Summary of major changes in the proposed bylaws:
- It will be much easier to remove Board members – Instead of there being a requirement of a unanimous vote of the Board to remove a Board member, the Board now only requires 5 of the 7 Board members to remove “undesirables” from the Board.
- The Board will gain the ability to determine who is “qualified” to be on the ballot. Anyone “undesired” can be prohibited from being on the ballot for any reason.
- It will be much more difficult to force a meeting of the Members. The number of signatures needed is raised from 3% to 10%.
- All complaints, including complaints about the GM, must be routed first to the GM.
- The bylaws include no requirement of notices to the Members of any kind of Board meeting.
- By a majority vote, the Board will be able to pick and choose which Board members to indemnify from liability.
- The Board intends to adopt the new bylaws in violation of the Article of Incorporation which makes any modification or amendment to the bylaws subject to approval by a vote of the Members.