J. J.

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Everything posted by J. J.

  1. In the case where there is some action that the bylaws assign to the board, the assembly can neither instruct or rescind/amend that action. (p. 483, ll. 9-11). The assembly may instruct the board in all cases "[e]Except in matters placed by the bylaws exclusively under the control of the board...." For example, if the bylaws state "The board shall have the sole authority to buy real estate," and says nothing else, the assembly may not instruct the board to buy Lot 49. The assembly may recommend that the board buy Lot 49. They may be able to change the composition of the board to one that is favorable to buying Lot 49. They cannot order the board to buy Lot 49.
  2. No, but I was not clear. I edited it.
  3. To add a bit for clarity, you bylaws do not follow RONR, because they do not have to. Your bylaws supersede RONR (p. 14, ll. 17-25). When there is a conflict between RONR and your bylaws, you go with your bylaws. Unless there is something in your bylaws that says that members may not vote on minutes of meetings at which they were absent, they may vote. There is no requirement that the members actually know what the are doing when they cast a vote.
  4. If you recall, there was no photo of my entrance. And, I generally dress that way.
  5. I would be troubled about nominees "making it known" outside of a meeting. While there is not a mechanism for declining a nomination, traditionally it is made within a meeting. I think if a person was nominated and there is not a mechanism outside of a meeting to withdraw, the nomination should remain. A nominee may make it known on Monday that he will not serve, think about on Tuesday, and Wednesday decide to launch a campaign. Absent of some type of formal method for declining a nomination outside of a meeting, I think anyone properly nominated would have to remain on the ballot. I would note that it would be out of order to nominate someone ineligible.
  6. The assembly could, technically, reopen the polls, or suspend the rules, and permit a member (in this case the chair) to vote, provided the member is willing to reveal his vote. A lot is going on in this with this single vote.
  7. I will point out that implementing a motion may take a long time.
  8. Fair use, but I'll just not use a photo.
  9. Maybe I should change my photo to Barry White?
  10. You might also want to look at p. 16, especially the footnote.
  11. Since this are "two set" this sounds like a bylaw revision, I would suggest that one set should be taken up, "in logical order," much like filling blanks (see pp. 593-4, pp.164-5).
  12. Agreed, if they'd read either.
  13. Procedurally, they might be able to remove the board members. You would have to look at the bylaws of this other organization.
  14. State it, and they don't undershand, exp;aon it to them.
  15. Further, even if the assembly determines the vote was proper, the motion may be made again at the next meeting.
  16. A society, in its bylaws, creates the board and grants the board the power to do certain things. The assembly cannot change that power unless it goes into the bylaws.
  17. I added a few things. The vote would have failed if it was a tie.
  18. "RONR is clear (page 416, lines 27-33) that if an unentitled vote is cast and that vote cannot be identified, then the ballot is null and void and a new ballot vote must be taken. I have advised our president that this is my opinion, subject to further clarification " Page 416, also notes if the illegal votes could not have possibly changed the result, then the result stands. He first question is if this illegal vote effected the results.
  19. Technically, the rule could be suspended to permit a motion to be recorded as being introduced by the absent member, That would require a 2/3 vote. It is much easier to have some member, that is attending the meeting to make the motion, which would not require a vote to be introduced, in most cases.
  20. You may want to look at this site: https://privycouncil.independent.gov.uk/ Or here: https://www.canada.ca/en/privy-council/corporate/clerk.html
  21. Neither question suggests that an assembly could not, with a properly drafted motion, apply something retroactively. It does say that those particular motions do not apply retroactively; I agree with that. That is not the question. In the question posed by guest Greg, provided that the board has the ability to change the bylaws, it did so according to the rules for changing the bylaws, and that there are no higher authority rules prohibiting it, it is possible for the board to adopt that bylaw.
  22. I think the assembly would be the ultimate judge of that. Personally, I'd have no problem with itm but I'm not a member.
  23. The assembly can express an opinion without making a judgement or an allegation. That opinion may be highly negative, but it contains no allegations. For example, "Resolved, that Member Smith be censured for being a thief." That is an opinion. It, technically, does not allege. It certainly does not find any guilt, so, in that respect, it is not a judgement. That is a bit different than saying, "Member Smith, the Society finds you guilty of being a thief and, as such, censures you." That a is a judgement a finding of guilt. The allegation is is resolution described on p. 660, and does not express an opinion. The former is a main motion that expresses an opinion, could be amended to "Resolved, that member Smith Smith be commended for being a treasure-finder." The latter motion would be something like, "I move that the penalty be censure."1 While amendable, it could not be amended to "I move that the penalty be commendation." 1I wonder if this could be treated as filling a blank as well?
  24. It could have a past effect, or perhaps could make correct incorrect. Suppose that the Society A's rule in that members can only vote for certain officers if they have members for three years. A group of Society B's voted in one of these elections, nobody caught it at the time. The amendment, as stated above, would prevent a challenge to the election on the ground. (BTW, though I usually don't recommend it, I believe that a bylaw amendment could make valid a previously invalid election.)