Motion rejected by higher governing board

[Guest Anne]

We are a faculty at a private school.  Our faculty bylaws may be amended by the faculty, but the bylaws also provide that the amendment must be approved by the school's board of trustees before the amendment can go into effect.  Several years ago, the faculty passed an amendment to the bylaws.  The dean submitted the amended bylaw to the board as required by the bylaws.  The board rejected the amendment and notified the faculty to that effect.

 

We now have a much different board and a new dean.  The faculty would like to re-address the issue covered by the rejected amendment.  The dean has suggested that he just resubmit the amendment made several years ago.  Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.  Is resubmission allowed?  If we do want to re-open debate on the issue, do we need to rescind the old motion, or is it null, void or dead? 

[Edgar Guest]

None of us have read your bylaws but I'd say the safest approach is to start from scratch.

[Kim Goldsworthy]

The dean has suggested that he just resubmit the amendment made several years ago. 

Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.

". . . he may do so without a new motion . . .".

 

Beware of the pronoun "he".

Do not let a single party, the dean, submit anything.

 

It is a decision of the faculty.

So the faculty must vote on the question.

E.g., "Shall the amendment of 2013 be re-submitted to the Board of Trustees?"

If adopted, then "he" may resubmit

If rejected, then "he" must not.

 

The faculty is under no obligation to re-create a document or to re-draft a document, if you already have the text perfectly typed up.

[Edgar Guest]

Beware of the pronoun "he".

 

Thanks for the warning. I never knew pronouns could be so dangerous.

[Timothy]

I don't know what the process for resubmitting is, but unless the board must officially reject the proposal, there's no reason why they can't just change their mind about the original proposal. While it is likely that it is wiser to start over, there's no reason why anyone couldn't remind the board of the proposed change.

[Josh Martin]

We now have a much different board and a new dean.  The faculty would like to re-address the issue covered by the rejected amendment.  The dean has suggested that he just resubmit the amendment made several years ago.  Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.  Is resubmission allowed?  If we do want to re-open debate on the issue, do we need to rescind the old motion, or is it null, void or dead? 

 

As noted, it will ultimately be up to your organization to interpret its own bylaws, but I would generally say that a new motion is required in order to resubmit the amendment, and that the old motion is not "null, void or dead," but it has indeed been fully executed and there is therefore no need to Rescind it.

 

I don't know what the process for resubmitting is, but unless the board must officially reject the proposal, there's no reason why they can't just change their mind about the original proposal. While it is likely that it is wiser to start over, there's no reason why anyone couldn't remind the board of the proposed change.

 

Regardless of whether the board must officially reject the proposal, it seems that it did. Adding that to the fact that this all happened several years ago, I'm highly skeptical of the idea that it is proper for the Board of Trustees to simply change its mind on the proposed amendment at this time.

[Dan Honemann]

We are a faculty at a private school.  Our faculty bylaws may be amended by the faculty, but the bylaws also provide that the amendment must be approved by the school's board of trustees before the amendment can go into effect.  Several years ago, the faculty passed an amendment to the bylaws.  The dean submitted the amended bylaw to the board as required by the bylaws.  The board rejected the amendment and notified the faculty to that effect.

 

We now have a much different board and a new dean.  The faculty would like to re-address the issue covered by the rejected amendment.  The dean has suggested that he just resubmit the amendment made several years ago.  Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.  Is resubmission allowed?  If we do want to re-open debate on the issue, do we need to rescind the old motion, or is it null, void or dead? 

 

As noted, it will ultimately be up to your organization to interpret its own bylaws, but I would generally say that a new motion is required in order to resubmit the amendment, and that the old motion is not "null, void or dead," but it has indeed been fully executed and there is therefore no need to Rescind it.

 

 

If what Guest Anne refers to as the "original motion" and the "old motion" is the previously adopted motion amending the bylaws, I think it would be better if this sentence ended with the words "resubmit the amendment".

[Shmuel Gerber]

As noted, it will ultimately be up to your organization to interpret its own bylaws, but I would generally say that a new motion is required in order to resubmit the amendment, and that the old motion is not "null, void or dead," but it has indeed been fully executed and there is therefore no need to Rescind it.

 

 

Regardless of whether the board must officially reject the proposal, it seems that it did. Adding that to the fact that this all happened several years ago, I'm highly skeptical of the idea that it is proper for the Board of Trustees to simply change its mind on the proposed amendment at this time.

 

 

If what Guest Anne refers to as the "original motion" and the "old motion" is the previously adopted motion amending the bylaws, I think it would be better if this sentence ended with the words "resubmit the amendment".

