Members Discussion Forum: AHA Constitution Changes

In the September issue of Perspectives we introduced a number of proposed changes in the constitution that Council approved at its June, 2007, meeting. An identical version of the proposed changes appeared here from October 1 through 15, with an invitation for comments from members.

The comments received from members pointed out a few editing and formatting errors, and others reflected a need for further information about the changes. Perhaps most significantly, a number of members expressed concerns about the petition required to place items before the business meeting. We should have noted that this requirement currently appears in the Association's by-laws, so this was not a new requirement. This was intended to enshrine the opportunity for petition in the constitution, while raising the threshold for petitions. Given the ease with which petitions can be circulated on the Internet, we initially thought it made sense to raise the bar a bit, from 25 members to one percent of the membership. In light of the concerns expressed about this provision and with Council's approval, the 1 percent requirement has now been deleted. So the requirement reverts back to 25 members described in the bylaws.

 

Article VII: Business Meeting

Existing Text With Mark Up

Section 1: The Council shall call a business meeting, open to all members of the Association in good standing, to convene at the time of the annual meeting.

Section 2: The business meeting by a majority vote, may consider resolutions submitted by Council or by a petition of the membership, and deal with proposals of any kind concerning the affairs of the Association, receive reports of officers and committees, instruct officers and the Council, and exercise any powers not reserved to the Council, Nominating Committee, Board of Trustees, and elected or appointed officers of the Association.

Section 3: All measures adopted by the business meeting shall come before the Council for acceptance, nonconcurrence, or veto. If accepted by the Council, they shall be binding on the Association.

Section 3 4: The Council may veto any measure adopted at the business meeting that it believes to be in violation of the Association's constitution, or the law, or financially or administratively infeasible. The Council shall publish an explanation for each such veto. All measures adopted by the business meeting shall come before the Council for acceptance, nonconcurrence, or veto. If accepted by the Council, they shall be binding on the Association.

Section 4: The Council may veto any measure adopted by the business meeting that it believes to be in violation of the Association's constitution or which, on advice of counsel, it judges to be in violation of law. The Council shall publish an explanation for each such veto.

Section 5: The Council may vote not to concur in any measure adopted by the business meeting. Within ninety days of such vote, the Council shall submit the measure to a vote of the entire membership with an opportunity for the proponents of the measure and the Council to set forth their respective positions. of the Council meeting following the business meeting, the Council shall publish its opinion of each measure with which it does not concur and submit the measure to a mail ballot of the entire membership. If approved by a majority of the members in the mail ballot voting, the measure shall be binding on the Association.

Section 6: The Council may postpone implementation of any measure adopted by the business meeting or approved by mail ballot that in its judgment is financially or administratively unfeasible. The Council shall publish an explanation of each such decision and justify it at the subsequent business meeting.

 

Proposed Revised Text

Section 1: The Council shall call a business meeting, open to all members of the Association in good standing, to convene at the time of the annual meeting.

Section 2: The business meeting may consider resolutions submitted by Council or by a petition of the membership, and deal with proposals concerning the affairs of the Association, receive reports of officers and committees, instruct officers and the Council, and exercise any powers not reserved to the Council, Nominating Committee, and elected or appointed officers of the Association.

Section 3: All measures adopted by the business meeting shall come before the Council for acceptance, nonconcurrence, or veto. If accepted by the Council, they shall be binding on the Association.

Section 4: The Council may veto any measure adopted at the business meeting that it believes to be in violation of the Association's constitution, or the law, or financially or administratively infeasible. The Council shall publish an explanation for each such veto.

Section 5: The Council may vote not to concur in any measure adopted by the business meeting. Within ninety days of such vote, the Council shall submit the measure to a vote of the entire membership with an opportunity for the proponents of the measure and the Council to set forth their respective positions. If approved by a majority of the members voting, the measure shall be binding on the Association.

