[HCoop-Discuss] ByLaws change vote - 40 voters total?

[Peter Gammie]

On 03/02/2008, at 12:03 AM, Adam Chlipala wrote:

> Peter Gammie wrote:
>> My concern (that may or may not have made it onto this list in the
>> past) was that if, hypothetically, a majority of the board decides to
>> take a decision and not allow the minority to mount a counter-
>> argument, then things might turn sour. In this instance, by
>> "democracy" I meant "make the dissenters happier about their lot";  
>> for
>> example by avoiding them being presented with a fait accompli.
>>
>
> OK. For what it's worth, I can assure you this is no more possible  
> after
> the amendment than it was before. No relevant language was changed.  
> The
> greater number of directors increases the number of board members who
> need to be on board with an idea to push it against the will of a
> minority, even.

Let me point out the bit I am talking about:

> Inserting the following section after Section 405:
> "Section 406. The board may take no action unless a quorum of three
> directors is present and all directors have been given prior notice.
> Such notice must be at least 48 hours unless the action is approved  
> by a
> simple majority of the entire board, and all directors may vote by  
> proxy
> or advance communication without actual presence at any meeting."

One can imagine a cabal of three directors sailing HCoop off into the  
sunset... (but do recall my earlier sentiments.)

cheers
peter