 

But what exactly will this new motion be? If it is simply to resubmit the amended bylaws to the board of trustees for approval, then OK. If it is to amend the bylaws all over again, then maybe not-so-OK. :-)

[Dan Honemann]

But what exactly will this new motion be?

 

Precisely the point.

 

 If it is simply to resubmit the amended bylaws to the board of trustees for approval, then OK.

 

You sure about this?

[Gary c Tesser]

Precisely the point.

 

 

You sure about this?

 

As I see it, the faculty adopted the amendment.  Let's for a moment risk the horrors of appearing to be tempted to toy with maybe interpreting snippets of bylaws over the Internet and just take at face value Guest Anne's statement  "that the amendment must be approved by the school's board of trustees before the amendment can go into effect."  IN which case, the board can keep the amendment from taking effect; and it has; but it cannot invalidate the action of the board [edit:  should be the faculty], which stands until rescinded, lying trussed and gagged, wiggling pathetically in a corner of the faculty's meeting room, lo! these several years.  So all that's needed, as the new dean proposed, is that the amendment be submitted to the board for its approval again.  Of course, that will require a motion, requesting or directing the dean to submit the amendment to the board again; but that doesn't affect the substance of the amendment, or its status as far as the faculty organization is concerned.

 

Guest Anne's last sentence, about re-opening debate, is a separate though related question, and we shouldn't discuss them both at the same time, which we have, or the conversation will become confused, which it has.  If the faculty wants to re-debate the amendment, then, in the general sense, they would move to amend something (this amendment) previously adopted; but since it's a bylaw amendment, doing so will entail plain-and-simple amending the bylaws.

 

[Edited:  thanks to Mr Brown for calling attention to the dopy slip.]

[Dan Honemann]

As I see it, the faculty adopted the amendment.  Let's for a moment risk the horrors of appearing to be tempted to toy with maybe interpreting snippets of bylaws over the Internet and just take at face value Guest Anne's statement  "that the amendment must be approved by the school's board of trustees before the amendment can go into effect."  IN which case, the board can keep the amendment from taking effect; and it has; but it cannot invalidate the action of the board, which stands until rescinded, lying trussed and gagged, wiggling pathetically in a corner of the faculty's meeting room, lo! these several years.  So all that's needed, as the new dean proposed, is that the amendment be submitted to the board for its approval again.  Of course, that will require a motion, requesting or directing the dean to submit the amendment to the board again; but that doesn't affect the substance of the amendment, or its status as far as the faculty organization is concerned.

 

 

You sure about this?

[Shmuel Gerber]

You sure about this?

 

No. :-)

I agree with Gary, but I should clarify that I don't think the adoption of a motion to "resubmit" the amendment has any effect on the board's ability to approve it. Indeed, the dean could remind the board about the amendment, as could Anne, as could you or I or anyone else. However, I don't think it is within the dean's prerogative to decide what to do about this, without any further direction from the faculty, any more than it is within Anne's or yours or mine or anyone else's.

[Richard Brown]

Beware of the pronoun "he".

Do not let a single party, the dean, submit anything.

 

It is a decision of the faculty.

So the faculty must vote on the question.

E.g., "Shall the amendment of 2013 be re-submitted to the Board of Trustees?"

If adopted, then "he" may resubmit

If rejected, then "he" must not.

 

The faculty is under no obligation to re-create a document or to re-draft a document, if you already have the text perfectly typed up.

 

I agree with Kim's reasoning here.

 

 

I don't know what the process for resubmitting is, but unless the board must officially reject the proposal, there's no reason why they can't just change their mind about the original proposal. While it is likely that it is wiser to start over, there's no reason why anyone couldn't remind the board of the proposed change.

 

This reasoning it pretty much in line with what Mr. Goldsworthy suggested and with what I believe to be the case, but Mr. Fish seems to think it is preferable to "start over" and, I guess, re-adopt the bylaw amendment.  I don't think that's necessary or proper, but it seems to me that a motion to ratify the previously adopted bylaw amendment might be in order... or at least not out of order.

 

Edited to add:  I do think that a motion authorizing or directing the Dean to re-submit the bylaw amendment is necessary.  I don't think the Dean or anyone else has the authority to do this on his own without direction from the faculty.

 

 

As noted, it will ultimately be up to your organization to interpret its own bylaws, but I would generally say that a new motion is required in order to resubmit the amendment, and that the old motion is not "null, void or dead," but it has indeed been fully executed and there is therefore no need to Rescind it.

 

I agree. 

 

 

If what Guest Anne refers to as the "original motion" and the "old motion" is the previously adopted motion amending the bylaws, I think it would be better if this sentence ended with the words "resubmit the amendment".

 

Yep.  Still on the same page.

