Admentment to By-Laws Effective Date

[Jane Doe]

Our organization voted on and approved a By-Law amendent requiring members to submit status changes by 5 pm the day of the annual meeting.  This change  was voted on and passed two months after our annual meeting this year.  A member asked to change her status from non-active to active this month.  The Board denied that request because she did not submit her change at the annual meeting, citing the new by law change.  Is this correct?  How can she be held to same if when the change was made the time had already passed?

 

[Gary Novosielski]

It's not clear in what order these things occurred.  When was the annual meeting?  When did the bylaws amendment pass?  WHen did the member seek to change status?

Of course RONR will not have anything about your bylaws, except to say that only your society can interpret them. 

But it's clear that a bylaws rule cannot go into effect before it's passed.  If the rule was not in effect at the time the change was requested, then the rule can't be cited as applicable.

And the exact wording of the amendment will determine what the rule really means.  After all, someone who requests a change today has certainly done so before 5pm of the next annual meeting.  Why would it be denied?

[Jane Doe]

Ok, so the annual meeting was in March.  The By-Law admendment, listed below, was passed and changed in May.  I am not sure why the Board has declined the members request since she actually wants to change her status to one that costs more than what is currently at, due to COVID she was unsure she would be able to afford the dues for the active membership.  However, she has paid all her dues for her current status and realizes she can now pay to be active.  I am just wondering how they can enforce a rule that was changed after the date in the new rule had passed, I would think that it would not become effective until the next year.

Any member wishing to change status or resign must do so, in writing to the Executive Board, by 5pm the day of the Annual Meeting. If a member fails to change their status by 5pm, in writing to the Executive Board, member will be required to pay their dues and assessment for member’s listed status as of the Annual Meeting for the upcoming year.

 

[Josh Martin]

1 hour ago, Spring Taylor said:

I am just wondering how they can enforce a rule that was changed after the date in the new rule had passed, I would think that it would not become effective until the next year.

Unless the assembly adopts a proviso stating otherwise, amendments to the bylaws become effective immediately upon adoption. It may well have been prudent to adopt a proviso stating that the amendment would not become effective until the next year, but it appears the organization did not do so.

As a result, it appears that this member is "required to pay their dues and assessment for member’s listed status as of the Annual Meeting for the upcoming year."

Edited August 12, 2020 at 04:23 PM by Josh Martin

[Jane Doe]

Yes, she has paid her dues and assessments for the status she was as of the annual meeting, she was wanting to move up and become active (which would mean more money for the society, but quess they don't like money lol)  Thank you

[Richard Brown]

Maybe I am misreading something, but it seems to me this particular bylaw amendment does not have any sort of retroactive effect. It would apply to membership changes made in the coming year by the annual meeting deadline, but not prior to the date the amendment was adopted

[Josh Martin]

44 minutes ago, Spring Taylor said:

Yes, she has paid her dues and assessments for the status she was as of the annual meeting, she was wanting to move up and become active (which would mean more money for the society, but quess they don't like money lol)  Thank you

It doesn't matter whether they like money. The bylaws must be followed regardless of whether it would be beneficial or detrimental to the society to do so in a particular case. The society could have provided an exception in the rule for situations like this one, but it apparently did not do so.

36 minutes ago, Richard Brown said:

Maybe I am misreading something, but it seems to me this particular bylaw amendment does not have any sort of retroactive effect. It would apply to membership changes made in the coming year by the annual meeting deadline, but not prior to the date the amendment was adopted

I agree. As I understand the facts, however, the member made the change in membership after the date the amendment was adopted.

The question appears to not be whether the amendment has a retroactive effect, but whether the effective date of the amendment is delayed until the following year, due to the fact that the amendment was adopted after this year's annual meeting - meaning that, as of the time of adoption, it was impossible for anyone who had not already changed their membership status to meet the deadline for this year (since it had already passed).

Edited August 12, 2020 at 08:57 PM by Josh Martin

[Atul Kapur]

I read the final paragraph as saying that, after 5pm on the day of the Annual Meeting, a member's status for the upcoming year is locked and cannot be changed. "Upcoming year" meaning the year following that day's Annual Meeting. Since we're told that the annual meeting was in March and this amendment was adopted in May, then I interpret it as meaning that, as of the date the amendment was adopted, everyone's status is fixed for the current year. No retroactive effect (someone who had changed their status in April stays with the new status) but it affects all members from the date of adoption until the next Annual meeting.

And, yes, it appears to be bi-directional (affects whether someone wants to become become more active or less active). That may have been inadvertent, but that's how they did it.

6 hours ago, Spring Taylor said:

Any member wishing to change status or resign must do so, in writing to the Executive Board, by 5pm the day of the Annual Meeting. If a member fails to change their status by 5pm, in writing to the Executive Board, member will be required to pay their dues and assessment for member’s listed status as of the Annual Meeting for the upcoming year.