Section 1. Name.  The name of the organization is the Maine Cohort for Customized Learning, (here after referred to as the “Maine Cohort”).

Section 2. PURPOSE.  The Maine Cohort for Customized Learning is a statewide coalition of school systems, organizations, and individuals committed to supporting performance-based education in Maine school systems.  The official mission of the Maine Cohort is “to lead the development, implementation and promotion of customized learning”.

Section 3.  OUTCOMES.  The intended outcomes of the organization’s work are:

1. A well developed and refined Customized Learning (performance based) model to include:

•  Clear definition of what learners need to know, be able to do, and be like

•  A system of student goal setting and monitoring of their progress to proficiency

•  A system that facilitates fluid movement of students among multiple learning opportunities

•  A comprehensive, user friendly, transparent recording and reporting system

•  A model of successful integration of technology

•  A system of shared leadership including, students, staff, parents, community

•  Continuous improvement practices embedded in the system

2. Collaborative systems/structures to support the work of the organization

•  Shared resources

•  Shared planning for professional development

•  Shared networking with post secondary and other education organizations

•  Shared successes and challenges

3. Successful advocacy and promotion of the model with all stakeholders

•  Recognition that this organization is known as the ‘go to’ group

•  Connection with post secondary organizations to build understanding

•  Coordinated, strategic lobbying for money and other resources to support the work

•  Data gathered to evaluate the success of the model and its practices

•  A communication system to convey the message of the organization to all stakeholders

•  Recruitment of others into the Maine Cohort

Overall Outcome: The development of independent learners who customize their own paths to proficiency.


This entity is a membership organization consisting of two classes of members, designated as “Associate” and “Full” members.  Associate members need no formal application, no commitment to implement the model.  They will have access to training, but at cost+ and after ‘full’ members’ demand is met.  “Full” members must complete an application, with the expectation that they will commit to implementing a model of customized learning.  ‘Full’ members also must commit to sharing development and implementation costs with other full members.  They will have first access to training at cost, and access to previous development work.  Full members are expected to participate in monthly Maine Cohort Board of Directors meetings, and to partner in the planning of future development and implementation work.

Initial “full” members include the following:

•  RSU 2 KIDSRUS School District

•  RSU 15 Gray New Gloucester School District

•  RSU 18 Messelonskee School District

•  RSU 57 Massabesic School District

•  RSU 82 Forest Hills Consolidated School district

•  Milford School Department

•  Maine Department of Education: Diana Doiron, Don Siviski, MLTI – Steve Garton

•  Maine International Center for Digital Learning – Bette Manchester

•  Mary Jane McCalmon

•  Beatrice McGarvey

•  Doug Snow, Apple computers

•  Sanford School System

•  RSU 3 Unity School District

•  Auburn School System

All additional members, ‘associate’ or ‘full’, will be selected and approved by consensus/majority vote of the Board of Directors.  The Board shall designate a Nominating Committee led by one of the Co-chairs to propose any new members at any monthly meeting of the Board of Directors.

Members may remain in the organization for an indeterminate period of time, so long as they have a significant connection to and support for the work of the Maine Cohort.


SECTION 1. Powers and Duties.  The Board of Directors shall be the governing body of the Maine Cohort.  The Board of Directors shall elect the officers of the organization and make a report concerning the affairs of the organization at the Annual Meeting.  

Section 2. Number and Qualifications, Selection of Directors The Board of Directors shall initially consist of 16 director positions.  Any original charter school district that is a ‘full’ member of the Maine Cohort is entitled to have a seat on the Board of Directors.  Other organizations’ or individuals’ membership on the Board of Directors is subject to consent by a consensus or vote of the school system director members. The person(s) filling each of the charter (original) director positions will be chosen as follows:

•  “Full” Member School Districts will choose the person(s) who will represent them

•  The Maine Department of Education will choose the person(s) who will represent them

•  MICDL will choose the person(s) who will represent them

•  The Board of Directors will choose the consultants who will be members of the Board of Directors

(As the number of full member school districts grows this language may have to be changed)

Section 3.  Terms of Office. Member school districts, MICDL, and DoE will determine how long the same person(s) hold(s) their board seat.  The Board of Directors will determine the length of term of the appointment of any consultant member of the Board.
Section 4.  Resignation, Vacancies . Any member organization may withdraw from the organization and remove its representative to the Board of Directors upon written notice to the Chair of the Board of Directors. That withdrawal and resignation will take place at the time specified in the notice, or if no time is specified upon delivery.

Any vacancy occurring on the Board of Directors will be filled in the same manner as the original appointment; i.e. by the member school district, the Maine DoE, by MICDL, or by the Board in the case of consultants.
Section 5.  Quorum, voting apportionment, compensation

A majority of directors then in office shall constitute a quorum for transaction of business at any meeting of the Board of Directors.  Board members may participate in meetings via phone connection, Tandberg or similar communication connections or proxy voting.

Each full member school district on the board of Directors is allocated one vote, regardless of the number of individuals appointed to the Board from that school district.  All other members of the Board of Directors have a voice in decision-making, but no voting power.

Directors serve without compensation, and member organizations will determine reimbursement of any travel expenses etc incurred by their board member(s).
Section 6.  Decision making protocol & Conflicts of Interest

  1. The Board of Directors will make decisions by consensus.  Failing to achieve consensus, the fall back process for making decisions will be by majority vote of the ‘full’ member school districts on the Board of Directors.
  1. The Maine Cohort will be a Maine non profit organization and conflicts of interest are governed by Maine Revised Statutes Title 13-B Maine Nonprofit Corporation Act, Chapter 7: Directors and Officers, Section 718 Director or office conflict of interest.

