An update from Dr. Pinto-Taylor on this process. 

Governance Committee can review the budget and offer feedback. 

1. The "Physical Location" Requirement (Charter/State Law)

• The Conflict: Even if you move to a virtual format, the Georgia Open Meetings Act (referenced in Section 15 of your Charter) typically requires a physical location to be made available for the public to attend and monitor the meeting.
• Action Item: You likely cannot go "100% cloud-based" with no physical footprint for meetings. You must decide if the school building remains the "official" anchor where a speakerphone or screen is set up for the public, even if 100% of the Board is on Zoom.

2. Defining "Presence" and Quorum (Bylaws)

• The Gap: Your Bylaws (Section 5.8) define a quorum as a "majority of the Directors then in office." It does not explicitly state that "telephonic or video participation counts toward a quorum."
• Action Item: Update Article V, Section 5.8 to explicitly state: "Directors may participate in any meeting through the use of any means of communication by which all Directors participating may simultaneously hear each other during the meeting. A Director participating in a meeting by this means is deemed to be present in person at the meeting."

3. Attendance Policy "Teeth" (Bylaws)

• The Conflict: Section 5.3 of your Bylaws requires attendance at 7 out of 10 meetings. If attendance is waning, switching to virtual might help, but you may also want to clarify if "virtual attendance" counts toward this 7/10 requirement.
• Action Item: Clarify in Section 5.3 that "attendance" includes both in-person and approved virtual participation.

4. Voting and Executive Sessions (Bylaws)

• The Technicality: Section 5.12 allows for "Action Without a Meeting" via electronic written consent. However, for actual meetings held virtually, you need a clear procedure for how "votes" are cast (e.g., roll-call votes) to ensure the minutes are accurate for SCSC auditors.
• Action Item: Update Section 5.9 (Manner of Acting) to include: "In the event of a meeting held via electronic means, all votes shall be conducted by roll call to ensure clarity of the record."

Reviewing our Succession Planning tracker. Items we're tracking: 

• Sourcing potential board members (review current list) 
• Leadership & succession planning (board official successors for next school year) 
• Spring Board mixer (Shanice leading this; confirming data and logistics) 

Succession planning timeline: https://docs.google.com/document/d/1NSu_yCsjVBg32KFTHurAe0v9dWcKwivrHMWnW-o97VI/edit?tab=t.0