By laws

[PSD]

The by-laws of an organization call for the meeting place, time and day be" set by the club" but there is no record of that actually being done, For a number of years the club has met in the same place. The chair scheduled a meeting in a different place. Notice of the change was sent to the members in a reasonable time. Some members who attended the meeting are positing that the meeting was invalid and business done was also not valid. I am of the opinion that because the place was never set by the club, in  spite of the by-law,  and because sufficient notice was sent,  the meeting and business transacted within are valid. Your opinions on this matter would be appreciated.

[Joshua Katz]

I'm not sure, but here are my thoughts.  The bylaws call for this to be set "by the club."  How does the club set it?  The bylaws say nothing, so we'd presume it would do so in some lower-ranking set of rules.  We don't find it in the standing rules (I presume a search of minutes was done to see if any motions to this effect were made).  What's below standing rules?  Custom.  Custom falls to the floor if it contradicts any higher ranking rules, so the organization remains free to modify its meeting times as it wishes, but until then, its meeting place and time is as directed by custom.  The chair doesn't have the power to unilaterally change this, else the bylaws would say "set by the chair."

On the other hand, if the usual place were flooded, it would seem to be simply practical that, so long as everyone gets actual notice, you can move the meeting to, say, the bar down the block.  But the lack of a flood doesn't seem to change anything.  

Moving on, the meeting was held in this manner, so the question is whether, if it was wrong at all, it constitutes a continuing breach.  It might, if some people whose votes may have impacted the outcome were, in fact, sitting at the usual place, waiting for the meeting to start.  It also might if, despite actual notice being given, some people whose votes may have impacted the outcome were unable to attend because the place the chair unilaterally selected was not accessible to them.  Lacking either of those, it seems to me that, whether the action was permissible or not, the business remains valid.

[Dan Honemann]

One thing we know for sure, the chair is not "the club". Therefore, selection by the chair of some place other than the customary meeting place is of no validity whatsoever.