Question: Executive Board By-Law Amendments

Our executive board recently proposed by-law amendments in a closed meeting and subsequently approved those amendments in a followup closed meeting with no notification to general members. In review of our by-laws they are quite "grey" and do not prevent this. I'm curious if you all agree this is acceptable practice? If you organizations by-laws would allow for this and if not, what is the specific wording of your by-law?

Asked by Liz2You



Community Advice

mum24kids writes:
No, usually there's something that says bylaws changes need to be voted upon by membership. Here are two sample sets of wording for you.

#1 (from PTA)
Bylaws shall be reviewed and amended with the following procedures:

a. A committee shall be appointed to submit a revised set of bylaws as a substitute for existing bylaws or to submit an amendment to current bylaws.

b. Bylaws shall be revised or amended at a regular meeting of the association provided notice and a copy of the proposed bylaws revision or amendments are provided to the membership at least thirty (30) days prior to the meeting at which the revision or the amendments are to be voted upon. A quorum shall be established at the meeting in which voting takes place....The proposed bylaws revision or amendments require a two-thirds (2/3) vote of the members present and voting.

#2 (from a PTO)
These Bylaws may be amended at any membership meeting...with an affirmative vote of two-thirds of the members voting thereon. The text of the proposed amendment(s) must be included in the notice announcing the time, date and place of the membership meeting. The notice for any membership meeting at which it is proposed to amend these Bylaws shall be publicized at least 60 calendar days prior to such membership meeting.

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