Tanner Trust creation (formerly Stil-Light)
May 28, 1998 09:44 AM
by John E Mead
as a member of the board of Stil-Light (a public Corp.), now called
the Tanner Trust, I wanted to obtain feedback from the theosophical
community regarding the new proposed by-laws which were created at
Lake Junaleska, SC during the Mid-South Federation meeting of the TSA.
I was not able to attend the board meeting due to financial
considerations. However, I did send to the board members my
view that unless the new by-laws specified some regionally
democratic procedure which included the TSA members, that my vote
on ratification of the new by-laws was 'NO'.
The board members present were:
Carol Ward (President) -- with 1 Proxy to her, from board member
Miles Standish (Secretary)
at the meeting the board was extended to include:
the following proposed by-laws were the product of the meeting.
It should be noted that this is a draft document. However, I
believe it does reflect what appears to be the blatant creation
of a classic oligarchy.
It is because I am devoted to the three objects of the TSA,
that I submit this for feedback from the general theosophical
community(s). I will not be held morally responsible for
what appears to me as an attempt to seize control of the assets which
were graciously left to Stil-Light by the late Florice Tanner.
the following is the current by-laws proposal I recently received from
the meeting held at Lake Junaluska.
FLORICE TANNER FOUNDATION
ARTICLE I. PURPOSE
This Foundation is organized to further the three objects of
The Theosophical Society. Specifically, it is to provide funds
to disseminate theosophy in but not limited to the Southeast
District of The Theosophical Society in America.
ARTICLE II. MEMBERSHIP
The membership shall consist of a Board of Directors.
ARTICLE III. BOARD OF DIRECTORS
Section 1. BOARD DEFINED: The Foundation shall have a Board of
Directors consisting of seven persons who are members in good
standing of The Theosophical Society in America and who are active
in the work of the Society. In addition to these seven, the Board
shall include the National President of The Theosophical Society
in America as an ex-officio member.
Section 2. TERM: Directors shall serve for a term of five years
beginning on June 1st, with initial rotation as provided in
the minutes of the first meeting following adoption of these by-laws.
If a Director's position becomes vacant for any reason before
expiration of that Director's term, a replacement shall be appointed
to fill the position for the remainder of the term. Directors
may succeed themselves.
Section 3. METHOD OF APPOINTMENT: New Directors shall be appointed
by the remaining members of the Board who have terms continuing
beyond the date of appointment of the new Director. First
consideration for appointment of new Board members shall be given
to those in elected positions representing members in the
Southeast District of the Theosophical Society in America,
especially Federation and Branch presidents, and the Southeast
Section 4. DUTIES: Duties of the Board shall include the following:
A. To formulate general policies for the operation of the Foundation.
B. To distribute funds generated by the Foundation through a
C. To hold meetings annually and at such other times as deemed
necessary by the Chairperson or a majority of the members of the
Section 5. OFFICERS: Officers of the Foundation shall be elected
by the Board of Directors from among themselves. The Officers,
with their duties are as follows:
A. Chairperson: The Chairperson shall be the Executive
Officer of the Board and shall, in consultation with
the other Directors, have general supervision, direction,
and control of the business affairs of the Foundation.
The Chairperson presides at all meetings. The Chairperson
shall plan and promote a financial program for the
long-term operation of the Foundation.
B. Secretary: The Secretary shall keep a book of records
and of minutes of all meetings. The Secretary's official
records shall include both current and long-term important
documents. The Board shall provide guidance as to what
records shall be kept for long term and for how long.
The Secretary shall handle the correspondence as directed
by the Chairperson.
C. Treasurer: The Treasurer shall prepare or otherwise
produce regular statements of income and expenses as the
Board directs, including endowment fund status, and account
balances with all banks or other institutions where assets
are invested. Reports shall include the financial
institution name, address, account numbers, and maturity
dates of any time deposits as applicable. Statements from
all financial institutions shall be reconciled upon receipt.
All Treasurer reports and records shall include or give the
location of source documents as the Board directs. An
operating cash fund shall be accessible to the Chairperson
and the Treasurer. The Treasurer shall immediately report
to the Board any difficulty encountered in obtaining
statements of account balances from financial institutions,
the keeping of records, or in any other financial matter.
Section 6. REMOVAL OF BOARD MEMBERS: If a Board Member should be
absent from or not participate in three successive meetings,
the remaining Board Members may declare that position vacant.
Section 7. VACANT OFFICES: Vacant offices shall be filled by
appointment by the Chairperson until the next regular
election of officers. The Secretary shall acquire the added
authority and responsibilities of the Chairperson if at any
time that office becomes untimely vacant.
Section 8. QUORUM: For actions of the Board of Directors, the
Chairperson shall attempt to poll any absent members by
telephone, mail or other means, but if absent members cannot
be reached, a simple majority shall constitute a quorum.
ARTICLE IV. FISCAL YEAR
The fiscal year shall be the calendar year.
ARTICLE V. AMENDMENTS
Section 1. PROPOSAL AND ADOPTION: To be considered, amendments to
these by-laws must be proposed by at least two members of
the Board. Amendments must be approved by at least a
2/3 vote of the full Board of Directors. After adoption by
the Board, amendments shall be submitted to the National
Board of Directors of The Theosophical Society in America
for review and approval by the National Judiciary Committee.
Amendments shall not be valid until final approval by National
Headquarters of The Theosophical Society in America.
Amendments shall be signed and dated by the Chairperson and
the Secretary, and made a part of the permanent record.
Subsequent issues of the by-laws shall reflect the latest
ARTICLE VI. DISSOLUTION
If for any reason the Florice Tanner Foundation should be dissolved,
after expenses of dissolution have been paid or provided for, all
records, property and assets shall be turned over to The Theosophical
Society in America, Wheaton, Illinois, to be used in such manner as
its National Board of Directors may consider to be in the best
interests of the Society.
[Back to Top]
Dedicated to the Theosophical Philosophy and its Practical Application