[Rotary] Subject: Mendocino Rotary Foundation Election of Directors

[LaDonna McDonald]

Hi Jeff
Thank you for all of the work you have put into this project. I think you have done a thorough job on analyzing where we are and giving us a path forward.
LaDonna
Sent from my iPhone

On Jun 6, 2025, at 7:43 AM, Jeffry Stubbs via Rotary <rotary at lists.mcn.org> wrote:




Dear Mendocino Rotary Foundation Directors and Mendocino Rotarians,

Yesterday's club meeting was devoted (and rightly so) to a conversation with Carstens Zehm about Europe and the Ukraine war, so we did not get to a talk on the Mendocino Rotary Foundation. We may be able to have talk in our next meeting, on the 12th, but in the meantime I have tried to summarize what we have found and are doing below, for your information and feedback.

1. The Foundation is a nonprofit public benefit corporation, formed in 2013, separate from the Club but linked to it in its Byelaws and a Memorandum of Responsibilities (MOR).

2. The annual meeting of the Foundation will be on June 24. At that time we will discuss and hopefully approve the election of Directors for 2025/26.

3. The records of the Foundation need to be regularized. At present we have two copies of the Byelaws, the Articles of Incorporation, an MOR between the Club and the Foundation, and a flashdrive kept by Jerry, which we have opened and mined for information. We are still looking for the paper records which may be in a box given by Jerry to Ray which we should be able to open this weekend.

4. The Foundation operates under Byelaws first framed in 2013, and possibly updated in 2016 and 2017, which we are trying to confirm. Regardless of the history, there is an apparent need to update the byelaws in the near future and we plan to do that over the next 3 months.

5. At present the Foundation has 7 Directors, 5 from the Club and 2 from the Community, shown in the attached spreadsheet. We expect all the persons shown as Directors for 2024/25 to carry over to 2025/26.

6. We have talked about an increase in the total number of Directors from 7 to 9 or even 11. We have at present 13 candidates.

7. Anyone who would like to run for election to the Foundation Board or who would like to nominate a person, either in the Club or in the community, to run for election please let myself, Gary and Matt, copy to Margaret and LaDonna, know not later than June 17. Once we have the list of candidates we will put together a ballot which will then be voted on by the Foundation Board.

8. A possible list of responsibilities:

President
Vice President
Treasurer
Secretary
IT and Social Media
Community Relations and Stones
Infrastructure
Vegetation and Planting
Events

The Vice President, who should be Matt, will also carry out maintenance and oversee planting and aesthetics.

The Treasurer would be responsible for preparing a 5 year plan focussed on long term viability.

The Secretary would keep the records of the corporation.

In addition to the Directors we will have backups at each position, who could be called Guest Directors or Associates. Similarly for Founding Directors.

Ray has said he will continue as Insurance advisor and will help in updating the Byelaws.

Brandt has said he will help out as Legal advisor and updating the Byelaws.

Kathleen will stay on as Treasurer, and I think Barry will stay on as second Community representative.

There are jobs for at least 11 persons. However, an 11 person Board might be difficult to handle.

Please give this some thought, and lets get together again when Matt gets back and if possible before the Annual Meeting.

Folks, I am having some difficulties with my Yahoo e-mail and Apple icloud, which is why I attach a Numbers version of the list below. I will produce an Excel and PDF version but those will have to come separately, after I resolve the difficulties.

Cheers,

Jeff Stubbs, Director
P.O. Box 1360 Mendocino, CA 95460
Home phone 707-937-6026
I phone 707-536-6190

<FDN BOARD 6:5:25.numbers>
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