Instituting a system of proportional representation similar to that of the Cambridge City Council elections. If additional nominations were made by petition, ballots would be mailed to student and or non-student members, as the case required. Each voter would place numbers in front of the candidates in order of preference.
The net result would be that any candidate receiving more than one-twelfth of the total votes would be elected. In a contested election, a school would tend to be represented in proportion to the number of its students.
The by-laws would continue to include a small quorum requirement of five per cent in both the student and non-student categories in case of a contested election.
Allowing the officers of the Society to continue to function as an Executive Committee of the Board, but adding one student board member to that committee. He would be elected by the other student directors.
Apart from the voting process, the Coop directors have also taken the opportunity to revise the by-laws generally, something that has not been undertaken, except for minor amendments, since 1916. "In studying the by-laws the revision committee discovered a number of ambiguities, inconsistencies, and a few articles of questionable legality." Brown said.
Although the stockholders still have the power to make most of these amendments, they have decided to submit these changes to the vote of the membership, since the proposed electoral changes affect a number of these articles.
These amendments include:
The transfer of authority to determine the annual patronage refund from the stockholders to the directors, as required by law:
The deletion of the provision permitting 50 members to require a special meeting of the stockholders. Instead, any three of the ten stockholders would be given that power:
The rewording of the dissolution clause such that if the Coop ever had to dissolve, its assets would be distributed at the discretion of the board of directors, instead of merely reverting back to Harvard as originally worded.
Brown said last week that he and the other directors are "quite excited about these changes and hopeful that enough members will approve them."
Most of the elements of the new plan had been suggested last spring, Brown said, but the summer was used to work out the kinks and to check the legality. The Coop's general counsels, Louis Loss, William Nelson Cromwell Professor of Law, and William D. Andrews, professor of Law and the Boston firm of Peabody, Brown, Rowley, and Storey have managed to pull the changes into a coherent, workable, legal plan, Brown said.
"I've yet to see a perfect plan," said Brown, "but we think this one is workable and corrects most of the grievances raised last year. However, unless enough members approve those changes, we're going to be stuck right back with the old creaky by-laws."
Now that the stockholders have approved the changes, the directors have set up the following timetable for this year's Coop elections:
Oct. 1-stockholders meet, but instead of nominating a new board, they adjourn to Nov. 15.
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