August 20, 2020 | 5:30PM

The following amendments to the VCWPC Bylaws are being proposed to allow the VCWPC to conduct business when meeting in person is not possible, such as during the current COVID-19 pandemic.
Delete the current ARTICLE V Section 3 (Electronic and Telephonic Business Transactions) in its entirety:
Section 3 – Electronic and Telephonic Business Transactions.
The Board of Directors may engage in a business transaction using email or telephone if a
situation occurs requiring action for a time-sensitive or urgent matter

1. The President or Secretary notifies board members by email as soon as the
   subject matter is defined, detailing the topic/motion and stating a time limit for debate.
   A quorum is defined. These actions may be modified as necessary for phone meetings.
2. Participants use “Reply all.”
3. The President restates the motion prior to the vote, states the number of votes required
   for approval, and assigns a tine limit for voting “in favor of” or “opposed.”
4. The President states the results of the vote.
5. . The Secretary (or Secretary pro-tem appointed by the President) emails the minutes of
   the proceedings to Board members in a timely manner. The minutes shall include the
   beginning time, the participants, the motion, results of the voting, and the closing time.
6. The minutes are presented for approval at the next Board of Directors meeting

Replace ARTICLE V Section 3 with the following:
Section 3 – Electronic Meetings

1. General Membership, Special or Board Meetings may be held by electronic means (emeetings) or by telephone. These meetings shall be set up to provide all participants
   with the ability to see and/or hear, and to communicate with each other
   simultaneously.
2. Following the Call to Order, roll call shall be taken at Board Meetings.
3. The President shall announce the presence of a quorum.
4. Members shall refrain from speaking while another has the floor.
5. To assure the accuracy of a vote count, it may be necessary to hold a roll call vote.

Insert ARTICLE V Section 4:
Section 4 – Special Emergency Meetings
The Board of Directors may authorize a transaction using email, only if an emergency
situation occurs that requires immediate action.

1. The President or a Secretary pro-tem (appointed by the President) notifies board
   members by email as soon as the subject matter is defined, detailing the
   topic/motion and stating a time limit for debate. A quorum is defined.
2. Participants use “Reply all.”
3. The President restates the motion prior to the vote, states the number of votes
   required for approval and assigns a time limit for voting “in favor” or “opposed.”
4. The President states the results.
5. The Secretary or Secretary pro-tem emails the minutes to Board members prior to
   the next regular Board Meeting. The minutes shall include the time the meeting was
   called to order, the participants, the motion, results of the vote and the closing time.
6. The minutes are presented for approval at the next regular Board of Directors
   meeting.