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Eli Whitney Museum

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A Message from the President of the Board: Updating Our Governance

Dear Members and Supporters of The Eli Whitney Museum,

I’d like to share an important update regarding how we govern the Museum. Over the years, our operations have evolved, and we’ve realized that our official documents no longer reflect the way we run the Museum day-to-day. Our Certificate of Incorporation no longer corresponds to the recommended guidelines for nonprofit governance. We believe it’s time to update it to ensure the Museum’s continued success.

Historically, the Museum was structured as a membership organization, with members electing the Board of Directors and voting on major issues at the annual meeting. However, this model is more common in social clubs or professional associations. In reality, for as long as anyone can remember, the Board has been responsible for governance and board operations, with the election of board members being more symbolic than deliberative. To reflect this established practice and streamline governance, we are proposing a number of improvements that will allow the board to handle important decisions, like bylaw revisions, more efficiently.

In order to bring our documents into contemporary practices and better reflect the way we govern, the Board is proposing updates to the Museum’s Certificate of Incorporation. Specifically, these changes would remove the requirement for members to vote on board elections and make bylaw amendments. We believe that this reflects the evolving needs of the Museum and will allow the Board to manage governance and operations more efficiently moving forward.
This change will require formal approval by members, as it involves removing the voting rights that exist in the current structure. We will be asking the members, those who have supported the Museum financially during the previous fiscal year, to vote on amending our Certificate of Incorporation. By supporting this change, you’ll help us streamline governance and position the Museum for continued growth.

We will soon be sending to members notice of a meeting to vote on the proposed changes. This notice will include the date and time of the meeting along with a copy of Certificate of Incorporation including the proposed changes.

We encourage you to reach out to the Museum at governance@eliwhitney.org if you have any questions or feedback about this process.

Thank you for your continued support of the Museum, and for helping us grow and thrive!

Sincerely,
Amy Sudmyer
President, Board of Directors


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