapp and Committee Chairperson Wayne Davis joined the meeting in
progress.

It was decided that we would read the revised version of the constitution,
as drafted by Tom Hartig and Sherri Brun, going through it an article and
section at a time, to give all committee members opportunity to comment.

Throughout the meeting, various committee members took turns reading the
articles as they came up for discussion.

We began with Article 1:

"ARTICLE I:  NAME
The name of this organization shall be the National Federation of the Blind
of Florida."

It was decided that this article, which reads the same as in the 1990
version, is fine just as it reads.

"ARTICLE II:  PURPOSE
The purpose of the National Federation of the Blind of Florida shall be to
advance the general welfare of the Blind of Florida and of the nation; to
function as an integral part of the National Federation of the Blind; to
serve as a vehicle for collective action by the blind of the state of
Florida; to operate as a mechanism through which the blind and interested
sighted persons can come together to plan and carry out programs to improve
the quality of life of the blind; to provide a means of collective action
for parents of blind children; to forward the interests of blind students
and provide them with a means of joint action and expression; to promote the
vocational, cultural, and social advancement of the blind; to achieve the
integration of the blind into society on a basis of equality with the
sighted; and to take any other action which will improve the overall
condition and standard of living of the blind."

This article, also, is unchanged from the 1989 version, currently in force.

Kathy asked why the Students Division and the Parents division are
mentioned, but not other groups, such as elderly blind.

Brenda said that our goal should to be to make the constitution apply to
everyone, without making it limiting.

After discussion, it was decided to delete the mention of students, but to
leave in the mention of blind parents.

Article III was then read:

"ARTICLE III:  MEMBERSHIP
Section One—Active Members
Any person may become an active member of this organization by joining and
paying dues to any local chapter of this organization, or by paying dues
directly to the Treasurer and thus becoming a member-at-large.  All active
members shall have the right to chair and serve on committees, speak on the
floor of Conventions and chapter meetings, and hold state or chapter
offices.  Voting at chapter and state elections shall not be denied for any
reason provided the member is in good standing prior to the opening of the
meeting at which elections are scheduled.  A majority of the active members
of this organization must be blind.

"Section Two—Affiliation
Membership in this organization automatically establishes membership in the
National Federation of the Blind.

"Section Three—Expulsion
A member may be expelled for violation of this Constitution, or for conduct
unbecoming a member of the Federation.  Expulsion requires a majority vote
of the active members present and voting at any regular business meeting of
the chapter of which he/she is a member, or, in the case of a
member-at-large, by a two-thirds majority vote of the Board of Directors.

"Any person who feels that he/she has been unjustly expelled from this
organization may appeal to the state Board of Directors.  Members-at-large
expelled by the Board of Directors may appeal to the membership at the next
Convention.  If this appeal process fails to provide satisfaction, the
expelled member may then appeal to the National Federation of the Blind,
which may or may not, at its discretion, consider the matter and make a
binding decision."

Tom said that, with this revision, we have defined what is meant by
"Member-at-Large."

Dan said that it is clear that a Member-at-Large is an active member, as is
a member of a chapter.

Kathy said, one of the things we have deleted is the confusing definition of
Associate Member. she asked if there was a way to make sure that one-half of
the active members are blind.

Tom said that he believed this language is inserted to prevent a takeover of
the affiliate by persons outside the organization.  The fact that no redress
is defined for this eventuality indicates that such a situation would have
to be dealt with by the board or the affiliate.

Dan said that this is not likely to happen.

Brenda asked about members-at-large  and whether persons should be allowed
to join as such, if there is a chapter in their local areas.

Tom said that he felt we need to simply respect that person's wishes not to
join a particular area.  It also does not say that people must join the
chapter which is closest to them geographically.

Brenda said that this could cause problems; she said that one of the
difficulties she had as the president of the Martin Chapter was that people
would join the NFBF as members-at-large, rather than joining her chapter.

Kathy said that she knows of people in her area who are members-at-large,
but chose not be members of the Daytona Beach Chapter.

J. D. agreed that this was just something they would have to live with.

Kathy brought up the wording:  "...provided the member is in good standing
prior to the opening of the meeting at which elections are scheduled."

it was decided to substitute language to:  "...at which elections occur."

Section Two -- Affiliation was approved without discussion.

In the discussion of Section Three -- Expulsion, there was a question about
the phrase "...unbecoming a member of the Federation."

Sherri mentioned that this was the phrasing used in all versions of the
constitution at all levels of the organization.  She said that it is
intentionally left broad enough to allow for interpretation.

Tom said that he did not mind the wording as much as he did before, now that
due process has been incorporated into this draft.

J. D. said that ultimately it was reducible to the fact that one needs to
trust the leadership of the organization, and he did not have a problem with
doing that.

Brenda preferred the language which had been introduced by J.D. which
specified that a person, facing expulsion, would be invited to attend the
meeting at which this proposed expulsion would be discussed.

Dwight said that he definitely thought the language should be included.

There was considerable discussion about this issue.

Tom offered to draft language to be included in the next draft to include
the provision that the accused would be invited to participate in the
proceedings at which this expulsion is to be discussed.  He will include
members-at-large in this language.

The committee agreed that this was a very good idea.

The next two articles discussed were articles IV and V:

"ARTICLE IV:  ELECTIONS AND OFFICERS

"Section One—Elections

"Officers shall be elected by a majority vote of the active members who are
present and voting at an annually held business meeting.  Election shall be
by voice vote, standing vote, show of hands, roll call vote, or secret
ballot.  Secret marked ballots shall be required upon the request of any one
active member present and voting.  There shall be no proxy voting.  If no
nominee receives a majority vote on the first ballot, the name of the person
receiving the fewest votes shall be dropped from the list of nominees, and a
second ballot shall be taken.  This procedure shall continue until one of
the nominees has received a majority vote from the active members present
and voting.

"Section Two—Officers

"There shall be elected biannually at the state Convention a President, a
First Vice President, a Second Vice President, a Secretary, and a Treasurer.
The terms of these officers shall begin at the close of the Convention at
which they are elected and qualified.  The President is the chief executive
officer of the organization and, besides those responsibilities ordinarily
associated with the office, shall
explicitly have the authority to fill vacancies that may occur in one or
more of the elected offices.  Such appointments shall be valid until the
next state Convention, at which time the active members shall vote to fill
any remaining term of service.  The duties of other officer shall be those
ordinarily associated with that office.  The President, the Vice Presidents,
and a majority of the Officers must be blind."

Dan reminded the committee that he has suggested redrafting these articles
to read:

"ARTICLE IV:  ELECTIONS

"Officers shall be elected by a majority vote of the active members who are
present and voting at an annually held business meeting.  Election shall be
by voice vote, standing vote, show of hands, roll call vote, or secret
ballot.  Secret marked ballots shall be required upon the request of any one
active member present and voting.  There shall be no proxy voting.  If no
nominee receives a majority vote on the first ballot, the name of the person
receiving the fewest votes shall be dropped from the list of nominees, and a
second ballot shall be taken.  This procedure shall continue until one of
the nominees has received a majority vote from the active members present
and voting.
 

