Bylaws

[gfincati]

Can the Board of Directors amend the bylaws so that they come into effect immediately? If so, would this require ratification at a general meeting?

Thanks

gfincati

[jstackpo]

Check those bylaws in an article titled "Amendments" (or the like), probably near the end.

That is where you will find the rules for how to make amendments, and who can do so.

[Gary Novosielski]

Can the Board of Directors amend the bylaws so that they come into effect immediately? If so, would this require ratification at a general meeting?

Thanks

gfincati

Your bylaws should provide for the method of their own amendment. And that procedure must be followed. The Board of Directors cannot suspend the rule.

It would be unusual for the Board of Directors to have the power to change the bylaws in the first place, without approval of the general membership, and even more unusual for them to do so without prior notice. They are usually restricted to making recommendations to the membership, and nothing would go into effect until the bylaws had actually been changed.

Your bylaws have to be examined (by you) to see whether there are special rules in your case. (Of course I'm talking about your current bylaws, not the new version that's not in effect yet.)

[gfincati]

Our bylaws provide for amendments to be made at the annual general meeting and we will continue to follow this procedure.

Thanks

gfincati

[jstackpo]

If your paraphrase contains all of what the Amendments section has to say, then the Board has nothing to do with bylaw amendments at all.

[Tim Wynn]

Bylaw changes go into effect "immediately," but they can only be amended in accordance with the procedures contained within them for their amendment. So, your question seems to be more about when they can be amended than when the amendment takes effect. Also, as Dr. Stackpole has mentioned, it looks like your board should stay out of it.

[David A Foulkes]

Bylaw changes go into effect "immediately," .....

...unless your bylaws already include a provision that amendments go into effect at some other time (adjournment of the meeting at which they are adopted, for example, is not uncommon), or if a proviso to the proposed amendment's motion includes a similar time-delay.

[Tim Wynn]

...unless your bylaws already include a provision that amendments go into effect at some other time (adjournment of the meeting at which they are adopted, for example, is not uncommon), or if a proviso to the proposed amendment's motion includes a similar time-delay.

Yeah, "they do unless they don't." That's a rule that always applies... unless it doesn't.