Oshkosh Convention & Visitors Bureau Inc

“The changes below have been made to the bylaws: article iv-board of directors 4.02 number, tenure and qualifications for members of the board. The corporation's board of directors shall consist of not more than seventeen (17) persons who are expected to be important and influential supporters of tourism development, the bureau and its programs. The directors will serve two-year terms, beginning january 1, with five (5) directors elected each year as officers of the board. No board member shall serve more then three (3), two (2) year consecutive terms plus any unexpired term the board member may have been elected or appointed to fill. Directors serving as officers shall be exempt from this restriction in order to progress through the offices and provide continuity of leadership. To provide this continuity, when the past chair's executive committee term ends, they may remain as a board member for an additional three (3) terms. The terms of the board shall be adjusted to ensure that no more then 1/3 of the board turns over each year. The board shall be self-perpetuating, and future elections to the board shall be conducted on an annual basis by the oshkosh convention and visitors bureau board of directors. The executive committee is responsible to nominate new directors. New directors shall be elected by majority vote of the oshkosh convention & visitors bureau, inc. Board members present for a meeting noticed and held for such purposes. The board configuration shall be as follows: the following board positions will be considered ex officio: (a) there shall be one (1) member of the board who is a sitting member of the oshkosh common council. The council representative will be mutually agreed upon, annually, by the mayor and the executive committee. The term of service is june through may, with the nominee selected after the annual april election. This position is non-voting. (b) there shall be one (1) member of the board who is a sitting member of the winnebago county board. (c) there shall be one (1) member representing the oshkosh area community foundation. (d) there shall be one (1) member from the oshkosh city parks. (e) there shall be one (1) member representing the university wisconsin oshkosh. (f) there shall be one (1) member representing eaa. The remaining members of the board will be represented by the following. (g) there should be at least (1) but not more that (2) representatives for the following categories: restaurant, hotel and attraction. Representatives from this category should consist of owners, general managers, executive board members or the top executive level of the organization. (h) the remaining members of the board shall represent the oshkosh community at large who are supporters of tourism development, the bureau and its programs. 4.03 resignation, removal, vacancies. The director may resign at any time by giving written notice to the secretary of the corporation, who shall advise the board of directors of such resignation. Such resignation shall take effect at the time specified therein, or if no time is specified, then upon receipt of the resignation by the secretary and, unless otherwise specified herein, acceptance of such resignation shall not be necessary to make it effective. Any individual director may be removed from office by action of a majority of all of the members then comprising the board of directors, for cause deemed sufficient by the board. A vacancy or vacancies in the board which occurs for any reason, including an increase on the authorized number of directors, may be filled by the action of the majority of board members present at a meeting noticed and held for such purpose. Replacements for directors who are deceased, or who have resigned or have been removed from the board, shall be elected to serve out the unexpired term of the director whom they are replacing. The consent of all candidates to serve on the board shall be obtained before their names are presented for election. I”

“The form 990 is prepared by independent auditors, huberty & associates, s.c., which in turn present it to the executive director of the organization who reviews and approves the form. The organization's executive director and board of directors assume responsibility for oversight of the audit and the selection of an independent accountant.”

“Upon being hired by the oshkosh convention bureau, employees are required to disclose any conflicts of interest they may have. If a conflict arises after the start of employment the executive director is notified and it is dealt with at that time. All board members are also required to sign a conflict of interest policy statement. Board members are required to disclose any potential conflict.”

“The board of directors sets the executive directors salary. They take many factors into consideration when setting the wage for this position. In order to stay competitive, the board of directors uses salary surveys of similar organizations as well as state data from destinations wisconsin to set compensation for the executive director.”

“The executive director sets the wages for other employees. The executive director as one part of the process of setting wages will use salary surveys of similar organizations to determine a fair and competitive wage.”

“Governing documents can be requested from the organization at 100 n. Main street suite 112, oshkosh, wi 54901 or by calling its office at 920-303- 9200.”