QBARS - v28n1 Members Asked to Vote on Changing By-Laws

Members Asked to Vote on Changing By-laws

The membership is being asked to vote on a proposed change in the method of amending the By-laws of the American Rhododendron Society. The by-laws presently read:

ARTICLE XI
Amendments

These by-laws may be amended as follows:
SECTION A. All proposed amendments must be read at two successive board meetings and approved by the Board prior to vote by membership.  The proposed amendment shall be printed in the Bulletin prior to the voting thereon and in no event shall the ballots be counted until at least one month after such publication in the Bulletin and after the ballots are mailed to the members.
SECTION B. By a two-thirds vote of those voting by mail ballot upon amendment approved and proposed by the Board.

The ballot stapled in this issue of the Bulletin is for members to vote whether or not they want to change the above Article XI so that it would read as follows:

These by-laws may be amended as follows:
SECTION A. Proposed amendments shall be approved by a two-thirds vote of all officers and directors present at a designated meeting of the Board of Directors at which a quorum is present.
SECTION B. Is eliminated.

PRO
For The Amendment To Permit Direct By-Law Revisions by the National Board
Fred Knapp, Past President New York Chapter

The present procedure for National by-law changes requires approval by the Board in two successive meetings, publication in the Quarterly for the information of the membership, and finally a vote by the membership. Such a procedure adds up to a year in general - or at least to what we might call an ARS business year, the active period of fall, winter, and spring. While this provides an admirable buffer against any rash actions by the Board, it has several faults. Basic among these are that it simply takes too long, stultifying creative ideas by removing any sense of momentum and control of events by the Board, that the time thus spent is one third of the term of an elected Director and one-half the term of National officer, and that the act of confirmation by the membership vote typically involves ballots submitted by less than 10% of the members. Such a percentage hardly qualifies as a valid expression of the membership sentiments - it cannot be called a mandate even by today's standards.

In more philosophical terms, one must question the degree to which the elected Board should assume the obligation and responsibility of acting for the membership which presumably, elected them for that purpose. Is the purpose of the Board to present alternatives to the membership for vote, a passive function by the Board, or to choose and establish preferred alternatives on their own initiative, an active function? For an organization such as ours, I believe the active function makes more sense.

On balance, I must recommend direct By-Law revision as a power of the elected Board without additional action of the membership. It will aid us in facing the problems future growth will bring to our Society. VOTE FOR IT. To make my comments more meaningful, and to give future Board members more faith in themselves in carrying out this additional responsibility, I should like to recommend the strongest action by the Board and by the individual members - each and every one of you who read this - to get out consistently large votes of the membership for the National directors and officers. With a large vote, the Board members know they are acting for the Society; without it, there is a natural tendency for increasingly parochial actions and attitudes.

CON
Points to Consider Before Voting on the Proposed By-Law Change
Dr. R L. Ticknor, Past President, American Rhododendron Society

Every democratic organization of individuals should have a basic set of rules established and controlled by the members.

The proposed change in the By-Laws to permit them to be changed by the board without referring the changes to the membership appears unnecessary and potentially detrimental to the Society. Under the present By-Laws the board has the power to establish the dues schedule, spend the Society's funds, hire employees, control the time and location of meetings, and to initiate or drop programs (publications, seed exchange, and sponsor research) as necessary for the operation of the Society. All these actions require only a simple majority vote at one board meeting.

Rules for Society operation specifically spelled out in the By-Laws (see the January 1970 Bulletin) include the composition and number on the board, what constitutes a quorum, and election procedures for board members and Society officers. If the By-Law change goes through, these could be changed at the whim of the board. Thus it would be possible to change the rules so that a relatively small self-perpetuating group could be in control of the Society's affairs. Efficiency in accomplishing the goals of this group could be achieved but these goals might not be those of the majority of the membership.

The present By-Laws require votes at two board meetings before submission of any changes in these By-Laws to the membership. This requirement, though it may sound cumbersome, is desirable since most proposed changes are not circulated to the board before their meetings so there would be time to study the ramifications of the proposed change before voting.

Board members, including the chapter presidents attending a board meeting, vary with the geographic location of the meeting, thus the two meeting requirement permits more members to express an opinion on the change before it is submitted to the membership. Although the percentage of the membership voting in Society elections is low, I feel it is important that any member who wishes to take part in the direction of the Society has the opportunity to do so. I urge you to vote on this important issue.