The House of Delegates will consider a proposed amendment to the AVMA Bylaws during its 2011 regular winter session, Jan. 8 in Chicago. The Executive Board submitted AVMA Bylaws Amendment 1, and the House Advisory Committee has recommended approval.
Approval of this amendment would enable the AVMA, which is incorporated in Illinois, to stay consistent with the Illinois General Not-for-Profit Corporation Act. This law previously allowed organizational entities such as the Executive Board to take informal action without holding a formal meeting. To take informal action, however, the law stated the voting body must demonstrate unanimous consent in writing, "signed" by all the persons entitled to vote.
A recent amendment to this Illinois law clarified that the original intent of the statute was to allow a board or other entity to approve an action by e-mail without a formal digital signature.
In keeping with this, the proposed AVMA Bylaws amendment would allow any AVMA entity to take informal consent action that is "approved in writing"—rather than "signed"—as long as the vote were unanimous.
The amendment would bring the AVMA Bylaws into conformity with the amended law. The AVMA Bylaws address informal action by written consent in two places: Article V, Section 14, for the Executive Board; and Article VIII, Section I, for the Board of Governors.