[Foundation-l] bylaws (second call)

Tue Aug 15 10:33:47 UTC 2006

On 15/08/06, Michael Snow <wikipedia at earthlink.net> wrote:

> > I didn't realize that (note to self: read Florida Statutes). That's a
> > pretty compelling argument for membership -- it could be a long term
> > safeguard for the Foundation's principles.
>
> I think this overstates the value of such a safeguard. The statute
> actually reads, "Any member of the board of directors may be removed
> from office with or without cause by the vote or agreement in writing by
> a majority of all votes of the membership."

(...)

> The one method I can imagine of preserving this as a useful safeguard is
> to regularly prune the membership records. Considering the liberal
> eligibility being suggested for membership, and the general culture of
> openness in our community, such an approach would seem, to my mind at
> least, hypocritical in the extreme.

Remember that the requirements stipulated by the law are a minimum. In
almost all cases, it means you can't give yourselfa requirement that's
weaker ("directors can only be removed by unanimous agreement of all
members and only in even-numbered years") but you are on perfectly
solid ground adding one which is stronger ("directors can be removed
by a majority vote amongst the membership, this vote having a quorum
of five percent")

So if you want safeguards, the bylaws are the place for them; the
statutory ones are only intended as a last-ditch defensive line
against foolishness.

-- 
- Andrew Gray
  andrew.gray at dunelm.org.uk