As constitutions are to republics, so bylaws are to neighborhood associations, i.e., providers of purpose and structure for representative democracy. Accordingly, BWNA’s bylaws—available for perusal on the BWNA website (bwnapdx.org) by clicking on “Bylaws” at the top of the home page—begin with a section entitled “Name and Purpose” and proceed to organizational sections covering everything from neighborhood boundaries to leadership duties to decision-making procedure to the amendment process. But rules governing neighborhood association bylaws, established many years ago by what was then called the Office of Neighborhood Associations (today the Office of Community & Civic Life), were crafted for normal times, not a pandemic. The result: thinking-outside-the-box improvisation to get by.
Case in point: BWNA bylaws require that annual board elections be conducted at a meeting some time in the month of April, but that wasn’t possible this year due to the crisis, leaving board members seeking re-election to a new two-year term in limbo. A way around the problem would be to utilize a provision in the bylaws that permits the board to “appoint” (by majority vote) replacements to fill vacancies—meaning, hypothetically, that incumbent board members with expired terms could be appointed to continue serving in their positions until next year’s April elections. But here’s the catch: the bylaws require voting to be done in person at meetings—not digitally or by phone—and given the likelihood that sheltering-in-place restrictions will continue well into May and very possibly into June, odds are that the next opportunity to fill positions in compliance with the bylaws won’t take place until the July 13 board meeting, in the meanwhile leaving BWNA without a duly-elected president, treasurer, and several at-large board members. Of equal concern is the inability of the board to meet in “special session” between regularly scheduled meetings to deal with matters of urgency (as happened a few months ago with a “special meeting” convened to resolve the fate of Taste of Beaumont and respond to a request by Friends of Wilshire Park to include fundraising envelopes in the newsletter). But why not simply change the rules via amendment? Answer: a board meeting would be required.
As the adage goes, extraordinary times call for extraordinary measures, with “thinking outside the box” its corollary. The creative solution arrived at by the BWNA board was basically to prioritize purpose over procedure: thus, of the five purposes of BWNA stated in the bylaws, “To enhance the livability of the neighborhood…” tops the list, and in the spirit of that prime mission, the decision was made to allow the current board to remain intact as a team for the duration of the crisis (including President Tim Hemstreet, who is not seeking re-election to another term)—in duty to the neighborhood. Subsequently, the board proceeded to reach consensus via e-mail discussion on cancellation of meetings, interim decision-making procedures, temporary suspension of the New Neighbor Welcoming project, digital-only publication of the newsletter during the crisis, and, in recognition of tough sledding for businesses, a gifted credit to newsletter advertisers of a free issue of advertising. As for amending the bylaws and filling positions, that could wait.