Richard Brown

No, not if the recommendation came from a committee of more than one person. Pursuant to RONR, recommendations from committees of more than one person which are made by the chairman or the member presenting the report do not require a second.

So if the bylaw language is just surplusage and changes nothing, why would you count an abstention as a no vote?

I agree with Mr. Martin that the nominating committee technically can be selected at any time and the date or timing is usually determined by the organization’s bylaws or custom. However, it has been my experience that the vast majority of groups that I work with select their nominating committees later in the year, not at the same time that the officers are elected or take office. Perhaps Mr. Martin‘s experience is different. I thought my original answer made that point, but perhaps it wasn’t as clear as I thought.

It means: that you have agreed to go along with whatever the majority wants. You have acquiesced. You have not affirmatively voted either yes or no. You have simply not participated. You have acquiesced. There are times, such as when a vote is based on the number of members present rather than the number of members voting, that an abstention might have the EFFECT of a no vote, but it is most definitely not a vote at all and should not be counted as such.

No. Unless you have a rule to the contrary, motions must be made at and during meetings. Prior to the meeting, a member can announce his intent to make a motion at the meeting, but the motion itself must be made at the meeting.

I agree that based on additional facts these meetings might indeed be regular meetings rather than special meetings. As such, the date, time and location must be provided in the meeting notice, but not necessarily the purpose of the meeting or the items of business to be taken up.

Agreeing with Mr. Katz, nothing in RONR prohibits this one on one interaction.

You asked “Is the nomination committee sworn in with the new executive administration?” Normally, this would not be the case because the nominating committee is usually appointed or elected later in the year prior to the next elections and members of committees are not normally “sworn in“. What do your bylaw say about the nominating committee? When, how, and by whom is it selected? is swearing out of other committee members or customary in your organization?

The way I read the quoted provision from your church bylaws is that when the required number of church members call for a special meeting, those members set the date time and location for the meeting and the secretary must post the appropriate notices and the chairman must call the meeting to order at the specified date, time, and place. It is up to your members to interpret their own bylaws. We cannot do that for you, but it seems clear to me that whoever “calls“ the meeting has the right to set the date time and location of the meeting. I see nothing to indicate otherwise.. The required number of members clearly have the right to call such a meeting. Edited to add: pursuant to the rules in RONR, the notice of a special meeting must also include the purpose of the meeting, stating with some specificity the matters to be taken up it said meeting. Your bylaws do not seem to specifically require that, but I would suggest it is a very good idea to do so anyway. In the event of a conflict, your bylaws control.

Not in the way it is with the rules imposed by the chair in this situation. You're reaching, JJ.

Agreeing with JJ, if the body (the assembly.... the group that is meeting, whether it be the board or the general membership.... adopts or approves the agenda that you prepare, then it is a done deal. Please understand that unless your rules proviide otherwise, no one person has the power to "set" or mandate a particular agenda. Neither can the board, unless it is a board meeting. Anyone can propose an agenda, but it is not an official agenda until it is adopted by the body that is meeting. Until then, it is simply a PROPOSED agenda.

I agree with Mr. Novosielski . It does not change anything.

If you are using an agenda, you may arrange it in any order you so desire. You aren’t required to follow the standard order of business. Once an agenda is adopted, if you are using one, you may still suspend the rules to take an item out of order.

Guest Robert, you have a Strange by law provision, and it is ultimately up to your organization to interpret it. We cannot interpret your bylaws for you. I agree. The abstention does not count and should be ignored. I do not think that the vote should be recorded as a 4 to 2 vote. In my opinion, it is still a 3 to 2 vote. The bylaw provision at issue does not say that abstension shall be counted as a vote with the majority, but rather that the person who abstains shall be deemed to acquiesce with the majority. That is indeed the effect of an abstention in RONR. I do not believe the quoted bylaw provision changes that. So, I would still record the vote as a 3 to 2 vote.

Only if your governing documents or state law so provide. If RONR is your parliamentary authority and if it controls, members have the absolute right to abstain.

This provision refers only to special meetings of the Board of Directors, not to special meetings of the membership. Do your bylaws provide for special meetings of the MEMBERSHIP? At board meetings, non-board members have only whatever rights your own rules confer on them. Under the rules in RONR, people who might be members of the organization but are not members of the board have no rights whatsoever even to attend the board meetings, let alone speak at them. Your rules, or perhaps state law, might grant non-board members some of those rights, but RONR does not. Of course, the board may probably PERMIT non-board members to attend and even to speak, but the board is under no obligation to do so per the rules in RONR. Board meetings and membership meetings are completely different things. The distinction is very important.

Not unless your own rules require it. Nothing in RONR requires it. Is your executive committee only advisory or does it have the authority to make binding decisions?

The way I read all that, it doesn't say the president cannot call special meetings or that only the membership can request (or call) one. The quoted provision just permits ten percent of the members to request (or to call) a special meeting. We need to know whether the president is authorized to call special meetings on his own. It is my experience that the president quite frequently does have that power.

I agree with Mr. Katz. Unless you have some strange rule that we don't know about, and if RONR is your parliamentary authority, the motion received a majority vote and was adopted by a vote of 2 to 1. The motion received a majority of the votes cast, which is the threshold.

I have not read the bylaws. Do they not grant the president the right to call special meetings of the membership?

Mr. Katz is correct. Unless your bylaws provide to the contrary, the right to attend meetings (and to be heard at them!) is a basic right of membership of every member. See section 1:4 of RONR (12th ed.). You cannot be excluded from attending and participating in a meeting except for certain disciplinary proceedings. If you are the subject of a disciplinary proceeding, it would be possible to exclude you from certain proceedings. That is a rather complicated matter and is covered in the 26 pages of Chapter XX of RONR (12th ed.).

Agreeing with Mr. Katz, if this is a special meeting of the membership as opposed to a special meeting of the board, it is inappropriate to prevent the members from speaking, debating, and asking questions unless you have adopted a rule to that effect. The chair alone cannot impose such a rule unless the organization has explicitly given him that authority. It is not authority he has simply by virtue of being chair or president.

It is a bit more complicated than that, however. If the meeting is a special meeting, the call of the meeting must also include the purpose of the meeting and "the subject matter of the motions or items of business to be brought up". See 9:13 (RONR 12th ed.).

If you answer the questions asked by Mr. Novosielski, we can be of more help to you.

I'm reasonably confident that valid enforcement provisions could be adopted that would subject offenders to some sort of penalty. Exactly what you can do depends on what is in your various governing documents and state and local law.