 

 

As I see it, the faculty adopted the amendment.  Let's . . .  just take at face value Guest Anne's statement  "that the amendment must be approved by the school's board of trustees before the amendment can go into effect."  IN which case, the board can keep the amendment from taking effect; and it has; but it cannot invalidate the action of the board, which stands until rescinded, . . .  So all that's needed, as the new dean proposed, is that the amendment be submitted to the board for its approval again.  Of course, that will require a motion, requesting or directing the dean to submit the amendment to the board again; but that doesn't affect the substance of the amendment, or its status as far as the faculty organization is concerned.

 

 

I agree.  So far it seems like most of us, with the possible exception of Mr. Honemann, are in agreement.  Mr. Honemann may be, too, but I can't tell from his cryptic posts with the question "Are you sure?"

 

 

Guest Anne's last sentence, about re-opening debate, is a separate though related question, and we shouldn't discuss them both at the same time, which we have, or the conversation will become confused, which it has.  If the faculty wants to re-debate the amendment, then, in the general sense, they would move to amend something (this amendment) previously adopted; but since it's a bylaw amendment, doing so will entail plain-and-simple amending the bylaws.

 

I agree with that statement, too, although I think a better course, if the faculty still wants to have the original amendment approved by the Board, is to ratify the amendment.  I don't think that's necessary, but don't see where it can hurt.  It makes it plain that the faculty still wants the amendment approved, but they are making that point by passing a motion authorizing or directing the Dean to re-submit the original bylaw amendment to the Board.  Ratifying the amendment strikes me as possibly being easier and less complicated than by going through an actual bylaw amendment process all over again.  Re-adopting a bylaw amendment that has already been adopted strikes me as not only unnecessary, but maybe even improper.

 

 

You sure about this?

 

Mr. Honemann is referring to Gary's statement in post No. 10.  At the risk of incurring "the wrath of Dan", or at least an embarrassing rebuke, I'm going to say that Gary's statement makes sense to me and I would say I'm at least reasonably confident of it.     I suspect that Mr. Honemann is aware of something that Gary and I and perhaps others are missing, but I'm hoping that his question "Are you sure?" is just asking for confirmation that Gary is, in fact, sure.... or at least reasonably certain.

 

As I think more about this, I'm beginning to think that the part of Gary's statement that Mr. Honemann is taking issue with is that the Board (of trustees) "cannot invalidate the action of the board, which stands until rescinded".  Aside from the fact that I believe Gary intended to say that the Board of Trustees cannot invalidate the action of the faculty (rather than the action of the board), by rejecting the bylaw amendment, the Board of Trustees has, in effect, invalidated the action of the Faculty.  If the action of the faculty adopting the bylaw amendment has been invalidated by the Board of Trustees, then it seems it will be necessary to re-adopt or to ratify the original bylaw amendment.    I'm not convinced, though, that the rejection of the amendment by the Board of Trustees actually invalidated the action of the faculty, but it surely prevents it from taking effect.  I see a difference.

 

I imagine we will find out soon enough.   

[Dan Honemann]

I'm not aware of anything in RONR that sheds much light upon the status of an adopted bylaw amendment that does not go into effect because it is not subsequently approved by some higher authority, and I'm not particularly fond of responses based on pure speculation as to what the applicable governing documents may or may not have to say about it.

[Shmuel Gerber]

I'm not aware of anything in RONR that sheds much light upon the status of an adopted bylaw amendment that does not go into effect because it is not subsequently approved by some higher authority, and I'm not particularly fond of responses based on pure speculation as to what the applicable governing documents may or may not have to say about it.

 

But we're not speculating, we're taking it on faith. Is that any better?

I agree that RONR doesn't shed much light on the question, which (maybe?) gives us a little more leeway to refer to other sources and precedents. According to this Wikipedia article, the 27th Amendment to the U.S. Constitution (which was actually the original Second Amendment) was ratified by the states more than 202 years after it was proposed by Congress, and the legislatures of a number of states ratified it after having previously rejected it.

[Dan Honemann]

But we're not speculating, we're taking it on faith. Is that any better?

 

 

Taking what on faith? That "the amendment must be approved by the school's board of trustees before the amendment can go into effect"? What light does this shed upon the status of an adopted bylaw amendment that does not go into effect because it is not subsequently approved?

[Shmuel Gerber]

Taking what on faith? That "the amendment must be approved by the school's board of trustees before the amendment can go into effect"? What light does this shed upon the status of an adopted bylaw amendment that does not go into effect because it is not subsequently approved?

