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We want to add an amendment to our bylaws. We currently have 2/3 of the members who signed a petition for this amendment. Is 2/3 considered a majority of the entire regular membership of record?
Article VIII of our bylaws states ”The by-laws may be amended by the affirmative vote of the majority of the entire regular membership of record”.
It further states “Amendments may be proposed by the board of directors or by petition signed by at least twenty (20) percent of the members.
Steven - My co-op has different rules from yours, just to let the original poster know that not all co-ops have the same rules.
To amend the by-laws in my co-op, we must have 2/3 approval of the members present at the special meeting (usually our Annual Meeting) - provided we have a quorum.
Steven makes a good point of checking your by-laws to review how to pass an amendment. My experience with by-laws is that procedures for amending the by-laws normally are always specifically discussed in the by-laws.
My experience with amending by-laws is different from Steven's. The lawyers and building managers that I know have said that their co-ops must have 2/3 approval of the members present at the special meeting in order to amend the by-laws.
This is why it's important to review your specific by-laws. Good luck!
Thanks Marty, the rest of article vIII at any reg. Or sp. Mtg., provided that no amendment shall become effective unless and until it has received the written approval of the administration. Amendments may be proposed by the B.O.D. or by petition signed by at least 20 percent of the members. A description of any proposed amendment shall accompany the notice at any Reg. Or Sp. Mtg. At which such proposed amendment is to be voted upon.
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Signing a petition is not the same as voting. If 2/3 of all the members in your building signed the petition, it sounds like you have more than enough signatures to require the board to put the amendment up for a membership vote.
Check your bylaws to see if there are any conditions or requirements for an amendment vote. Some bylaws require a special member meeting at which the vote is taken. There may be other stipulations as well.
To pass the amendment, more than 50% of *all* members (not just more than 50% of the members at the meeting) must vote in favor of the amendment. Full attendance is very important. If your building has 100 members and only 60 show up at the meeting, you still need 51 members voting to ratify the amendment. 31 members (more than half of the members at the meeting) will not be enough. Check if proxy votes are allowed at a special meeting. Thay may help you get to the required majority of all members.
If your building has an attorney, check with them for the best interpretation of your bylaws and especially the meaning of the word "member".
Good luck!
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