George Mervosh

On 3/22/2024 at 9:41 AM, J. J. said:

I'm not sure that this rule could be suspended.  Authorization would have to be given by the parent body. 

I completely agree that this rule is not suspendable -  " In order that there may be no interference with the assembly's having the benefit of its committees' matured judgment, motions to close or limit debate (15, 16) are not allowed in committees."  RONR (12th ed.), 50:25 and n7,

On 3/8/2024 at 10:28 PM, Tomm said:

Pardon my inclusion to this thread but, it seems to me that there's a difference between "limiting" debate, which includes the number of times and length of time a member can speak, and totally "excluding" debate all together?

Isn't it a fundamental right of membership that a member cannot be deprived of their rights to attend meetings, to make motions, to speak in debate and to vote? (1:4)

Seems to me that as long as a motion received a second, it would always be in order to allow for some sort of debate? Can you really allow a member to make a motion that no other member can comment on? 

I don't understand why a member can be deprived of that fundamental right of membership? 

 

The motion for the Previous Question can be moved immediately by the maker of the motion once he is assigned the floor.  He can even speak to his motion and conclude by moving for the Previous Question.  Also, see 25:18 as an example of how to move to suspend the rules and adopt a motion without debate or amendment.  When the assembly by a 2/3 vote says there will be no (or no further) debate, there will be no debate.  

I think this is the thread that Mr. Elsman is referring to -  https://robertsrules.forumflash.com/topic/40384-previous-question-ordered-on-series-including-both-limit-or-extend-debate-and-the-main-motion/

On 3/6/2024 at 4:08 PM, J. J. said:

To the extent that rule required something to be done prior to the introduction of business, the rule is a rule in the nature of a rule of order.  A motion to, "suspend the rules and introduce a motion that was not 'considered and shaped, first, by the board of directors'" would be in order, IMO.  It deals with introducing business within a meeting. 

Like Mr. Martin, I'd like more information.  Depending on the answers to his questions, there may be something here in the nature of a rule protecting absentees.

For Guest VolSec's information, it has been noted here many times that a marginal notation may be included in the original set of minutes which you wish to have amended, noting that they were amended on xx/xx/xxxx date.  

On 2/27/2024 at 10:45 AM, Guest Martha said:

We had 4 people at a meeting. 2 voted yay and one voted nay. The chairperson then voted nay as well.  This resulted in a tie.  The chairperson previously has never voted during these meetings.  Does the motion carry or do we leave it as a tie? She did not ask for discussion on the topic.  How do we move forward?

If the chair is a member they have every right to vote, and in small assemblies they should vote every time if they so choose,  A tie vote defeats the motion.  It can be made again at any new session.  If it was a main motion, the chair should have certainly opened the floor to debate it, but it's too late now in this case to worry about it.

On 2/24/2024 at 8:37 AM, Guest Bill said:

Our HOA Board adopted the 2024 budget at a meeting in October 2023. Recently, our Landscaping Committee Chair found a way to save money and still accomplish all the work needed under the budget. The Board wants to move the savings in the landscape budget to their special projects budget. Doing so would allow more community improvements to be funded under special projects. A win/win situation.

Can the Board amend the budget once adopted and, if so, how would that have to be done? Our documents state that Robert's Rules shall govern the conduct of all Association proceedings.

Yes, an adopted main motion that is still applicable, such as the budget, may be revised by the use of a motion to amend something previously adopted.  See §35 in RONR (12th ed.).  

Special voting requirements apply to such a motion:

"In an assembly, except when applied to a constitution, bylaws, or special rules of order, require (a) a two-thirds vote, (b) a majority vote when notice of intent to make the motion, stating the complete substance of the proposed change, has been given at the previous meeting within a quarterly time interval or in the call of the present meeting, or (c) a vote of a majority of the entire membership—any one of which will suffice. "  RONR (12th ed.), 35:2 (7)

On 2/23/2024 at 12:24 PM, ckaminsrctr said:

I am secretary of a not for profit senior center.  We are trying to update our by-laws and it has been questioned who can vote.  We have a 9 member board, meetings are open to senior center members.  We usually have 3-5 members attend our board meetings.  Our by-laws state  "any member in attendance at a senior center meeting shall have the right to participate in that meeting and shall have the right to vote".  Several board members feel they can participate but not vote and want to change our by-laws.  Is that ethical?

 

Under the rules in RONR only members of the assembly that is meeting can vote, or otherwise particiapate.  So in a board meeting, only board members can vote.  But that is what RONR says.  

It's unwise to try and interpret one sentence from a set of bylaws we haven't seen, but can I ask you - Are there any other types of meetings at the senior center?  Perhaps a quarterly or annual meeting of all of the members?  What I am getting at is, are there other types of meetings this sentence from your bylaws could apply to?

I do think it is very unwise to actually adjourn the board meeting until the board completes its full order of business.  If the board adopts a motion to adjourn, it's possible that each time it reconvenes it becomes a new meeting/session, and to me, each time it reconvenes, even on the same day, it would seem like a special meeting and that could be a problem.

On 2/20/2024 at 12:52 PM, Guest Melanie said:

Our board voted to table an agenda item over a year ago.  How do we proceed to vote on it again?

