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Dear CASB Members,

Article VII, Section 5, of the CASB bylaws directs staff to send each active member school board copies of proposed resolutions at least thirty-five (35) days prior to the opening session of the general business session at the Annual Convention. At its meeting on October 22, 2022, the CASB Delegate Assembly postponed action on two resolutions for further consideration at CASB's Annual Business Meeting. This email provides the required notice to members regarding the two resolutions that will be on the agenda.

The Colorado Association of School Boards Annual Business meeting will convene at 3:15 p.m. on Thursday December 1, 2022 at the CASB Annual Convention at the Broadmoor Hotel Colorado Springs, CO. Two resolutions will be heard that were postponed by majority vote of the CASB Delegate Assembly on October 22, 2022. The resolutions, and their related proposed amendments, are listed below. 

Resolution #30 was postponed by majority vote of the CASB Delegate Assembly to allow for additional consideration and discussion by the CASB delegates at the Annual Business meeting.

Submitted by — Calhan RJ1 
Resolution #30 

Resolution: Resignation of the current CASB Board of Directors Officers. The membership of the Colorado Association of School Boards calls for the resignation of the current President of the CASB Board of Directors, the Immediate Past President and the President Elect. The CASB Board of Directors under the leadership of these Board Officers has operated in a manner that does not support the CASB membership regarding financial transparency and good governance. Therefore it is necessary for the CASB membership to replace these Officers of the CASB Board of Directors immediately upon passage of this resolution by the CASB Delegate Assembly. This is necessary to return the CASB organization to its stated mission of “Advancing excellence in public education and equity for each and every student through effective leadership by the collective action of locally elected Boards of Education.” 

Rationale Statement: The Officers of the CASB Board of Directors have not disclosed to the CASB membership the expenditure of significant funds that should have been transparently and accurately disclosed to CASB members. This lack of transparency from the Officers of the CASB Board of Directors calls into question their ability to govern on behalf of the dues paying member board of CASB. The CASB Board of Directors spent approximately $100,000 to hire a new Executive Director. This amount is approximately 10 to 20 times more than a typical CASB member Board would spend to hire a new Superintendent. While the non-disclosure of this expense is problematic on its own, there was no justification by the Officers of the CASB Board of Directors as to what services were included for this amount of money. With the resignation of the Executive Director hired under this process only 3 years later CASB members are left to wonder how the expenditure of $100,000 could have been justified. Additionally, The Officers of the CASB Board of Directors hired an external firm to investigate the behavior of the current CASB President, at the time serving as the President Elect. The Officers of the CASB Board of Directors spent approximately $50,000 on this investigation. The cost of the investigation and the very existence of an investigation were never disclosed to the CASB membership. What, If any, action resulted from the investigation is unclear as the results of the investigation have never been disclosed to the CASB membership. The authority under which the Officers of the CASB Board of Directors authorized this investigation is not clear and has never been disclosed to the CASB membership.  Following the investigation, the Officers of the CASB Board of Directors spent an additional approximately $30,000 to work with a Governance consultant. The funds spent and the outcomes from the work of this consultant with the Board of Directors was never disclosed to the CASB membership by the Officers of the CASB Board of Directors. These expenses leave CASB members to wonder what benefit was provided to the CASB membership for the amount spent by the Officers of the CASB Board of Directors.

The CASB 2022 Delegate Assembly moved and a second was received to hear an amendment to the Resolution #31. The proposed amendment struck the original resolution language and proposed substituting the language below.

Submitted by — Calhan RJ1 
Resolution #31

Resolution: Upon passage of this resolution by the CASB Delegate Assembly the CASB Board of Directors will be restructured to have one member for each of the 12 CASB regions to serve on the Board of Directors. Each CASB member who is elected to serve on the CASB Board of Director to represent their CASB region will serve a term of 3 years. 

Currently serving members of the Board of Directors who serve in a CASB region that have multiple seats will be removed as terms expire or through attrition. 

Currently elected members of the CASB Board of Directors will have the opportunity to stand for re-election as the circumstances warrant. 

This resolution authorizes the necessary changes to CASB by laws to implement this resolution. Specifically, but not limited to, bylaws:

  • V.1.b,di
  • V.6, ai
  • IXx 1.b
  • 1 X. 2. A,

CASB Board of Directors Policy BDEA.

