Why?

The current bylaw is outdated because the Association follows Pennsylvania law regarding the election process. 2.10 states that the Elections Committee shall “conduct the voting at all membership meetings.” Our voting is now online and via paper mail-in ballot. This portion of the bylaw is no longer needed. In addition, 2.10 goes on to say that the committee shall “determine the validity of vote(s) to be cast by members referred to in section 2.8 (C) and (D).” Due to Pennsylvania law, the Association now employs a judge of elections to oversee all votes that are cast; this portion of the bylaw is also no longer required.

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As a result of the Association no longer requiring a committee to exclusively oversee elections, we can remove “Elections” as a standing committee in bylaw 3.11-B-2.This language tracks the Non-Profit Corporation Law as well as the “independent reviewer concept” that is now included in the Uniform Planned Community Act (UPCA).

 

SECTION 2.10 Elections Committee

A. Prior to any election and/or vote of the membership, the Board shall appoint a Judge of Elections who shall decide all challenges related to the vote/election, including but not limited to candidacy challenges, and shall possess all other duties and power as set forth in the Pennsylvania Nonprofit Corporation Law.

B. Irrespective of the method of voting, all votes/ballots shall be received by an independent party, selected by the Board, who may or may not be the Judge of Elections, who shall tally and certify the results.

T̶h̶e̶ A̶s̶s̶o̶c̶i̶a̶t̶i̶o̶n̶ s̶t̶a̶f̶f̶, w̶i̶t̶h̶ t̶h̶e̶ a̶s̶s̶i̶s̶t̶a̶n̶c̶e̶ o̶f̶ t̶h̶e̶ E̶l̶e̶c̶t̶i̶o̶n̶s̶ C̶o̶m̶m̶i̶t̶t̶e̶e̶, s̶h̶a̶l̶l̶:̶  

A̶. C̶o̶n̶d̶u̶c̶t̶ t̶h̶e̶ v̶o̶t̶i̶n̶g̶ a̶t̶ a̶l̶l̶ m̶e̶m̶b̶e̶r̶s̶h̶i̶p̶ m̶e̶e̶t̶i̶n̶g̶s̶.  

B̶. D̶e̶t̶e̶r̶m̶i̶n̶e̶ t̶h̶e̶ v̶a̶l̶i̶d̶i̶t̶y̶ o̶f̶ v̶o̶t̶e̶(̶s̶)̶ t̶o̶ b̶e̶ c̶a̶s̶t̶ b̶y̶ m̶e̶m̶b̶e̶r̶s̶ r̶e̶f̶e̶r̶r̶e̶d̶ t̶o̶ i̶n̶ S̶e̶c̶t̶i̶o̶n̶ 2̶.8̶ (̶C̶)̶ a̶n̶d̶ (̶D̶)̶.

 

SECTION 3.11 Committees

A. The Board of Directors may, by resolution adopted by a majority of the Directors in office, establish, appoint, and remove the members of one (1) or more committees, to consist of one (1) or more members of the Association or their spouses. The Board of Directors may delegate its powers only to committees consisting exclusively of Directors. Each committee shall have the power to enact rules governing its own procedures, provided that, the rules so adopted shall provide for reasonable notice of meeting dates to all committee members. No committee shall have power as to the following:

1. The submission to the members of any action requiring the approval of members under these Bylaws or the laws of Pennsylvania.

2. The filling of vacancies on the Board of Directors.

3. The adoption, amendment or repeal of any resolution of the Board.

4. The amendment or repeal of the Bylaws.

5. Action on matters committed by the Bylaws or resolution of the Board of Directors to another committee.

 

B. The following committees of the Association shall be established with such duties as the Board of Directors may prescribe from time to time.

1. Official Publications and Public Information

2̶. E̶l̶e̶c̶t̶i̶o̶n̶s̶

2. Finance

3. Planning, Land Use, and Architecture

4. Public Health, Safety and Security

5. Public Works and Physical Properties

6. Recreation

7. Appeals Committee

8. Environment

 

Rationale:

This bylaw is being updated based on counsel’s advice to align with Pennsylvania law.