In the lead-up to this year’s Annual General Meeting (AGM), CREB® received a member request to put forward two resolutions to amend our Articles of Incorporation and Bylaws to require membership approval for certain elements of Board spending.
After careful consideration and significant due diligence, including input and recommendations from our Governance Standing Committee (GSC) and CREB®’s legal counsel, the Board of Directors has concluded that the resolutions will not be included in the Notice of Meeting for the AGM.
The rationale and scope of effort that went into this decision were substantial. Over the past few months, we have corresponded extensively with this concerned member on their request, including providing suggestions for amendments to the resolutions based on the advice of legal counsel and discussing and debating the request internally at length.
It was ultimately determined that the resolutions, as proposed, would create unnecessary ambiguity and, if passed by members as drafted, would be unworkable for the Board to comply with, practically speaking. It is also clear that CREB®’s Articles of Incorporation, as they currently exist, are entirely appropriate and have withstood the scrutiny of government oversight.
CREB® also looked at the governance structure of other comparable non-profit organizations and found no other examples of where a Board’s discretion has been limited in the way the concerned member had proposed.
It is the responsibility of the Board of Directors to make decisions for the benefit of the organization. This means holding the line on standards for governing and only making decisions on a particular course of action after careful consideration, consultation and thought.
These discussions have also created a healthy dialogue on plans for the CREB® Campus and the need for more meaningful communication with members. CREB® is actioning these priorities with member-driven committees like the Connecting Members Standing Committee (CMSC) and the Joint Member Communication Task Force, which will both channel productive efforts to increase member engagement to further CREB®’s goals while also fostering goodwill with members to drive better governance outcomes.
These are some of the first steps in delivering on CREB®’s strategic plan from 2023-2025, which will be a central focus at our upcoming AGM on April 25.
Please register for the AGM and continue and continue to share your input at these important member meetings, which will pave the way for our next chapter in 2024 and beyond.
To read the full post on this topic from CREB® Chair Christian Twomey, please visit the AGM hub on CREB®Link.
The rationale and scope of effort that went into this decision were substantial. Over the past few months, we have corresponded extensively with this concerned member on their request, including providing suggestions for amendments to the resolutions based on the advice of legal counsel and discussing and debating the request internally at length.
It was ultimately determined that the resolutions, as proposed, would create unnecessary ambiguity and, if passed by members as drafted, would be unworkable for the Board to comply with, practically speaking. It is also clear that CREB®’s Articles of Incorporation, as they currently exist, are entirely appropriate and have withstood the scrutiny of government oversight.
CREB® also looked at the governance structure of other comparable non-profit organizations and found no other examples of where a Board’s discretion has been limited in the way the concerned member had proposed.
It is the responsibility of the Board of Directors to make decisions for the benefit of the organization. This means holding the line on standards for governing and only making decisions on a particular course of action after careful consideration, consultation and thought.
These discussions have also created a healthy dialogue on plans for the CREB® Campus and the need for more meaningful communication with members. CREB® is actioning these priorities with member-driven committees like the Connecting Members Standing Committee (CMSC) and the Joint Member Communication Task Force, which will both channel productive efforts to increase member engagement to further CREB®’s goals while also fostering goodwill with members to drive better governance outcomes.
These are some of the first steps in delivering on CREB®’s strategic plan from 2023-2025, which will be a central focus at our upcoming AGM on April 25.
Please register for the AGM and continue and continue to share your input at these important member meetings, which will pave the way for our next chapter in 2024 and beyond.
To read the full post on this topic from CREB® Chair Christian Twomey, please visit the AGM hub on CREB®Link.
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