SECTION 7. Additional committees The Board of Directors may designate one or more directors and such other persons as they may choose to form one or more additional committees.  Those committees shall act to advise and inform the Board of Directors.  The additional committee(s) shall have only such duties and responsibilities as designated by the Board of Directors.


Article 4 OFFICERS

SECTION 1.  Officers

The officers of the organization to be elected from the Board of directors shall include Co-chairs, a secretary, a treasurer, and a lead technology coordinator.
SECTION 2. Elections and terms of office

The officers of the organization shall be elected biennially by the Board of Directors at the Annual meeting of organization.   Each officer shall hold office for a term of two years, and may serve an unlimited number of consecutive terms. The initial term length of officers will be staggered between one and two year terms as agreed among themselves.
SECTION 3.  Co-chairs

The Co-chairs shall be the principal executive officers of the organization.  The Co-chair(s) shall preside over all meetings of the Board of Directors, and shall execute on behalf of the organization any official documents or actions required of the organization. The Co-chairs shall serve as ex officio voting members of all committees.  
Section 4.  Secretary

The secretary shall keep or cause to be kept the minutes of the proceedings of the Board of Directors and other committees in order to document the history of decisions made and other proceedings of the organization.  The secretary shall execute communications to individuals and organizations at the direction of the Board of Directors and may be assigned other record keeping or communication functions at the behest of the Board.
Section 5. Treasurer

The Treasurer shall be responsible for all funds of the organization, receive and give receipts for money due and payable to the organization from any source.  The Treasurer will take the lead on developing an annual revenue and expenditure budget to guide the finances of the organization, such budget subject to the approval by the full Board of Directors.  The Treasurer shall keep detailed and accurate records of financial transactions required of the organization, and will hold those records open for full inspection and examination by the Board of directors, and will prepare or cause to be prepared a full report concerning the finances of the organization to be presented annually to the Board of Directors.  The Treasurer will also report on the finances of the organization monthly to the Board of Directors

Section 6. Lead Technology Coordinator 

The Lead Technology Coordinator will be responsible for conducting recommendations regarding development and implementation of a comprehensive technology plan (subject to the approval of the Board of Directors), including hardware, software, professional development to support the management of all student learning data, (recording, reporting, etc.) in a proficiency-based system. The Lead Tech Coordinator will also research and make available to all members resources to support integration of technology in classroom instruction to support the customized learning model  

SECTION 1.  Fiscal Year,  annual budget development, and cost sharing

  1. The fiscal year of the organization shall begin on /July 1st and end on June 30.  The Board of Directors shall approve an annual budget each year under which the organization shall operate.  The Board of Directors shall issue an annual financial report to all members to include revenues and expenditures.
  1. The annual expense of running the MCCL organization will be shared by the Full and Associate School District Board Members.  The cost sharing allocation for the annual budget will utilize a formula that is based upon 75% student count (most recent October 1st enrolled students in the respective districts) and 25% based upon the total number of Full and Associate School District Board Members (as of the start of the fiscal year).   This cost sharing allocation must be reviewed every three years and it may be changed at any time by a majority vote of the Maine Cohort.


Section 2.  Annual meeting

An annual meeting of all members of the organization shall be held in the month of June.

Section 3.  Dissolution
In the event of dissolution of the MCCL organization any and all assets will be distributed to the current Full School District members based upon their percentage of students as compared to the total Full School District Member student count.


This charter may be altered, amended, or repealed and new charter language may be adopted by a two-thirds vote of the full number of directors then serving in office on the Board of Directors.  The text of any such proposed amendment(s) is required to be sent to each director fourteen (14) days prior to the meeting at which such changes may be submitted for vote.
Charter members of MCCL:

Chris Chamberlain, RSU 2

Virgel Hammonds, RSU 2

John Armentrout, RSU 2

Karen Caprio, SAD 15

Vickie Burns, SAD 15

Linda Laughlin, RSU 18

Gary Smith, RSU 18

John Davis, SAD 12

Denise Plante, SAD 12

Lori Lodge, RSU 57

Kevin Perkins, RSU 57

Frank Sherburne, RSU 57

Nancy Weed, Milford

Diana Doiron, DoE

Don Siviski, DoE

Steve Garton, DoE

Jan Goldsberry, Sanford

David Theoharides, Sanford

Heather Perry, RSU 3

Deb McIntyre, RSU 3

Katy Grondin, Auburn

Shelly Mogul, Auburn

Bill Zima,SAD 75

Mary Jane McCalmon

Bea McGarvey

Doug Snow, Apple

Bette Manchester, MICDL

John Newlin, MICDL

Maine Cohort for Customized Learning Organizational Charter Revision History

Appendix One
Revision/Approval Date


Change Description

February 1, 2012

501(c)3 Filing requirement

Add Appendix One – Charter Revision History

February 1, 2012

501(c)3 Filing requirement

Added page numbering in footer

February 1, 2012

501(c)3 Filing requirement

Article 3 Section 6B  Added conflict of interest statement referencing 13-B MRSA ~718

February 1, 2012

501(c)3 Filing requirement

Article 5 General Provisions – Clarified the start and end of the fiscal year.  Add Section 1B – Budget Cost sharing, and how to modify cost sharing formula.

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