So did they pass the bylaws today? If they did, that means any of the Bylaws that are being moved to Board Policies no longer exist, and they won't until they go thru the 2 readings and votes on the Board Policies!
Yes, all smoothly passed, and there was nothing illegal happening behind the curtain, and members were encouraged if they want to make an amendment proposal, they can.
I think it’s important to remember that the RCSC is operating under Title 10, a set of laws designed for corporations. Title 33 is labeled Property. The guidelines for property owners as in regards to HOA guidance and regulations are provided by law. Members and their involvement are written into the regulations governing those that fall under property owners law. Title 10 is written to the regulations of corporations. The mentioning of members and how to treat and include them is left up to the corporation to determine. If one takes the letter of the law, as Title 10 is, members are not required to be consulted or considered when performing the work and service of the corporation. If reading the introduction and interpretation of Title 10 and its constructs, it is law written to the benefit of the corporate structure. It just so happens that the RCSC has members that want to share in the corporate structure and consider themselves as a participatory authority. The RCSC has contained in its Articles of Incorporation, written definitions, but, legally, as Title 10 is written, do not carry over to the bylaws because the ARTICLES OF INCORPORATION do not specify or spell out what the members are entitled to or are required to do in order to be recognized by the corporation. If there are members rights guaranteed by the AOC, they are not spelled out. I know, time to jump on me for writing what I just said. I am merely regurgitating what so many legal sites say. If it’s not spelled out in legal terms, granting status to members and what the status entails, it’s pretty much not an obligation of the corporation to provide for the rights of members. As I read the AOC of the RCSC, members rights are not guaranteed by the corporation. What rights the members are entitled to are not clearly defined by the AOC. Title 10 considers bylaws as nice things to have, but are not mandatory. The word “may” is used in reference to bylaws. Had bylaws been required, wording to compel corporations to provide bylaws would have been “shall”. When reviewing the Arizona Corporation Commission website, it even stated that bylaws are not required to form a corporation. I bring this information forward because it’s important to remember that members are not the focus of a Title 10 corporation. The corporation is the focus. Moving forward, it’s once again going to be hard fought for members benefits to be included. Until such time an addendum can be added to the AOC of the RCSC, in today’s legal framework, members are a separate entity to be dealt with at will. I merely read the various amendments that are written in the title framework, and to be blunt, the members are not the focus of any particular issue contained in Title 10. Tom, I know you reference several articles contained within this title, and I have tried to locate wording that favors the members of a corporation, and am left lacking any reinforcement. I see references made, but each time, refers back to the corporation as first position. I did this exercise in futility to try to provide a basis for better relations between the corporation and the members. I am left wondering where to begin. Where to take it from here? The repetition of efforts, only to lose all the hard fought efforts once again, means either amending the AOC to include specific provisions and language that supports the members, or get used to the idea of losing rights fought for over and over. If it’s not written down, it’s not legally binding.
Hello Carol, I am struggling to keep up with all of this. Are you and others trying to say that the way we've been operating is not good enough for us? If so, tell me what you want? How is it that we are suddenly not fufilling the members here? Even if we governed under title 33, we would still be having legal representation coming into the equation. I just don't truly understand how members are getting short-changed. The podium is always there within all of the meetings. The BOD is allowing folks to submit well thought out written proposals. It is true that the BOD and legal representatives would have final say, but that is how it's always been. We have elected these folks to represent us. Why is there so much wrangling all the time. No one on this site ever seems satisfied. And you can bet all of the over 55 communities have similar issues going on with them too. Unless we have some grave evidence of corruption, I fail to see why we continue to complain, when I see our board doing the job. I really don't feel there is a conspiracy to disrespect what we've built here. I just don't see it. Have a good day.
Eileen No thoughts of conspiracy or corruption mentioned. I wrote my post because of the rancor that has arisen over the past two weeks with the rewriting of the bylaws. I myself had desired a different outcome. One that was more inclusive of the members rather than excluding them. The membership meeting is a prime example of making the members meeting about the board. The flip side is, we, as members have no rights to expect to be treated fairly, as members are not a bargained for entity within Title 10. Expanding the scope of the membership to work more in unison with the board is a desire, to have a more inclusive relationship. As I noted above, Title 10 is for the benefit of the corporation, but members also want a seat at the table to be heard and valued for their contributions beyond paying the yearly assessment. The members want a voice to be heard and valued as a partner in the dealings of the corporation. I hope this explains the deisre beng hoped for to work with the corporation, not always be on the outside, looking in.
