Amending Bylaws

[Jim Anderson]

In an organization I am a member of and chair of the bylaws committee, our bylaws stipulate:

“These Bylaws may be amended by a two-thirds (2/3) vote of the voting eligible Members present at any regular meeting after such amendments have been read at a previous meeting and a copy sent to each member household in writing via US Postal Service or electronic mailing at least ten (10) days prior to the meeting at which said amendments shall be considered.”

Note that prior to presenting a motion to adopt amendments to our bylaws, the proposed amendments must be read (intent is verbal reading) at a previous meeting.

This requirement is becoming more and more tedious to our membership and it is considered more desirable to amend this “verbal reading” requirement to sending the proposed amendments to the membership in writing prior to the meeting where voting on the amendment will take place.

My thought is that this could be accomplished by a proposed amendment stating:

“These Bylaws may be amended by a two-thirds (2/3) vote of the voting eligible Members present at any regular meeting after prior notice of such amendments have been sent to each membership household in writing via US Postal Service or electronic mailing at least thirty (30) days prior and a second time at least ten (10) days prior to the meeting at which said amendments shall be considered.”

Since there appears to be no RONR requirement for an actual “verbal reading” prior to presenting amendments for vote, would the above wording be appropriate?

[Josh Martin]

7 minutes ago, Jim Anderson said:

Since there appears to be no RONR requirement for an actual “verbal reading” prior to presenting amendments for vote, would the above wording be appropriate?

The above wording is appropriate, but I would note that there is a requirement for a verbal reading prior to vote in RONR. This is done when the motion is actually pending, however, not at a previous meeting, and it may be waived if no member objects.

“When any paper is laid before the assembly for action, it is a right of every member that it be read once; and, if there is any debate or amendment, that it be read again before members are asked to vote on it.” (RONR, 11th ed., pg. 299)

[Atul Kapur]

And, even if there was a requirement or expectation in RONR that the amendment be read at the previous meeting, your bylaws are superior to RONR so you would be free to make this amendment anyway.

[Richard Brown]

3 hours ago, Jim Anderson said:

These Bylaws may be amended by a two-thirds (2/3) vote of the voting eligible Members present at any regular meeting

Agreeing with the previous posts about the propriety or appropriateness of such a bylaw change, I urge you to change the wording of the vote requirement above.  That language is ambiguous, leaving uncertainty as to whether the vote requirement is an ordinary two thirds vote of the members present and voting or the vote of two thirds of the members present.  

Which vote requirement do you think the current rule (and your proposed rule) call for?  Two thirds of those present and voting or two thirds of those present?  Those are two different standards.