Membership vote about by-laws changes in May 2025
This coming May, LWVPDX is going to make a decision about an important administrative and legal dilemma, and members will have a say.
The issue is updating our by-laws to reflect our change in organizational status to a 501(c)3 organization with a dormant 501(c)4. We now are structured as two separate tax-exempt entities: a membership organization that is a 501(c)4, and an education fund that is a 501(c)3. The change affirmed by members in Summer 2024 will make the membership organization a 501(c)3. There would also be a 501(c)4, which would include our endowment and would be dormant, unless the 501(c)4 fund needed to be activated for a specific advocacy project that didn’t fit the requirements of a 501(c)3.
Background
The LWVPDX Board considered the change because we now have two boards, two budgets, two sets of minutes, two sets of accounting and reporting, and the need to reconcile when, for example, the two entities split the rent. And, having the membership organization as a 501(c)3 could open the door to more grants and donations than we currently qualify for.
A committee of five members – three on the board and two off-board – met regularly through the fall, winter, and spring to research the question. Their research and interviews with experts led them to make the proposal that the board considered in April. The committee produced a report for members to read and understand their proposal about consolidation. The committee’s report is available at this link.
The board voted 10 to 4 in April to make the change, which would require an update to our bylaws; any bylaws changes require approval by 2/3 of the voting members. Some dissenting board members wanted the membership to vote against the proposed change.
Perspectives from both sides were heard
At the Annual Membership Meeting in May 2024, members heard from Pamela Clark and Debbie Aiona, who summarized the arguments for each side. Pamela led the board-appointed 501(c) Committee, which spent September 2023 to March 2024 researching, interviewing, and writing a report on this matter. Debbie is our long-time Action Chair.
Members affirmed the board proposal for change
In August-September 2024, members had three weeks to vote by mail, email, or through an online poll. Members affirmed the board’s proposal and tasked the board with implementing this change in organizational status.
How members can take part now
Attend the May 2025 Member Meeting and Vote
At the May 2025 member meeting, members will have a chance to learn more about the by-laws changes needed to implement the change they voted for in Summer 2024. As with all by-laws changes, it requires a 2/3 vote of the membership to pass the change.
This is your chance to make a choice that affects how our organization conducts itself. Thank you for your participation.