If you attended our Annual Congregational Meeting on November 11, you might be asking yourself “what just happened?” regarding some of the votes we took relating to our church constitution and bylaws. There was some confusion during the meeting, and upon reflection, procedural error occurred during the meeting.
One of the lessons your rostered leaders and your lay leaders have learned is that even when a lot of time is invested in updating the church’s constitution, and when your time has been invested in reading and listening to the updates about the constitution, details can still be missed and errors can be made. (To err is human…) The rostered staff, constitution committee, and council want to make things right. As part of “making things right,” we will call a congregational meeting in February 2019 in order to fully review, discuss and again vote on the Constitution.
We want to try to clear up some of the confusion. Below is a comprehensive explanation prepared by our parliamentarian, Leslie McCarthy, along with her email address for follow-up questions. Please feel free to email Leslie or one of your rostered leaders with questions or thoughts. This is a process that we’re all in together, and we give thanks for your participation in the ministries of St. Peter’s.
Prepared by Leslie McCarthy, November 13, 2018
Following the Constitution Committee presentation at the Annual Meeting on November 11, 2018, we were made aware that many people had questions and concerns about the voting procedure and changes to the Constitution. After a deeper reading of parliamentary procedure, our Constitution and By-Laws and conversations with the rostered leaders of this church and the Congregation Council, I would like to provide the following update:
Voting on Constitution and By-Law Changes at the Annual Meeting
At the Annual Meeting, the Constitution Committee first presented proposed changes to the Constitution and By-Laws that resulted from committee meetings and discussion in 2017. During the Constitution Committee presentation, the following two motions were made from the floor by a member of the Congregation to amend the presentation:
- Amendment #1: “I move to delete by-law B19.01.01 and replace it with the following language “In order to strengthen the requirements of C19.01, the congregation must adopt provisions providing indemnification for each person who, by reason of the fact that such person is or was a Congregation Council member, officer, employee, agent, or other congregation member authorized to represent this congregation, was or is threatened to be made a part of any threatened, pending, or completed civil, criminal, administrative, arbitration, or investigative proceeding.”
- Amendment #2: “I move to delete C12.05(d) and replace 12.05(c) with the following language “The Congregation Council shall prepare an annual budget for adoption by this congregation and shall supervise the expenditure of funds in accordance therewith following its adoption. The Congregation Council may enter into contracts for items not included in the approved budget in a cumulative amount not to exceed 4% of the approved budget. The Congregation Council may enter into contracts for items not included in the approved budget in a cumulative amount that exceeds 4% of the approved budget only after approval by a Congregation Meeting. The budget shall include this congregation’s full-indicated share in support of the wider ministry being carried on in partnership with the synod and churchwide organization.”
These were made in order to add additional changes to the Constitution and By-Laws to the ones being proposed by the Constitution Committee. These two motions were discussed and voted on separately and both initially passed, as did the overall Constitutional changes, which included the above two amendments. However, upon closer reading of our Constitution, changes to the Constitution (such as were being proposed in Amendment #1) may only be proposed in the following ways:
- By Congregation Council, or
- By at least five voting members, and
- Filed in writing with Congregation Council 60 days before formal consideration by this congregation (See Constitution, Chapter 16.01)
Additionally, as per the Constitution, changes to the By-Laws (such as were being proposed in Amendment #2) may by proposed by any voting member, if they are submitted in writing to Congregation Council at least 60 days before the meeting where they will be considered.
Since the amendments from the floor did not follow the above procedures, they were not eligible for consideration. However, when it came time to vote on the overall proposed changes to the Constitution, it was stated that these two amendments were to be included in the overall package of changes that were up for a vote. This was incorrect, as they were not eligible for consideration.
In light of the above confusion, the Congregation Council feels it is necessary to schedule another vote on the Constitution. This will take place at a meeting to be scheduled in February 2019. This will include the changes proposed by the Constitution Committee. In addition, the Congregation Council voted on November 12, 2018 to also include the changes proposed in the above mentioned “Amendment #2,” as is permitted by our Constitution, Chapter 16.01. This was done due to the overwhelming amount of support this proposal garnered during discussion and voting at the Annual Meeting. As such, this amendment will be included in the overall package of changes to the Constitution that will be voted on in February.
Process for Proposing Future Changes to the Constitution and By-Laws
If any voting member of this Congregation wishes to propose additional changes to the Constitution and By-Laws at the February 2019 or any future meeting, separate from what is already being proposed, the following procedures (already stated above), must be used:
- For proposed changes to the Constitution (the sections of the document that are not italicized and do not have an asterisk next to them), at least five voting members must submit the proposal in writing to Congregation Council at least 60 days prior to the February 2019 meeting. (Constitution, Chapter 16.01)
- For proposed changes to the By-Laws (the italicized sections of the document), or to add an entirely new By-Law, any voting member may submit that proposal in writing to Congregation Council at least 60 days prior to the February 2019 meeting.
Please keep in mind that we are not permitted to make changes to the sections of the Constitution that contain an asterisk. These sections contain provisions from the ELCA/Lower Susquehanna Synod that we are required to include and cannot make changes to them. We are also not permitted to insert any Constitution or By-Law provision that contradicts these sections.
Questions on Quorum and Rules for Voting
There were some questions following the Annual Meeting as to whether quorum played any part in calculating a majority of votes needed to pass a motion. Quorum is “the minimum number of members who must be present at the meetings…for business to be validly transacted.” (Roberts Rules of Order, Chapter II, Page 21). Our Constitution stipulates that “ten percent of voting members shall constitute a quorum.” (Constitution Chapter 10.04) Establishing and maintaining quorum at a meeting permits voting to take place.
Under Robert’s Rules of Order, quorum does not affect how to calculate the number of votes needed to constitute a majority in order to pass a motion. Roberts Rules states that “…quorum refers to the number of members present, not to the number actually voting on a particular question.” (Chapter 11, Section 40, page 345). Additionally, majority means “more than half of the votes cast by persons entitled to vote, excluding blanks or abstentions…” (Chapter 13, Section 44, page 400). For example, if 100 people attend a meeting but only 60 vote on a motion, the number of votes required for passage is 31.
Voting bodies may choose to adopt special voting rules, such as requiring majority to be based on the entire membership present at a meeting. In such a case, the same meeting attended by 100 people would require 51 votes for passage. We do not have such a rule for our Congregation. Our Constitution additionally states that voting on changes to the Constitution and By-Laws shall be approved by majority vote (for changes to the Constitution) or 2/3 vote (for changes to the By-Laws) of members present and voting. (Constitution Chapters 16.01 and 17.02) People who abstain from voting do not have any effect on the final outcome.
Thank you for your patience during this complicated and sometimes confusing Constitution approval process. If you have any questions about the Constitution Committee presentation or voting at the Annual Meeting, re-voting on the Constitution in February 2019, or anything else about this document, please feel free to contact me at email@example.com.