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Found 37 results

  1. Our by-laws say: "The majority of those members present and voting shall decide any question, unless the bylaws specify otherwise." There is a motion pending in 2 parts. Part 1 says the second one shall pass with 80% voting for it. And then there is a motion that, if the first were passed, would require 80+% to pass. Is this allowed? Can we pass a special one time rule that goes against a sentence in the by-laws.
  2. In the By-Laws some items say as defined in policies and procedures. Is this a good way or should item be completely defined in the by-laws. If By-laws are amendment and sent to the IRS do you have to include the policies and procedures?
  3. I am part of a small Association started 150 years ago. We are a non-denominational Christian campground. 3 years ago we presented by-law changes at our Annual Meeting with the plan to have a year to review and then vote on them. The president took no action on them. The President has recently appointed another group to begin putting together new by-law changes. Is this allowed under Roberts Rules? My interpretation of Roberts Rules is that before new by-laws can be proposed the original changes that were proposed 3 years ago must be voted on at the next Annual Meeting. Hoping for some answers quickly since we have a meeting tomorrow.
  4. What should the date be on the front cover of an organization's Constitution and By-Laws?
  5. I have a quick question. I know that a By-law which creates a rule of order can be suspended, just like any other rule of order, however would the organization, when creating such a By-law (or series of By-laws) could not add a statement that "Any Rules of Order found in theses By-laws cannot be suspended." I do not see a reason why this would not be allowed, especially as the By-laws would supersede anything found in RONR (in this case the rule about suspending rules of order.) I am thinking that any such statement would be acceptable, but I thought that I would ask for feedback. Thanks for any feedback.
  6. By-Law Amendment

    Hello all, I work at a university that has shared governance with 5 constituent groups. We recently added two groups with constituent status. Previously in the by-laws of one of the groups, it stated all three groups who were originally involved in monthly meetings with the chancellor. We were wondering if it would be in accordance to Robert's Rules to not list every group, but instead say something more vague so that we do not have to amend every time a new group is added. Thank you in advance!
  7. By-Laws never signed

    Our HOA was incorporated in 1982 but our By-laws were never signed or recorded. . In 2009, the BOD was informed of this fact. Needless to say this anomaly was never corrected. The recent BODs do not follow the By-laws especially Voting procedures and Fiscal Management responsibilities. My question is: Do we even have valid By-laws? Thank you, in advance, for your opinions.
  8. Our organization was recently formed and we have prepared By-Laws for the organization What is the requirement for the organization's Officers and Dierctors (and general members) to sign/acknowledge the By-Laws?
  9. We will be voting on several amendments to the constitution & by-laws at our next meeting. Do they have to be voted on one at a time or can we approve all the amendments with one motion?
  10. By-laws broken

    If a fire deptmen has by-laws in place and the are some of the by-laws broken does it make the bl-laws all null and void. I feel all the by-laws should be followed and if some are not followed why do you have to follow them all the should be null and void and we should have to revert back to the Roberts rules of order
  11. By-laws broken

    If a fire deptmen has by-laws in place and the are some of the by-laws broken does it make the bl-laws all null and void. I feel all the by-laws should be followed and if some are not followed why do you have to follow them all the should be null and void and we should have to revert back to the Roberts rules of order
  12. By-Law Question

    Our HOA has by-laws which are state mandated to follow Roberts Rules. There is no mention, provision or prohibition regarding the President having the ability to appoint a committee. The covenants are also silent on this. The President has appointed an Architectural Committee. Is this a valid appointment, a voidable appointment, or do the bylaws have to be modified?
  13. The current by-law for amending a by-law of our non-profit corporation states by majority vote. A proposal to amend this to state by 2/3 vote at the annual or special called meeting quoting Robert's Rules and section 615 of NYS non-profit laws was not passed because the majority of the Directors and the present voting members believe the simple majority is the way to get things done. Is there any other way to change this to protect the minority of our corporation which is 49 owner/members total?
  14. Elections

