Guest Michael Posted January 6, 2020 at 01:17 PM Report Share Posted January 6, 2020 at 01:17 PM We have a Social club that has bylaws that are over 12 years old, and have never been revised. We are attempting to make changes, but there is no mention of how many votes are required to make changes. We want to add this to the new bylaws, but also want to be able to make the changes now. How best to handle this? Quote Link to comment Share on other sites More sharing options...
Josh Martin Posted January 6, 2020 at 02:11 PM Report Share Posted January 6, 2020 at 02:11 PM 51 minutes ago, Guest Michael said: We have a Social club that has bylaws that are over 12 years old, and have never been revised. We are attempting to make changes, but there is no mention of how many votes are required to make changes. We want to add this to the new bylaws, but also want to be able to make the changes now. How best to handle this? If the bylaws are silent regarding their amendment, then amending them requires a 2/3 vote with notice or a vote of a majority of the entire membership. Notice may be given orally at the previous meeting (if within a quarterly interval) or included in the call of the meeting. Quote Link to comment Share on other sites More sharing options...
Guest Michael Posted January 6, 2020 at 03:25 PM Report Share Posted January 6, 2020 at 03:25 PM 2/3 of those voting or of the entire membership? Quote Link to comment Share on other sites More sharing options...
George Mervosh Posted January 6, 2020 at 04:08 PM Report Share Posted January 6, 2020 at 04:08 PM 42 minutes ago, Guest Michael said: 2/3 of those voting or of the entire membership? "A two-thirds vote—when the term is unqualified—means at least two thirds of the votes cast by persons entitled to vote, excluding blanks or abstentions, at a regular or properly called meeting." RONR (11th ed.), p. 401 Quote Link to comment Share on other sites More sharing options...
Atul Kapur Posted January 6, 2020 at 05:28 PM Report Share Posted January 6, 2020 at 05:28 PM Expanding on this as it seems it may not be totally clear: these are two different vote thresholds and if the motion to amend the bylaws meets either of them, it is adopted. So if notice has been given, then a 2/3 vote (2/3 of those voting) adopts the amendment. If you don't reach that threshold but the votes in favour are a majority of the entire membership, then the amendment is adopted by meeting the second threshold. When you adopt the amendment on how to further amend the bylaws, then whatever requirements you put in your bylaws supersede what's in RONR. Quote Link to comment Share on other sites More sharing options...
Gary Novosielski Posted January 8, 2020 at 02:52 AM Report Share Posted January 8, 2020 at 02:52 AM On 1/6/2020 at 10:25 AM, Guest Michael said: 2/3 of those voting or of the entire membership? Two-thirds of those present and voting -OR- a majority of the entire membership (present or not) Quote Link to comment Share on other sites More sharing options...
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