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About LSCHelper

  1. So is fair to say that the preferential voting system is a method of arriving at only one winner based on voter preferences?
  2. Small non-profit corporation with a 9-member board of directors. Our process of election is a 'home made' version of a plurality that has caused confusion and has become a popularity contest. When the slate of candidates is presented to the voting members, they can vote for any or all. The votes are counted and each candidate is announced as a new member if the board regardless of the number of votes received. This count only comes into use if the number of candidates is greater that the number of positions available, which seldom happens. If it does happen, the top vote getters are reported as elected. The votes are counted at the Annual Membership Meeting. At the time of ballot counting our rules (by-laws) state “a plurality vote elects”. Based on the definition of plurality, this provision of the by-laws is ignored. I would like to introduce the preferential voting system. During my reading on pages 425-428, I cannot determine the process after elimination by redistribution. If the elimination reduces the number of candidates to less that the number of positions available, what is the procedure for filling the remaining positions. Do these eliminated candidates remain as candidates to be presented to the voting members to fill the remaining positions? Should the eliminated candidates along with nominations from the floor be presented.
  3. Can a vote to accept a bid proposal at a previous board of directors meeting be reconsidered at a later board meeting? In other words, new information became available and the board would like to "undo" the previous vote. Jerry L.
  4. Thanks, your response answered my concern. Our By-Laws do limit a BOD member to two (2) consecutive terms. Jerry
  5. Hello, On page 448, line 13 thru 15, it is stated that "an officer who has served more than half a term is considered to have served a full term". My question is what is the value or impact of being "considered" to have served a full term. Jerry
  6. Small, not for profit corporation chartered in Texas. Texas statutes state the following: (c) The board of directors may amend or repeal the bylaws, or adopt new bylaws, unless: (1) this chapter or the corporation's certificate of formation wholly or partly reserves the power exclusively to the corporation's members; (2) the management of the corporation is vested in the corporation's members; or (3) in amending, repealing, or adopting a bylaw, the members expressly provide that the board of directors may not amend or repeal the bylaw. The charter does not wholly of partly reserve the power exclusively to the corporation's members, the management of the corporation is not vested the the corporation.s members. I think that the wording in the statute requires that each bylaw item have the following statement "the members expressly provide that the BOD may not amend or repeal the bylaw". My question is: must the provisions of (3) above be stated for each bylaw item or can a blanket statement be made by the members, in the bylaws, that "the members expressly provide that the BOD may not amend or repeal the (these) bylaws". (Or words to this effect). I believe the Interpretation of this question depends on the definition of the word 'bylaw' in the statutes. (one or plural)
  7. Exact quote. These By-Laws may be amended by 2/3 of the member votes cast but not less than 66 affirmative votes. Jerry L.
  8. I understand and agree with the comments made. But, for clarity the question of voting is not a vote by the BOD, but by the Membership. We had an issue concerning a change to our By-Laws and the final vote was fairly distributed as follows: (apx 130 Members elegiable to vote) 1/3 - NO, 1/3 -YES, 1/3 abstention. The measure failed as our By-Laws require 66 affirmative votes for a proposed change to pass. I have not been able to get the President to describe what he hopes to obtain by proposing this By-Law change. I do not think that the change he is proposing is good for the organization as there could be "major unintended harmful consequences" down the road. Thanks to all for your input. Jerry L.
  9. Am I to understand that you believe that this is 'dumb' change to the By-Laws? If so, I agree with you, however I wanted to get input from experts as to whether this is a good move or a 'dumb' move. After all the President of the BOD ask me the question and I tried to explain to him that an abstention in such cases has the same effect as a negative vote but apparently he could not understand that comment. Jerry L..
  10. Small non-profit corporation with a 9 member Board of Directors (BOD). The president of the BOD ask if a statement could/should be inserted into the By-Laws as follows: "If a member abstains from voting that abstention will be counted as a NO vote". My question is: Would making this statement in the By-Laws be proper/correct? I understand that Roberts Rules state that "Since an abstention in such cases the same effect as a negative vote, ..." Jerry L.
  11. why can I not start a new topic?