Proposed Changes to ZCO Bylaws

The current bylaws have been very helpful, and because of growth and impermanence, they are due for some changes. The most substantive change is in Article 7. You can watch the explainer video about this:

 

 

 
Article 7 establishes that along with a Board of Directors, ZCO is also governed by a Spiritual Leader. That Spiritual Leader has always been Chozen Roshi. She and the Board agree that it’s now time to expand that spiritual side of leadership into a Spiritual Leadership Council. She will be the first member, and she will appoint the additional members of that Council. They will then decide among themselves how they will operate.
It’s a rare event to change the bylaws. So our Board Secretary, Brad Senkei Biddle, who also happens to be an attorney, has graciously offered a great deal of his time and expertise to comb through the whole document to find places to clarify and update. Here you can find all of the changes he suggested and with the cooperation of the Board of Directors and the Teachers, the additional changes are in RED with footnotes, too!

Article 4 on Membership also had some notable changes. These were mostly clarifying what has always been set forth in the bylaws: To be a member in “good standing”, one must be current on dues for a year.

During the Covid pandemic, an unofficial volunteer (free) membership category was created called “Red Alder”. It was discovered, however, that 1) It was not possible to track people’s volunteer activities to establish “good standing”. And 2) it was also not possible to track whether someone no longer wanted to be a member (it is very easy to track people’s discontinuation of dues).

Currently the lowest cost for membership is $5 per month. So the bylaws will now more clearly reflect the function of a monthly dues process, that still allows some leeway that the Board can have to make membership accessible, including the option to waive membership fees if appropriate.

Kodo Conover, the current Board President will be available for a Zoom call on Sunday April 13, 2025 from 3:30 – 4:30 pm to answer any questions about this.  Zoom link 
 
Representatives of the Membership Committee will offer a Zoom call on Wednesday April 16, 2025 from 5:30 – 6:30 pm. Zoom link 
 
Board of Directors Secretary Senkei Brad Biddle will offer a Zoom call Q&A on Saturday April 19 from 4:00 – 5:00 pm. Zoom link
 
For anything else: info@zendust.org
That can be found in Article 10 and in Article 4, paragraph 4.08.  Here is the language from the original bylaws:
 
4.08 Quorum and Voting. Each voting member present at a meeting, including the Spiritual Leader, shall have one (1) vote. A quorum shall consist of the lesser of thirty (30) voting members or thirty percent (30%) of the total number of voting members at the time notice of the meeting is given. If a quorum is present, action shall be taken by an affirmative vote of a majority of members present, unless otherwise provided by these Bylaws or applicable law.
 
ARTICLE 10 
These bylaws may be amended or repealed and new bylaws adopted by the Board of Directors, by the affirmative vote of at least five (5) Directors. Amendment or repeal of any of the bylaws that govern the terms of voting, membership or the Spiritual Leader must be ratified by a vote of at least two-thirds (2/3) of the voting members.
 
So what does this mean?  In order to change the bylaws, the Board has to agree to the change.  Then the voting membership must ratify the change.  How many people is that?  
As you may have seen in the explainer video, at present (April 1, 2025), we have approximately 250 members that have paid dues since April 2024.  A quorum of those is 30%. That’s about 75 people. Of those 75 people, a ⅔ majority needs to vote in the affirmative to ratify the changes.  That’s about 50 people. 
They are located on the first dropdown menu, under GOVERNANCE, then BOARD OF DIRECTORS.  Or you can just click here.