There is created 1 seat on the CASB Board of Directors in a position of Rural At-Large. The Rural 

At-Large position is eligible to be filled by any CASB member whose school district is considered Rural or Small Rural by the Colorado Department of Education. Any CASB member who meets these criteria is eligible to run for the Rural At-Large seat on the CASB Board of Directors regardless of what CASB region they are currently assigned. The Rural At-Large position will be elected for the first time at the 2022 CASB Annual Business meeting and will serve a 3-year term.

There are created 2 seats on the CASB Board of Directors in a position of At-Large. The At-Large position is eligible to be filled by any CASB member whose school district is not considered Rural or Small Rural by the Colorado Department of Education. Any CASB member who meets these criteria is eligible to run for the At-Large seat on the CASB Board of Directors regardless of what CASB region they are currently assigned. The At-Large position will be elected for the first time at the 2022 CASB Annual Business meeting and will serve a 2-year term. An additional At-Large position will be elected for the first time at the 2023 CASB Annual Business meeting and will serve a 2-year term. 

The CASB Board of Directors will ultimately consist of 15 members – 1 member from each of the 12 CASB regions, 1 Rural At-Large member and 2 At-large members. 

If at any time the CASB Board of Directors has an even number of members, the CASB Board President becomes a Non-Voting member of the CASB Board of Directors except in such instances where the President’s vote is required to break a tie vote by the Board of Directors. All members of the CASB Board of Directors are eligible to serve two consecutive terms on the CASB Board of Directors.

Starting with the 2022 CASB Annual Business Meeting the CASB Board President and CASB Board President elect will be elected by the CASB membership in attendance at the Annual Business meeting from members of the CASB Board of Directors who have submitted their intent to run for either position. Elections will follow current CASB election policy. The CASB Board President will serve a term of 1 year. The President Elect of the CASB Board of Directors elected at the 2022 CASB Annual Business Meeting will serve as President of the CASB Board of Directors for 2024. 

Starting with the 2023 CASB Annual Business meeting, and every year following, the CASB member delegates in attendance at the Annual Business meeting will elect the CASB Board President Elect from members of the CASB Board of Directors who have submitted their intent to run for this position. The President Elect of the CASB Board of Directors will serve as President of the Board of Directors the year following their election as President Elect of the CASB Board of Directors. All elections will follow the current CASB election procedures.

Rationale Statement: The CASB Board of Directors as currently constituted can no longer effectively provide the leadership and governance necessary to support the locally elected Boards of Education who make up the CASB membership. The size and makeup of the CASB Board of Directors has become cumbersome and inefficient. Therefore, it is necessary for the CASB membership to call for the restructuring of the membership of the CASB Board of Directors and make related changes to CASB bylaws.

Submitted by — Calhan RJ1 
Resolution #31 Amendment

Resolution: Upon passage of this resolution by the CASB Delegate Assembly the CASB Board of Directors will be restructured to have one member for each of the 12 CASB regions to serve on the Board of Directors. Each CASB member who is elected to serve on the CASB Board of Director to represent their CASB region will serve a term of 3 years.  

Currently serving members of the Board of Directors who serve in a CASB region that have multiple seats will be removed as terms expire or through attrition. 

Currently elected members of the CASB Board of Directors will have the opportunity to stand for re-election as the circumstances warrant. 

This resolution authorizes the necessary changes to CASB by laws to implement this resolution. Specifically, but not limited to, bylaws:

V.1.b,di
V.6, ai
IXx 1.b
1 X. 2. A,
CASB Board of Directors Policy BDEA.

There is created 1 seat on the CASB Board of Directors in a position of Rural At-Large. The Rural 

At-Large position is eligible to be filled by any CASB member whose school district is considered Rural or Small Rural by the Colorado Department of Education. Any CASB member who meets these criteria is eligible to run for the Rural At-Large seat on the CASB Board of Directors regardless of what CASB region they are currently assigned. The Rural At-Large position will be elected for the first time at the 2022 CASB Annual Business meeting and will serve a 3-year term.

There are created 2 seats on the CASB Board of Directors in a position of At-Large. The At-Large position is eligible to be filled by any CASB member whose school district is not considered Rural or Small Rural by the Colorado Department of Education. Any CASB member who meets these criteria is eligible to run for the At-Large seat on the CASB Board of Directors regardless of what CASB region they are currently assigned. The At-Large position will be elected for the first time at the 2022 CASB Annual Business meeting and will serve a 2-year term. An additional At-Large position will be elected for the first time at the 2023 CASB Annual Business meeting and will serve a 2-year term.  

