Re: [gentoo-nfp] [RFC] Bylaws change: Lower the member quorum to 1/10

[Jorge Manuel B. S. Vicetto]

On Sat, Jun 2, 2018 at 10:32 AM, Ulrich Mueller <ulm@g.o> wrote:

> Currently bylaws section 3.9 "Member Quorum" says in its first
> paragraph:
>
> | Except as otherwise required by law, by the Certificate of
> | Incorporation or by these Bylaws, one-third (1/3) of the members
> | entitled to vote, represented in person, shall constitute a quorum
> | at a meeting of members.
>

<snip>


> a) I therefore propose to lower to the member quorum in section 3.9
> to the default value provided by law, namely to 1/10. Also, members
> who cannot participate (e.g. because they are located in an adverse
> timezone) should be able to be represented by a proxy:
>
> b) If the above should not be accepted, I propose to only lower the
> quorum (i.e., no proxies):
>
>
<snip>


>
> Ulrich
>

I don't recall if on previous bylaws discussions I've argued this point or
not, or if it's even acceptable under US Law, but on Portugal, the rules
for Associations Assemblies, to allow for decisions even when most members
don't show up, allow to use the following on meeting announcements:

A meeting announcement needs to be sent at least 8 days in advance by
registered mail. The announcement sets the date and hour for the meeting
and requires 50% of attendance. If there isn't a quorum, the announcement
states that 30 minutes later the meeting will be held with as many members
as are present.

So, if possible by US Law, I'd argue we change the bylaws to state that the
quorum shall be 1/3 or 1/10, but that if for any meeting there isn't a
quorum, the meeting will be held 30 minutes later with as many members as
are present.

Regards,
Jorge