Rescinding change in bylaws

[Guest LaDonna]

Our bylaws state in order to change the bylaws we have to submit to the Bylaws Committee by March 1. The change then goes to the committee to either recommend a yes or no recommendation, it then goes to the membership 30 days prior to our annual meeting.  I was the person to make the change. Noone from the committee got in touch with me asking questions regarding my changes and went out to the membership. I decided to rescind my change. Can I do that? And at the meeting can I make a motion to introduce it again? The board made the decision that they would go ahead with my rescinding. 

Can I change my mind, or is it done.

Nothing in our bylaws says anything about rescinding changes. Also, the membership is not aware of me rescinding the change.

Thank you for your help.

[Josh Martin]

On 7/10/2024 at 1:47 AM, Guest LaDonna said:

Our bylaws state in order to change the bylaws we have to submit to the Bylaws Committee by March 1. The change then goes to the committee to either recommend a yes or no recommendation, it then goes to the membership 30 days prior to our annual meeting.  I was the person to make the change. Noone from the committee got in touch with me asking questions regarding my changes and went out to the membership. I decided to rescind my change. Can I do that? And at the meeting can I make a motion to introduce it again? The board made the decision that they would go ahead with my rescinding. 

Can I change my mind, or is it done.

Nothing in our bylaws says anything about rescinding changes. Also, the membership is not aware of me rescinding the change.

Please clarify exactly what the status of the amendment in question is at this time, and please state exactly what your bylaws say concerning their amendment.

As a general matter, you certainly may not "rescind" the change, which would refer to undoing it after it had already been adopted by the membership. But I think you perhaps mean that you wish to withdraw the change. In that regard, I would note the following rule from RONR:

"When it is too late for renewal, unanimous consent is required to grant permission to withdraw a motion to Reconsider (37:10(b)), or to withdraw previous notice of a proposed motion requiring such notice (10:44–51)." RONR (12th ed.) 33:2

That is, you are free to withdraw the amendment itself (or to simply not make the motion in question at the meeting, since the motion has not even been made yet), but because it is too late for some other member to give notice, you cannot withdraw the notice, unless the assembly grants this request by unanimous consent. Some other member is free, if they wish, to take advantage of the notice you provided and make the motion to adopt the bylaw amendment in question. (Similarly, I suppose you yourself could change your mind and make the motion.) Since notice has already been provided to the membership, it will not violate the rights of absentees to make the motion.

Again, however, it may be helpful to see the exact language in the bylaws on this matter.

Edited July 10, 2024 at 12:30 PM by Josh Martin

[Guest LaDonna]

Hi Josh,

The status of the amendment is the board decided to rescind my amendment and not take it to the annual meeting of the membership.

This is what our bylaws state

The Constitution and bylaws may be amended at the annual meeting of the bowler that's according to the following procedures all proposed amendments shall be submitted to the Bylaws and  playing rules committee no later than March 1st amendments shall be in written on the form provided and can be sent via email or given to the bylaw committee or given to a board member at any of the bowlerettes tournaments signed by the individual submitting the amendment and stayed reasons for the proposed amendment additional amendments or changes following the same format the board of directors shall consider all proposed amendments and mail them as originally submitted with their recommendations for approval or rejection to all members along with the meeting notice 30 days in advance of annual meeting .

2/3 vote of those present and voting shall be required for approval of any change in the Constitution and bylaws.

[Gary Novosielski]

The bylaws do not appear to give the board the authority to "not take it" to the membership.

IT says they shall take all proposed amendments to the membership.  They can recommend a No vote, but they can't just kill it.

[Joshua Katz]

And yet. A good reminder to minimize ministerial steps that can, nonetheless, remain undone.

[Josh Martin]

On 7/12/2024 at 11:21 PM, Guest LaDonna said:

The status of the amendment is the board decided to rescind my amendment and not take it to the annual meeting of the membership.

Again, "rescind" is not the correct word at this time.

In any event, the board has no authority to decide anything in this matter, unless your bylaws so provide.

On 7/12/2024 at 11:21 PM, Guest LaDonna said:

The Constitution and bylaws may be amended at the annual meeting of the bowler that's according to the following procedures all proposed amendments shall be submitted to the Bylaws and  playing rules committee no later than March 1st amendments shall be in written on the form provided and can be sent via email or given to the bylaw committee or given to a board member at any of the bowlerettes tournaments signed by the individual submitting the amendment and stayed reasons for the proposed amendment additional amendments or changes following the same format the board of directors shall consider all proposed amendments and mail them as originally submitted with their recommendations for approval or rejection to all members along with the meeting notice 30 days in advance of annual meeting .

Based upon these facts, it remains my view that if an amendment has been properly submitted to the Bylaws and Playing Rules Committee no later than March 1st, then any request by a member to withdraw that notice after March 1st should be rejected, and the amendments should be included with the meeting notice provided 30 days in advance of the annual meeting.