The CASB Board of Directors will ultimately consist of 15 members – 1 member from each of the 12 CASB regions, 1 Rural At-Large member and 2 At-large members. 

If at any time the CASB Board of Directors has an even number of members, the CASB Board President becomes a Non-Voting member of the CASB Board of Directors except in such instances where the President’s vote is required to break a tie vote by the Board of Directors. All members of the CASB Board of Directors are eligible to serve two consecutive terms on the CASB Board of Directors.

Starting with the 2022 CASB Annual Business Meeting the CASB Board President and CASB Board President elect will be elected by the CASB membership in attendance at the Annual Business meeting from members of the CASB Board of Directors who have submitted their intent to run for either position. Elections will follow current CASB election policy. The CASB Board President will serve a term of 1 year. The President Elect of the CASB Board of Directors elected at the 2022 CASB Annual Business Meeting will serve as President of the CASB Board of Directors for 2024. 

Starting with the 2023 CASB Annual Business meeting, and every year following, the CASB member delegates in attendance at the Annual Business meeting will elect the CASB Board President Elect from members of the CASB Board of Directors who have submitted their intent to run for this position. The President Elect of the CASB Board of Directors will serve as President of the Board of Directors the year following their election as President Elect of the CASB Board of Directors. All elections will follow the current CASB election procedures.

Amendment: “The CASB membership directs these changes to the CASB By-Laws to restructure the make up of the CASB Board of Directors to be researched for consideration at the 2022 Annual Business meeting for changes to the CASB By-Laws. If approved by the majority at the CASB Delegate Assembly, the CASB STAFF – not the CASB Board of Directors - will bring the required changes to the 2022 Annual Business meeting for consideration by the CASB Delegates."

This resolution proposes a CASB Board of Directors that will consist of 15 voting members, using the following guidelines:

  • One member from each of the 12 CASB Regions
    • If the By-Law changes are approved at the 2022 Annual Business meeting elections will be held as follows:
      • All 12 CASB regions will hold elections for 1 seat each with 1-year terms
        • One member At-Large to represent any CASB member Board of Education that is defined as rural or small rural by the Colorado Department of Education will be elected for a 1-year term.
        • Two members At-Large to represent CASB member Boards of Education that are not defined as rural or small rural by the Colorado Department of Education will be elected to 1-year terms.
        • The CASB Board of Directors and the CASB Staff will bring to the 2023 Annual Meeting a plan for approval by the CASB Delegates to stagger elections of Board of Directors so that approximately one third of the seats on the Board of Directors will be elected each year starting with 2023.
      • The Current CASB President Elect will serve as President for 2023. As such there will not be an election for the CASB Region which the President Elect represents.
        • The CASB Board of Directors will elect a President Elect at their annual retreat in January of 2023 and all future years according to current By-Laws. The President Elect will serve as President of the CASB Board of Directors the year immediately following their term as President Elect.

Additional changes to the CASB bylaws will include:

  • The Immediate Past President of the CASB Board of Directors becomes an ex-offico non-voting member of the Board of Directors effective for 2023 and all future years in order to keep the voting membership of the CASB Board of Directors at 15 members.
  • Remove from CASB By-Laws the provisions of an Executive Committee of the Board of Directors.
  • If at any time the CASB Board of Directors the Board is made up of an even number of members, the CASB Board President becomes a non-voting member of the Board except in those cases where the President’s vote would break a tie vote of the Board of Directors.

Any current member of the CASB Board of Directors is eligible to run for any of the seats on the CASB Board that they qualify for under this proposed resolution. All candidates for the CASB Board of Directors must represent a CASB member Board of Education in good standing. If these bylaw changes are approved at the 2023 Annual Business meeting any CASB members who wishes to run for the newly organized CASB Board of Directors will submit their candidate information by Monday, November 15, 2022.

Following current CASB bylaws any proposed resolutions to be heard at the CASB Annual Business meeting must be sent to the CASB membership by Thursday October 27, 2022. Accordingly, the CASB staff is directed to provide for a Board of Directors elections under current bylaws and also a separate election to accommodate any changes implemented under this proposed resolution.

