Status of document: This version contains minor revisions to the original agreed in 2016 and was adopted following consultation with Partners by email February 2020. From Samvera Bylaws approved by Partners April 2021
Bylaws APPENDIX A: Samvera Financial Governance
This document sets out procedures for dealing with monies held by the Samvera Community.
The SamveraSteering Group
Board of Directors shall maintain a permanent Finance Subcommittee to deal with routine financial matters. The Subcommittee shall comprise no fewer than four members of theSteering Group
Board of Directors including the Chair and Chair-Elect. In addition, theSteering Group
Board of Directors may co-opt as needed onto the Subcommittee anyemployees of the
staff and up to two non-Steering Group
Board of Directors members with appropriate skills and expertise to further its work; such additional members shall not have voting powers.
Formal decisions of the Finance Subcommittee require a majority vote of its voting membership. If the Subcommittee is deadlocked over a particular decision or wishes to defer, the matter shall be referred to the fullSteering Group.
- Samvera Community monies are held by a fiscal sponsor. Any proposed change in fiscal sponsor must be approved by
Board of Directors.
Samvera’s assets and finances shall be administered by the Host LLC, with supervision from the Board of Directors and Finance Subcommittee, as provided in the Samvera’s annual budget and the OASIS Open Development Foundation, LLC Operating Rules.
The Finance Committee shall propose and the Board of Directors shall approve an annual budget for each fiscal year, which then shall be submitted for consent to the Samvera Partners using the Samvera Partners' mailing list. The notion of lazy consensus shall apply;
Partners who have not expressed a view within seven days of notification shall be deemed to support the proposal.
- The full Steering Group must approve by majority a formal Memorandum of Understanding between the Samvera Community and its fiscal sponsor.
- Members of the Steering Group who are employees of the fiscal sponsor may serve on the Finance Subcommittee but may not vote in its decisions. Such members do not count towards the minimum membership.
- As of January 2020, Samvera's fiscal sponsor is Lyrasis. The Subcommittee should appoint one of its members, or a co-opted employee of the Samvera Community (as defined in 1 above), to be the normal point of contact with the fiscal sponsor.
- Each year, the Samvera Community's outline spending plans must be approved by the Samvera Partners using the Samvera Partners' mailing list. The notion of lazy consensus shall apply as defined in 3a above. The Steering Group is responsible to the Samvera Community
The Board of Directors is responsible to the Samvera Partners for ensuring that expenditure of Samvera’s monies is consistent with theoutline spending plans
annual budget, and any potential expenditure which falls outsidethese should
the budget shall be referred back to the Partners for approval.
The Finance Subcommittee shall have day-to-day responsibility for managing the Samvera Community's monies. The Samvera Finance Subcommittee Chair shall serve as Samvera’s Treasurer and primary point of contact for financial matters, until such time as the Board of Directors either designates a separate staff member or other officer as Treasurer.
The Treasurer and Finance Subcommittee must make periodic reports, and upon request, to the fullSteering Group
Board of Directors. In particular, the Subcommittee must approve and report on each set of periodic financial reports from thefiscal sponsor
The Subcommittee must make an annual report to the fullSteering Group
Board of Directors and to the Samvera Partners.
- Two members of the Finance Subcommittee shall be designated Samvera's Financial Stewards. Such Financial Stewards shall be appointed by the full Steering Group and the appointments shall be reviewed annually.
- Either financial steward
The Treasurer (and any assistant Treasurer appointed by the Board of Directors) shall be empowered to authorize routinebanking
transactions (e.g. payments to vendors) up to the value of $1000 without prior permission from thelarger Steering Group
Board of Directors provided only that the authorizing email be copied to all membersof Steering. The financial stewards shall
of the Board of Directors; and shall be empowered to authorizebanking
transactions exceeding $1000 [that are not already approved in the annual budget] only with the prior, majority agreement of thewider Steering Group. Once such approval has been received from the Steering group, Lyrasis should be informed with cc: to all members of Steering. In the absence of one or both stewards, other members of the financial sub-committee may substitute as signatories.
Board of Directors.
This financial governance document shall be reviewed by theSteering Group
Board of Directors annually. Any resulting minor changes should be notified to the Partner list. Any major changes should be voted on by the Partnersemploying the notion of lazy consensus as defined in 3a above.
. Partners who have not expressed a view within seven days of notification shall be deemed to support the proposal.