Please review proposed amendments before clicking on the ballot.
Theres is one amendment to the Constitution and four bylaw amendments. These proposed amendments were approved by the House of Delegates during MPhA’s 142nd Annual Convention. A proposed amendment becomes part of the Constitution and Bylaws with an affirmative vote of at least two-thirds of the responders.
The ballot is housed behind a members-only firewall and accessible to voting members. You will have to login to vote and you may only vote once. If you have any questions, please contact MPhA Headquarters admin@mdpha.com.
Changes are reflected in bold italic and deletions are represented as a strikethrough.
The vote will close on Monday, April 14, 2025.
CONSTITUTIONAL AMENDMENT #1
Article IV. Membership to expressly empower the Board of Trustees to determine member benefits.
C. Member Benefits
The Board of Trustees shall establish benefits for each membership category, as it deems appropriate.
BYLAW AMENDMENT #1
Bylaws Article II (Board of Trustees), Section D (Meetings of the Board of Trustees) proposed amendment to allow for actions to take place between scheduled board meetings, if needed and to ensure votes are recorded in Board minutes.
The Board of Trustees shall have regular meetings throughout the year. including a meeting at the time and place of the Annual Meeting. The Board shall meet upon call of the Chair of the Board, or President at such times and places that may be designated, and shall be called to meet upon demand of a majority of the Board. Notice of all meetings of the Board of Trustees shall be communicated at least ten (10) days in advance of such meetings. Any action that cannot wait until the next scheduled meeting may be taken between a regularly scheduled Board meeting with unanimous written consent of Trustees with voting rights, given the action is 1) provided in writing or electronically filed in the official minutes or proceeding transmission to each Trustee who holds voting rights on the matter, and 2) filed in the official minutes or proceedings of the Board. With the exception of executive sessions, where confidential issues are discussed, all regular meetings of the Board of Trustees are open to the general membership.
BYLAW AMENDMENT #2
Bylaws Article II (Board of Trustees), Section I (Vacancies) proposed amendment to clarify parameters for votes on addressing Board vacancies.
Any Trustee vacancy that may occur on the Board by reason of death, resignation, or removal shall be filled by a majority vote of all remaining members of the Board for the unexpired term. In the event there are vacancies exceeding the number of Trustees to achieve a quorum, then a quorum shall not be required.
BYLAW AMENDMENT #3
Bylaws Article VII (Committees), Section E (Meetings of the House) proposed amendment to ensure appropriate notice of House of Delegates meetings.
The House of Delegates shall meet at least twice yearly: once at the Annual Meeting and once at the Mid-Year Meeting. Special meetings of the House may be called at the discretion of the Speaker or upon written request of 10% of the membership of the Association. Notice must be given, in writing or by electronic transmission, to each member entitled to vote at least fourteen (14) days before any meeting. Each Delegate shall be entitled to one vote. No Delegate shall act as a proxy for another Delegate. All Association members may attend any session of the House of Delegates and shall be granted the privileges of the floor, but only certified delegates may vote.
BYLAW AMENDMENT #4
Bylaws Article VII (Committees), Section E (Building Committee) proposed amendment to remove section, as the organization no longer owns a building.
E. Building Committee
The Treasurer shall serve as the chair of the Building Committee which Building Committee will consist of the following persons: Chair of the Board of Trustees, Vice-President, Treasurer and two other members appointed on annual basis on June 30th of each year by the President. The Building Committee shall (I) oversee the financial condition of EFK Properties, LLC, (II) oversee the management of the property(ies) owned by EFK Properties, LLC, and landominium in connection with the property(ies) owned by EFK Properties, LLC and (III) and provide appropriate and timely reports, no less than quarterly, to the MPhA Board of Trustees.