Monday, March 12, 2012

Special Meeting Materials

As many Sunnies are aware, the cooperative has been in a transitional state since the final mortgage payment in 2005. Several hundred hours of work have been volunteered by current and previous residents in order to best meet the expectations set forth by early members while setting a groundwork for the future development and expansion of Sunflower Cooperative and its principles.

While it would be impossible to concisely summarize the countless lessons and intangible benefits we've gleaned from this endeavor, we are happily drawing this era to a conclusion with the presentation of a new set of bylaws to be voted on May 6th, 2012 by special meeting of all Sunflower cooperative members (every previous and current resident).

The bylaws are defined in a document that outlines and describes our responsibilities and obligations as a legal entity. It includes a glossary of terms, explanations of financial terms and commitments, and defines what it means to be a member in good standing.

The current draft of bylaws was created by a committee made up of current and previous members aided and directed in part by volunteer "working groups" of previous members. It was created under the guidance of our lawyer and within the parameters of the Texas Business Organization Code.

A primary goal in developing the new set of bylaws was to set a precedent for distributing membership dividends to members who resided in Sunflower Co-op preceding 2005. A dividends committee and working group were formed to define who qualified for such payments, what formula might be used to determine the amount, and how Sunflower can make these payments in a timely fashion without undermining its economic stability.

The Special Meeting will begin at 10:00 a.m. with a read through of the proposed bylaws as well as a review of the dividends proposal. At noon we will serve a light lunch and encourage discussion as well as further review of background materials if needed. From 1:00-2:00 p.m. we will be accepting ballots, which will be tallied at the end of the meeting. Thirty days before the meeting Sunflower will e-mail final drafts for review of the bylaws as well as copies of the ballot, and votes by mail will be accepted if received by May 5th.

In the meantime, our most recent drafts, as well as background information and contact information, will be posted on this blog as tabs. Any questions or comments regarding this progress or these documents is welcome and appreciated.

See you in May!


  1. 3.12 “Voluntary winding up” means winding as the result of a decision to wind up.

    Consider this constructive criticism (and not a complaint by any means): "winding up" is not a clear term. This section is a great opportunity to make the term more clear. General rule of thumb is that you cannot have a term that you are defining in the definition. As such, I believe that you are using "winding up" as a metaphor for shutting the operation down; closing for business; discontinuing operation as SFC. True?

    The source of the ambiguity is that you can "wind up" a toy and you can "wind up" a kite string. The fact that the definition only refers to "winding" is unfortunately vague. Just a thought on that.

    rob clayton (ex-prez)

  2. But all in all, a really excellent job clarifying the expectations of membership, rules of operation, and contingencies for dissolution and continuation. See you 5/6! (I'm non-voting but I want to be there to see this happen)

  3. Thank you for checking this out and for your input, Rob! I'm taking this to the board right now. The lawyer had a similar suggestion. It looks like we'll be copying and pasting the entire "winding up," vocabulary and all, from TBOC.