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Polly Reeder

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  1. I wanted to confirm that the specific wording of our Bylaws does not exclude nominations from the floor. Applicable excerpts (There are other Bylaws items here and elsewhere that should be fixed...) are below. Ballot voting is only required for contested positions. No officer shall be eligible to hold the same office for more than two (2) consecutive terms unless no new nominations for that position are received prior to April 15th. ... Interested parties shall communicate with the PTO by the 15th day of April if he or she would like to fill a position. The Secretary will compile a list of all candidates seeking elected office and notify all members of the election at least two weeks prior to the meeting at which the election will take place. My understanding is that given there is no specific exclusion of nominations from the floor, that alone is sufficient. Additionally, "Interested parties shall" (my emphasis) is not a requirement. However, "The Secretary will compile a list of all candidates" (my emphasis) is more problematic. But again, I think that this is basically irrelevant bc the member right of nominations from the floor is not explicitly excluded in our Bylaws. Also, the last sentence's "at least two weeks prior" could be grammatically argued to pertain only to notifying members of the election itself, or at a minimum be unclear in its reference. I do still need to check applicable CT statutes, however. Please advise. And thanks for sharing your expertise!
  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. Our 501c3's new (first) Bylaws state that a mid year vacancy in the Executive Committee (made up of four officers) "shall be filled by the Executive Committee with the approval of the school's administration". The current three officers elected a fourth officer, with a 2-1 vote. However, the school administration (principal) is now requiring that the office be filled by a unanimous vote, and will accept/approve the same, or any other candidate, as long as the current three officers all vote in favor of the candidate. Can administrative approval impose a requirement that does not align with voting within Robert's Rules? (The 501c3 is a PTO of a public middle school.) (Don't even get me started on the additional inappropriate administrative powers that were also included in the Bylaws...) Thanks very much!
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