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Gary Novosielski

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About Gary Novosielski

  • Birthday April 18

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  1. Absolutely. As are debate and amendment of the proposed changes before final adoption, as long as these amendments remain within the scope of the previous notice of what was to be changed. For example, if one of the proposed changes for which previous notice was given, was to raise the dues by thirty dollars a year, it would be in order to move to strike thirty and insert twenty, because that's within the scope of the notice. It would not be in order to change it to fifty, because that would be outside the scope of the notice. If you can give us some information about the proposed change, and what amendments you might like to see to it, we can comment further.
  2. I'll put in my two cents on the subject. Since you're probably talking about a full revision of the bylaws, you'll need to appoint a committee to work up a draft proposal. RONR has a whole chapter (Ch. XVIII) devoted to bylaws which you should study. Pay closest attention to §56, Content and Composition of Bylaws. It contains advice on forming the committee and a detailed breakdown of the various articles, their purpose, and what they should contain, which would be good advice for any organization. There is a full sample set of bylaws included there. I would advise comparing that sample with your existing bylaws side-by-side, noting where your bylaws vary from the standard. Then evaluate whether that difference has been beneficial or problematic, given the experience you've gained over the time you've operated under the current bylaws. With the possible exception of different standing committees, there are surprisingly few truly necessary differences between the needs of a wide variety of organizations. In general, less is more. Where rules already exist in RONR, repeating them in the bylaws is often counterproductive, especially if the repeat is actually an inexact paraphrase. In a case where a committee member has an exciting new variation on the time-honored rules in RONR, my advice would be to have that member lie down quietly until the feeling goes away. 🙂
  3. Your bylaws should contain (usually in an article near the end) rules for their own amendment, and these rules must be followed for any changes, even so much as a single punctuation mark. They will probably require at least previous notice of the proposed change, and a two-thirds vote of approval at a general membership meeting. [See RONR (12th ed.) 56:50]
  4. You won't find any rules there, but such public comment periods are often mandated by state regulations. Some states only mandate permission of the public to attend and observe (excepting executive session), while others require that the public be heard from as well. Does your state have a school boards association? If so they can probably provide guidance. Or contact some other school boards to see what has worked for them. I'm familiar with New Jersey school boards, where hearing from the public is required, but the details are left to individual districts. My district settled on a set of rules that provided for, among other things, public comments limited to three minutes each, during two segments of up to 30 minutes each, one early in the meeting at which any topic on the agenda could be commented upon, and another prior to adjournment, with no restriction on the topic (within the bounds of germaneness to education, of course). These worked fine in an atmosphere where the public was generally supportive of the school system, often with one particular pet peeve. Things may have changed nowadays. I understand it's not a fair sample, but school board meetings that make the news nowadays seem dominated by rabid book-burners and Covid-deniers, so a different set of rules might be necessary.
  5. Although the rule does say that it only applies to bodies with no special rule, the remainder of the sentence does not hint that the body may then adopt a special rule. It merely says that Extend Limits of Debate is available, presumably on a meeting-by-meeting basis. Furthermore, this rule only refers to speaking longer than ten minutes, whereas the situation described by the OP involves limiting it to five.
  6. Well, if the meeting was not convened as previously agreed, I presume the absence of the attorneys would have been obvious. I would expect that someone might have commented on this situation before the meeting went forward. I guess it depends how important their absence was to whatever the purpose of the meeting was.
  7. No, discussion in general does not belong in the minutes. The purpose of minutes is to serve as a permanent record what decisions were made, not to serve as a public information newsletter.
  8. Why did the meeting go forward? If nobody objected at the time, it seems too late to do so now. It's hard to see how a continuing breach would be created, although I supposed it might depend on what decisions were made.
  9. What do your bylaws say, precisely, about the terms of board members? Specifically do they contain a phrase such as "and until their successors are elected," or perhaps "or until...?" Or do they just say "for n years" period? Does your quorum depend strictly upon how many people attend, or does the rule in your bylaws say "in person or by proxy" perhaps? Regardless of whether there was a formal adjournment, the meeting was in fact adjourned, unless the members are still there. Since the chair announced that the assembly would reconvene at a future date, that will be an adjourned meeting. It counts as part of the same session, but is a separate meeting, so the quorum requirement must be met as for any new meeting.
  10. I would agree if the distinction between election by the members and election by the board were made in the Articles of Incorporation, but I don't think that can be backfilled by a provision in the bylaws.
  11. This Bylaw is in conflict with the Articles. A provision in the bylaws cannot deactivate, suspend, or relax a provision in the Articles of Incorporation. I do not agree that there is a way to read them as non-conflicting, without qualifying the term limits in a way that the original language does not allow for.
  12. Sure. The "matter of a cap" is not in effect unless and until the bylaws amendment is adopted. Until then, the current bylaws continue to apply until amended.
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