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  1. We have a Rules & Regulations document which the Board has the authority to make changes to. Our Board meets monthly and produces an agenda for that meeting, including New Business items, among other items (approval of agenda and prior meeting minutes, Unfinished Business, Treasurer’s Report, Other Business, etc.). I understand from previous discussions that an agenda is not needed, but for now, that’s the way our Board is operating. Under New Business, the Board recently voted to approve and update an amenity as to charge + tax. It was later found that the tax rate that was used was wrong. We now need to correct that amendment. At the same time, we want to eliminate the specificity with the tax in our document. Rather than writing the cost as $XX.XX + $X.XX tax eff [date], we would like to record as $XX.XX + current tax rate. I understand RONR §35 (and other) to say that we can Amend Something Previously Adopted. My question pertains to the Agenda. As previously mentioned, we produce an agenda for our monthly meeting. The original item was adopted under a New Business item #. How would we introduce this Amend Something Previously Adopted? Do we list it under New Business with the original item # or do we list it under New Business with a new # but referencing the original item #?
  2. The following administrative powers were (strangely) included in our 501c3's new/first Bylaws earlier this year. We are a public middle school PTO. Only the 5th/last of these seems reasonable to me. Policies -- Seek input and approval of school administration on all matters. Funding -- Fundraising efforts beyond dues must be approved by administration. Elections of Executive Committee -- Filling mid year vacancies requires administration approval. Special Meetings -- Administration may, on his/her own, call a special meeting. Treasurer Duties -- Draft the following year's budget with input from school administration The scope of administrative authority is so extensive, that the PTO's ability to operate as a separate 501c3 seems quite easily compromised. (I'd posted to this forum of our inability to fill our Treasurer role due to the admin approval requirement.) Undue influence could have partially been at play when the prior four PTO Mothers (officers last spring) knowingly signed these Bylaws into existence, with the administrative insertions "because he wouldn't have it any other way, and it's always how we have to operate anyway". (They are the first Bylaws for the organization, which was formed in 2016.) Could CT Statute Section 33 re nonprofit conflicts of interest be helpful to reign in administrative powers (possibly with the Executive Committee adopting conflicts of interest policies and procedures)? But it seems that we would be in a catch-22 yet again with administration approval required. Any suggestions please for what footing (from the above possibilities or others) to use in overturning the extensive administrative powers? Bylaws changes are needed of course, but how to implement this without being blocked by administration? The Bylaws Articles on Nonprofit Purposes and Powers are "clean", without administrative inclusion. However, the Policies Article includes: "This organization shall not seek to direct the administration of the school. To help ensure that the actions of this organization support the mission, vision, and direction of the school, this organization will seek the input and approval of the school's administration on all matters." Amendments to the Bylaws are stipulated normally within our Bylaws, including repeal as well, with two weeks notice and 2/3 vote of members. Only parents and teachers are members and can vote when in attendance. Administrators are not members and cannot vote. Could we move forward, seeking but without receiving, administrative approval, and have a member vote on updated Bylaws without the extensive administrative powers?
  3. There will be a motion to amend the agenda, submitting a new motion under decision items. This new motion has been previously ruled as out of order, opposes charter and past organizational practice. Is the motion to amend the agenda also out of order? Or is the motion to amend the agenda considered separate from the merits of the new motion?
  4. Can the BoD modify then, approve a policy change sent to them by a committee or must it be sent back down to the committee for modification? Thanks in advance, Patrick
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