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can membership stipulate a unanimous Board vote?


Jason H

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Our society cites RONR as our parliamentary authority and we have a subordinate Board of Directors. Would it be in order for our membership pass a motion that restricted our Board from acting upon a specific piece of business, unless the Board unanimously voted to do so? (Else the business would be taken to the membership for a vote?)

 

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Generally the society can give its board instructions which it must carry out. If the bylaws do not authorize the board to act on this specific piece of business, I think a motion to restrict the board from acting on it could be made although I'm not sure about the "unanimously voted" part. What would count as a unanimous vote? Is a 1-0 vote unanimous? Or would all board members have to be present and vote for this item of business?

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The general membership can do what you suggest by adopting a bylaw amendment, special rule of order, or a motion dealing with a specific subject.  The rule (or motion) can specify the vote threshold required for the board to adopt motions of the specified type or dealing with the specified subjects.

 

But, like Hieu, the use of the term "unanimous vote" concerns me.  It is too ambiguous and subject to different interpretations.  I would suggest wording along the lines of "the affirmative vote of all board members present" rather than "unanimous vote". 

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Unless what's desired is the affirmative vote of all board members.

 

Or unless what's desired is the affirmative vote of all board members present and voting.

 

Jason:

All three of these are "unanimous" in their own way, but the most liberal interpretation is that "unanimous" means only that all the votes that were actually cast by present members were on the same side of the issue.  Abstentions and absentees don't affect the vote.  So a 1-0 vote could indeed be unanimous if only one member voted.

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