Samvera financial governance

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 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 Board of Directors including the Chair and Chair-Elect.  In addition, the Board of Directors may co-opt as needed onto the Subcommittee any Samvera staff and up to two non-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 Board of Directors.

3. 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.

4. 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.  Partners who have not expressed a view within seven days of notification shall be deemed to support the proposal. The Board of Directors is responsible to the Samvera Partners for ensuring that expenditure of Samvera’s monies is consistent with the annual budget, and any potential expenditure which falls outside the budget shall be referred back to the Partners for approval.

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

   2. The Subcommittee must make an annual report to the full Board of Directors and to the Samvera Partners.

   3. The Treasurer (and any assistant Treasurer appointed by the Board of Directors) shall be empowered to authorize routine transactions (e.g. payments to vendors) up to the value of $1000 without prior permission from the Board of Directors provided only that the authorizing email be copied to all members of the Board of Directors; and shall be empowered to authorize transactions exceeding $1000 [that are not already approved in the annual budget] only with the prior, majority agreement of the Board of Directors.

6. This financial governance document shall be reviewed by the 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. Partners who have not expressed a view within seven days of notification shall be deemed to support the proposal.