2020 Proposed Bylaw Changes

Adjusting Term Start/End Dates of Board Members in bylaws

These proposed changes will allow an observation and transition period for new Board Members. It includes an adjustment in term start and end dates, as well as officer appointments.


Suggested removals are strike through, suggested additions are in brackets [ ]


4.3 Term of Office

The term of office for all Directors shall be three years. [Directors elected at an annual election shall take office on the first day of January following the annual election.] Terms shall be staggered such that two terms expire each year. A Director may serve no more than a total of six years consecutively. Appointments under section 4.6 shall not count toward this limit. After reaching this limit, a Director may be re-elected or appointed to a Director position after a one year absence.


4.6 Vacancies

A vacancy on the Board of Directors will exist upon the occurrence of any of the following: (a) a Director’s death, incapacity, or resignation; (b) removal under section 4.7; or (c) the declaration by the Board of Directors of a vacancy in the office of a Director who (i) has missed three or more consecutive Board of Director meetings or a total of five Board of Directors’ meetings during any one calendar year; or (ii) is no longer considered a Member in Good Standing and thus is not eligible to serve on the Board of Directors.

If a Board of Directors seat becomes vacant more than two months before the next election, the remaining members of the Board of Directors will appoint a replacement to [take office immediately and] serve until the next election, at which point if there is any additional time remaining in the term a member will be elected to fill the vacancy. If a vacancy occurs less than two months before an election, the seat will remain vacant until the election.

For every two vacancies on the Board of Directors, the quorum requirement will be reduced by one.


5.6 Selection and Term of Office

The Chair, Vice Chair, Secretary, and Treasurer shall be selected during the first meeting of the Board of Directors after each annual election [that takes place on or after January 1st of each year], shall take office immediately upon selection, and shall hold office until their successor is duly selected.