"ARTICLE V:  OFFICERS AND BOARD OF DIRECTORS

"Section One—Officers

"There shall be elected biannually at the state Convention a President, a
First Vice President, a Second Vice President, a Secretary, and a Treasurer.
The terms of these officers shall begin at the close of the Convention at
which they are elected and qualified.
The President is the chief executive officer of the organization. The duties
of each officer shall be those ordinarily associated with that office.  The
President, the Vice Presidents, and a majority of the Officers must be
blind.

"Section Two—Board of Directors

"The Board of Directors of this organization shall consist of the five (5)
constitutional officers and four (4) additional members.  Two (2) of these
additional members of the Board shall be elected at the same time and in the
same manner as that prescribed for the election of officers.  The remaining
two (2) Board Members shall be elected biannually at the state Conventions
at which the Officers are not elected.  The Board shall advise the President
and shall conduct the affairs of the organization between Conventions.  A
majority of the Board must be blind.  The President shall explicitly have
the authority to fill vacancies that may occur in one or more of the elected
offices or Board positions.  Such appointments shall be valid until the next
state Convention, at which time the active members shall vote to fill any
remaining term of service."

Brenda recommended that "Such appointments shall be valid..." should be
changed to "Such appointments shall stand..."

The group agreed.

Tom mentioned the rotation of officers, which had been proposed by Marion
Gwizdala, and asked if this language would impact the wording of the
proposed rewording of Articles IV and V.

Dan said that it definitely would change which officers would be elected
when, but most of the language would remain.  He asked if, being as we were
about to discuss the rotation amendment, was there at this point a consensus
on the wording of articles IV and V as he had drafted them, with the phrase
"Such appointments shall be valid..." changed to "Such appointments shall
stand..."

The committee agreed.

Tom read Marion's proposed amendment which would divide the conventions at
which the officers are elected.  It included the language:  "There shall be
elected during odd-numbed years, a president, a second vice president, and a
Secretary."

Carol, J. D., and Dan all said they favored electing the entire slate of
five officers every other year, as we presently are doing.

Brenda said that she thought rotating the election of officers could create
more continuity for the organization.

Dan said that, on the other hand, it could pose a threat the e continuity
that she hoped to preserve.

Sherri said that it would help to make the time taken up at conventions by
elections more equivalent, year to year.

Kathy asked how the change would be put into effect.  Would we need
additional language in the constitution to handle the transition.  We should
try to avoid this.

Tom said that we would not need to include transitional language.  We would
just start electing officers according to the new constitution when it took
effect.  He said that he liked the proposal as it made each convention an
important convention in terms of elections.

Dwight and Carolyn agreed.

Carol said that it could cause problems when you move a person from one
office to another.

Kathy said that she liked the idea of keeping it as it is for one more year,
but then making the change.

Brenda suggested calling for a vote.

Carol said that we don't really have a good reason for the sake of change.
She is if favor of keeping it the way that it is because that is the way
National does it.  All of the officers and half of the board members are
elected one year; the other board members are elected the next year.

J. D. said that he could see the good points in doing it according to the
amendment if we were creating an affiliate from scratch.  However, the
transition could have a negative effect.

Brenda said the way it is now we could wind up with five new officers and
two new board members in one year.

Dan said this is not likely to happen.  However, if the members voting
decide to do away with most of the board at one time, that this is their
right.
Wayne polled the committee.  The proposal passed.

Tom will draft language similar to this:

"There shall be elected during odd-numbed years, a president, a second vice
president, and a Secretary".

Brenda asked if there would have to be transitional language drafted.

After some discussion, it was decided that we would not need transactional
language if it to take affect at the next convention.

Wayne and Tom brought up the way the constitution would be voted on at the
next convention -- the draft read at one meeting and then voted on during
the next meeting.  This would occur prior to the elections at the 2003
convention.

Tom suggested that the draft approved by the committee be distributes so
that all registered members can read and consider it before the convention.

Wayne said we might want to put the approved draft on the website.

Kathy said that is a good idea and also suggested that we promulgate it via
the NFBF-L List.

Brenda brought up the suggestion made by Marion Gwizdala, that this article
contain language stating:  "The President and Treasurer shall not be related
by blood, adoption, marriage, or paramour status."

Wayne, Sherri, Carol, and Dan all said that National would not approve a
constitution with such language as part of it.

Dan said that this had originally started out as referring to "no two board
members shall be related..." but that it had been modified.  He said that
language like this would have caused our affiliate great problems in years
past.  and that he felt that this should not be in the constitution.  The
membership is smart enough to vote for the people that they want.  They
should not have their choices limited by such language.

J. D. asked if anyone was in favor of anti-nepotism language.

Nobody was in favor of including anti-nepotism language in the constitution.

We then moved on to article VI:

"ARTICLE VI:  MEETINGS

"Section One—Regular Meetings

"There shall be at least one general Convention of the membership held each
year.  The time and place of this Convention shall be fixed by the Board of
Directors.

"This Board of Directors of this organization shall hold regular meetings at
a time and place to be determined by the members of the Board.  At least
two-thirds of the members of the Board must be present at any meeting to
constitute a quorum to transact business.  The Board may meet in person or
by electronic means; it may be polled on any question by mail ballot,
telephone, electronic mail, or facsimile mail.

"Section Two—Special Meetings

"The Board may meet at the call of the President, or any three (3) Board
Members, provided notice is given via written or electronic mail at least
seventy-two (72) hours before the convening of the meeting."

Brenda asked if "electronic means" covered teleconferencing.

The committee agreed that it did.

Dan suggested that the word "fixed" should be changed to "selected",
because "fixed" sounds like the convention will remain in the same place
year to year.

Carol suggested that we use the term "selected" instead.

Kathy suggested the word "set."

Sherri recommended "determined" and the group agreed.

Kathy said she did not like the redundant use of "this" in "This Board of
Directors of this organization shall hold regular meetings..."

The group agreed that it should read "The Board of Directors shall hold
regular meetings..."

Dan objected to the use of "...electronic mail, or facsimile mail."

Carol said we might change it to "...phone or other electronic means."

Dan suggested "...it may be polled on any question in person, by mail
ballot, telephone, electronic mail, or other electronic means."

The group agreed.

It was also decided to change: "The Board may meet in person or by
electronic means" to "The Board may meet in person, by telephone, or by
other electronic means..."

Dan opposed the wording:  "...provided notice is given via written or
electronic mail," on the grounds that electronic mail is a type of written
communication.

After some discussion, Dwight suggested changing "written" to "postal" in
the above sentence.  The committee agreed.

Carolyn said that board members should not be polled via a method which they
cannot read.

Brenda and Dan said that this should be regarded as a given.  A board member
has not been polled until they have had a chance to answer.

We moved on to Article VII, Section One:.

"ARTICLE VII:  COMMITTEES

"Section One—Appointed Committers

"The President may appoint such committees as he/she, the Board of
Directors, or the organization deems necessary, with the exception of the
Nominations Committee.  When a committee chair is not an elected member of
the Board of Directors, one Board member shall be identified as the Board’s
liaison with the committee chair."

Dan mentioned that, in a sense this is already taken care of, because the
president is already an ex-officio member of all committees.  He admitted
that including this provision would do no harm and might help in
communication.

Wayne said that, with all the president has to do, it would be better to
spread this committee contact throughout the board.

The committee agreed.

Dan said that he would like to see the noun "chair" changed to
"chairperson," here and anywhere else it might appear in the constitution.
He paraphrased Dr. Jernigan, who said he found the word dehumanizing when it
was used to refer to a person.

