Annual Meeting

["Stephen Rutter" <rutter@dakotacom.net>]

With respect to an Annual Meting, even though the AERC Bylaws stipulate in Article XIII that "There shall be an annual meeting of the general membership of the Corporation. . . " the Bylaws do not set what the quorum shall be. California law therefore takes over and the default is one-third of the membership. Therefore, to hold a valid membership meeting, at least 1900 members would have to have been given proper notice of the meeting being held and be documented into the meeting (a process not done in my experience) before a valid meeting could be held. To my knowledge there has not been a bona fide annual meeting of the general membership of AERC, at least in recent times. Just one of the many problems with the current Bylaws and why a revision in very much needed.

The new proposed Bylaws do not mandate a general membership meeting, and instead provide for the Annual Board of Directors meeting to contain an open forum for the membership to ask questions of and make statements to the Board. The proposed Bylaws do provide for a general membership meeting if one-third of the members can be assembled at one place at the same time after proper notice, as required by the California Corporate Code.

 

Steve Rutter

Chair Bylaws Committee - 2000