    FACTS: Our bylaws state there shall be "no less than 3 nor more than 5" Board members. There is nothing else in reference to this statement in the bylaws, covenants, state statutes, etc. We had our annual meeting. During the election process, prior to nominations, a motion was made and passed to limit the size of the Board to 3 people. Three people were ultimately elected. An outgoing Board member said this was illegal, based upon the wording. He contends that despite the motion, if 5 people ran, all five would be elected. Others believe that if 5 people ran, only the top 3 vote getters would serve. QUESTION: Was the motion limiting the Board to 3 people for this year, valid and legal?
  15. Regular meetings

    According to the by-laws of our club, we are to have monthly executive board and general meetings. In place of a general meeting, we have a special event scheduled. Do we have to have some sort of meeting? If so, what would constitute a meeting? If not, can we skip the meeting and go on to the next month? Or, can we call the meeting to order and adjourn it until the next month?
  16. Suspending by-laws

    Our bylaws state that "all questions of parliamentary procedure not provided for in these bylaws shall be conducted under Roberts Rules of Order". They also require public notice of seven (7) days preceding the day fixed for a Special meeting. Because he was wanting to expidite the appointment of a committee member who couldn't be voted on that night, our moderator said he was suspending (per Roberts Rules) the bylaw of 7 days notice and giving a three (3) day notice of a Special business meeting. Our bylaws have no provision anywhere for suspension. Is this allowed under Roberts Rules?
  17. Voting Method Conundrum

    Every few years we elect members to a standing committee that has 6 people on it. Since terms on this committee last for two election cycles, we never have to replace everyone at once. Typically we have three openings, and exactly three people who run, so they all make it on. This year we have four openings and seven people running. Our by-laws are silent on voting methods/requirements, so here is the question: some have suggested that on the ballot we should only be able to vote for four of the seven, since there are four spots open. Others have said that Approval Voting is more standard in this scenario, where you can vote for as many people as you would "approve" to fill those spots. Is there a default? We usually do a ballot vote, so the wording on the ballot is crucial here. Again, in the past, these two methods would have looked identical because the # of candidates equalled the number of slots. In either case, how many votes would each person have to make it on the committee? Would it simply be the top four vote-getters, or would each have to receive a majority of votes cast to be on the committee at all? (6 is the max # on the committee, but it is not required). It seems that with Approval Voting, you are more likely to get more candidates to reach that majority threshold. Help! Flipper92
  18. Our By-Laws, after amendments are made, are presented to our Board of Trustees for approval. After accepting said amendments, the new By-Law amendments are subject to review by our membership. Our membership can vote to veto any or all of the amendments that were adopted by our Board of Trustees. One of these recently adopted changes the calendar that our BOT is voted into office. MY QUESTION...if the membership vetoes this amendment, does this "throw out" the existing BOT's?
  19. Hello, I need help interpreting the by-laws and the section of our HOA's CC&Rs that deals with how a person gets elected to the HOA board. I could also use some help interpreting the 'removal of a board member' language... It's all very loopy and I find myself wanting to write out a flowchart or diagram just to separate the language, and I'm still not sure that would do it. I can send a screen shot, if anyone feels terribly generous and doesn't mind being bored stiff by the extra dry material. I'm also willing to type it out if needed... About half of our current HOA board is either corrupt, clueless or senile, and they really need to go. I have two months to try to help make this happen.
  20. I belong to a canine breed specific club that has by-laws accepted by members and the American Kennel Club. If the club itself does not follow their own voter approved by-laws isn't the club in fact in violation of their own by-laws and essentially the club itself is non-existent? And any motions they, the board of directors, cast become null and void?
  21. Deviating from bylaws