Tom said that the work is gender-neutral and has historical basis since the
fifteenth century.

Wayne said that he thought it should be "chairperson," primarily because of
the influence of Dr. Jernigan.

It was decided that "chair" would be changed to "chairperson" when it refers
to a specific person or position.

Section Two was then discusses.

"Section Two—Nominations Committee

"There shall be a Nominations Committee that has as its sole responsibility
bringing to the state Convention a slate of nominations, for consideration
by the membership, for each Office and Directorship open for election.  The
committee is empowered to determine, for each position, the number of
recommendations it brings forth.  This Nominations Committee’s
responsibility in no way limits any active members from making a
nomination(s) from the floor after the committee’s slate is presented to
Convention."

Wayne said that this is not the way that the National Nominating Committee
works.  He did not think national would support this change.

Tom asked if we just wanted to delete:  "The committee is empowered to
determine, for each position, the number of recommendations it brings
forth."

The committee agreed that this would be best.

Kathy did not like the phrase "making nominations."

Several re-wordings of this part of the section were offered and discussed.

It was decided to change, "This Nominations Committee’s responsibility in no
way limits any active members from making a nomination(s) from the floor..."
to "This Nominations Committee’s responsibility in no way prohibits
nominations from the floor."

The committee then discussed two alternatives for the wording for the next
paragraph:

"[SUGGESTION ONE}
The Nominations Committee shall consist of three active members.  The member
shall be nominated from the floor and elected by active members present and
voting at the state Convention prior to the Convention for which their
service is selected.  The Nominations Committee and the Board of Directors
are prohibited from proposing a slate of nominees for the Nominations
Committee.  In the event of a vacancy occurring on the Nominations Committee
between Conventions, then the remaining members of the Nominations Committee
shall select a replacement."

There was no strong support for this version.

"[SUGGESTION TWO]
        This Nominations Committee shall be comprised of one delegate from
each organized chapter.  The name of the voting delegate must be submitted
in writing by the chapter president or secretary to the state Board of
Directors prior to the annual Convention.  The delegate must be an active
member of his/her chapter."

J.D. said he liked this wording, except that he would change "prior to the
annual convention" be changed to "prior to or at the convention."

Brenda said that the president would want know before the convention because
we are changing the tradition of having the nominating committee made up of
chapter presidents or vice presidents.

Kathy wondered why this version included the term "organized chapter."

The group agreed to remove the word "organized."

The committee also decided to refer to the committee which produced the
nominations as the "Nominating Committee," rather than the "Nominations
Committee."

Tom said that he could effect a global change of the draft.

As the time was growing late, discussion of the constitution was suspended
and our attention turned to setting a time for the next meeting.

It was decided that our next meeting will take place Monday, September 2,
2002,  (Labor Day) at 8:00 PM.  We will go until 10:00 PM, if necessary.

Tom will work on getting out a second draft, containing all of our changes,
before the end of the week.

Dan will get the minutes out to the members as soon as possible.

The motion to adjourn was made by Dwight, seconded by  Carolyn.  The motion
passed.

The meeting was adjourned at 9:30 PM.

Respectfully submitted,

Dan Hicks, Committee Secretary

[Return to top of page.]
 

NATIONAL FEDERATION OF THE BLIND OF FLORIDA
Minutes of Constitutional Review Committee Meeting
September 2, 2002

The meeting was conducted by conference call.  It was called to order by
Committee Chairperson Wayne Davis at 8:00 PM.

Committee Secretary Dan Hicks called the roll.  Present were: Wayne Davis,
Kathy Davis, Carol Feazell, Brenda-Ann Gillis, Tom Hartig, Dan Hicks,
Carolyn Lapp, Dwight Sayer, and  J. D. Townsend.  Sherri Brun joined the
meeting a few minutes later.

Wayne proposed that, when the Committee finishes its work, the finished
Constitution be sent to National for approval.  That way the version that we
bring to the Convention will already have the endorsement of the National
President and Board.  The committee agreed.

Wayne complimented Tom on doing a great job with the latest draft so far.
Being as there had been some discussion since the last meeting of Article
III Section 3, the Committee started with that section.  The Article in
draft three read:

"Section Three—Expulsion

"A member may be expelled for violation of this Constitution, or for conduct
unbecoming a member of the Federation.  Expulsion requires a majority vote
of the active members present and voting at any regular business meeting of
the chapter of which he/she is a member, or, in the case of a
member-at-large, by a two-thirds majority vote of the state Board of
Directors.  With either procedure, the presiding officials shall extend an
invitation to the member in question to be present and to offer his/her
perspective.

"Any person who feels that he/she has been unjustly expelled from a chapter
may appeal to the state Board of Directors.  Members-at-large expelled by
the Board of Directors may appeal to the membership at the next Convention.

"If this appeal process fails to provide satisfaction, the expelled member
may then appeal to the National Federation of the Blind, which may or may
not, at its discretion, consider the matter and make a binding decision."

J. D. had stated that the word "Federation"  in "...unbecoming a member of
the Federation..." should be changed to "Organization," for the sake of
consistency.

Carol and Dan felt that "Federation" was just a good a word and decreased
the level of redundancy.

The Committee voted to keep the word "Federation" in the above instance.

Brenda felt that there was some language missing from this draft.  The
committee decided to ad "In either case" before "If this appeal process
fails..." in the above section.

Brenda brought up the fact that she and Dan had previously mentioned that
"whose conduct is" should be paced between "member" and "in question,"  in
this section.

Dan said that he felt this revision would be more specific.

Dan reread Section Three.  With the above corrections it would read:

"Section Three—Expulsion

"A member may be expelled for violation of this Constitution, or for conduct
unbecoming a member of the Federation.  Expulsion requires a majority vote
of the active members present and voting at any regular business meeting of
the chapter of which he/she is a member, or, in the case of a
member-at-large, by a two-thirds majority vote of the state Board of
Directors.  With either procedure, the presiding officials shall extend an
invitation to the member whose conduct is in question to be present and to
offer his/her perspective.

"Any person who feels that he/she has been unjustly expelled from a chapter
may appeal to the state Board of Directors.  Members-at-large expelled by
the Board of Directors may appeal to the membership at the next Convention.

"In either case, If this appeal process fails to provide satisfaction, the
expelled member may then appeal to the Board of Directors of the National
Federation of the Blind, which may or may not, at its discretion, consider
the matter and make a binding decision."

Tom said that this version offered multiple avenues for due process.  The
Committee agreed and moved on to the next article.

"ARTICLE IV:  ELECTIONS

"Elections shall be conducted by a majority vote of the active members
present and voting at an annually held business meeting.  Election shall be
by voice vote, standing vote, show of hands, roll call vote, or secret
ballot.  Secret marked ballots shall be required upon the request of any
active member present and voting.  There shall be no proxy voting.  If no
nominee receives a majority vote on the first ballot, the name of the person
receiving the fewest votes shall be dropped from the list of nominees, and a
second ballot shall be taken.  This procedure shall continue until one of
the nominees has received a majority vote from the active members present
and voting."

 Kathy wondered if "taken" was the best word to use in the phrase
:"...ballot shall be taken."

Wayne felt that it was the best word to use, as in when one is "taking" a
vote.

