notice required to amend the bylaws voting % required

[judelynnh]

In order to change the bylaws from a 75% vote to a 2/3 vote of the entire membership should there be a requirement of previous notice to be given. What if our bylaws don't state that requirement.

[Dan Honemann]

 What, exactly, is the procedure prescribed by your bylaws for their amendment?

[judelynnh]

It simply states that a 75% vote of all members of the association is required to amend the bylaws

[Dan Honemann]

It simply states that a 75% vote of all members of the association is required to amend the bylaws

 

This doesn't appear to be an exact quote, but if that is all that the bylaws say is required for their amendment then that is all that is required.

[judelynnh]

The bylaws also state that our meetings are to be run according to Roberts rules of order

[J. J.]

It simply states that a 75% vote of all members of the association is required to amend the bylaws

 

 

I think you will need to quote the bylaws exactly. 

[Edgar Guest]

In order to change the bylaws from a 75% vote to a 2/3 vote of the entire membership should there be a requirement of previous notice to be given. What if our bylaws don't state that requirement.

 

Even if your (current) bylaws don't require previous notice for their amendment, you're unlikely to get 75% of the membership to vote to amend them without it (unless that many typically show up at meetings). And, of course, while you're amending, you should add a previous notice requirement. And be specific.

[Dan Honemann]

The bylaws also state that our meetings are to be run according to Roberts rules of order

 

My previous responses assumed this to be the case.

[Gary Novosielski]

The bylaws also state that our meetings are to be run according to Roberts rules of order

But RONR says that your bylaws should probably answer the question of how bylaws are amended.  And they probably do, because that 75% figure must have come from somewhere.  It sure didn't come from RONR.

[Josh Martin]

In order to change the bylaws from a 75% vote to a 2/3 vote of the entire membership should there be a requirement of previous notice to be given. What if our bylaws don't state that requirement.

 

If your bylaws provide their own method for amendment, but (unwisely) do not include a previous notice requirement, then there is no previous notice requirement.

 

Perhaps that's something to consider changing while you're amending the bylaws to lower the voting threshold, although the threshold you're considering still seems very high. Do you generally have excellent attendance at your meetings?

[jstackpo]

And even if you do have such excellent attendance at your meetings, the time may come (as it seems to for most all organizations) when attendance falls off such that you cannot muster enough voters to amend the bylaws.

 

And then you will be stuck.    Stay (or get) flexible.

[Richard Brown]

And even if you do have such excellent attendance at your meetings, the time may come (as it seems to for most all organizations) when attendance falls off such that you cannot muster enough voters to amend the bylaws.

 

And then you will be stuck.    Stay (or get) flexible.

 

I agree that requiring the affirmative vote of 75 percent of the entire membership to amend the bylaws is an incredibly high percentage.  I don't know what kind of organization this is, but I see only problems down the road with that requirement.  I see problems even with two-thirds of the entire membership.  The norm... which you can of course deviate from... is two thirds of those members present and voting or a majority of the entire membership.  You have an awfully high threshold.

 

Edited to add:  Judelynnh, Is your current requirement 75 percent of the entire membership or 75 percent of those present and voting?  It is hard to tell from your original post.  There is a huge difference between the two.

[Josh Martin]

The norm... which you can of course deviate from... is two thirds of those members present and voting or a majority of the entire membership.  You have an awfully high threshold.

 

Well, two-thirds of the members present and voting with notice or a vote of a majority of the entire membership without notice.

[judelynnh]

It states exacttly:

 

CONSTITUTIONAL MAJORITY

 

 

            A constitutional majority is met when a seventy-five percent majority of all members of  the Association is obtained on any issue.

 

Meetings: 

 

All meetings shall be conducted in accordance with the revised Roberts Rules of Order.  Any member must be granted a closed ballot on any issue upon request,

 

CONSTITUTIONAL CHANGES AND AMENDMENTS

 

All changes to this constitution shall only be made at a regular meeting of the organization by a consent of a constitutional majority.

 

 

The above clauses are within our bylaws.  We have 7 families with one vote per family.  We have one member from each family attend all the meetings, some two members of each family.  We never have less than the 7 votes.  We meet May thru October only.  Hope this helps.

[Richard Brown]

Ahhh.... now this is starting to make some sense.  I gather this is the same organization discussed in this thread, right?  http://robertsrules.forumflash.com/index.php?/topic/23400-elections-multiple-positions-held-by-one-person/

 

Now I understand why it is not so hard to reach the 75 percent threshold.... and that threshold makes a bit more sense.  Still, having to have 6 out of the 7 votes to amend the bylaws is a pretty high threshold.  Lowering it to two-thirds of the entire membership would still be 5 votes out of the 7.

