Guest Peggyisplaying Posted July 6, 2012 at 02:30 AM Report Share Posted July 6, 2012 at 02:30 AM We are a co-op art gallery - in business 32 yrs, members go thru a jury process for acceptance. We are all members of an association - incorporated for over 36 yrs, open to the public. The association has By-Laws in place and is governed by Robert's Rules. The situation we face is not covered in the By Laws.Two co-op members are opening a copy gallery 4 buildings from us and will be using our same business plan, etc. Are even recruiting artists who have shown with us in the past. They will directly affect our business and sales. One member has resigned the co-op, the other has not as yet. The one resigning stated she will remain in the association.Gallery business and Association business are conducted at the same meeting. Each has it's own set of financial records however.As a Gallery I am sure we have the right to ask the member not resigning to leave, as her new venture is in direct conflict with ours. As an Association member, are we stuck with them as members? Members are privy to the treasurer report etc. We can deny them access to Gallery bookkeeping, but not to association bookkeeping - is that correct? Is it too late to do an addendum to the By Laws, to prohibit membership to those in like businesses etc? Link to comment Share on other sites More sharing options...
Tim Wynn Posted July 6, 2012 at 03:55 AM Report Share Posted July 6, 2012 at 03:55 AM We are a co-op art gallery - in business 32 yrs, members go thru a jury process for acceptance. We are all members of an association - incorporated for over 36 yrs, open to the public. The association has By-Laws in place and is governed by Robert's Rules. The situation we face is not covered in the By Laws.Two co-op members are opening a copy gallery 4 buildings from us and will be using our same business plan, etc. Are even recruiting artists who have shown with us in the past. They will directly affect our business and sales. One member has resigned the co-op, the other has not as yet. The one resigning stated she will remain in the association.Gallery business and Association business are conducted at the same meeting. Each has it's own set of financial records however.As a Gallery I am sure we have the right to ask the member not resigning to leave, as her new venture is in direct conflict with ours. As an Association member, are we stuck with them as members? Members are privy to the treasurer report etc. We can deny them access to Gallery bookkeeping, but not to association bookkeeping - is that correct? Is it too late to do an addendum to the By Laws, to prohibit membership to those in like businesses etc?Between galleries, co-ops, and associations, I'm certain that I'm not following the structure well enough to provide a complete answer. However, as far as RONR is concerned, it would never be too late to amend the bylaws, and those amendments would become effective upon adoption. Just make sure that you follow the amendment process outlined in the bylaws. If there is no such amendment process, the bylaws can be amended by a two-thirds vote with notice or by a vote of a majority of the ENTIRE membership without notice. Link to comment Share on other sites More sharing options...
Rev Ed Posted July 6, 2012 at 02:46 PM Report Share Posted July 6, 2012 at 02:46 PM I concur - the By-laws could be amended to allow for membership to cover both sections and to allow for a disciplinary process (with a specific remark on what issues would allow for removal of membership such as opening a competing business.) Link to comment Share on other sites More sharing options...
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