Golfer

membership

Only four board members made the meeting - under the 5 it says in bylaws

A member called a special meeting of membership to vote on changes to bylaws. Bylaws require 20% attendance of membership which was met but the board of directors require 5 for a quorum and only 4 attended. Bylaws state "QUORUM - Those members in good standing attending and voting at the annual meeting shall constitute a quorum. Special meetings require no less than 20% of current General or designated company members to constitute a quorum. " Then, under Board Meetings it says "The regular meeting of the board of directors shall be held on the third Tuesday of each month at the clubhouse. Other meetings of the board shall be held when called by the president or any 4 board members. All board members shall be notified by the president prior to such meetings. Notification of such meeting shall be mailed or emailed to the membership and posted on the official bulletin board in the clubhouse at least 5 days prior to the meeting. There shall be at least 5 board members present to transact business." Which statement rules?

In November of 2015 the board passed a new bylaw that does not allow a board member who has served more that 6 six consecutive years to not serve at least 3 years after. I served on the board for six years, was off in 2015 and reelected in 2016. the bylaw states " The adoption of any amended bylaws at the annual meeting shall have the effect of repealing any and all previous bylaws." Nothing was noted as being retroactive -am I on the board or not?

We have a member who wants to change the bylaws quote "The president shall exercise general supervision over business affairs of the club as per bylaws and committee's and approval by that committee's board of director"(the committee chair). It is worded poorly but what he is trying to do is remove board approval requirement for committee suggestions. Is there anything out there that allows a committee precedence over a board vote or approval?

The bylaws do state: "The rules of procedure at the meetings of the members and the board of directors of this club shall be according to Roberts rules of order, so far as applicable and not inconsistent with these bylaws. No action shall be taken by the board of directors which is in conflict with these bylaws. This individual has been notified that he was not voted on and that he will have to wait until the next meeting for a vote. The assumption upon his nomination was since he was the only nominee, it did not need to be voted on. In retrospect, I do not believe he would have received a majority vote of the board to be appointed. Now he is refusing to not be the secretary despite my two written warnings. He has also circulated a petition for an emergency meeting of the membership, which he had to do because he could not get board members to allow an emergency meeting. See the attached file for the petition wording.

Had a board opening that a member of the golf club volunteered to fill for three months until a permanent one could be elected. When the member joined the table, it was assumed that being the only candidate, that an actual vote was not needed, so the member assumed the position. Now reading the bylaws, it states "in case of a vacancy, nominations shall be submitted by board members and an interim director shall be placed within 30 days of the vacancy by majority vote of the board. (we had no one show for a replacement within 30 days) . the interim director shall hold the position until the next annual meeting in which all vacancies, interim or expired terms are voted on by the general membership. any board member elected to an unexpired term shall only serve the balance for that unexpired term." Upon realizing that the board did not vote on the appointment of the member that the member is not on the board. Now a board member is claiming "Roberts Rules of Order, page 54, says that a decision may be made informally by unanimous consent. That is what happened. " My belief is the bylaws overrule Roberts rules and the member is not on the board. Any advice?