Kemp Mill Civic Association

The KMCA will be holding a general meeting on Tuesday September 22nd, 2020 at 8:00 PM at the Chabad located at the corner of Lamberton Drive and Lovejoy Street. We will be meeting outdoors under their tent so please dress for the weather. All attendees must wear a mask or face covering.

This will be an abbreviated meeting with only a limited agenda.

8:00 – Call to order.
8:05 – Adoption of agenda, approval of minutes of previous meeting, membership and treasurer’s report.
8:10 – Election
8:20 – Vote on bylaws amendments 
8:30 – Adjourn

We will be holding an election for Vice President, Treasurer, and three directors whose terms expired this year. The election should have been held at the second quarter meeting, but the Board of Directors voted to delay that meeting due to the pandemic. Since the nominating committee had found a single candidate for each of the positions the Board voted to temporarily elect the nominees for each position. That temporary election needs to be ratified by the membership at this meeting. We will also be soliciting nominations for a director position that is vacant as the result of a resignation from the Board, with a term expiring in 2021. Nominations can be made from the floor for any of these positions. Candidates must be nominated by two members and must agree to serve if elected. 

The only other agenda item for the meeting will be to vote on amendments to the KMCA bylaws. The current bylaws do not allow for virtual general meetings and would require us to make up the 2nd quarter meeting that was skipped by having two meetings in the 3rd quarter. The amendments (see below) would allow the Board, by a 2/3 vote, to cancel a meeting rather than postpone it and would allow for virtual meetings. These amendments were suggested by the existing Board members to allow the Association to function as best as is possible while under the pandemic-related restrictions and leave us better prepared for future emergencies.

BYLAWS AMENDMENT PROPOSAL:

Amend Article 5, Section 1.1 and add Sections 1.2 through 1.4 to add the text noted in bold
below:

ARTICLE 5 – SECTION 1.1 – In the event of unforeseen situations such as inclement weather and/or a public emergency, a regularly scheduled meeting may either be postponed to the subsequent quarter or canceled. A meeting can only be canceled with a 2/3 vote of the Board of Directors, which means there would not be two meetings in the following quarter. Meetings cannot be cancelled in two consecutive quarters. 
SECTION 1.2 – Should a scheduled election need to be postponed to the following quarter, the current officers up for election shall extend their term until an election can be held. 
SECTION 1.3 – In the event that no meeting is held in a quarter, The Board of Directors shall be responsible for the business of the Association from the end of that quarter until the next meeting can be held. All non-administrative votes held by the Board of Directors during this period will require 2/3 approval for passage. At the next meeting, the Board of Directors are required to discuss all votes held during this period. Members at the meeting may vote to rescind any Board of Directors vote by a simple majority.
SECTION 1.4 – In the event of a prolonged public emergency where a meeting cannot be held in person in consecutive quarters, a virtual meeting can be held. Proper communication to notify Members of the upcoming meeting shall remain the same as stated in Article 2. All regular business may be held in a virtual meeting except for elections and Amendments to the Bylaws. 

Amend Article 3, Section 1.1 to add the text noted in bold below:
Article 3, SECTION 1.1​ –A Member must be physically present at the meeting to vote.
During a virtual meeting held under Article 5, Section 1.4 a member must
participate in the virtual meeting to vote. No proxy or absentee votes are
allowed.