The Committee agreed and the Section was approved.

We then moved on to the first section of the next Article:

"ARTICLE V:  OFFICERS AND BOARD OF DIRECTORS

"Section One—Officers

"There shall be elected biannually, at the state Convention in odd numbered
years, a President, a Second Vice President, and a Secretary.  There shall
be elected biannually, at the Convention in even numbered years, a First
Vice President, and a Treasurer.  The terms of these officers shall begin at
the close of the Convention at which they are elected and qualified.

"The President is the chief executive officer of the organization.  The
duties of the other officers shall be those ordinarily associated with that
office.  The President, the Vice Presidents, and a majority of the Officers
must be blind."

A question was raised about the origin of the sentence:  ""The President is
the chief executive officer of the organization."

Tom said that he had put that in the first draft he had written because it
helped to define the duties of the President, should there ever be a
question about such issues as, does the President have authority to sign
documents.

The Committee agreed that the addition was a good one.

Carol and J. D. suggested deleting the word "other" in "The duties of the
other officers shall be those ordinarily associated with that office."

Carol suggested substituting "with their respective offices" for "with that
office."

Brenda wanted to make sure that the Vice Presidents was a plural in "The
President, the Vice Presidents, and a majority of the Officers must be
blind."  She said that this was an important point.  We have two vice
presidents, first and second, and both should be blind.

The Committee agreed that this was the wording that was in place.

Dan mentioned that this is a bit redundant.  If we have five officers and
three of them are the president and the two vice presidents and they are
required to be blind, then the majority of the officers would be blind.
However, he did not feel this should be changed.

Tom wondered if we even wanted to address the issue of defining blindness.

Dan did not feel this needed to be addresses as the NFB's definition of
blindness was not always equivalent to the standard, legal definitions of
blindness.

Carol, Sherri, Wayne, agreed.

The committee addressed the next section of this article:

"Section Two—Board of Directors

"The Board of Directors of this organization shall consist of the five (5)
constitutional officers and four (4) additional directors.  The four (4)
directors shall be elected at the Sate Convention in the same manner as that
prescribed for the election of officers.  Two directors shall be elected
biannually in even numbered years and two shall be elected biannually in odd
numbered years.

"The Board shall advise the President and shall conduct the affairs of the
organization between Conventions.  The President shall explicitly have the
authority to fill vacancies that may occur in one or more of the elected
offices.  Such appointments shall be valid until the next Convention, at
which time the active members, present and voting, shall vote to fill any
remaining term of service.  A majority of the Board must be blind."

Wayne brought up the vacancy in the board which occurred because of the
death of Board Member Barry Feazell.  Wayne had consulted President Maurer
and been advised that the was not obligated to fill that vacancy until the
next Convention.

Tom said that the language, as it now stood, gave the president the right to
fill vacancies, but did not obligate him or her to do so.

After some discussion it was decided that the word "offices" included all
board positions.

It was decided to delete the word "explicitly" in, "The President shall
explicitly have the authority to fill vacancies..."

Carolyn asked for a clarification on the length of term a person who had
been appointed to fill a vacancy would serve for.

Brenda said that it would be until the next convention.  If that convention
takes place in the middle of such term, then the person elected to fill that
position would hold the office only for the remainder of that term.

Carol and Wayne explained that this was the way that the NFBF has been dealt
with this situation in the past.

It was decided that the article now will read:

"ARTICLE V:  OFFICERS AND BOARD OF DIRECTORS

"Section One—Officers

"There shall be elected biannually, at the state Convention in odd numbered
years, a President, a Second Vice President, and a Secretary.  There shall
be elected biannually, at the Convention in even numbered years, a First
Vice President, and a Treasurer.  The terms of these officers shall begin at
the close of the Convention at which they are elected and qualified.

"The President is the chief executive officer of the organization.  The
duties of the officers shall be those ordinarily associated with their
respective offices.  The President, the Vice Presidents, and a majority of
the Officers must be blind.

"Section Two—Board of Directors

"The Board of Directors of this organization shall consist of the five (5)
constitutional officers and four (4) additional directors.  The four (4)
directors shall be elected at the Sate Convention in the same manner as that
prescribed for the election of officers.  Two directors shall be elected
biannually in even numbered years and two shall be elected biannually in odd
numbered years.

"The Board shall advise the President and shall conduct the affairs of the
organization between Conventions.  The President shall have the authority to
fill vacancies that may occur in one or more of the elected offices.  Such
appointments shall be valid until the next Convention, at which time the
active members, present and voting, shall vote to fill any remaining term of
service.  A majority of the Board must be blind."

"Section Two—Board of Directors

"The Board of Directors of this organization shall consist of the five (5)
constitutional officers and four (4) additional directors.  The four (4)
directors shall be elected at the Sate Convention in the same manner as that
prescribed for the election of officers.  Two directors shall be elected
biannually in even numbered years and two shall be elected biannually in odd
numbered years.

"The Board shall advise the President and shall conduct the affairs of the
organization between Conventions.  The President shall have the authority to
fill vacancies that may occur in one or more of the elected offices.  Such
appointments shall be valid until the next Convention, at which time the
active members, present and voting, shall vote to fill any remaining term of
service.  A majority of the Board must be blind."

The Committee then ventured on to Article VI:

"ARTICLE VI:  MEETINGS

"Section One—Regular Meetings

"There shall be at least one general Convention of the membership held each
year.  The time and place of this Convention shall be determined by the
Board of Directors.

"The Board of Directors shall hold regular meetings at a time and place to
be determined by the Board.  At least two-thirds of the members of the Board
must be present at any meeting to constitute a quorum in order to transact
business.  The Board may meet in person, by telephone, or by other
electronic means.  It may be polled on any question in person, or by mail
ballot, telephone, or other electronic means.

"Section Two—Special Meetings

"The Board may meet at the call of the President, or any three (3) Board
Members, provided notice is given via postal or electronic mail at least
seventy-two (72) hours before the convening of the meeting."

Brenda asked if we should add a Constitutional stipulation about how often
the board should meet.

Dan said that he thought the board should meet on a regular basis, but that
this does not need to be part of the constitution.  The Committee agreed.

This article passed without change.

The Committee then addressed Article VII:
 

"ARTICLE VII:  COMMITTEES

"Section One—Appointed Committees

"The President may appoint such committees as he/she, the Board of
Directors, or the organization deems necessary, with the exception of the
Nominating Committee.  When a committee chairperson is not an elected member
of the Board of Directors, one Board member shall be identified as the Board
’s liaison with the committee chairperson.

"Section Two—Nominating Committee

 "There shall be a Nominating Committee that has as its sole responsibility
presenting to the state Convention a slate of nominations, for consideration
by the membership, for each Office and Directorship open for election.  The
responsibility of the Nominating Committee in no way prohibits active
members from nominating qualified individuals from the floor.

"The Nominating Committee shall be comprised of one delegate from each
chapter.  The name of the voting delegate shall be submitted in writing by
the chapter president or secretary to the state Board of Directors prior to
the annual Convention.  A delegate must be an active member of the chapter
he/she is representing."

Carol did not think that "...presenting to the state Convention a slate..."
was proper constitutional grammar.

After some discussion it was decided that this would be changed to:
"....to present to the state Convention a slate..."

