Shmuel Gerber

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Everything posted by Shmuel Gerber

  1. Your questions seem to be as much about epistemology as about procedure. Do facts exist apart from our knowledge of them? How do we know what we know? I don't know the answers to these questions (or maybe I do know them but don't know that I know), but I invite the wisdom of those who know they know, such as the esteemed Mr. Dan Honemann: lawyer, parliamentarian, gentleman, philosopher, fisherman. Or we can just go with Josh Martin's answer, which seems pretty good to me, or even J.J.'s, which has the virtue of being shorter. :-)
  2. But there is no suggestion in RONR that action taken in the absence of a quorum is invalid ONLY when when the votes of the absent members could have affected the result of the vote.
  3. Well, if you think that it's possible for a standing rule to have the effect of suspending a rule of order, then so be it. But if it's actually a rule of order because it suspends a rule of order, then it's not a standing rule. So either way, there's no problem.
  4. I would suggest that the chair also announce that the motion to Reconsider cannot be called up before _______ [the next meeting-day] and that all action on the motion involved is suspended until such time as the reconsideration is dealt with. The minutes could state, "Mr. X moved to reconsider and enter on the minutes the vote on the resolution relating to ..."
  5. The reason I suggested that line is that whatever the bylaws say about suspending rules will have to work in harmony with the rule in the bylaws that states, "The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Society may adopt." Rather than having people's minds spin around until they can figure out whether suspending the rules in the parliamentary authority runs afoul of this rule in the bylaws, I think it's better to state plainly that it doesn't. However, I will now amend my (inadvisable) rule to state as follows: "No rule contained in these bylaws may be suspended except for any rule whose suspension is explicitly provided for in these bylaws. Other rules of the society may be suspended if, and in the manner that, their suspension is provided for in those rules or in the society's parliamentary authority."
  6. But if the society wishes to prohibit the suspension of rules of order in the bylaws, they are erasing the distinction between rules of order and other rules in the bylaws, so it seems perverse to craft a rule that specifically applies to rules of order in the bylaws. I agree with Dan that such a rule could be taken to imply that other rules in the bylaws -- those that are not rules of order -- can be suspended.
  7. It doesn't seem like a good idea. But if it's going to be done, I think it would be less confusing to not specifically mention rules of order, but rather to say something like this: "No rule contained in these bylaws may be suspended except for any rule whose suspension is explicitly provided for in these bylaws. Other rules of the society may be suspended if, and in the manner that, their suspension is provided for in those rules or in the society's parliamentary authority."
  8. You're asking if it's OK to follow the example as given in RONR? Yes, it's OK to do so.
  9. But the way you describe things, it was the morons doing the defeating, not being defeated.
  10. Well, if the members who were absent have an opinion on the question, they have just as much duty to vote on it as all other members do.
  11. On the contrary: the fact that the bylaws contain rules limiting the offices that a husband and wife can hold, but those rules say nothing about service on the board, indicates that there is no such limitation regarding service on the board.
  12. With regard to the signature on the minutes, see RONR (11th ed.), p. 471, ll. 30-34. With regard to reports, see p. 512, ll. 30-32.
  13. I'm not sure what you mean by this: "As a matter of parliamentary law, a contract which has been entered into can be rescinded or amended so long as, and to the extent that, it has not already been fully carried out." This language is very similar to how we speak about the motion to rescind or amend something previously adopted, but I thought you had opined in the past that once a contract has been entered into, the motion to enter into it (in this case, the motion to accept the bid) has been fully carried out.
  14. That's a great answer, Josh. Thanks.
  15. I've noticed that as well, and we may be taking measures to try controlling the spam more tightly. In the meantime, if you see any spam that's been up for a while, just click the "Report post" link and submit to inform the moderator(s).
  16. Members can now once again include a "signature" that will be shown underneath their posts, visible to people who have enabled viewing of signatures. You can change your signature from your Account Settings page. If you had a signature before, it's back the way it was the last time you updated it.
  17. Thanks for pointing that out. Also, apparently they are not visible on the mobile-device layout. Basically, it seems they are for entertainment purposes only.
