Annual Members' Meeting 2001
Treasurer's Report, 2000-2001
During this past fiscal year, 2000-2001, WAOE's operating budget has come from members' donations and dues collected during the previous fiscal year-- before we voted to suspend dues-- and from a large donation from Children's Research Network(CRN), one of WAOE's Supportive Affiliates in Japan. CRN has graciously provided $2054.00(US) so far toward WAOE's expenses over the past year. Since CRN will not be contributing this much in the near future, we will need more options for generating what WAOE needs to fulfill its educational and charitable mission this year.
At the moment, WAOE has $3059.02 in two credit union accounts I've dedicated for WAOE's use. In the future WAOE may receive some income from
Other sources of income still need to be developed if WAOE is to meet its full potential and meet its expenses in the years to come.
Our only expenses this fiscal year have been
Our yearly fee for Interland services will be due next month. WAOE will also owe a small monthly fee to Metacollege from now on for use of their virtual learning environment (WAOE had been given several trial months of access to Metacollege without charge).
Despite the fact that WAOE has some income this year, we still do not have a corporate bank account, having been stopped by the requirement that we have actual signatures of both the President (who is in Japan) and the Treasurer (who is in California) to establish the account in Houston, Texas and two signatures for every transaction thereafter. While this has been the usual practice for nonprofit corporations who do business face to face, collecting signatures online has only just become legal in the United States. It may now be possible to establish such a corporate bank account entirely online without traveling to another country. However, since the next Treasurer will probably be from outside of the United States (in Canada), he would have to restart the process of acquiring an online corporate account in the US should the new Treasurer wish to maintain WAOE funds in US dollars.
There are unfortunate side effects to not having such an account:
Therefore, to avoid these potential consequences, I recommend that the new Treasurer also attempt to establish an online corporate banking account (ideally with the bank already named in the Corporate Resolution).
WAOE, is a nonprofit public benefit member's corporation
organized for educational and charitable purposes
under California's jurisdiction. When we operated
without a budget at all, it was the dedication of
the elected officers, members of the Coordinating
Ring, and founding members who kept WAOE a reality.
But now we do have Supportive Affiliates and a small
budget and need to move on to fulfill our mission
to become a fully functional professional organization
for educators who use or wish to use computer-mediated
learning and for those who provide the technical support
for them. This means that members need to come
forward with their ideas and especially their time
and energy to help WAOE become a more useful
Report from the Agent for Incorporation
One of the reasons we have formal annual meetings such as this one is because annual meetings are a minimum requirement for maintaining corporate status. WAOE is an unusual corporation in that it operates entirely in the virtual world. Having annual meetings entirely online is definitely revolutionary but has so far been acceptable to California authorities who have agreed to WAOE's corporate status and provided a state tax exemption.
Although I will no longer be Treasurer for the next fiscal year, as Agent for Incorporation I must still submit an annual report (required of corporations) within 120 days after each annual meeting as well as tax statements and statements about new officers or changes to Articles and Bylaws. Therefore, the new Treasurer and I need to work together to accomplish these duties. I will announce and post the link for the annual report once we have completed the final draft for 2000/2001.
One other issue the Board of Directors will need to consider is that the Bylaws describe the Treasurer as both the Treasurer and the Agent of Incorporation. Since the new Treasurer will not be a resident of California and WAOE cannot yet afford to retain this service from a California law firm, these two duties must be split, and the Bylaws will have to be amended this year to show this change in duties. Since the fee is the same whether we make many changes to the Bylaws or only a few, we probably should reconsider all of the descriptions of officers' duties in light of what we know now about what those positions need to do. If this results in changes in the Board structure or the addition of new Board members, the Board will have to amend both the Articles and the Bylaws, which will require a ballot of the Voting Members as well.
Another of my duties as Treasurer is to chair the Planning and Finance Committee (PFC), an advisory committee whose purpose is to make recommendations to the Board of Directors on issues concerning incorporation, bookkeeping, accounting, banking, currency exchange, tax status, income, and financial planning for WAOE.
Although PFC once held monthly and then quarterly meetings, the last few meetings failed in their purposes because we lacked a quorum and sufficient participation from voting members. The last few times we held PFC meetings online, only WAOE directors and one officer who would ordinarily have attended Board Meetings anyway participated in the PFC meeting. There is no point in having PFC meetings until more voting members can make a commitment to attend them, do the work required, and participate fully. Otherwise, accepting advice from this committee merely doubles the work of the Board of Directors; after making recommendations from PFC, the Board has then had to convene to vote on the recommendations a majority of us had just made to ourselves!
As a result, PFC has not met during the past fiscal year. A required committee such as PFC whose task is to make financial recommendations to the Board would be less problematic for all concerned if more voting members would agree to serve on PFC. This committee is important when it works as it should. It is supposed to work on the research and details of central matters such as the various needs WAOE has for server accounts, listserves, databases, basic operating expenses, generating income, banking, and planning for WAOE's financial future. And if more voting members agreed to join PFC, the committee would provide not only an opportunity for these members to be heard by Board members, but also expertise and assistance to Board members in performing their tasks.
Any WAOE member may observe during PFC meetings. Voting members interested in joining the Planning and Finance discussions as PFC members should contact the new Treasurer after the election. We are particularly in need of PFC members with backgrounds in finance, accounting, or law, but any interested voting member who has the time and energy to commit to attending meetings and completing their assignments for these meetings may participate. It will be the decision of the new Treasurer when and whether to reinstate regular PFC online meetings.
Agent for Incorporation
Chair of PFC
Member of WAOE's Coordinating Ring
Member of WAOE's Board of Directors