About the Corporation and Electing Directors

We formed a corporation

I have been so busy with assisting in planning the 50th Reunion of the Class of 1974 that I did not update the website with the Articles of Incorporation and Bylaws that were accepted by the State of Washington for the Class of 1974’s nonprofit corporation named MOUNT RAINIER 1974.

The Articles and Bylaws are available at the bottom of this article. In the simplest possible terms, the Articles describe what the corporation is and why it was formed, and the Bylaws describe how the corporation will operate.

You may notice that both documents include “AMENDED” in the title. That is because as we prepared to submit the Articles and Bylaws to the State of Washington, we heard feedback from some classmates. Concerns were expressed about the proposal to have two types of members and about the idea that members would have to pay dues. We delayed our filing with the State to address those concerns. The amended Articles and Bylaws do resolve both concerns:

• Instead of two classes of members, there is now simply one class. If you are an alumnus of the Mt. Rainier High School Class of 1974, you are a member.
• The requirement for members to pay dues (the purpose of which was to help offset the cost of operating the corporation) was discarded. This means no dues for members. The corporation will depend on donations to cover costs for things like website hosting, annual filings with the State of Washington and the IRS, and similar business-related expenses.

Why a nonprofit corporation?

The Reunion Committee chose to form a 501(c)(7) nonprofit “social club” to protect people and to help maintain the knowledge we need to stay in touch with classmates and craft great reunions in the future. Forming a nonprofit for a class reunion is unusual but not unheard of.

A key consideration was that at our age, some of our classmates have substantial resources set aside for retirement. Nobody wanted to put those assets at risk. The corporation is a shield to help protect those assets. Also, whoever holds the funds for the Class of 1974 could be subject to taxes on those funds if they are held in a personal bank account. Holding Class funds in a business account owned by the corporation resolves that concern.

The other key factor was the realization that we are getting older, meaning it is becoming less certain that people with key information we need to stay in contact with classmates and to put on a reunion will be around in 5, 10, or 20 years. Creating a corporation requires record keeping and transparency with members. It also requires that we maintain systems to be able to continue to serve the Class of 1974 into the future. The corporate structure provides more continuity for all of us.

Benefits of the corporation

While MOUNT RAINIER 1974 (the corporation) can accept donations, funds are not tax-deductible by the donor. MOUNT RAINIER 1974 is a nonprofit but not a charitable nonprofit, and the charitable piece is the important piece when it comes to deducting donations from taxes.

The biggest benefits of the corporation were described above: protecting people who work on behalf of the Class of 1974 and providing continuity in our work on behalf of our classmates.

The affairs of the corporation are managed by a Council of Officers and Directors (or more simply, the Council) drawn from the Class of 1974. Any living alumnus of the Class of 1974 is a member and can nominate classmates for the Council. Any member can be nominated and elected to serve on the Council. All members may vote to elect Council Directors.

The corporation must hold an annual meeting of members during the third calendar quarter of the year to elect Council Directors and transact other necessary business. Meetings may be held electronically. This was done to make sure all classmates had an equitable opportunity to safely participate in the annual meeting, compared to traveling to an in-person meeting.

Nominating and electing Council Directors

The current council is temporary, serving only until a new Council is elected at the annual meeting. Members of the current council are:

• Kerry Brown
• Steve Carlson
• La Jean Rohland
• Tom Salzer
• Rob Fletcher
• Suzy Lindeke

The Council, once formed, elected Kerry Brown as President, Steve Carlson as Vice President, and La Jean Rohland as Secretary-Treasurer. The current slate of Directors is willing to be elected. The term for Council Directors will be staggered, with some serving one year and others serving two years, as determined by the Officers elected by the Council. In future elections, all terms shall be for two years. This year, we are electing six Council Director positions.

Per the Bylaws, the President or the Secretary-Treasurer shall notify members of the annual meeting 30 to 60 days before the meeting. This article will be posted 34 days before the scheduled annual meeting on August 3, 2024, and an email will be sent to all classmates for whom we have addresses before July 3, 2024.

Since not all members will be attending the 50th Reunion in person but are eligible to vote, the Council has worked out the following plan for nominating and electing Council Directors:

• NOMINATIONS for six Council Director positions shall be accepted by email from any member, beginning immediately and closing at 4:00 pm Pacific time on Wednesday, July 17.
• NOMINEES will be contacted by current members of the Council by July 22. Only those nominees who agree to serve if elected will be placed on the ballot.
• VOTING will occur electronically using the Election Runner service (https://electionrunner.com/). We anticipate a one-week voting period, from July 24 through July 31. Election Runner will independently tally all results to produce an unofficial result of the election.
• FINAL RATIFICATION of the unofficial election will be made by a voice vote of the members present at the 50th Reunion, during a brief class meeting, and the official results announced at that time.

Nomination form

I encourage you to nominate yourself if you would like to be considered by your classmates for a Council Director position. Nominate as many people as you wish. Nominations will no longer be accepted after 4:00 Pacific on Wednesday, July 17, 2024. Here is the nomination form:

Formation documents

• MOUNT RAINIER 1974 Articles of Incorporation – AMENDED – 20240328
• MOUNT RAINIER 1974 Bylaws – AMENDED – 20240328