Douglas,
Thank you for your overview and recommendation for further legal counsel with expertise in Illinois nonprofit law.
I whole heartedly support this!
Lee Smith
Member, GGC Society
Former General Councilor

Sent from my iPhone

> On Feb 25, 2024, at 7:12 AM, Douglas Burns (via societyofficers list) <societyofficers@urantiabook.simplelists.com> wrote:
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> GC Members,
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> The governance structure of The Urantia Book Fellowship, a non-profit Illinois Corporation, stands at a crucial juncture. The General Not-For-Profit Corporation Act of 1986 allows non-profit organizations like the Fellowship substantial latitude in defining membership classes and voting rights, directly impacting its operational and governance model.
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> The Fellowship’s current distinction between society members, who possess voting rights, and members-at-large, who do not, is a critical aspect of its governance structure. This differentiation is supported by Illinois law, which permits organizations to specify the voting rights of different classes of members in their articles of incorporation or bylaws (Constitution). The Act’s flexibility suggests that the Fellowship can maintain its representative governance model, which privileges the active participation of society members in governance decisions while still engaging a broader community of members-at-large in its mission and activities.
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> The provision for cumulative voting (proportional or weighted voting) rights in Illinois law offers The Urantia Book Fellowship a path to refine its electoral system, potentially enhancing the representation of society members and members-at-large without concentrating decision-making power solely among a single group.
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> Given the complex interplay between the Fellowship’s mission, governance structure, and legal obligations under Illinois law, there is a compelling case for the General Council to seek unfiltered and certainly unbiased comprehensive legal advice. This advice should ensure compliance with current statutes and explore innovative governance models that could further the Fellowship’s objectives while respecting the autonomy of local societies and the broader membership.
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> Furthermore, considering the significant implications of potential constitutional amendments, obtaining a second legal opinion specifically on Illinois non-profit law as it relates to the Fellowship’s unique context is prudent. A second opinion would provide an additional layer of scrutiny and insight, ensuring that any proposed changes to the constitution are legally sound, practically viable, and aligned with the Fellowship’s long-term vision.
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> Such legal consultation should thoroughly examine the legal nuances of membership classes, voting rights, and the potential for cumulative voting or other innovative governance mechanisms. It should also address the legal and ethical considerations of integrating members-at-large more fully into the governance process without undermining the existing structure that values society participation and contribution.
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> The General Counsel as a body should incorporate these legal considerations and the detailed analysis of membership and voting rights into the Fellowship’s deliberations on constitutional changes, which underscores a commitment to legal compliance, ethical governance, and inclusive community engagement. By seeking expert legal advice and potentially a second opinion, the General Council can navigate the complexities of non-profit law to refine its governance model in ways that enhance its mission and ensure its robust, democratic, and legally compliant operation. This proactive approach will reinforce the Fellowship’s integrity and accountability and solidify its foundation for future growth and impact.
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> Yours in Service,
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> Douglas Burns
> Councilor
> 510-676-2789 c
>