The item died long ago and can be brought up again at any time.  The board seems to be misusing the motion to lay on the table.  See FAQ#12 and 13 at  https://robertsrules.com/frequently-asked-questions/#faqs 

My thanks to Mr. Merritt for picking up on the fact that the office of president was the office involved here, and his answer is perfectly correct in such a case. 

On 2/6/2024 at 9:48 PM, Rob Elsman said:

That is not quite correct.  Being a vice president necessarily precludes the person from simultaneously being president, since the very purpose of the office of vice president is to take the chair when the president is not present or is otherwise legitimately impeded from presiding.

I think Guest Anon has it right.  In reality, what you say makes sense and I agree with it, but there is simply no rule precluding it that I've seen.

His nomination did not terminate his board membership.  No rule in RONR states that a member is removed from his current position if he runs for another office, therefore his status is unchanged.

Under the rules in RONR, one member may not prefer charges against another member. RONR (12th ed.), 63:11  Also,  usually, disciplinary matters are handled by the membership's assembly, not by its board unless the board is specifically granted these powers by the bylaws.

This should have been handled immediately at the meeting where the offense occurred, but again, unless the board is granted the power to handle disciplinary matters by the bylaws, their actions would have been limited. I suppose if a member wanted to introduce a motion censuring the offending member for his language that would be in order, but the motion to censure would carry no disciplinary action, if adopted.  It would just be the assembly going on record as disapproving of the offending member's behavior.

So tell us, do you have specific rules regarding discipline and this complaint process? 

On 1/29/2024 at 7:59 AM, Guest Phil B said:

Is it possible for a union to ignore or bypass a bylaw during an assembly? If the floor votes against respecting a bylaw on a specific matter is it valid?

 

Thank you

Some rules in the bylaws (but not many) may be suspended.  Can you specifically tell us what rule or rules they wish to suspend (bypass as you put it)?

It appears as though they set a date and time for an adjourned meeting as described in RONR (12th ed.) 9:17-19, which is fine.

If proxy voting is not expressly provided for in your group's bylaws, or if proxy voting is not authorized/required by any applicable statute, it cannot be used at all. RONR (12th ed.), 45:70-71.

A non-vote is an abstention, not a no vote. RONR (12th ed.), 45:3

Can you provide any additional clarification or information, since it appears you have some problems here.

Here is what RONR says about an Executive Committee:

" In a society where the board is large or its members must travel from a distance to meet, it is usual for the bylaws to establish an executive committee composed of a specified number of board members, which shall have all or much of the power of the board between meetings (just as the board has all or much of the power of the society between the society's meetings), but which cannot alter any decision made by the board (just as the board cannot alter any decision made by the society). The executive committee is thus in reality a “board within a board” and operates under the rules in this book applicable to boards rather than those applicable to committees. Usually the membership of the executive committee is specified in the bylaws, rather than being left to the choice of the full board. It is advisable that the executive committee be small and, unless it has been authorized to conduct electronic meetings (see 9:30–36), that its members live near enough to each other to be able to hold frequent regular meetings and also special meetings when necessary. The executive secretary, if there is one, should work closely with the executive committee, but should be appointed by the parent body or at least by the board. A board cannot appoint an executive committee unless the bylaws so authorize,"  RONR (12th ed.), 49:13

The bylaws should be very clear on the matters stated above.

On 12/22/2023 at 10:19 AM, Rob G said:

Our organization has a Board, and establishes standing committees.  The constitution states that chairs of the standing committees are recommended to the board by the committee members.  They are appointed by the board and are ex-officio non-voting members of the Board.  They report and are responsible to the Board.

The earlier this year, the Board appointed a standing committee chair, and now has voted to remove that chair as a result of poor performance, lack of reporting, and aggressive behaviour.  The chair has challenged that ability of the Board to remove them without "due process," stating that this is required by Robert's Rules.

It seems to me (and the other Board members) that since the chair is appointed by the Board and serves the Board, the Board is entitled to remove them for just cause.

Is it more complicated than that?

It's not complicated.  The power to appoint to a committee includes the power to remove the appointee.  Since the appointment was done by the board the board can replace the committee chair by moving to rescind the appointment.  That will require a majority vote if previous notice of the motion to do so is given, a 2/3 vote, or a vote of a majority of the entire board.  Any of those 3 will suffice.  See RONR (12th ed.), 13:23.   

I think it needs to absolutely clear who made the motion.  I recommend using the full name if your group is not comfortable with the Mr/Mrs/Ms thing along with the last name.

On 12/11/2023 at 8:47 AM, Guest Susanna Pearson said:

Follow up question: does the chair pro-tem need to be a member of the Board of Directors, or could it be (for example) a staff person? Thanks!

RONR does not require that the person presiding be a member of the board.  Just elect a good presider.

If the President will not voluntarily relinquish the chair, the assembly, by a 2/3 vote can remove him from presiding over the meeting, and a chair pro-tem can be elected by the board to preside.  This is true even if the bylaws specify that the President shall preside over all meetings. See RONR (12th ed.), 62:12 n5.

Since option A did not receive a majority of the votes cast, no venue was selected.  You must vote again until one of the venues does receive a majority of the votes cast.

Thank you both for confirming this.  

Is the motion to reconsider the vote in an election debatable?  I know nominations are debatable but it isn't clear to me that the election is.

FAQ #14 should clear up some misunderstandings regarding an agenda.  https://robertsrules.com/frequently-asked-questions/#faqs