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Proposed Bylaw Changes For Consideration at Annual Meeting in Indianapolis

July 22, 2009

Dear Capitolbeat Member,

The Board of Directors continues to investigate ways to ensure Capitolbeat serves the needs of statehouse reporters for years to come.  While the Board is committed to preserving the core interests of its membership, it also struggles to maintain and, hopefully, increase membership and secure the financial strength of our organization.    The Board is working on all fronts to achieve these goals.  Today we bring to you a matter that has been the subject of ongoing discussion:  the amendment of the bylaws to create an “Affiliate Member” category.

You may recall that an Affiliate Member category was proposed prior to the Capitolbeat conference in Raleigh in November 2008.  After significant criticism, the Board withdrew the proposed Affiliate Member category (but went forward with other changes to the bylaws) and held an open discussion of the membership issue at the Annual Meeting during the Raleigh conference.  The general tenor of that discussion in favor of a very limited Affiliate Membership. The Board promised to continue to discuss the issue.  The attached bylaws, in clean and redlined form, are the result of nearly a year’s worth of Board discussion and the recent membership survey.

In creating the new “Affiliate Member” category, the Board remains mindful that Voting Members are the heart of Capitolbeat.  Thus, in addition to adding language regarding Affiliate Members, the bylaws contain a slight change designed to reinforce the statehouse-centric nature of Voting Members.   The specific changes to the Bylaws are:

  • Creation of an Affiliate Member category in Article III, Section (1)(c). Taking heed of prior concerns, the Board decided that Affiliate Membership would be much smaller than the original proposal made almost a year ago.  As proposed, Affiliate Membership is limited to those people who, in the Board’s estimation (with the applicant needing approval of at least one-half of the Board),  “can assist the organization in the furtherance of its goals”.  Of note:
    • Affiliate Membership will be limited to:
      • Former Voting Members who, for one  reason or another, do not spend a substantial portion of their time reporting on state government issues.  With regard to Former Voting Members, the Affiliate Member will not have to be a reporter when he/she seeks Affiliate Member status.  He/she can be out of journalism altogether, as long as he/she has not become part of the “political machine” (politician, staffer, lobbyist).  The Board feels that giving former Voting Members the opportunity to remain affiliated with Capitolbeat, even if they are not involved in journalism, balances their past dedication, contributions and knowledge with the recognition that the overall number of statehouse jobs is, unfortunately, on the decline.
      • Any journalists who do not qualify for Voting Membership.  Again, this person must be a journalist.  But he or she either does not spend a substantial amount of time reporting on state government issues or does not meet one of the specific criteria for Voting Membership – the latter strike would most likely occur when a freelancer is not accredited or credentialed by the state press corps.
    • Affiliate Members can attend conferences, events and participate on Capitolbeat listservs (though there may be separate listservs to allow for discussion of issues relevant to Voting Members only). They will not be permitted to serve on the Board of Directors or Committees.
  • To reinforce the second type of Affiliate Membership, our attorney suggests amendment of one minor portion of the Voting Member definition.  Therefore, a freelance writer, even one who spends a substantial portion of his or her time on state government issues, must be accredited or credentialed to be a Voting Member.  The Board understands that this may affect current Voting Members who are or become freelancers but are not accredited or credentialed by the relevant state house, but believes these numbers are very small.   We will consider “grandfathering” in those who would be affected by the changeover or granting such persons Honorary Member status as merited by the circumstances and past contributions.

The actual language is:

  • Changing Article III(1)(a)(iv) from “Freelance journalists who qualify in any of the above criteria” to “Freelance journalists who qualify in any of the above criteria and are accredited or credentialed by a state press corps”
  • Creating the Affiliate Membership category in Article III(1)(c):

    Affiliate Members: Persons that do not spend a substantial portion of their time reporting about or interpreting state government but, in the estimation of the Board of Directors, nevertheless can assist the organization in the furtherance of its goals shall be considered Affiliate Members who shall be eligible to pay dues, attend ACRE conferences, meetings, and events, and receive all other benefits of membership, including participation in certain E-mail listservs, except that they shall not be allowed to vote, sit on the Board of Directors or Committees.  Affiliate Membership specifically requires that one-half of the Board of Directors find that the Affiliate Member meet one of the following criteria:

    (i)         Former Voting Members regardless of their employment, as long as the former voting member does not become a legislative employee, lobbyist or politician

    (ii)        Persons who meet one of the criteria for Voting Membership but do not spend a substantial portion of their time reporting about or interpreting state government (i.e., journalists on other beats who have an interest in state government or freelancers who are not accredited or credentialed by the relevant statehouse press corps)

    Excluded from Affiliate Membership are:

    (i)         Any person who holds elective office at any level of government

    (ii)        Any person who is on the official staff of the holder of elective office at any level of government

    (iii)       Any person who is an employee of a political party or a political action committee

    (iv)   Any person who is a member or employee of a foundation whose goals, in the estimation of the Board of Directors, are not consistent with those of the organization.

Please  feel free to direct your comments to the Board of Directors at board@capitolbeat.org or to our attorney, Kevin M. Goldberg, at goldberg@fhhlaw.com.  We will be discussing these changes and other issues relating to the governance and future of Capitolbeat at the Annual Meeting on the afternoon of August 21, 2009 in Indianapolis.  The Board is empowered to  approve these amendments after that meeting, but will do so only after considering all comments received up to and during the Annual Meeting.  It is unlikely to fully implement the new membership category immediately and instead is targeting January 2010 for entry of the initial Affiliate Members.

Thank you,

Kevin M. Goldberg, Legal Counsel (on behalf of the Board of Directors)

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