5/15/26:  PROPOSED AMENDMENT TO CHAPTER BYLAWS:

This is to be voted on at the June Member Meeting.

HERE IS THE CURRENT SECTION 5:

SECTION 5. ELECTION AND TERM. Only Members in good standing as defined in the Chapter Rules and Regulations shall be eligible to serve on the Board of Directors. Failure to renew membership by the end of the previous year will terminate Board membership, subject to a vote to reinstate by a simple majority of the remaining Board members once membership has been renewed. Regular Chapter elections will be held at the June membership meeting. A slate of up to twelve (12) members in good standing will be elected to the Chapter Board of Directors in accordance with Chapter election procedures. Each year, up to six (6) Directors will be elected to a two (2) year term. If more than six positions need to be filled, the remaining positions will be filled by Directors elected to a one (1) year term, with allocation to the two-year term based on highest vote count. Immediately following the election of the Board of Directors, the new Board will meet to select Chapter Officers. Officers shall serve a one (1) year term. The term of any Officer may be terminated at any time, either through a written statement by the incumbent relinquishing the position, or by a 2/3 vote of the other Directors. Any replacement will be selected by a simple majority of the Directors. Directors are limited to three (3) consecutive terms without a break in service. Any Director who has reached his or her term limit may not serve in any Officer capacity on the Board of Directors for a period of one (1) year.

HERE ARE THE ISSUES WE HAVE IDENTIFIED:

Issue 1. Board members can "Term Out". Currently, board members can only serve 3 terms. This is a major issue when we have limited people that are capable and willing to serve. I propose we create a "reset" clause. This clause will allow the board of directors to reset an individual's term if it is in the best interest of the chapter.

Issue 2. There are 2 year terms and 1 year terms. The two year terms are granted to the six people with the highest number of votes; however, members can vote for as few or as many people as they want. For example.... If all members vote for all 12 board members, there is a 12 way tie to determine the 2 year term. It also becomes difficult to track. The solution for this is to make the ballot vote to allow for 6 votes per member. That will create the ranking needed to issue 2 year terms.

Issue 3. We often have a vote where there are the same or less candidates then the number of open positions. In effect, it is an automatic win for everyone. There is a legal term in the US called "Election by Acclimation" which declares that since the number of candidates equals the number of open position, these candidates are elected. This is a legal procedural shortcut that will save time and energy. It is 100% legal unless the bylaws prohibit it, which ours do not.

Issue 4. Our bylaws state that a board member is for three terms and after that cannot serve as an officer. It is misleading because they cannot actually serve on the board. Also, it states a one year break but that can cause an issue because elections aren't exactly one year apart. This is fixed in the new proposed wording.

HERE IS THE PROPSED REWRITE OF SECTION 5:

Only Members in good standing, as defined in the Chapter Rules and Regulations, shall be eligible to serve on the Board of Directors. Failure to renew membership by the end of the previous year shall automatically terminate Board membership; however, such individuals may be reinstated upon renewal of membership by a simple majority vote of the remaining Directors.

Regular Chapter elections shall be held at the June membership meeting. A slate of up to twelve (12) Members in good standing shall be elected to the Chapter Board of Directors in accordance with Chapter election procedures. At each annual election, Directors shall be elected only to fill those Board positions whose terms are expiring or are otherwise vacant.

Each Member may vote for up to fifty percent (50%) of the total authorized positions on the Board of Directors, rounded to the nearest whole number. The candidates receiving the highest number of votes shall be elected to fill the open positions.

Directors shall serve two (2) year terms, except as necessary to maintain or reestablish a staggered Board. In the event that more than six (6) positions are to be filled at any election, the candidates receiving the highest number of votes shall be assigned two (2) year terms, and the remaining elected candidates shall serve one (1) year terms, as necessary to maintain or reestablish a staggered term structure.

In the event of a tie affecting either election to the Board or the assignment of term lengths, the Board of Directors shall resolve the tie by a simple majority vote of the Directors, excluding any individuals whose election or term length is subject to the tie.

Vacancies on the Board of Directors may be filled by a simple majority vote of the remaining Directors. Any Director so appointed shall serve for the remainder of the unexpired term of the position being filled; however, that will not count towards their term limit until elected..

Immediately following the election of the Board of Directors, the newly elected Board shall meet to select Chapter Officers. Officers shall serve one (1) year terms. The term of any Officer may be terminated at any time either by written resignation of the incumbent or by a two-thirds (2/3) vote of the other Directors. Any vacancy in an Officer position shall be filled by a simple majority vote of the Directors.

Directors may serve no more than three (3) consecutive terms. After reaching this limit, an individual must remain off the Board of Directors through at least one (1) subsequent annual election before being eligible for election again. Such individuals shall not be eligible to serve as an Officer during that period.

Notwithstanding the foregoing term limits, the Board of Directors may, upon a determination that the continued service of a Director is in the best interest of the Chapter due to exceptional circumstances affecting leadership continuity, vote to reset that Director’s consecutive term count to zero. Such action shall require the affirmative vote of at least two-thirds (2/3) of the remaining Directors, excluding the Director under consideration. A term reset may be granted no more than once per individual Director without a break in service, and the basis for such determination shall be recorded in the official minutes of the meeting at which the vote is taken