Proposed Amendment to Club Bylaws for June 9 Membership Vote

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PROPOSED AMENDMENT TO BYLAWS

ELECTION OF DIRECTORS

 

After over a year of discussion, research, and evaluation, the Club 29 Board recommends a change to the club bylaws to elect directors of the club on a slate, rather than by individual head-to-head elections.  The vote on the proposal will be held at the regular meeting of the Club on June 9, 2026.  Only those present at the meeting will have an opportunity to vote.

Comparison Clubs and History

Research into other large clubs indicates that Club 29 has been much more democratic in the election of officers and directors than Birmingham, Atlanta, and Nashville – our peer clubs representing 3 of the largest five clubs in America.  In those clubs, much of the process of officer and director selection is dominated by the club president.  In one case, the president appoints his/her own board.

In the 1990s, every officer and director term was one year.  Only the Vice-President/President Elect and the President automatically carried forward the following year as President and Immediate Past President.  This created the possibility of a near-total board turnover limiting the ability for continuity of knowledge and development of programs.  Four candidates were nominated for each position in the “primary” and the top two faced each other in a runoff.

Substantial changes were made at least twenty years ago to create the current election process. Under the current nominating process, 5 of the 7 members of the nominating committee have been elected by the members of the club to serve as our leaders. Outside of the Chair, no person sits on this committee for more than one consecutive year ensuring no controlling parties in the nomination process.

Nominating Committee composition:

  • Chair – a past president at least three years after their term; nominated by Immediate Past President and appointed by the Board
  • Vice Chair – a past president at least three years after their term; nominated by the President and appointed by the Board
  • Immediate Past President
  • President Elect
  • Treasurer Elect
  • Two at-large members nominated by the President and appointed by the Board

Board terms and composition:

  • Directors serve two-year terms, providing continuity of leadership
  • Treasurer-Elect serves a one-year term before becoming Treasurer

 

Hybrid Model for Board Elections

Many, if not most, non-profits with large memberships elect both officers and directors by submitting to the membership a slate of nominees selected by a nominating committee.  Members vote to approve or not to approve the slate.  In 2024, a proposal to make this change in Club 29 was considered by the Legal/Ballot Committee and the Board.  The group did not reach a consensus and the idea was tabled.

Following continued research and a survey of our membership, the Board election process was discussed at an all-day retreat held by the Board in September 2025.  Alternatives considered were no change, adoption of the full-slate approach, and adoption of a hybrid model, in which officers continue to be elected in a two-candidate election and a slate of directors is submitted to members for approval or disapproval.  The board selected the hybrid model and forwarded the proposed change to the Legal/Ballot Committee to prepare amendments to the bylaws for submission to the membership.

Why Do We Need to Change?

Head-to-head elections have always had a negative side in Club 29.  Under the old rules with four nominees, 75% of those nominated ended up losing.  Some left the club; some refused to run again.  Even with only two candidates, we lose potential leaders due to our process.

In the 1990s, we had about 290 members, a requirement to attend 60% of the meetings to remain a member, a membership largely over the age of 55, and members primarily from the downtown area.  Most members knew each other.  Today, we have nearly 600 members and growing, no attendance requirement, video meetings, far more active committees, and a more diverse membership in age, gender, professions, and many other differences.

The tendency today is to vote for the best-known members, and often those are older.  Members who have done great committee work and who have been very valuable to the club are sometimes not well known.

The hybrid model gives members the opportunity to select between two candidates for officer positions, the most important roles on the board and the group from whom future presidents are most often selected. This also provides a voice for members to choose who will represent our membership from the podium.  Meanwhile, it further gives the Nominating Committee the opportunity to finetune the director positions and select directors who have shown an interest in Rotary leadership and have provided effective club service, regardless of how well known they are in the club or their age.

Election Date

As stated above, members will vote to approve or disapprove this proposal at the regular meeting of the Club to be held June 9, 2026.  The Board urges your vote to approve.

Proposed Bylaw Changes – PDF

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