  18. But George's comment about signing up as a member still applies -- only members can receive direct messages from others on the system. When you sign up as a member, all you are asked for is a "Display Name" and an email address. So far as I know, there is no legal requirement to provide your real name, and the email address that you use is visible only to the staff, not to other members.
  19. It's very hard to understand the purpose of your posting this question here. "A society has no executive board, nor can its officers act as a board, except as the bylaws may provide; and when so established, the board has only such power as is delegated to it by the bylaws or by vote of the society's assembly referring individual matters to it. The amount of regular power delegated to an executive board under the bylaws varies considerably from one organization to another. . . . In any event, no action of the board can alter or conflict with any decision made by the assembly of the society, and any such action of the board is null and void. Except in matters placed by the bylaws exclusively under the control of the board, the society's assembly can give the board instructions which it must carry out, and can rescind or amend any action of the board if it is not too late. It should be noted, however, that exactly the opposite condition prevails in connection with boards of business corporations, in which the board has exclusive power and authority to operate the business." The above paragraph seems to provide as clear an answer to your question as possible in the absence of a full accounting of the relevant laws and bylaw provisions applicable to the particular organization. "But oh, wait," you say -- "the assembly hasn't adopted RONR, so it doesn't need to abide by this paragraph." So why did you post the question? Is what someone says here on an Internet message board going to be of more authority? If so, then now it's been posted, so you have your answer.
  20. I think Alexis Hunt already explained it: In my view, both parts of the quoted sentence would be true even if the sentence were omitted, as they are simply two consequences, unrelated to each other, of the already stated rules regarding what the assembly can and cannot do in the absence of a quorum. They are stated explicitly because some readers might not otherwise foresee these consequences. What I don't understand is how anything could possibly be gleaned by the fact that the reference to giving notice was "tacked on to the end of that sentence on page 348, lines 14-16, which had already referred to the prohibition against transacting business." The reference in the first part of the sentence is to waiving the transaction-of-business prohibition by unanimous consent. That couldn't possibly include any inference about the giving of previous notice in general, because even if it somehow did encompass a rule about previous notice, it would be only about giving notice if the quorum rule is [attempted to be] waived by unanimous consent. So it seems clear to me that they're just two totally independent statements.
  21. The only problem is that, on lines 7-15 of page 581, RONR says that the second of these three requirements is a dumb thing for an assembly to have.
  22. Could be. I guess it depends whether they were in the inside of the door or the outside.
  23. I'm not confused. George, are you confused? I don't think that notice can be given only at a regular meeting, but I do think that notice can be given at a special meeting only on matters relating to the purpose of the meeting. I agree with George, and I'm actually surprised that this is Dan's view of the meaning of "transacting business." I think the reason that extra bit about giving notice in the absence of a quorum is tacked on is precisely to repudiate the notion that giving notice does not constitute the transaction of business within the meaning of the rules relating to quorum, and I think the same (meaning the opposite) is true for the rules relating to special meetings. However, I have not actually yet tried flipping a real coin to settle the matter, so maybe my views will change.
  24. Well, my (imaginary) coin agrees with George's. :-) I think the situation is very much akin to a meeting at which there is no quorum. If a previous notice given at a special meeting has nothing to do with the stated purpose or purposes of the meeting, then I don't think it should have any effect on the business at the next regular meeting. The call of a special meeting is basically a guarantee to the members who are not interested in the stated subject(s) of the meeting that they will not lose anything by not attending, and in this case what they would lose is receiving in a timely manner the information provided by the notice. I'm not saying there cannot ever be circumstances in which something unexpected will validly take place at a special meeting (for example, expelling a member who misbehaves at the meeting), but I don't think giving previous notice is among them. On the other hand, if the previous notice is related to the stated subject of the special meeting, then I agree it would be valid. For example, a member might give previous notice of a motion to rescind a motion that was adopted at the meeting. Of course, I would also advise against calling a special meeting for the sole purpose of providing previous notice of a motion to be made at the next regular meeting. :-)
  25. I agree with this. Until the bylaws can be properly amended, the omission should be treated as a scrivener's error.