[BWNA] Quorem consideration -- comments

[WEMarkwart at aol.com]

1. The Quorum implication for board meetings as found in Article 3,  Section 
2  D should be revised.  As written, a board meeting &  vote could occur with 
only one or two board members present. 
Suggestion: Delete the words "in attendance" at the end of Article 3,  
Section 2  D. 
This section will then agree with the second sentence found in Article 6  
Section 6: "A quorum for a board meeting shall be a majority of the board  
members."
 
2. The Quorum implication for committee meetings as shown in Article  3, 
Section 2  E should be revised.  As written, a board meeting &  vote can occur 
with only one or two "committee members" present. 
Suggestion A: Delete the words "in attendance" at the end of Article 3,  
Section 2  E. (also see next suggestion).
Suggestion B: BWNA should clarify the membership composition for recognized  
committees, and how determined. Is a "committee member" elected or  appointed 
or neither? By whom?  How many/few can be on a given  committee? Will BWNA 
allow a committee of, for example, two  people to make decisions?
3.  Comments regarding the quorum for General Meetings, Special  Meetings, 
etc. (comments apply to Article 3, Section 1 C and/or Article 6  Section 6.):
Comment 1: If the quorum definition is "majority ... present": Two people  
could hold a meeting and vote (Issue is how to ensure that a reasonable minimum  
number of people are involved in a meeting and/or vote).
Comment 2:  If the quorum definition is a "percentage of  membership": The 
total potential membership is very large and the exact  membership is difficult 
or impossible to define or reference for sake of a  calculation.
Comment 3: The quorum definition should guarantee some reasonable  
representation of BWNA membership including a quantifiable minimum number of  members 
present (and even possibly include a quorum of board members as  well). see 
comment 4
Comment 4: If all else fails, a quorum for general and special meetings  
could be, for example, "20 members". 
 

 
 
For reference this is part of the bylaws text found at 
_http://bwna.org/bwna-new-by-laws.pdf_ (http://bwna.org/bwna-new-by-laws.pdf) 
 
    ...                                    
                Article  3 Membership and Voting
Section 1 Membership
A. Resident membership is  open to all residents within the boundaries of 
BWNA. There are no
dues or  initiation fees.
B. Nonresident membership is open to all property owners,  government 
agencies, business
licensees, and nonprofit organizations located  within the boundaries of 
BWNA. There are no
dues or initiation  fees.
Section 2 Voting
A. All resident members 18 years of age or older  shall have one vote each at 
general and special
business meetings. All  nonresident members shall have only one vote per 
organization. No
person  shall cast more than one vote.
B. No absentee or proxy voting is  allowed.
C. Unless otherwise specified in these bylaws, decisions of BWNA general, 
special, and
committee meetings  shall be determined by a majority vote.
D. Board meeting  decisions shall be determined by a majority vote of all 
board members  in
attendance.
E. Committee meeting decisions shall be determined by a  majority vote of all 
committee
members in attendance.

...                                    
 
                    Article  6  Meetings
...                                    
 
Section 6 Quorum.
A quorum for any general or  special meeting shall be [****need a fixed 
number or formula
here ***] the  number of members in attendance. A quorum for a board meeting  
shall be a
majority of the board members. A quorum is  required for any action at any 
meeting.

Section 7 Participation.
Any general, special, board, or committee  meeting is open to any person and 
all who wish to be
heard; however, only  members are entitled to vote. All actions  or 
recommendations of the
general or special meetings shall be communicated  to all affected parties, 
including  minority
reports.
...       



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