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Richard Brown

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  1. Use of the motion Call for Orders of the Day

    in addition to calling for the orders of the day, a member could raise a point of order that the agenda is not being followed. I suspect that the chairman and members are more likely to understand that point of order than a call for the orders of the day
  2. Approval of Treasurer's Report

    No. A treasurer's report is never approved at a meeting. It is merely filed for record. No motions are necessary. An Auditor's report, on the other hand, should be approved by the society. Normally, only the minutes, which are not really a report, are approved. The other reports are merely given and if in writing are placed on file. If they report contains a recommendation, the recommendation might need to be voted on, but that is different from approving the report itself
  3. Polling executive board vs. emergency meeting

    Hutch, in a true emergency, for something like emergency repairs to the clubhouse after a storm, it is not unusual for the officers or executive board members to decide to take emergency action without a meeting. However, the officers are acting at their peril when they do that and any taken on the basis of such emergency consent should be ratified as soon as possible at a meeting. As long as things are rolling merrily along, there is usually no problem with making decisions the way you would like to do. However, if things ever become contentious, you can be sure that there is going to be a contingent of members who claim that all sorts of actions taken in the past were illegal and are invalid. That's when things start to fall apart. If enough money is involved, you can wind up in court, too. Note: If you are incorporated, some state corporation laws permit boards to act without a meeting if all of the directors consent in writing to the action. It's commonly referred to as "Action in lieu of a meeting". However, to prevent the sorts of problems I mentioned in the paragraph above, such authority should be expressly granted in the bylaws unless it is clearly permitted by state law. And a quick telephone poll is not the same thing as action consented to in writing by all members (directors).
  4. Polling executive board vs. emergency meeting

    If you want to do business that way, you should amend your bylaws to specifically provide for electronic meetings and/ or voting.
  5. Number of members

    As to consequences, the organization should act as quickly as possible to elect the required number of directors, whether by holding a special election or using the organization's vacancy filling provisions, whichever is appropriate as provided in the bylaws. In the meantime, as long as the quorum requirement is met, the board as currently constituted may conduct business. Note: Check the wording of your bylaws carefully regarding terms of office. If directors serve until their successors are elected, you might have some holdover board members if the proper number have not yet been elected.
  6. HOA Annual Members Meeting Agenda

    Agreeing with Dr. Stackpole, you might also consult with a professional parliamentarian. Both the National Association of Parliamentarians and the American Institute of Parliamentarians have referral services. Edited to add: The NAP, in particular, has a state association in almost every state and local units in many cities. By contacting the state president or district director, you may be able to find someone locally who will help you at no charge. If you don't find what you need on the NAP website, call them.
  7. Notice of Election to Fill Vacancy

    I don't think the answer to this question is so clear cut and I believe it is mostly a matter of bylaws interpretation. First, the bylaws DO provide for the method of filling a vacancy and they say nothing about notice being required. Is that enough to supersede the default notice requirement in RONR? The bylaws also make plain that the election to fill a vacancy shall occur AT THE NEXT REGULAR OR SPECIAL MEETING. This organization has only two regular meetings a year. The notice for this meeting was sent out two weeks prior to the meeting, as the bylaws require, but that was at about the same time as the officer died. Since the organization meets only twice a year and the meeting notice has already been sent out, giving four days notice that there is a vacancy to fill might well be reasonable under the circumstances. Members were given the required two weeks notice of the meeting... and it's a regular meeting, not a special meeting. The meeting itself isn't being "sprung on" the members with short notice. They received plenty of notice of it. While I agree that two weeks' notice of an election to fill the vacancy would be ideal, I'm not sure it is absolutely necessary and I believe that ultimately this is a question of bylaws interpretation which the society itself must resolve. If the chair announces that the next order of business is the filling of the vacancy and a member raises a point of order, the chair can rule whether the point is well taken and his decision can be appealed to the assembly for a final determination. As an aside, I imagine that many, if not most or even all, of the members are already aware of the officer's death and that a successor will have to be chosen. I doubt that the special election will take many ... if any of them... by surprise.
  8. Motion passed but not yet effective

    Agreeing with Mr. Huynh, there is no need for the date of adoption and the effective date to be the same. Most legislation enacted by state legislatures, for example, has an effective date weeks or months in the future. A motion is adopted on the date that it was, well, adopted. The effective date can be a completely different date.
  9. What is an "SAL"? What is an "ALR"? RONR has no restrictions whatsoever on members belonging to more than one organization or holding offices in more than one. If there is some relationship between the two organizations you speak of, it would be helpful if you would tell us just what that relationship is.
  10. Dr. Stockley, I understand your frustration. There are some workarounds, however, as i pointed out in the following post which I made back on March 5: I would add that a special rule of order permitting a member parliamentarian to participate in meetings could permit him to exercise all of the rights of other members or could be more limited in scope, such as granting him the right to raise points of order. In the case of the rule adopted by my NAP unit, it permits the member parliamentarian to exercise all of the rights of membership. I will also add that I think it is extremely doubtful that, even without such a special rule of order, an assembly would in any way discipline or censure a member parliamentarian for raising a point of order as to a serious breach of the rules by the chair affecting the rights of members of the assembly. Despite the language in RONR, I think doing that is precisely what the membership expects from a member parliamentarian.
  11. Precedence of Bylaws

    You're welcome! It's kind of nice to be appreciated once in a while.
  12. Precedence of Bylaws

    I agree completely with the three responses immediately above by my colleagues. Also, like the others, I'm not sure I understand what the question really is, but I suspect that whatever it is it has been answered in those responses. Mr. Harris, if we are missing something, please clarify exactly what your question is.
  13. Seating President-Elect

    That is probably correct, but some organizations have a "President-Elect" who is elected a year in advance. Depending on the wording of the bylaws, that person, rather than the vice president, might take over and serve the remainder of the president's term if for some reason the president does not complete his term. I agree that the vice president will serve whenever the president is temporarily absent.
  14. I think it is actually a board. It is not all that unusual for an organization to call its executive board a "Steering Committee". For more information on boards, and the differences between boards and committees, try reading pages 481-489 on "Boards and Committees". Edited to add: I'm intrigued, however, by section 9.2.3 of your bylaws. It reads as follows: " 9.2.3. The Steering Committee shall be empowered to act on behalf of the full Committee in between regular meetings of the HCDEC. Such actions are subject to approval at the next HCDEC meeting. " It seems a bit of a contradiction to say on the one hand that the committee is empowered to act on behalf of the full committee in between regular meetings of the HCDED (the full committee??), but that its actions are subject to approval at the next HCDED meeting! It seems to me that the quoted provision puts every action of the steering committee in limbo and that its decisions might be meaningless until approved by the HCDED. That is a strangely worded provision, but I've seen much worse in bylaws of political organizations.
  15. Not if RONR is your parliamentary authority. A qualification for being nominated or for holding office contained in the bylaws cannot be suspended or "waived". However, the answer to whether such a person could be elected to office might change depending on exactly what your bylaws say about this requirement. So, EXACTLY what do your bylaws say about the two year requirement? Please quote it exactly, don't paraphrase. It makes a difference whether the provision is a qualification for HOLDING office or a qualification tor being NOMINATED. If the provision applies to being nominated, then a member who does not meet the requirement might still be entitled to be elected as a write-in candidate.