Re: [RPPTL Past Chairs] FW: Bylaws
Bill,
Thank you and Bob for your work on this project. Rather than add my
redline to your redline, I hand wrote my limited comments. Attached is a
copy of the proposed amendments with my interlineations. If you would
prefer a redline or have any questions, please let me know.
Angela
Angela M. Adams
Law Office of Wm. Fletcher Belcher
540 Fourth Street North
St. Petersburg, Florida 33701
(727) 821-1249
wfbelcher.com http://wfbelcher.com
On Tue, Jun 20, 2023 at 10:56 AM Hennessey, William WHennessey@gunster.com
wrote:
Good morning.
Following our EC meeting, I received a couple of important comments to our
proposed Bylaw changes. I have attached a revised version for your
review. They key issues were raised by Fletch and were as follows:
Article IV, Section 4. Fletch correctly pointed out that the LRP does not
nominate the section chair. The LRP only nominates the chair-elect. I
reversed a prior revision that I had made for that reason. I also changed
the time frame for notice of the slate to 45 days. The intention is to
give others a chance by nominating petition to respond to the proposed
slate. Thus, notice of the slate will be 45 days and the nominating
petition must be served within 30 days.
Article VII, Section 1. Fletch cautioned about allowing voting by virtual
attendance for the annual meeting where all 11,000+ members have the
ability to vote. This would potentially permit members who have no vested
stake in the direction of the section to circumvent our traditional
nominating process. I agree with Fletch. I have revised the bylaws to
require in-person attendance and voting unless the chair determines that
due to an unforeseen emergency the meeting location is no longer reasonably
available or there is anticipated to be an unreasonable risk to safety of
the members if physical attendance is required.” This require in-person
attendance but does permit some flexibility for a COVID situation or a
hurricane. Please review this change carefully. It is important.
Note: The bylaws still permit the section chair to allow virtual
attendance and voting at Executive Council meetings. This is just for the
annual meeting.
Michael Gelfand also made additional thoughtful comments to the manner in
which voting is conducted.
- Article IV, Section 5. Election Voting.
- Voting process.
- See Art VII comments.
- To place all voting in Art. VII, delete:
Voting by proxy is not permitted. At the election meeting the section
chair, chair-elect, and secretary determines the number of active section
members in attendance and voting.
- Credentials. Structurally, I am not comfortable with only one
person determining voting credentials; thus, consider whether it is
workable to provide If there is a challenge to
At the election meeting the section chair, chair-elect, and secretary
determines the number of active section members in attendance voting.
- Article VII, Section 1
- Voting.
- To properly place the voting process in one place, not divided
between Art IV and Art VII, add the credential provision to Art. VII.
- I am not comfortable with only one person determining voting
credentials; thus, consider after your addition the following, noting the
highlighted text is changed from that in Art IV:
Voting by proxy is not permitted. At the election meeting the secretary
determines the number of active section members in attendance, those
members entitled to vote, any challenge being determined by the Executive
Committee.
- Emergency. Please consider:
The meeting will be in-person unless the chair determines that due to an
unforeseen emergency the meeting location is not reasonably no longer
available or *there is anticipated to be an unreasonable risk to * the
safety of the members will be at risk if physical attendance is
required. In the event virtual attendance is permitted, the chair shall
issue protocols permitting members to be present and vote electronically.
- Article V, Section 4. Please consider adding “or period” to
subsection (i) as follows:
(i) the executive committee, on a showing of good cause for the absences,
waives the attendance requirement for the membership year or period
involved; ….
- Article VII, Section 4. Though redundant, to parallel existing
drafting in that Section, please consider adding in (b) in the new
sentence, “Executive Council” after the first word “The” so it starts: The *executive
council* meetings will be in person…..”
- Article VII, Section 5. Consider the legitimacy of notice. Perhaps
substituting for the deletion: “at least 48 hours before the meeting,
except that notice may be truncated in case of exigient circumstances.”
Please let me know if any of you have any further comments. I would like
to make sure I have your input before the Breakers meeting so that we can
get this approved there for the new Bar year.
Thanks everyone.
Bill
William T. Hennessey | Shareholder
Fellow, American College of Trust and Estate Counsel
777 South Flagler Drive, Suite 500 East
West Palm Beach, FL 33401
Direct (561) 650-0663 Cell (561) 329-7281
gunster.com | View my bio
Email me: whennessey@gunster.com
[image: http://gunsternet/myBizCardSignature/images/PWSGunster.jpg]
*William T. Hennessey* | Shareholder
Fellow, American College of Trust and Estate Counsel
777 South Flagler Drive, Suite 500 East
West Palm Beach, FL 33401
*Direct *(561) 650-0663 *Cell* (561) 329-7281
gunster.com <http://www.gunster.com/> | View my
bio http://gunster.com/staff/attorneys/william-t-hennessey/
Email me: whennessey@gunster.com