The CASB 2022 Delegate Assembly then moved and a second was received to hear an amendment to the above amendment. The amendment to the amendment is listed below.

Submitted by — Pueblo 60 
Resolution #31 Amendment to the Amendment

Amendment: “The CASB membership directs these changes to the CASB By-Laws to restructure the make up of the CASB Board of Directors to be researched for consideration at the 2022 Annual Business meeting for changes to the CASB By-Laws. If approved by the majority at the CASB Delegate Assembly, the CASB STAFF – not the CASB Board of Directors - will bring the required changes to the 2022 Annual Business meeting for consideration by the CASB Delegates."

This resolution proposes a CASB Board of Directors that will consist of 15 voting members, using the following guidelines:

  • One member from each of the 12 CASB Regions
    • If the By-Law changes are approved at the 2022 Annual Business meeting elections will be held as follows:
      • All 12 CASB regions will hold elections for 1 seat each with 1-year terms
        • One member At-Large to represent any CASB member Board of Education that is defined as rural or small rural by the Colorado Department of Education will be elected for a 1-year term.
        • Two members At-Large to represent CASB member Boards of Education that are not defined as rural or small rural by the Colorado Department of Education will be elected to 1-year terms.
        • The CASB Board of Directors and the CASB Staff will bring to the 2023 Annual Meeting a plan for approval by the CASB Delegates to stagger elections of Board of Directors so that approximately one third of the seats on the Board of Directors will be elected each year starting with 2023.
      • The Current CASB President Elect will serve as President for 2023. As such there will not be an election for the CASB Region which the President Elect represents.
        • The CASB Board of Directors will elect a President Elect at their annual retreat in January of 2023 and all future years according to current By-Laws. The President Elect will serve as President of the CASB Board of Directors the year immediately following their term as President Elect.

Additional changes to the CASB bylaws will include:

  • The Immediate Past President of the CASB Board of Directors becomes an ex-offico non-voting member of the Board of Directors effective for 2023 and all future years in order to keep the voting membership of the CASB Board of Directors at 15 members.
  • Remove from CASB By-Laws the provisions of an Executive Committee of the Board of Directors.
  • If at any time the CASB Board of Directors the Board is made up of an even number of members, the CASB Board President becomes a non-voting member of the Board except in those cases where the President’s vote would break a tie vote of the Board of Directors.

Any current member of the CASB Board of Directors is eligible to run for any of the seats on the CASB Board that they qualify for under this proposed resolution. All candidates for the CASB Board of Directors must represent a CASB member Board of Education in good standing. If these bylaw changes are approved at the 2023 Annual Business meeting any CASB members who wishes to run for the newly organized CASB Board of Directors will submit their candidate information by Monday, November 15, 2022.

Following current CASB bylaws any proposed resolutions to be heard at the CASB Annual Business meeting must be sent to the CASB membership by Thursday October 27, 2022. Accordingly, the CASB staff is directed to provide for a Board of Directors elections under current bylaws and also a separate election to accommodate any changes implemented under this proposed resolution.

Amendment to the Amendment: "The Delegate Assembly directs the CASB Board of Directors to undertake a comprehensive review of the CASB Bylaws, and make a report with suitable recommendations and rationale to the December 2023 Annual Meeting and Delegate Assembly."

Following the adopted rules of the CASB Delegate Assembly and Robert’s Rules of Order the Delegates at the 2022 Business Meeting will begin discussion of Resolution #30 followed by Resolution #31 with discussion on the amendment to the amendment of the original resolution.

 

Both of these resolutions and their proposed amendments will lead off the 2022 Annual Business Meeting on December 1 at 3:15 p.m. Any CASB member Board of Education is entitled to designate a delegate to attend the Annual Business Meeting, even if they did not send a delegate to the October 22, 2022 Delegate Assembly. The election of new CASB board members will take place immediately following the consideration of the resolutions. Members who also cannot attend the entire Annual Convention but would like to attend the Business Meeting are able to register for just the Business Meeting for free on the CASB website. CASB members are encouraged to contact the CASB staff to provide the information on who their Delegate will be ahead of the Annual Business meeting. 

If you have any questions feel free to contact us at [email protected].

Best,

CASB Staff

Colorado Association of School Boards

2253 S. Oneida St., Suite 300

Denver, CO 80224

303-832-1000