Dissolution - majority vs 2/3 vote?

[Guest Mark]

Can anyone offer insight into whether Robert's Rules

requires a 2/3 vote for dissolution of an organization?

Thanks.

[Tim Wynn]

Can anyone offer insight into whether Robert's Rules

requires a 2/3 vote for dissolution of an organization?

Thanks.

"It is in effect a motion to rescind the bylaws, and therefore requires for its adoption the same notice and vote as to amend them." - RONR(10th ed.), p. 547, l. 13-15.

Your bylaws should state how they are to be amended, and that process should be followed. If your organization is incorporated, an attorney should be consulted.

[Tim Wynn]

If your bylaws contain no provision for their amendment, a two-thirds vote with notice would be required, or a vote of a majority of the entire membership. See RONR(10th ed.), p. 562, l. 13-18.

[Guest Mark]

Sadly, they do, They read that the bylaws can be amended, "...by the vote of a majority of the voting membership attending... any special meeting."

If I read this correctly, abstentions are moot, so that if 50 voting members attend, 26 votes for dissolution must be received regardless of the number of votes cast, right?

[Tim Wynn]

Sadly, they do, They read that the bylaws can be amended, "...by the vote of a majority of the voting membership attending... any special meeting."

If I read this correctly, abstentions are moot, so that if 50 voting members attend, 26 votes for dissolution must be received regardless of the number of votes cast, right?

If the phrase "voting membership attending" is equal to the term "members present," as found in RONR, 26 votes of 50 attending would be required, yes. Abstentions would have the same effect as a vote in the negative. See RONR(10th ed.), p. 389-390.

The phrase "any special meeting" is a concern, though. You can only have special meetings if they are authorized in the bylaws, and they must be called in accordance with the bylaws, and only business mentioned in the call of a special meeting can be transacted at such a meeting. See RONR(10th ed.), p. 89-90.

[Guest Mark]

The special meeting is authorized and its requirements have been met. A majority of those present is at least better than a majority of the vote. I really appreciate all your help. Thank you very much.

[Tim Wynn]

The special meeting is authorized and its requirements have been met. A majority of those present is at least better than a majority of the vote. I really appreciate all your help. Thank you very much.

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