special meeting with 72 hour notice of the State Executive Board, advising the membersby the quickest means of communication".However, right before Section 5(d) of Article VI, on page 16, under Section 5 (a)of the same Article VI we find the composition of the State Executive Board as follows:(1) The State Director;(2) The Deputy State Director;(3) The Deputy State Director for the Elderly;(4) The Deputy State Director for Women;(5) The Deputy State Director for Young Adults;(6) The Deputy State Director for Youth;(7) The State Treasurer;(8) The Immediate Past State Director;(9) The District Directors;(10) Appointed Officers-State Secretary, State LegalAdvisor, State Parliamentarian, State Chaplain, andState Director of Publicity (all without vote).In accordance with the article above and the one quoted by Ms. Valadez-Mata,then the 1/3 quorum of the Executive Board for calling an emergency meeting is: 12members. Some of you may argue that the members under number 10 above do notcount (as they are non-voting members) and therefore 1/3 of the board is 10. Suchargument is wrong as the Constitution makes the distinction of quorum to call anemergency meeting and quorum to conduct the meeting. See Article VI, Section 5(e) -
third of the
members of the State Executive Board shall compromise aquorum to transact business. Under Article VI, Section 5(d) cited by Ms. Valadez-Matathe requirement is - "in case of an emergency situation, the State Director, OR
a minimum of 1/3 of the members
of the Executive Board; which clearly makes adistinction between voting members to actually conduct business versus member to callthe meeting.After reviewing the attached signature page to the memorandum send by Mr.Valadez-Mata, it was noted that 10 signatures were accompanying the memorandum.After further review it was also noted that Mr. Ruben Ramirez is no longer a member ofthe Executive Board which bring the number of signatures to 9. Therefore, if any onewould like to argue that the non-voting members shall not count, then the notice fails byone vote. However, because the Constitution makes the distinction between the 1/3 ofmembers to call the meeting and the 1/3 of voting members to conduct business, thenthe notice is short by 3 signatures.
Furthermore, please be advised that the fact that you use the words “emergencymeeting” within the notice, such mentioning does not automatically triggers the
emergency provisions of the Constitution. It is my opinion that sending such noticewithout the specificity of the type of emergency that the organization is facing or could befacing is not sufficient to entitle anyone to call such meeting at the expense of others.As such, the notice send to all members of the Board for the emergency meetingfor August 24, 2013, is not in compliance with the requirements under the Constitutionand holding a meeting outside the authority of the Constitution is not binding to TexasLULAC or its members. The holding of such meeting is outside the scope and theauthority of those who would be attending.Please note that if the 9 members who sign the notice or any other member ofLULAC would want to hold a meeting in Austin on August 24, 2013, or any other day,then such meeting is not and would not be sanctioned and/or sponsored under the