    Is it ever permissible to deviate from by law provisions without a vote to suspend the rules?
  22. Is it necessary to state that our organization is governed by Roberts' Rules of Order in either our By-laws, Standing Rules of Articles of Incorporation?
  23. Greetings, It was announced at our general meeting (but not at our last Board meeting) that one Board member is drafting a significant set of by-law changes. Our Board year ends in May and our outgoing president would be presiding over the vote on these changes in May. Two questions: 1) It seems unusual for a single individual to take up this task without discussion or notice to the Board. Comments? 2) It seems unusual for an outgoing president to oversee changes to the by-laws. I would think it's better to have a new Board take up this action. Comments? Thank you!
  24. To All, I apologize if this would have fit better elsewhere in this forum; however, after reviewing other topic and strings, I felt it merited a new discussion. The Situation: After a year of discussion, our Board approved and underwent a facilitated strategic planning session. As we wanted to roll out the "new direction" to our members at the annual meeting, we finalized the four year plan, enumerated the separate aspect of a large motion (it was an all-or-none vote), and held a vote. The motion passed, and the plan was rolled out at the annual meeting. Because the plan involved a substantial increase in member dues, as well as the allocation of significant capital resources towards the endeavor, we had key members at each table and gave our members twenty minutes to ask questions, vent, etc... Following the discussion, the members were reminded that the Board had approved this action, and the association was moving forward. The following day, a member sent the board the following section from our by-laws: Section 1. The Executive Committee shall meet prior to the annual meeting to submit a proposed schedule of dues for the various classes of membership for the following year. This proposed schedule shall be submitted to the membership at the annual meeting and may be acted upon or amended upon by a majority vote of the voting members present. The Complication: Obviously, this has put our Board and association in a precarious situation. We have set a timeline and tasks which will require the release of funds begin prior to the next annual meeting, as well as an extended budget which has the increased dues as a key component. We have enough cash reserves to finance our endeavors without the revenue from increased dues; however, as we are now aware the Board vote should not have taken place, and we no longer have access to those members who were present at the annual meeting, it seems that we are bound to not move ahead with anything given the due increase was "bundled" with the other components of our strategic plan. We have a roster of those in attendance; however, now that the meeting took place a couple months ago, timeliness is not on our side and it seems the entire membership may need to be involved at this point. The Questsions: - Do we have to wait until the next annual business meeting, and put this forward to those in attendance, or are we able to solicit a vote either electronically or by mail-in ballot? - If we are able to use electronic or written mediums, can we distribute it to only those who were in attendance, or should it go to the entire membership given the time lapse? Our by-laws allow for Board votes via other mediums; however, there is no wording which addresses votes by membership. The Executive Committee shall have the same rights, powers, and privileges as are generally conferred upon an Executive Committee, and shall conduct and carry on the affairs and business of the Association. The Executive Committee can debate, vote and conduct Association business via teleconference and email, in addition to Board meetings. They shall examine the qualifications of the persons for membership under the By-laws of the Association. - Are we able to parse out the dues as a separate component, or does the entire motion automatically become void due to improper procedure? I appreciate your time and consideration on this matter. -Tim
  25. We had a motion to change the club by-laws, which was brought for a vote of the general membership at our annual meeting. The vote was conducted as a show of hands. The chairperson (club president) explained and spoke in favor of the amendment, and invited others to speak, for or against, and to ask questions. Several people did so. During the discussion, a point of order was raised questioning whether we had a quorum, and it was determined that we did. The chairperson voted, visibly, during the show of hands. The vote passed by a significant margin, and therefore the by-law change passed and was adopted and implemented. About a week afterwards, one of the members who both spoke and voted against the amendment sent the board an email saying that she had researched Robert's Rules, and that the fact that the chairperson voted and was not neutral was not proper, and that therefore the vote should be invalidated/voided. So - given that this was a procedural error, but was not objected to immediately as a point of order during the meeting, what do we do now? Possibilities being discussed: 1) The procedural error invalidates the vote and makes it as if it never happened, everything is changed back to the way it was before the vote. A new vote can be help at the next annual meeting (next year). 2) The procedural error does not invalidate the vote, the changes stand. 3) The board votes to determine if the changes stand or not (the by-law changes require a vote of the general membership). Any thoughts or suggestions would be greatly appreciated! Ruth