The notification rules in the Bylaws are hazy, and there is some leftover cruft from when the Hive was small enough that “personally notifying” each Member was a viable method.
First of all, I propose changing Section 3.1.3 from “A different meeting place may be designated and agreed up by Votes of the Membership as defined in these Bylaws. Regular meetings of voting Members shall be held every Tuesday at 19:15 EST.” to “A different meeting place may be designated and agreed up by a Vote of the Membership as defined in these Bylaws. Regular Meetings shall be held every Tuesday at 7:30 P.M.” This is when we actually have these meetings.
Second of all, I propose changing Section 3.4 (Notice of Meetings) to the following:
Notice of Annual Meetings shall be given at least ten (10) days but no more than sixty (60) days before the meeting date.
Notice of Special Meetings shall be given at least seventy-two (72) hours but no more than thirty (30) days before the meeting date.
Regular Meetings do not require any notice unless the time or place has changed.
Any notice sent shall state the nature of the business to be transacted by the Members.
For a meeting where elections are held, the notice shall state the names of all Members who are nominees for office.
Announcements regarding changes to meeting date, time, or venue shall be made to the entire Membership with a minimum of forty-eight (48) hours notice.
Notice may be provided to the e-mail address of each Member on record with the Corporation, or any other method approved by a Vote of the Membership.
Finally, I propose changing Section 3.3 (Special Meetings) to the following:
The Board of Directors or five percent or more of the Members may call a Special Meeting of the Members for any lawful purpose at any time.
Notice must be provided of such Meeting as provided in the section of these Bylaws entitled Notice of Meetings.
(This change is just changing capitalization and bold-facing defined terms.)
Before we go about changing the bylaws Notifications of Meetings and annual meetings. As these are regulated by State and even possibly federal law, how about we run this by a lawyer?
If its ok for our weekly meeting, why put a time and day of the week in the bylaws, if we are changing it already lets make it something generic like “Location and Time may be designated and agreed up by a Vote of the Membership as defined in these Bylaws. Time and location with be clearly stated on Website and other commonly used forms of communication.”
This amendment does not change the notice timing requirements. It makes the notice requirements easier to read. You may find the existing bylaws on the wiki.
By the way it does meet ORC Chapter 1702: NONPROFIT CORPORATION LAW.
Federal law governing non-profits is from the IRS, which means we need to file our tax reports.
Daniel, it’s a discussion thread and he was discussing. Were you expecting that, due to the sheer overwhelming sensibility of your suggestion, nobody else would respond until we get a lawyer involved? Maybe dial the dickishness back a notch or three, we’re all supposed to be on the same team here.
Why would you have maximum (no more than) requirements for meeting planning? You could plan these a year in advance and it would probably be fine. I could see a recommended lead time of 30-60 days because there are always unexpected commitments that arise, but not a firm number.
Ian, when someone is giving legal advice without being a lawyer, when someone said maybe we should check a lawyer… yea gonna be blunt about that… if Dave isnt trained in law especially nonprofit law or a lawmaker specifically, he shouldnt be stating “it does meet ORC Chapter 1702: NONPROFIT CORPORATION LAW.”
Dave should have said "in my opinion . . . . ". I really doubt he meant to give legal advice, and frankly if someone takes legal advice from a non-lawyer they get what they paid for.
One can say whatever one wants to (to a point) and it is the person/entity that follows the advice/suggestion that will get in legal “trouble”. Saying “the speed limit is illegal” doesn’t give someone else a free ride to break the law. Discussions are just that, discussions.
Let’s keep this discussion about the proposed changes and we can discuss separately about getting a legal opinion.
Actually yes, he is absolutely justified in commenting on this public discussion of a proposal. Just because a comment is regarding a matter of law does not innately make it “legal advice” and he was in no way representing himself as an expert.
I absolutely agree. If you re-read my messages you may note that my objections are less about what you are saying and more about how you are saying it. You have every right to be involved in the discussion, just not to be a dick about it.
Minor correction, in the first sentence it is probably supposed to say “agreed upon” rather than “agreed up”. The typo is present in the original so it’s probably been lurking unnoticed since the Hives inception.
Good catch, Ian. I’ll update Section 3.1.3 to say “A different meeting place and/or time may be designated by a Vote of the Membership as defined in these Bylaws. Regular Meetings shall be held every Tuesday at 7:30 P.M.”