 

Yes, we're taking on faith that the amendment must be approved by the school's board of trustees before the amendment can go into effect. And we are speculating that the bylaws are silent as to what happens if it is not approved. But as I see it, the question is not really what the status of the adopted amendment is before it is approved, but whether the board can approve it without any further action on the part of the faculty after it has already been rejected, some time has elapsed, and a new board has taken office. Given this scenario, I think it is reasonable to tentatively answer that:

(1) Since we have no information about any rule that would prevent such approval, yes, the board can still approve the amendment without any further action by the faculty; but

(2) Since we have no information about any special powers of the dean in this regard, it would behoove him to turn to the faculty for instructions as to whether and how to bring the matter to the attention of the board.

[Dan Honemann]

We are a faculty at a private school.  Our faculty bylaws may be amended by the faculty, but the bylaws also provide that the amendment must be approved by the school's board of trustees before the amendment can go into effect.  Several years ago, the faculty passed an amendment to the bylaws.  The dean submitted the amended bylaw to the board as required by the bylaws.  The board rejected the amendment and notified the faculty to that effect.

 

We now have a much different board and a new dean.  The faculty would like to re-address the issue covered by the rejected amendment.  The dean has suggested that he just resubmit the amendment made several years ago.  Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.  Is resubmission allowed?  If we do want to re-open debate on the issue, do we need to rescind the old motion, or is it null, void or dead? 

 

 

Yes, we're taking on faith that the amendment must be approved by the school's board of trustees before the amendment can go into effect. And we are speculating that the bylaws are silent as to what happens if it is not approved. But as I see it, the question is not really what the status of the adopted amendment is before it is approved, but whether the board can approve it without any further action on the part of the faculty after it has already been rejected, some time has elapsed, and a new board has taken office. Given this scenario, I think it is reasonable to tentatively answer that:

(1) Since we have no information about any rule that would prevent such approval, yes, the board can still approve the amendment without any further action by the faculty; but

(2) Since we have no information about any special powers of the dean in this regard, it would behoove him to turn to the faculty for instructions as to whether and how to bring the matter to the attention of the board.

 

So now we will not only speculate about what the governing documents may or may not provide, we'll change the questions to what we want them to be. 

[Gary c Tesser]

You sure about this?

 

So now we will not only speculate about what the governing documents may or may not provide, we'll change the questions to what we want them to be. 

 

Quit whining.  Guest_Anne didn't hire us only to narrowly answer her specific questions, but to guide her to enlightenment, joie de vivre, and a sense of mission or purpose (I forget which is which) in life which if we actually stumble across it I will want to borrow some from her.

 

(Great Steaming Cobnuts, I might surrealistically have RONR citations for this.)

[Shmuel Gerber]

So now we will not only speculate about what the governing documents may or may not provide, we'll change the questions to what we want them to be. 

 

Well, the way I see it, the question that I was answering is one that was asked and that I chose to answer, and any other questions asked are not really the question that I chose to answer.

[Gary c Tesser]

[Post 11,  re. post 10: ]

 

You sure about this?

 

Given that I began with "as I see it," then, categorically yes, that's how I see it.

 

Hmmp.  You and your pro bono epistemological questions.  Okay, that's how I saw it when I wrote it; but, having read the subsequent posts, now of course I'm not sure of the substance.  I did write Post 10 in the context of Post 14 (and I'm annoyed with myself that, as usual, I failed to make my meaning unmistakable. Sure, I'm safer discussing herpetology here.  But safety is not conducive to growth.).

 

As Shmuel Gerber said,

 

 

No. :-)

 

[Dan Honemann]

Regardless of whether the board must officially reject the proposal, it seems that it did. Adding that to the fact that this all happened several years ago, I'm highly skeptical of the idea that it is proper for the Board of Trustees to simply change its mind on the proposed amendment at this time.

 

So am I.

[Gary Novosielski]

We are a faculty at a private school.  Our faculty bylaws may be amended by the faculty, but the bylaws also provide that the amendment must be approved by the school's board of trustees before the amendment can go into effect.  Several years ago, the faculty passed an amendment to the bylaws.  The dean submitted the amended bylaw to the board as required by the bylaws.  The board rejected the amendment and notified the faculty to that effect.

 

We now have a much different board and a new dean.  The faculty would like to re-address the issue covered by the rejected amendment.  The dean has suggested that he just resubmit the amendment made several years ago.  Several faculty have raised the issue of whether, under Robert's rules,  he may do so without a new motion by the faculty and that there needs to be a completely new motion on the amendment, since the original motion has been fully acted upon.  Is resubmission allowed?  If we do want to re-open debate on the issue, do we need to rescind the old motion, or is it null, void or dead? 

 

It is very likely that a new motion must be submitted, but it may be, word for word, and comma for semicolon, an exact duplicate of the old motion.