Sherri thought that "...a slate of nominations..." should be changed to
"...a slate of nominees..."  The committee agreed.

The corrected article now reads:

"ARTICLE VII:  COMMITTEES

"Section One—Appointed Committees

"The President may appoint such committees as he/she, the Board of
Directors, or the organization deems necessary, with the exception of the
Nominating Committee.  When a committee chairperson is not an elected member
of the Board of Directors, one Board member shall be identified as the Board
’s liaison with the committee chairperson.

"Section Two—Nominating Committee

 "There shall be a Nominating Committee that has as its sole responsibility
to present to the state Convention a slate of nominees, for consideration by
the membership, for each Office and Directorship open for election.  The
responsibility of the Nominating Committee in no way prohibits active
members present and voting from nominating qualified individuals from the
floor.

"The Nominating Committee shall be comprised of one delegate from each
chapter.  The name of the voting delegate shall be submitted in writing by
the chapter president or secretary to the state Board of Directors prior to
the annual Convention.  A delegate must be an active member of the chapter
he/she is representing."

The Committee then looked at Article VIII:

"ARTICLE VIII:  AFFILIATION

"The National Federation of the Blind of Florida is an affiliate of the
National Federation of the Blind.  It shall not merely be a social
organization, but shall formulate programs and actively work to promote the
economic and social betterment of the blind.  This organization shall comply
with the provisions of the Constitution of the National Federation of the
Blind and with the provisions of the contract appearing on the back of the
Charter of Affiliation issued to state affiliates by the National Federation
of the Blind.

"Policy decisions of the National Federation of the Blind and the National
Federation of the Blind of Florida (whether made by the national Convention,
the national Board of Directors, the state Convention, or the state Board of
Directors) are binding on this organization, and this organization shall
participate affirmatively in carrying out such policy decisions.  As a
condition of affiliation, this organization agrees that the National
Federation of the Blind has the authority to expel or discipline an
individual member, and to expel or reorganize any state organization or
local chapter.

"The name National Federation of the Blind, Federation of the Blind, or any
variant thereof is the property of the National Federation of the Blind; and
this organization, if it ceases to be a part of the National Federation of
the Blind, for whatever reason, shall forfeit the right to use the name
National Federation of the Blind, Federation of the Blind, or any variant
thereof."

Tom said that he would like to know the wording of the Charter, which is
referred to in this article.  He suggested that we put the charter on the
nfbflorida website.

Wayne agreed and said that the original Charter is in storage. He will work
to get it to Dan to get it placed on the website.

Brenda said that the state's authority to dissolve a chapter is not
specifically addressed in the constitution.  Therefore, no appeal process is
described as an avenue of due process for chapters which are threatened with
dissolution.  She felt that this might be the article for this language.

Sherri said that there is no distinction made between dissolution and
reorganization of a troubled chapter.

Brenda suggested that we might include a provision about how to start a
chapter, including how many members are required for a chapter to have and
how many members are needed for a chapter to be started.

Dan said that Ramona Walhof had once said that you need at least three
members in a chapter, but that he didn't think this needed to be in the
constitution.

The committee agreed to let the article stand as is for now, and to take up
further changes later, so that there is enough time to address the rest of
the articles in this meeting.

The Committee turned to Article IX:

"ARTICLE IX:  DUES

"The membership dues of this organization shall be determined by the Board
of Directors.  Annual dues for members-at-large are delinquent on February 1
of each year.  Chapters that collect this organization’s dues in proxy with
their own dues must remit the portion due to the state by February 1.  Dues
received in proxy by chapters after February 1, must be remitted in sixty
(60) days from receipt."

Kathy felt that February 1 was to soon after the Holidays and the New Year
for dues to be due.

Carolyn said that too much later and it was very difficult to know who the
paid members are at Convention.

After some discussion, it was decided to change both instances of "February
1" to "March 1" in the above Article, so that it now would read:

"ARTICLE IX:  DUES

"The membership dues of this organization shall be determined by the Board
of Directors.  Annual dues for members-at-large are delinquent on March 1 of
each year.  Chapters that collect this organization’s dues in proxy with
their own dues must remit the portion due to the state by February 1.  Dues
received in proxy by chapters after March 1, must be remitted in sixty (60)
days from receipt."

The next article to be discussed was Article X:

"ARTICLE X:  FISCAL ACCOUNTABILITY

"The funds of this organization shall be deposited in a bank to be selected
by the Treasurer with the approval of the President.  If the members so
vote, the Treasurer shall be bonded and/or an outside audit shall be
conducted.  All financial obligations of this organization shall be
discharged by check, and signed by the Treasurer, following written
authorization of the President.  In lieu of written authorization, the
Treasurer may accept an electronic letter or note from the President
provided the communiqué originates from the President’s known Internet
service provider (ISP).

"At state Convention, the Treasure shall report to the membership the true
and accurate financial condition of the organization, including totals of
all receipts and expenditures for the year, monies received from
fund-raising and gifts, and monies held in reserve, endowment, or
quasi-endowment."

Sherri said that "letter or note" in the first paragraph was redundant.

Dan pointed out that e-mail is a form of writing.

Dwight suggested the wording "in lieu of conventional mail..." rather than
"In lieu of written authorization..."

Dan suggested cutting the rest of the paragraph following: "...written
authorization of the President."

Sherri suggested keeping the language about using the President's ISP as a
way of verifying that the authorization came from the President.

Tom said that this verification should be the responsibility of the
Treasurer.

Carol said that it would be possible for an e-mail message to be intercepted
or forged.

Tom said that the chances of this are small, and that we have to keep in
mind that the amounts of money we are speaking of are not likely to be
large.

Dan said that, for any large expenditures, there would almost certainly have
been some kind of prerequisite communications, such as dialogue at a board
meeting.  He also said that signatures can be forged in snail-mail, so that
nothing is totally safe.

J. D. said that most security procedures the board might want to employ
would be outside the scope of the Constitution.

Dan asked the rest of the committee members if they were in agreement that
payments made with an NFBF credit card would be covered by this Article.
There was agreement that, because the reimbursement for the credit card
charge or the credit card bill is paid by check, then it is indeed covered.

Kathy asked if an NFBF Treasurer has ever been bonded.

Wayne said no.

Brenda said that the wording, "If the members so vote, the Treasurer shall
be bonded..." left it up to the membership.

Dan mentioned that the NFB Model Constitution for Affiliates and Chapters as
well as previous versions of the NFBF Constitution have included language
requiring the Treasurer to be bonded.  In the 1989 Constitution meeting, Dr.
Jernigan had said he did not see why that clause should be included, and
recommended that it be optional. Dan said it is not required in current
versions of the NFBF Model Chapter Constitution.

Carol said that it is good to keep the bonding as an option.

Tom said he thought the language about a potential outside audit is
important.

There was general agreement with both points.

Brenda asked if it might be best to include a statement to the effect that
copies of financial statements shall be provided to any member on request.

Wayne said that this would not be a good idea, as requests could be
excessive.

Tom said that, legally, any 501(c)(3) organization has a requirement to
provide financial reports to those who properly request it.

The committee agreed that this article will read:

"ARTICLE X:  FISCAL ACCOUNTABILITY

"The funds of this organization shall be deposited in a bank to be selected
by the Treasurer with the approval of the President.  If the members so
vote, the Treasurer shall be bonded and/or an outside audit shall be
conducted.  All financial obligations of this organization shall be
discharged by check, and signed by the Treasurer, following written
authorization of the President.

