Constitution Article 7
Why This Meeting‑Related Update Is Needed
The way SCNA conducts meetings has changed significantly since the original bylaws were written. Twenty years ago, it made sense to hold an annual in‑person meeting in Louisiana with both members and the Governing Council present. Today, that model is no longer practical. GC members rarely attend the annual meeting in person, and relying on proxies is inconsistent and inefficient.
All of our business is now handled throughout the year through online or phone meetings, which has proven to be far more effective and accessible for everyone. Modern technology allows us to meet quickly, address issues as they arise, and keep the organization running smoothly.
We reviewed Louisiana nonprofit law to ensure compliance, and it fully supports holding meetings online in the manner proposed in the updated wording. These changes simply bring our bylaws in line with how SCNA already operates and ensure our procedures are both legal and efficient moving forward.
AS WRITTEN
ARTICLE VII
MEMBERSHIP MEETINGS
Section 1. Regular Membership Meetings: The SCNA shall hold regular membership meetings. The Council Clerk shall give advance notice to the membership at least ten (10) days prior to the scheduled date designated by the Council and shall post an Agenda for the order of business for the meeting.
Section 2. Annual Membership Meeting: The Annual Membership Meeting is the most important meeting of the SCNA. It shall be held during the month of April in the State of Louisiana. The hour and date to be arranged by the Chairperson, and posted on the SCNA website at least 30 days in advance of the meeting.
Section 3. Special Membership Meetings: Upon written request of a majority of the Council, the Chairperson may call a Special Meeting. Such a meeting to be called not less than fifteen (15) days and not more than thirty (30) days later than the date of the request. No business other than that specified in the call for the special meeting shall be considered at such a meeting. This meeting can be held in a media which is acceptable to the Council members.
Section 4. The Chairperson may also call a special meeting during the time of the National Meet to discuss current business if there is not a quorum at the Annual Membership meeting held in Louisiana in April.
4.1. Annual Membership or Special Membership Meetings of the SCNA: Ten (10) members, who are present and qualified to vote representing a majority of SCNA Districts, (5 Districts) shall constitute a quorum at an Annual Membership or Special Membership Meeting, or use the secure Internet website via electronic voting.
Section 5. Proxy: Should it be impossible for a member of the Council , or a District Council Representative, or the District Council’s Chair, to attend an Annual Membership or Special Membership Meeting, he/she may select a qualified member of the SCNA from his/her District as his/her proxy. This to be in writing and signed by the member along with two (2) witnesses and submitted to the Council Clerk for recording five (5) days prior to the meeting. The Proxy shall act at such meetings and vote in his/her stead with the same force and effect as though he/she had been present him/herself.
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PROPOSED UPDATES
ARTICLE VII
MEMBERSHIP MEETINGS
Section 1. Annual Membership Meeting
The Governing Council must hold an Annual Membership Meeting each year during the month of April in order to satisfy the requirements of Louisiana nonprofit law. The meeting may be conducted virtually or in whichever manner the current GC feels is appropriate, as long as the meeting is held.
Section 2. Notice of Meeting
The date, time, format, agenda, and access details for the Annual Membership Meeting shall be determined by the Chairperson and posted on the SCNA website at least thirty (30) days prior to the meeting.
Section 3. Purpose of the Meeting
Because elections and routine communication between the Membership and the Governing Council occur throughout the year, the primary purpose of the Annual Membership Meeting is to provide a general organizational update and to fulfill nonprofit legal requirements.
Section 4. Meeting Format and Reports
The meeting shall include, at minimum, a Clerk’s Report and a Treasurer’s Report. The format and method of the meeting may vary from year to year and shall be determined by vote of the Governing Council in the manner deemed most accessible to the Membership and technical abilities of the current GC.
The Clerk’s Report shall summarize organizational activities from the previous twelve (12) months and identify anticipated priorities for the upcoming year. Committee Chairs are encouraged to submit similar reports summarizing committee activities and outlining goals for the upcoming year.
Section 5. Governing Council Internal Meetings
The seven (7) members of the Governing Council are encouraged to meet at least quarterly to review organizational activities, discuss committee progress, address current issues, and coordinate goals and priorities. These meetings may be conducted virtually or via phone call as determined by the Governing Council.