Minnesota State Bar Association

Governance Committee of the Assembly
September 17, 2004

The Governance Committee of the Assembly met on Friday, September 17, 2004.  The following members attended:

Dan O’Connell, Chair
Rick Nelson
Mike Ford
Tim Kuntz
Paul Onkka
Dan McDonald
Bob Enger
Ann Barker
James Rogers
Charles Fitzgerald

Also in attendance were Amy Johnson, Lavender Bar Association, Randy Kroll of Wilkerson, Guthman & Johnson, and Tim Groshens, MSBA Staff.

Audit Committee
Dan O’Connell reported that the Council had assigned to the Governance Committee the responsibility of looking at the audit functions and making a recommendation to the Assembly on whether there should be a separate audit committee or whether the audit functions should be assigned to an existing committee.  Mr. O’Connell asked the auditors for their recommendations.  Randy Kroll stated that his firm recommended that the audit functions be assigned to the Operations Committee.  A question was raised about the need to amend the Bylaws to specifically identify the audit responsibilities.  It was also agreed that the Operations Committee should be consulted prior to bringing a recommendation to the Assembly.  Further action and discussion on this matter was tabled until the next meeting.

Lavender Bar Association
President Stowman asked that the Governance Committee examine the question of whether the Lavender Bar was entitled to a seat in the Assembly for the 2004-05 year.  Amy Johnson of the Lavender Bar Association spoke in favor of the seat and noted that the original request of the Lavender Bar had been made in 2003 and was referred to the Governance Task Force to consider as part of the broader restructuring of the Association’s governance.  Tim Kuntz reported that this issue was not specifically addressed by the Task Force.  The Committee reviewed a series of emails between Brian Melendez, MSBA Secretary, and Phil Duran of the Lavender Bar Association that concluded the Lavender Bar should have a seat in the 2004-05 Assembly.  After further discussion, a motion was made and seconded to confirm the Bylaw interpretation that recognized that the Lavender Bar Association is entitled to a seat in the 2004-05 Assembly.  The motion passed.

Assembly Alternates and Assembly Committees
The Committee then took up the question of whether alternates on the Assembly could participate as members of Assembly Committees in the same manner as Assembly members.  Different interpretations of Section 4.11 of the Bylaws were put forward.  Due to time limits, further action and discussion on this matter was tabled until the next meeting.

Future Meetings
It was agreed that future meetings of the Committee would be scheduled at Noon and that many of the members would participate by telephone.

Adjournment
The scheduled time for adjournment having arrived, the meeting was adjourned.

Respectfully submitted,

Tim Groshens

Recording Secretary