"At state Convention, the Treasure shall report to the membership the true
and accurate financial condition of the organization, including totals of
all receipts and expenditures for the year, monies received from
fund-raising and gifts, and monies held in reserve, endowment, or
quasi-endowment."

The next article to be read was Article XI:

"ARTICLE XI:  DISSOLUTION

"In the event of the dissolution of this organization, or if (for whatever
reason) it ceases to be an affiliate of the National Federation of the
Blind, its assets shall be given to the National Federation of the Blind to
be held in trust for a reorganized affiliate in the state.  In the event
that no affiliate is reorganized in the state for a period of two (2) years
from the date this organization ceases to be an affiliate of the National
Federation of the Blind, the National Federation of the Blind may claim the
assets as its own."

This Article was approved as read.

Brenda suggested a renumbering and reordering of the articles to improve the
flow of the Constitution.

Dan thought we should keep the same numbering scheme, just because it was
the one we used with the previous version.

Carol agreed.

J. D. felt that it would be better to renumber the articles for better
readability.

Brenda said it was better to keep the articles addressing the powers of the
state together and those addressing the powers of the state together.

It was agreed to from change the current ordering:

Article VIII -- Affiliation
Article IX -- Dues
Article X -- Fiscal Accountability
Article XI -- Dissolution
Article XII -- Amendments

Article VIII -- Dues
Article IX -- Fiscal Accountability
Article X -- Affiliation
Article XI -- Dissolution
Article XII -- Amendments

Article XII was then read:

"ARTICLE X11:  AMENDMENTS

"This Constitution may be amended at any regular meeting of this
organization by an affirmative vote of two-thirds of the active members
present and voting.  In order for Convention consideration, an amendment
apparently shall be in compliance with the provisions of the Charter of
Affiliation received by the state Affiliate from the National Federation of
the Blind and with the policies of the National Federation of the Blind.
Proposed amendments either shall be submitted in writing by mail to the
membership at least thirty (30) days in advance of the business meeting, or
it shall be read at a previous business session.  The Treasurer shall not
deny legitimate access to the membership mailing list when an active member
requests access for the purpose of fulfilling the conditions of this
Article."

Kathy did not like the use of the work "apparently" in "...an amendment
apparently shall be in compliance..."

Sherri said that she interpreted this Article to mean that a proposed
amendment did not have to be first presented to the board before being
presented to the Convention.

Kathy said that this seems to say that anyone could come up with any
amendment and it would have to be mailed out to the membership.

Dan did not like the idea of being required to make the membership mailing
list available, even for seemingly official purposes such as constitutional
amendments.   He said there could also be questions of what format the
proposed amendment is to be sent out in, in order to be accessible.

Sherri said that she did not think that the format issue was much of a
problem, as National send out much of its information in print.

Tom said that we would not have to release the membership list.  The board
could require that the proposed amendment be reproduced and put in envelopes
and sent to the State Office, where labels would be attached and the item
mailed.

Kathy said that she did not think "business session" was adequately defined.
Not all general sessions are business sessions.

Sherri said that the session where the elections are held is the only one
which is called a business session.

Dan said that he felt that all general sessions are, in reality, business
sessions.  For instance, Resolutions can be read at any session and still be
valid.  He then read the version of this article which is contained in the
1989 version, now in effect:

"ARTICLE X11:  AMENDMENTS

"This Constitution may be amended at any regular meeting of this
organization by an affirmative vote of two-thirds of the active members
present and voting, provided the proposed amendment has been submitted in
writing and read at a previous business session, and provided it is in
compliance with the provisions of the Charter of Affiliation received by the
state Affiliate from the National Federation of the Blind and with the
policies of the National Federation of the Blind."

After discussion, it was decided to split the last sentence into two, so
that this article will read;

"ARTICLE X11:  AMENDMENTS

"This Constitution may be amended at any general session of a state
convention of this organization by an affirmative vote of two-thirds of the
active members present and voting, provided the proposed amendment has been
submitted in writing and read at a previous general session of a state
convention.  All proposed amendments must be in compliance with the
provisions of the Charter of Affiliation received by the state Affiliate
from the National Federation of the Blind and with the policies of the
National Federation of the Blind."

Sherri asked if this language requires that all members of the NFBF at a
convention be required with written copies of a proposed amendment before it
can be considered.

Wayne said no, as long as one written copy is presented.

Dan said that this is required so that members cannot propose random
impromptu amendments and have them voted on.

Brenda, Dwight, J. D., Tom, and Sherri all felt that the organizing,
reorganizing, dissolution, and appeal procedures of chapters needed to be
discussed, whether this language is added to an article or constitutes a new
article.

Tom said that we need to decide whether this should just be covered by board
policy or whether it needs to be part of the constitution.

Brenda said that, being as we are going through all of this effort, to
update and amend the constitution, that this language should be included in
the new draft of the proposed constitution.

Dan said that we were running low on time.  Although he did not feel this
needs to be part of the constitution, it was apparent that some committee
members do think that it should be.  He suggested that language be drafted
by those who want this language included, and that we can communicate about
these proposals via e-mail and in another meeting, which will be necessary.

Kathy said that she thought it is important that the Constitution stipulate
a difference between reorganizing a chapter and dissolving it.

Dan said that he wants the ultimate outcome of the meetings of this
committee to be that we have a draft of a proposed amendment that we can all
agree on, and that this draft be approved by National, and that this draft
and only this draft be unanimously supported by all committee members at the
upcoming state convention.

Tom asked Brenda if she was going to be the one to draft the additional
language referring to chapters, reorganization, dissolution, etc.

Brenda said that she thought Carolyn, Dwight, or Sherri might want to do it,
as they had been involved in having their chapters reorganized by the state.

Dan said that having one's chapter reorganized was not necessarily a
prerequisite to being able to draft adequate language.

Carol said that Carolyn, Dwight, and Sherri would not necessarily be the
best people for the job, if only because it is very hard to be subjective
about such activities if you have experienced them.

Kathy suggested that Dan do it.

Dan said he would rather not do it, because he did not really think the
language was necessary.

Tom said that there were a few more issues, such as whether or not we were
going to include a provision about the availability of board minutes.

Brenda asked if she was going to be the one to draft the language.

Dan asked who felt the most strongly about the necessity for new language.

It was agreed that Brenda was probably the person most in favor of adding
the language.

Brenda said that she would draft the language and sent it out.

After some discussion, it was agreed that our next meeting will be scheduled
for Monday, September 16, 2002, at 8:00 PM.

The meeting was adjourned 9:52 PM.

Respectfully submitted,

Dan Hicks, Committee Secretary

[Return to top of page.]
 

NATIONAL FEDERATION OF THE BLIND OF FLORIDA
Minutes of Constitutional Review Committee Meeting
September 16, 2002

The meeting was conducted by conference call.  It was called to order by
Committee Chairperson Wayne Davis at 8:08 PM.

Committee Secretary Dan Hicks called the roll.  Present were: Sherri Brun, Wayne Davis, Kathy Davis, Carol Feazell, Brenda-Ann Gillis, Tom Hartig, Dan Hicks, Carolyn Lapp, Dwight Sayer, and  J. D. Townsend.

