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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.

1. The Samvera

   Steering 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 the

   Steering Group

   Board of Directors including the Chair and Chair-Elect.  In addition, the

   Steering Group

   Board of Directors may co-opt as needed onto the Subcommittee any

   employees of the

   Samvera

   Community

   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.

2. 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 full

   Steering Group.
   
3. Samvera Community monies are held by a fiscal sponsor.
Any proposed change in fiscal sponsor must be approved by

4. Board of Directors.

5. 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.

6. 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;

7.   Partners who have not expressed a view within seven days of notification shall be deemed to support the proposal.

8. The full Steering Group must approve by majority a formal Memorandum of Understanding between the Samvera Community and its fiscal sponsor.
9. 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.
10. 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.

11. 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 the

    outline spending plans

    annual budget, and any potential expenditure which falls outside

    these should

    the budget shall be referred back to the Partners for approval.

12. 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.  

    1. The Treasurer and Finance Subcommittee must make periodic reports, and upon request, to the full

       Steering Group

       Board of Directors. In particular, the Subcommittee must approve and report on each set of periodic financial reports from the

       fiscal sponsor

       Host LLC.

    2. The Subcommittee must make an annual report to the full

       Steering Group

       Board of Directors and to the Samvera Partners.

    3. 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.
    4. Either financial steward

       The Treasurer (and any assistant Treasurer appointed by the Board of Directors) shall be empowered to authorize routine

       banking

       transactions (e.g. payments to vendors) up to the value of $1000 without prior permission from the

       larger Steering Group

       Board of Directors provided only that the authorizing email be copied to all members

       of Steering.  The financial stewards shall

       of the Board of Directors; and shall be empowered to authorize

       banking

       transactions exceeding $1000 [that are not already approved in the annual budget] only with the prior, majority agreement of the

       wider 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.

13. This financial governance document shall be reviewed by the

    Steering 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 Partners

    employing 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.