Explanatory Notes







Section 2: This revision brings the provision to bring petitions to the business meeting into the constitution from the by-laws. Given the ease with which petitions can be circulated on the Internet, we thought it might also make sense to raise the bar a bit from 25 to one percent of the membership. But in light of the concerns expressed about this provision, with Council's approval, the the words "signed by 1 percent" shown in the earlier draft have now been deleted. The petition requirement thus reverts back to 25 members, as described in the bylaws.


Sections 3 through 6 (deleted): This has primarily been revised for clarity. The basic change here is that the constitution now assures an opportunity for members to discuss any measure adopted by a business meeting but not concurred to by Council before the final vote of the membership. And by deleting section 6, we remove the Council's ability to indefinitely "postpone" a decision adopted at a business meeting or approved by mail ballot, though it can still veto such a decision on the same grounds under section 4.

 

AHA Member's Comments on Article VII: Business Meeting

4 members have commented
as of 2:50:34 PM 5/19/13
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Vote on a Veto
If the Council votes not to concur with any measure adopted by the business meeting; that measure is put to the entire membership for a vote. Perhaps, in the event of a veto, the measure in question alongside the reason for the veto, should also be put to entire membership vote, which application should be the same.

—Ms. Julia Louise Reinhart , Posted: October 15, 2007 1:24 PM

The most problematic part of the revised constitution.
This section leaves me with some questions and concerns: 1) Who decides whether a resolution concerns "the affairs of the Association"? That was a useful and informative part of the debate on the floor last year and I would hate to see such discussions administratively pre-empted. Since there's a new standard envisioned, I expect that there have been internal discussions about who will determine which petitions will qualify for advancement and what appeals process will be used if member-supported resolutions are deemed inappropriate. We would do well to spell this out. 2) Is there a mechanism for overriding a Council veto? If the motivated members who come to the business meetings can't be trusted to figure out what falls properly within the concerns of the Association and shape Association policy accordingly, perhaps the Council should just send us a memo telling us how they are spending our dues and dispense with all pretense of inclusive governance.

—Dr. Bridgett M. Williams-Searle , Posted: October 14, 2007 10:42 AM

Backwards march
The current system of proposing resolutions evolved as a compromise after the bruising meetings around the Vietnam war as well as civil and gender rights issues. More restrictive than the open floor practices up to about 1971, the current method assuaged some conservative fears that the organization was being kidnapped by peacenik, femmie crazied,New Left anarchists, etc. This new requirement, a one percent solution, is a retrofitting which is hardly needed. As it stands, the Council essentially ultimate control. Are the afraid of tendentious issues? Sandi E Cooper, College of Staten Island and The Graduate School - CUNY

—Dr. Sandi E. Cooper , Posted: October 12, 2007 10:35 PM

Paving the cowpath
Part of what makes these changes interesting is that this is precisely the procedure followed after last year's business meeting produced several resolutions which were somewhat.... unnerving, let's say, to the Council. I'm always a little suspicious of "clarifications" which raise the bar for participation: raising the number of members necessary for a business meeting quorum nearly guarantees that all substantive business will be handled by the Council, and member-initiated proposals will be given a token hearing only.

—Mr. Jonathan Dresner , Posted: October 02, 2007 4:24 AM

The period for discussion is now past. However, additional revisions are being prepared, and will be posted for further commentary on or about October 19th.

Article I: Name
Article II: Purpose
Article III Membership 12 Comments | Last Comment Posted: 2:59 PM Nov 02, 2007
Article IV: Officers 4 Comments | Last Comment Posted: 2:18 PM Nov 12, 2007
Article V: Council 3 Comments | Last Comment Posted: 2:13 PM Nov 01, 2007
Article VI: Divisions 4 Comments | Last Comment Posted: 4:17 PM Nov 08, 2007
Article VII: Business Meeting 4 Comments | Last Comment Posted: 1:24 PM Oct 15, 2007
Article VIII: Committees 2 Comments | Last Comment Posted: 12:43 PM Oct 14, 2007
Article IX: Elections 7 Comments | Last Comment Posted: 9:40 PM Nov 06, 2007
Article X: Amendments 3 Comments | Last Comment Posted: 7:06 PM Nov 01, 2007
Article XI: Bylaws
Article XII: Interim Procedures