Dan proposed that, when the Committee finishes its work, the finished
Constitution be sent to the NFBF Board for approval.  That way the version that we send to National and then bring to the Convention will already have the endorsement of the State Board.  The committee agreed.

Article II was read and discussed.

It now reads:

"The purpose of the National Federation of the Blind of Florida shall be to advance the general welfare of the Blind of Florida and of the nation; to function as an integral part of the National Federation of the Blind; to serve as a vehicle for collective action by the blind and parents of blind children; to operate as a mechanism through which the blind and interested sighted persons can come together to plan and carry out programs to improve the quality of life of the blind; to promote the vocational, cultural, and social advancement of the blind; to achieve the integration of the blind into society on a basis of equality with the sighted; and through collaborative advocacy and joint expression take any other action which will improve the overall condition and standard of living of the blind."

Carol said that she had wanted to make sure that Parents of Blind Children and interested sighted persons were both mentioned.

Wayne said that he had been asked why subgroups such as students were not mentioned in this draft.

Sherri said that this probably goes back to the ACB way of doing things, where each division gets a vote at the convention as well as each chapter.
Tom pointed out that this would give some individuals more than one vote.

Sherri agreed and said that is why the NFB does allow for the representation of divisions the say way that it counts votes of chapters.

Article III Section 1 was read and discussed.  In the sentence "All active members shall have the right to chair and serve on committees, speak on the floor of conventions and chapter meetings, and hold state or chapter offices," the word "and" had been changed to "or."  It was unanimously agreed that it should be changed back to "and," so the section now reads:

"Any person may become an active member of this organization by joining and paying dues to any local chapter of this organization, or by paying dues directly to the Treasurer and thus becoming a member-at-large.  All active members shall have the right to chair and serve on committees, speak on the floor of conventions and chapter meetings, and hold state or chapter offices.  Voting at chapter and state elections shall not be denied for any reason provided the member is in good standing prior to the opening of the meeting at which elections occur.  A majority of the active members of this organization must be blind."

Article III Section 3 was read next:

"A member may be expelled for violation of this Constitution, or for conduct unbecoming a member of the Federation.  Expulsion requires a majority vote of the active members present and voting at any regular business meeting of the chapter of which he/she is a member, or, in the case of a member-at-large, by a two-thirds majority vote of the state Board of Directors.  With either procedure, the presiding officials shall extend an invitation to the member whose conduct is in question to be present and to offer his/her perspective.

"Any person who feels that he/she has been unjustly expelled from a chapter may appeal to the state Board of Directors.  Members-at-large expelled by the Board of Directors may appeal to the membership at the next convention.  In either case, if this appeal process fails to provide satisfaction, the expelled member may then appeal to the Board of Directors of the National Federation of the Blind, which may or may not, at its discretion, consider the matter and make a binding decision."

The new language in this section is the replacement of "...the accused... with "the member whose conduct is in question ..."

The committee agreed to this improvement.

The next item discussed was article VI section 1:

"There shall be at least one general convention of the membership held each year.  The time and place of this convention shall be determined by the Board of Directors.

"The Board of Directors shall hold regular meetings at a time and place to be determined by the Board.  At least two-thirds of the members of the Board must be present at any meeting to constitute a quorum in order to transact business.  Board members may meet in person, by telephone, or by other electronic means.  It may be polled on any question in person, or by mail ballot, telephone, or other electronic means. "

After a couple of  grammatical and clarifying changes, this section reads:

"There shall be at least one general convention of the membership held each year.  The time and place of this convention shall be determined by the Board of Directors.

"The Board of Directors shall hold regular meetings at a time and place to be determined by the Board.  At least two-thirds of the members of the Board must be present at any meeting to constitute a quorum in order to transact business.  Board members may meet in person, by telephone, or by other electronic means.  Board members may be polled on any question in person, or by mail ballot, telephone, or other electronic means."

Dan asked if everyone was pleased so far with the draft of the constitution as it now stands.

The committee agreed that it was.

We then moved on to discussion of the proposed article on chapter reorganization and dissolution.

Dan asked if we even need to have this article.  He said that, if we keep the version that we have now, the constitution is almost certain to be approved by national.  He said that he did not feel that the proposed article was necessary.

Carolyn said that she felt that a past situation with the Palm Beach Chapter was mishandled by the board and that constitutional protections would have prevented this.

Sherri said that the Orlando chapter was also unhappy with the state board for pulling its charter and causing that chapter to be reorganized.  She said that there needs to be a constitutional provision or a policy statement stating what the board is allowed to do in such situations.

Dan said that Brenda's version of the Article was so restrictive that, speaking as a board member, he would be hesitant to form any new chapters because it is so difficult to reorganize or dissolve them if something goes wrong.  This version called for a unanimous vote of the state board to dissolve a chapter; if the president of the chapter in question were on the state board and did not want to see the chapter dissolved then it could never happen.

Dwight and Brenda both said that chapters needed due process provided by the constitution.

Tom said that we can a right of due process without taking control of chapters out of the hands of the board.

Kathy said that a unanimous vote was probably too strong.  She said a majority vote of the board would be enough of a safeguard for dissolving a chapter.

Brenda said that the article needed to be fixed, but the due process needs to be addressed in the constitution.

Carol voiced the viewpoint that the NFBF is part of the NFB as a whole, and that this was sufficient to provide the chapters with due process.

Tom moved that this issue is important enough for us to discuss this proposed article on chapter dissolution, revitalization, and reorganization.  The motion passed.

Dan said that, although we have agreed to discuss this article, if we approve it and include some version of it in our constitution, he feels it is most likely to be the article that causes National to disapprove the constitution as a whole.

Brenda said that, although she agreed with Dan on this, she thought we should go forward and include the article.  She said she thought it was work a chance.

Dan said that he had proposed language for this article, it it was decided that it should be needed.  He read his draft and other drafts were read.

Language dealing with distribution of board minutes and other communications issues was discussed.

Sherri said that she felt communications needs to be addressed.  If we don't put in in the constitution, then it needs to be a written policy.

Dan asked the committee if they thought communication was perceived to be a problem in the affiliate.

Tom asked why board of directors minutes were not on the affiliate website.

Dan said that there was no policy against that and that they will be posted.  He has just not completed the task of posting them.

Wayne said that, with the formation of the President's Committee and the NFBF-L list and other recent innovations, that communication has never been better.

Dwight suggested that communication might be better addressed in an existing article.

Tom suggested adding language to Article V Section 2.

It was agreed to add the following paragraph to the end Article V Section 2:

"The Board of Directors shall facilitate communication among the organization’s members by providing summaries of business, legislative, and committee activities.  Conversely, the Board shall strive, whenever prudent and applicable, to obtain the perspectives of chapter and committee leadership on potential policies or procedures that will affect the mission or general operation of these entities."

We returned to discussing the proposed new article.

Carolyn said that she thought the proposed new article include language calling for "documented evidence" against a new chapter.

Sherri said that there could be a lot of problems with a chapter which would not necessarily include documented evidence of wrongdoing.

Dan agreed and said that it he thought what it came down to was that an affiliate had to trust its board to some extent or the board should have not been elected in the first place.

J. D. said that one problem might be that a chapter might have a sudden dramatic loss of members.  In this case, there would be documented evidence, except perhaps the number of chapter members.