 

I hope you understand why this has had us scratching our heads!

[judelynnh]

These bylaws have been in existence for 20 years and no one objected to them until now when two new families came into the organization. Most of us have been members for 20 years, myself (and husband)for 14 year .

[Dan Honemann]

Well, I trust that your question has been answered, since it seems rather clear that your bylaws do not require that previous notice be given in order to amend  them.

[jstackpo]

These bylaws have been in existence for 20 years and no one objected to them until now when two new families came into the organization. Most of us have been members for 20 years, myself (and husband)for 14 year .

 

Clearly the new families (Welcome them!) actually read the bylaws.

 

A tad unusual, to be sure.

[judelynnh]

Even if our meeting say run by Roberts. Doesn't ronr apply then and overrule the bylaws in this incident . Also years ago when a change to them was made they sent out Certifued letters to everyone. I have that notice.

[Edgar Guest]

Even if our meeting say run by Roberts. Doesn't ronr apply then and overrule the bylaws in this incident 

 

No.

[Dan Honemann]

Even if our meeting say run by Roberts. Doesn't ronr apply then and overrule the bylaws in this incident . Also years ago when a change to them was made they sent out Certifued letters to everyone. I have that notice.

 

No, RONR does not overrule your bylaws.

[Josh Martin]

Even if our meeting say run by Roberts. Doesn't ronr apply then and overrule the bylaws in this incident . Also years ago when a change to them was made they sent out Certifued letters to everyone. I have that notice.

 

The bylaws take precedence over RONR. It would appear that years ago the society decided to send out notice (which certainly doesn't hurt), but nothing in your bylaws requires that notice be sent.

 

Now that we know all the facts, I'm not sure this is such a big problem. The primary intent of notice is for the protection of absentees - to let members know that an important issue is coming up so they know whether to attend the meeting. Since you apparently always have 100% attendance, that's not really an issue.

[judelynnh]

It does matter to us cause now they have the vote to change the termination clause to get rid of us but thanks for all your responses

[Richard Brown]

It does matter to us cause now they have the vote to change the termination clause to get rid of us but thanks for all your responses

 

Well, six out of the seven member families would have to have voted in favor of the bylaw change to change the vote threshold for amendments from the old 75 percent of the entire membership to two-thirds of the entire membership.

 

Although your bylaws do not require previous notice of proposed bylaw changes, I have to agree with Josh that it does not seem to be a huge problem since you always have a 100 percent turnout anyway.  The main advantage I see to giving previous notice in your particular situation is so as not to take the members by surprise with a proposed bylaw change.  I have always viewed that as one of the reasons.... but not the only reason.... for giving previous notice of bylaw changes.  Previous notice gives the members time to think about it and even to talk about it among themselves and to lobby support for and against it.

 

It can be argued, perhaps, that your organization has established a custom of giving notice of proposed bylaw changes,   but I believe that the time to object to the lack of notice in that case would have been at the time of the proposed change.  Did anyone object and raise a point of order that no notice was given?   I doubt that it constitutes a continuing breach, but I'm interested in hearing what others have to say on that point.  Since your bylaws don't require notice, the custom, if there is one, of giving of notice doesn't violate any rule in your bylaws or RONR so as to cause the custom of giving notice to "fall to the ground" in the event of a point of order like it would if it did violate a rule.  RONR page 19.

 

I think the bottom line there is that your previous "management", years ago, voluntarily provided written notice of a proposed bylaw change even though such notice wasn't required.   What was the procedure before that instance?  Unless this has become a regular procedure,  I doubt that that one occasion is enough to establish a custom, although it is certainly a precedent.  I would look askance at someone who tried to slip a bylaw amendment through unannounced.

 

But, again, the way I understand your situation, it took a yes vote from six of the seven member families to make that bylaw change, right?  That's a pretty overwhelming show of support for the change.   I do understand the uniqueness of your particular situation with this being a business venture and you not wanting the terms of it to be changed willy nilly.  It looks like your bylaw provisions were followed and there is no violation of RONR.

[judelynnh]

well actually two families didn't raise their hands for all in favor but when he asked for all opposed we also didn't raise our hands so they said we didn't object so the motion was passed with a 5/2. See my dilemma