Proposed AGS Bylaw Amendment

At the September 2023 board meeting, the board approved a motion to submit to the membership for vote, an amendment to the Atlanta Geological Society bylaws dealing with voting procedures. The motion was approved by a vote of 3-0 with one abstaining. Because nowhere in the bylaws is voting by the board specifically addressed, the proposed amendment provides a definition of voting procedures and eligible voters. The amendment also provides for use of contemporaneous communications systems such as email, zoom, or text by the board to expedite voting on issues needing a quick decision.

The proposed amendment will ensure that voting matters will not end up in a tie. The current bylaws suggest that committee chairs are eligible to vote on issues facing the organization. We have a large number of committee chairs—13, of which 4 are held by elected officers, leaving 9 committee members eligible to vote. Add the 4 elected officers and Immediate Past President to the 9 committee chairs gives a maximum of 15 individuals eligible to vote. To convene a meeting with such a large number of board members is problematic. Conflicting schedules can make scheduling fully staffed meetings difficult, if not impossible. The number of committee members participating in board meetings is highly variable and can result in an even number of participants voting on an issue, which could result in a tie. Elected officers and the Immediate Past President, are expected to participate in board meetings and form the core of such meetings. The proposed amendment assigns voting duties to these five individuals ensuring matters cannot end up in a tie.

The proposed amendment will designate the four elected officers (President, Vice President, Secretary, Treasurer, and the Immediate Past President) as the five individuals eligible to vote on matters being addressed by the board. Committee chairs are appointed positions and would therefore be ineligible to vote on board matters. They shall heron be designated as ex officio members of the executive board, entitled to attend its meetings and participate in its discussions; but would not be entitled to vote on any issues. The proposed amendment will also enable the President to call for board votes via electronic media such as email in the event the board cannot meet in person. The goal of the amendment is to streamline voting procedures, eliminate the possibility of ties, and ensure timely decision-making by elected officers.

Comments on the proposed amendment will be accepted October 15 – Nov 15, 2023. To send questions and comments click here. To see the entire bylaws as posted on our website, click here. Based on comments from the membership, the proposed bylaw amendment will be modified, if needed, and published in the November newsletter. The revised amendment will be included in the November 2023 election ballot.

Proposed Amendment to AGS Bylaws:

Article XI – Executive Committee Voting [New Article]

  1. Each officer (President, Vice President, Secretary, Treasurer, Immediate Past President) will have one vote. Other members of the Executive Committee shall be designated ex officio members, entitled to attend its meetings and participate in its discussions; he or she shall not, however, be entitled to vote on any issues.
  2. Once quorum is established, all matters put to a vote will require the affirmative vote of a majority of officers voting on the matter, in the presence of a quorum, unless a greater majority is required by these Bylaws or the Articles. The participation of a majority of the officers, whether present in person or through a contemporaneous communications system, constitutes a quorum of the Executive Committee in order to conduct business.
  3. The President may periodically call for a vote outside of regularly scheduled Executive Committee meetings using contemporaneous communications systems such as email, zoom, or text.