Golfer Posted January 14, 2017 at 11:26 PM Report Share Posted January 14, 2017 at 11:26 PM 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? Quote Link to comment Share on other sites More sharing options...
Hieu H. Huynh Posted January 15, 2017 at 12:16 AM Report Share Posted January 15, 2017 at 12:16 AM If you are no longer eligible for office according to the bylaws, then you are no longer eligible for office. Quote Link to comment Share on other sites More sharing options...
Bruce Lages Posted January 15, 2017 at 12:17 AM Report Share Posted January 15, 2017 at 12:17 AM I am guessing that your first sentence was meant to say that this new bylaw does not allow a board member who has served more than six consecutive years to serve again until after a 3 year period. Is that correct? If so, then if that bylaw was adopted in November of 2015, it would have been in effect as soon as it was adopted, absent any proviso adopted at the same time that modified the time at which the amendment took effect. Your eligibility for election in 2016 would then fall under that bylaw provision (there is no retroactive factor in effect here) and you might not have been eligible to serve again on the board. I say 'might not' purposely, because if the bylaw language indeed says "more than six consecutive years" and you served exactly six consecutive years, this new provision would appear to not apply to you. As an aside, that statement you quoted that "The adoption of any amended bylaws at the annual meeting shall have the effect of repealing any and all previous bylaws" is a very dangerous statement. That seems to imply that whenever you amend the bylaws, you are adopting an entire new set of bylaws. If you amend only one part, or several part of your bylaws,do you really want all the other parts to be repealed? Quote Link to comment Share on other sites More sharing options...
Gary c Tesser Posted January 15, 2017 at 12:13 PM Report Share Posted January 15, 2017 at 12:13 PM 11 hours ago, Bruce Lages said: As an aside, that statement you quoted that "The adoption of any amended bylaws at the annual meeting shall have the effect of repealing any and all previous bylaws" is a very dangerous statement. That seems to imply that whenever you amend the bylaws, you are adopting an entire new set of bylaws. If you amend only one part, or several part of your bylaws,do you really want all the other parts to be repealed? Wow. Thanks. Until I read this from you, I had not recognized this repercussion. Great Steaming Cobnuts, if this were on my RP test, I'll have got at least one wrong. Quote Link to comment Share on other sites More sharing options...
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