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Thank you! So this will create a new vacancy for vice president. Is there a reference in RONR that talks about this being proper that you can share?

Once an agenda has been posted publicly, can a board member or chairman remove it, make changes and repost it without telling the secretary that posted the original agenda? This is before the deadline. Just fyi.

I sort of sense that there might be some legal issues here. The assistance of an attorney might be helpful.

See FAQ #20 at the official Robert's Rules website.

It is proper for a sitting vice president to stand for election as president. In the event that he wins, he is presumed to have resigned his office as vice president.

Our county is not the only one. There are problems throughout the state. The damage is done. I'm not sure how they're going to fix it. Maybe they're not going to be able to fix it.

We have staggering elections and we have an upcoming election where the office of president is open. We received the slate amd our vice president is on the slate. His term as vice president is not up. Can he do that? Our Bylaws do not address this scenario and it doesn't seem right. He hasn't resigned as vice president either. Please help me understand what is in order here. Thank you!

We really need to know the answer to Mr. Merritt’s question in order to better help you. The removal from office procedures in RONR can be rather complex or relatively simple, depending on certain language in your bylaws. The chapter on discipline, for example, chapter XX, is 26 pages long.

What do your bylaws say about the president's term of office. Please quote the provision exactly, as the specific wording may make a difference in the answer.

Executive boards usually meet frequently enough that an agenda is not necessary, since the assembly already has an established order of business if the organization has adopted Robert's Rules of Order Newly Revised as its parliamentary authority. See RONR (12th ed.) §41.

thanks for taking the time for my question. Are there parliamentarian rules for this, or is it an internal rule? - once an item has been accepted onto an agenda, is it required to stay on the agenda until it's complete or dealt with? Or does each meeting agenda stand alone? Stated another way, if the board adds 'write a policy on widgets' to the agenda, does that item need to stay on upcoming agendas until the policy on widgets is completed? Or can it be added to meeting agendas when there is something new to add to the conversation about that policy? Hope that makes sense! Tracey

Yes, I understand that it is proposed until adopted by the assembly. Thanks, everyone.

What is Robert’s rules on removing a president from office. Can someone direct me on pages in the book.

I agree with Mr. Martin that you should seek legal advice. From a parliamentary law point of view, if a motion was adopted that you believe should not have been adopted it may well be that you can move to rescind it or amend it. For this procedure, see RONR (12th ed.,) 35:1-13. If a motion was rejected that you believe should not have been rejected, it may well be that you can simply move it again. For this procedure see 38:1-9.

Thank you both for your apt replies. Would it be within RONR conduct to suggest that any voting would be suspended until the bylaws are found or re-established. The issue is really being pressed that a vote is conducted during our next meeting.

Thank you for your response

This person is a family member. It was casually suggested by one person on the board, and shortly after this chairperson began presiding over our telephonic meetings. This was not formally voted upon with a majority vote, however I am certain that a few board members approve of this. This is a new ordeal, as he has presided upon the past 4 or 5 meetings.

Our bylaws (created years ago) say nothing regarding conducting telephonic/electronic meetings, but rather in-person meetings. The thing that I am most concerned about is that voting is occurring via telephone, much to the opposition from some members of the board. Correct. At our last meeting, the chairperson proposed that we meet in a week’s time to vote on a proposed motion. Several brought stated that it wasn’t enough adequate, as there was research to be done on the matter so that everyone could be well-informed. There are also proposed contracts involved that need to be updated, and we have yet to obtain a copy of this updated paperwork. It was proposed by a few board members to meet in two to three weeks, which the majority agreed to. The meeting was adjourned. Shortly after the meeting, a few dates were proposed by the members who suggested to meet in a few weeks, as to which one of the board members stated that he would not be able to bake the meeting on those days. A few other dates were proposed. Then, silence. As of yesterday, we received a text message stating that we would be minutes in two days time with an agenda on issues to vote upon. The board did not vote or agree said date.

In addition to the excellent questions posed above by Mr. Martin, I want to drill down further on one of them: who is this nonmember who is conducting the board meetings and how and why and by whom was he selected to do so? I agree with Mr. Martin that this board needs to take back control of its meetings and probably select a new presiding officer quickly.

Mr. Martin, if you will look back over this entire (unnecessarily prolonged) thread you will note that the question initially asked relates to proceedings in a board, and every one of my responses was directed to this factual setting. I have constantly been referring to an assembly the size of an average subordinate board, and many times direct responses to what I have posted have been flat-out wrong because they do not say anything at all about their being addressed to a materially different factual situation.

The secretary needs to do everything reasonably possible to “find“ the bylaws. Since for some reason the secretary seems reluctant to do so, I suggest a small committee be created to find a copy of the bylaws. I bet a copy exists somewhere. If no copy can be located, then the Society should adopt a new set of bylaws.

Well, the Secretary had better find the bylaws, as maintaining the bylaws is one of the Secretary's duties. Members do not, strictly speaking, have a right to copies (although RONR does recommend that members be provided with copies), but members at a minimum have a right to inspect the bylaws. "It is a good policy for every member on joining the society to be given a copy of the bylaws, printed together with the corporate charter, if there is one, and any special rules of order or standing rules that the society may have adopted as explained below. A member should become familiar with the contents of these rules if he looks toward full participation in the society's affairs." RONR (12th ed.) 2:13 "Duties of the secretary. The duties of the secretary are: ... 8. To maintain record book(s) in which the bylaws, special rules of order, standing rules, and minutes are entered, with any amendments to these documents properly recorded, and to have the current record book(s) on hand at every meeting." RONR (12th ed.) 47:33 "Any member has a right to examine these reports and the record book(s) referred to in 47:33(8), including the minutes of an executive session, at a reasonable time and place, but this privilege must not be abused to the annoyance of the secretary." RONR (12th ed.) 47:36

Nothing. I would ordinarily agree, but I'm finding a difficult time interpreting it in a way that is not surplusage. While I am well aware that RONR says "There is a presumption that nothing has been placed in the bylaws without some reason for it," actual experience with organizations has led me to believe that this presumption is not absolute. Or to put it another way, sometimes the "reason" is "the drafters didn't know what they're doing." My guess is that the drafters were under the mistaken belief that a majority of the members present was required, and all of this additional language was necessary in order to ensure that if there were abstentions, there was still a majority of the members present on one side or the other (by including the abstaining members with those voting in the majority), and were unaware none of this was necessary.

Several in our organization has asked for copies of the bylaws to be presented to the board and shareholders, but the secretary says that the bylaws are “missing”. This has become a problem, as when introducing a motion to vote or when conducting meeting, the “rules” seem to change to support a specific agenda. A great deal of chaos to the meetings due to lack of transparency. Does RONR say anything about this subject?

Well, as I have said, the state parliamentarian is quite likely in the best position to understand the advice the state has given you on this matter, so if they are now telling you that the IPP is not on the board, I suppose that's that. Which is probably just as well. I do think, however, that in any event this thread raises an interesting question, and it may well behoove the state to issue further guidance clarifying its earlier opinion, as I have to imagine your county party is not the only county party to have this question (or other questions) about the advice the state has provided in this matter.