Brenda said that she quite Dan's distinction of "revitalization" as opposed to reorganization or dissolution.

Dan said that he didn't think the term "revitalization" needed to be included in the actual language of the constitution as long as the idea was conveyed that a reorganization was not necessarily the result of a chapter's wrongdoing.

Tom said that this would be covered if we just include language referring to "board mandated reorganizations."

There was quite a bit of discussion of this.  The committee decided that it agreed.

Dan said that he thought the language in some of the drafts which read:  "Whereas the Board-mandated reorganization or dissolution of a chapter is a serious undertaking..." should be removed, as reorganizations and dissolutions are not necessarily any more serious than other things the board deals with.

The group agreed.

"If, for whatever reason, a chapter ceases to be an affiliate of  the National Federation of the Blind of Florida" was changed to ""If, for whatever reason, a chapter ceases to be a part of the National Federation of the Blind of Florida..."

After much further discussion, the following language was agreed upon for the proposed article:

"ARTICLE ?:  CHAPTERS

"Section One—Formation

"The Board of Directors shall proactively encourage the formation of chapters in the National Federation of the Blind of Florida.  The Board shall identify localities where the formation of chapters appears feasible, and shall subsequently strive to strengthen the local leadership of blind residents.  The Board of Directors shall charter new chapters whose membership organizes and pledges to abide by this Constitution and by the policies of the National Federation of the Blind.  The chapter president and vice president(s) must be blind.

"Section Two—Reorganization and Dissolution

"Board of Director mandated reorganization or dissolution of a chapter shall occur only after the Board of Directors has careful examined and documented all relevant issues from all perspectives.  In every case, the Board must establish and adhere to procedures that provide the chapter’s leadership with both due process and opportunities to confront accusations.

"Section Three—Chapter Assets

"If, for whatever reason, a chapter ceases to be a part of the National Federation of the Blind of Florida, its assets shall be given to the state Treasurer to be held in trust for subsequent return to a reorganized chapter in the same area.  If no chapter is reorganized in the area for a period of two (2) years, then the assets may become the property of the National Federation of the Blind of Florida."

Carolyn thought the period of time the chapters assets are held in trust after a chapter ceases to exist should be increased to three years.

Wayne explained that this was national policy.

Dan said that two years was in the language which is included in all chapter constitutions and in the Florida Model Chapter Constitution.

Carol said two years is plenty of time to start a new chapter in a given area.

Dan said that it is in the best interest of the board and of the affiliate to have chapters in areas where a chapter has been dissolved or just ceased to be.

The committee agreed.

It was decided that the new article should be called Article VI.  The current Article VI will become Article VII and all subsequent articles will be renumbered.

Dan said that, being as time was running out, that it would be best if Tom prepares a draft of the document, incorporating all changes, and that we review it at the next meeting.

After some discussion, it was agreed that our next meeting will be scheduled for Sunday, September 29, 2002, at 8:30 PM.

The meeting was adjourned 9:55 PM.

Respectfully submitted,

Dan Hicks, Committee Secretary

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NATIONAL FEDERATION OF THE BLIND OF FLORIDA
Minutes of Constitutional Review Committee Meeting
September 29, 2002

The meeting was conducted by conference call.  It was called to order by
Committee Chairperson Wayne Davis at 8:42 PM.

Committee Secretary Dan Hicks called the roll.  Present were: Sherri Brun, Wayne Davis, Carol Feazell, Tom Hartig, Dan Hicks,  Dwight Sayer.

Kathy Davis and J. D. Townsend joined the meeting shortly after it started.

Brenda Gillis was absent due to illness  and Carolyn Lapp were absent.

Carol brought up Article V Section 1, where it says: "The duties of the other officers shall be those ordinarily associated with their respective offices.".  She suggested changing it to read:  "The duties of all officers shall be those ordinarily associated with their respective offices."

The committee agreed.

Article VI Section 2 was read:

"Section Two—Reorganization and Dissolution

"Board of Director mandated reorganization or dissolution of a chapter should occur only after the Board of Directors has careful examined and documented all relevant issues from all perspectives.  In every case, the Board must establish and adhere to procedures that provide the chapter’s leadership with both due process and opportunities to confront accusations."

Tom mentioned an error in the latest draft.  He suggested "careful" should be "carefully."

The committee agreed to the correction.

Carol said that  she did not like the accusatory tone of the word "accusations."

Other members brought up that this language referred only to chapter reorganizations which were mandated by the board.

Sherri said that she checked her thesaurus and found other words, such a as "charges."  She said Just about any substitute for "accusations" would be as negative or more so.

Carol and committee agreed to keep the current wording and to let "accusations" stand.

Tom read the next section:

"Section Three—Chapter Assets

"If, for whatever reason, a chapter ceases to be a part of the National Federation of the Blind of Florida, its assets shall be given to the state treasurer to be held in trust for subsequent return to a reorganized chapter in the same area.  If no chapter is reorganized in the area for a period of two (2) years, then the assets may become the property of the National Federation of the Blind of Florida."

Kathy suggested deleting the occurrence of "then" from the last sentence.

The committee agreed that the word be omitted from the final draft.

There was a discussion of the use of the word "may in the last sentence, as opposed to "shall" or "must."

Dan said that this language made it the option of the board to take possession of the money, but does not force it to do so.  The money could still be kept available for a new chapter in the area after the two year limit.

J. D. wondered if the affiliate language in Article XI "Affiliation" should not be moved up to an earlier part of the constitution.

Dan pointed out that there is a section in Article III called "Affiliation." which provides for the membership of individual NFBF members as members of the NFB. Article XI places the entire affiliate in the national organization.

The committee agreed that J. D. had a point, but that Article XI was in an optimal position.

Tom made the motion that the committee unanimously approves this constitution to be sent to the national board for approval and, if it is so approved, that it be read at the next convention for ratification.

Kathy said that we had agreed that it should first go the state board for approval, then to the national board.

Dan and Wayne agreed.

Dwight said it should go to the board, just as a courtesy, if for no other reason.

Tom said that it would not be a good thing for  the state board to make changes to the draft being approved by the committee.

Carol and Dan agreed.

Wayne said that the board will have a chance to look at the constitution and to approve it or send it back to the committee.  The board cannot make changes.

The committee agreed that this was the best way to handle it.

Tom said that the constitution would have more weight if it were transmitted to national in the name of the board.

Dan said that the option that the board would have would be to form another committee to do the job again.  However, being as five of the nine board members are on the Constitutional Review Committee, the current finished document is destined to pass.

He said that he would like full agreement of the committee that this version be supported to the exclusion of any others which may be brought up.

Tom amended his motion to call for the support of this draft of the constitution to be submitted on to the ratification process as specified by the affiliate president.

Dan seconded the motion.

The motion passed unanimously.

Tom said that he will give the constitution a final going over, including having his wife read through it, and then send it back out to the committee. He will ask for the written agreement of Brenda and Carolyn.

Wayne said that he would like this committee to remain standing, should it be required to further address the constitution, after it is submitted to the NFBF and national boards.  This is a precaution as he does not think President Maurer will have a problem with this constitution.

All committee members congratulated each other on a job well done.

The meeting was adjourned 9:22 PM.

Respectfully submitted,

Dan Hicks, Committee Secretary

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