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amendment change

Guest April

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We are a non-profit organization with a 12 member board.

We have a couple of people that want a by-law change.  I am going to copy and paste what our by-laws state on changing something.  It is my contention as president that this should not be put on our ABSENTEE ballots for our annual membership meeting that we are having in April.  It is the belief of those that want this done that it should be put on the  ABSENTEE ballots ahead of time.  As you can see it states in our by-laws that it must be approved at a meeting of the membership..It does not state a special meeting nor does it say at the annual meeting.  In the past some of the presidents have done by-law changes by putting them on the ballot ahead of time...which if i am reading this correctly, is not right.  I need clarification before I am hung by my thumbs.  I feel it should not be on the ballots but voted on at the annual meeting by those in attendance.

Should I go with past -practice, or is there anyone out there that can clarify this to get me out of the frying pan.  I'm going to be in a mess no matter what I do.  But I feel this is wrong according to out by-laws, If anyone reads something else in there please help me out. I'n totally open to whatever seems right to those that know a lot more than I do...





Any proposed amendments to these By-Laws must be made in writing with the proposed word change, and to include the intent, and must be posted on the Club House bulletin board at least two weeks before any meeting of the membership can be called to vote on the changes, and must be approved by a majority of members attending the meeting at which a quorum is present.  All motions pertaining to separate Articles or Sections must be motioned, seconded, discussed, and voted on separately.

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I don't see this as an issue of bylaws interpretation....yet.   I don't see anything in the quoted bylaw  provision which references absentee voting in any way.  RONR is quite clear that absentee voting and voting by proxy is prohibited unless your bylaws allow it or state law requires it.  What, if anything, do your bylaws say about absentee voting?  Is it allowed under any circumstances?   If so, what circumstances? 


It should  be pretty clear cut as to whether your bylaws authorize absentee voting, but it might be a bit more complicated and get into an issue of bylaws interpretation if the bylaws do allow absentee voting but the provisions are ambiguous as to whether absentee voting is  allowed for bylaw amendments.


By the way, absentee voting, such as mail  ballots, should never be mixed with in person voting.  It becomes especially problematic in elections if repeat voting or a runoff is  required or a candidate withdraws and in other matters when a proposal, such as a bylaws amendment, is itself amended at the meeting before the vote.  The ballots cast by the absentee members will not be on the actual candidates or issues before the assembly.

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