Bylaws Review - Legal Action

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Stacy Savage

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Feb 24, 2025, 4:53:22 PM2/24/25
to Adrian Hernandez, boarddev...@recyclingstar.org
Adrian,

Our Board Dev Committee met today to review the 2025 STAR Bylaws document we've been working on, as well as the 2013 Bylaws document, which seem to be the most recent Bylaws to have received voter approval by the Membership.

As you know, the past 10-12 years of recordkeeping for STAR has been abysmal and many of our records were lost in transport or accidentally destroyed by the managers of the facility where they were being stored. 

Unfortunately, we cannot find any meeting minutes of the 2015, 2019, or 2021 Bylaws changes located in the Board Developments Committee's Google Folder. These Bylaws changes seemed to have only been approved by a majority of the board at those times and not by the Membership at those annual meetings.

Our Committee members agreed today that comparing the 2025 draft document that we're currently working on to the 2013 document, with the most recent Membership voting approval, and omitting the 2015, 2019, and 2021 Bylaws changes were the safest (legal) solutions for STAR in moving forward with this process. 

We ran a comparative analysis of both the 2013 and 2025 documents through ChatGPT to chart out an exhaustive list of all the changes that we are proposing between the two. This could be sent to the Membership via email as a supplemental document for their review before the annual meeting and voting process.

For now, what we really need is some legal advice as to whether we can proceed with our current proposed changes for 2025, which the Board approved on February 13th, and present them to the Membership this May or do we need to amend the 2013 Bylaws with our proposed changes since the 2015, 2019, and 2021 Bylaws changes (approved only by the board) are invalid.

Due to time constraints, Jeremy suggested that STAR use free legal services available for Texas nonprofits so we don't have to go through the entire vetting process of hiring a lawyer right now.  

Please let us know your thoughts on this.

Thank you,
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Stacy Savage (She/Her/Hers)
Founder & CEO, Zero Waste Strategies

icon 512-693-7677   icon www.0waste.org   icon st...@0waste.org

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Adrian Hernandez

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Feb 24, 2025, 5:00:51 PM2/24/25
to Zero Waste Strategies, boarddev...@recyclingstar.org
I just do happen to be at the Texas Nonprofit Summit today through Wednesday. I'll ask around to see if I can find someone to assist with this. I do think it's best to proceed as though any versions of the bylaws after 2013 are invalid. 

Thanks for this update. I'll find some time in the coming days to go back and review the committee's progress so I'm up-to-date. 

Sorry to have thrown a stick in the progress wheel! I was reading those footnotes in real time. Luckily, Brittny caught it and brought it to our attention so we can correct our internal compliance deficiencies. That's the key goal, in my opinion! 

If I can get legal commitment/feedback, I'll share it with the committee ASAP. 

Stacy Savage

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Feb 24, 2025, 5:20:53 PM2/24/25
to Adrian Hernandez, boarddev...@recyclingstar.org
Thanks a million! Have a great time at the conference.
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Stacy Savage (She/Her/Hers)
Founder & CEO, Zero Waste Strategies

icon 512-693-7677   icon www.0waste.org   icon st...@0waste.org

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"We'll Stop at Nothing."

IMPORTANT: The contents of this email and any attachments are confidential. They are intended for the named recipient(s) only. If you have received this email by mistake, please notify the sender immediately and do not disclose the contents to anyone or make copies thereof.

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Brittny Luther

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Feb 27, 2025, 4:19:07 PM2/27/25
to boarddev...@recyclingstar.org, Adrian Hernandez
Stacy- 

We all need to discuss this further. There have been developments. 
We have no minutes to match the 2013 bylaws. I have spoken to Adrian and we need to seek legal advice. 

Please hold on this. 

Thank you, 
Brittny 

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Stacy Savage

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Feb 27, 2025, 4:42:34 PM2/27/25
to boarddev...@recyclingstar.org, Adrian Hernandez
OK, understood. Thanks for the update.
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Stacy Savage (She/Her/Hers)
Founder & CEO, Zero Waste Strategies

icon 512-693-7677   icon www.0waste.org   icon st...@0waste.org

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"We'll Stop at Nothing."

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