Joshua Katz

There is no information on split meeting rules in RONR. The only source we have is your bylaws. Which, as you say, don't say much. If this is truly all that is said, is there anything in other rules? Rules of order? Standing rules? If not, bottom line - I see nothing here that would permit the board to decide what questions come before the members. So I don't know what justifies that practice, which denies people some of the most basic rights of membership. The harder question is how to make a motion at all. I guess there are a few options - and your bylaws should be amended to pick one. 1. A motion must be made twice; it cannot be adopted unless it passes in both assemblies. 2. A motion must be made twice; it can be adopted, though, if the votes in favor are greater than those against, even if it does not pass in both assemblies. 3. If a motion is made at one assembly, and passes with enough votes that option 2 would be satisfied even if everyone at the other assembly voted against it (presumably we can figure that out from attendance at the first meeting), then it passes. Otherwise, 2 applies. I have no idea which of these is "right." The bylaws should adopt one. As to what to do now, I suppose custom rules the roost, except where it denies members their rights of membership.

In that case, I think you'd need to interpret the split meeting rules. Is there anything in the bylaws establishing that procedure? If not, there is a basic right to make motions that this procedure denies. But, of course, there are practical problems with the split meeting. I can brainstorm what would be fair, but it would be more effective to give us the actual bylaw language so we can see how this works.

Well, setting the split meeting aside, on what basis was it denied? Boards do not run membership meetings. They aren't even in session during a membership meeting. The president of the board generally presides. So I already have some questions as to how this all works.

Do your proposals do any of those things? It might be advisable to instead follow the ad seriatum procedure in RONR, which is only slightly different from this. Your procedure for amendment is your procedure, not a RONR procedure, so I don't know. But I'd think, since only certain amendments require the approval of the membership, you'd submit those amendments for approval, and not the others. It would be very confusing to ask the membership to approve something that doesn't require membership approval. What if they vote no?

Agreeing with Mr. Elsman, I'd add that, if the rules in RONR apply, non-payment of dues does not take away the right to vote (or any right).

Did the Secretary type up and maintain the bylaws on a typewriter? If not, I'd think the Secretary would have a digital copy. This all sounds very off.

Please ask for question(s) in a new topic. It keeps the forum orderly.

Let's back up a second. Does the chair have the authority in your bylaws to "issue a secret ballot" and give members 36 hours to complete it? As far as RONR is concerned, votes take place on motions at meetings. And, I suspect, the answer to my question will lead us to the answers to yours.

There is no rule in RONR that executive board members must be nominated by current board members.

Then I don't follow. RONR does not require a term as VP before becoming President, so the length of time he has served as VP does not matter regarding his eligibility to be President unless your rules require a term. (It may not be relevant here, but I'm not convinced that, if the bylaws did require a term as VP, half a term would suffice.) A person, absent rules to the contrary, can run for any position while holding any other position, even if the offices are incompatible. If they are incompatible, of course, if he wins the one he runs for, he'd need to pick one. VP and President seem incompatible, so a VP who runs for President during an unexpired VP term will need to resign from the vice-presidency, but he could do so after serving a single day if the opportunity presented itself. He does not need to serve half a term.

There was nothing in the original question about needing to serve as VP before becoming President, and we were told there was nothing relevant in the bylaws. Are you now saying there is such a rule?

Because I would interpet it in such a way as to not make it superfluous, whereas the interpretation that it means the same thing as RONR says about abstaining makes it surplusage. (Side note: This doesn't say the board member is deemed to acquiesce. It says his decision so abstain is deemed to acquiesce.)

A person has acquiesced in allowing the majority to decide whenever they abstain. On that, we agree. So why do I need a bylaw to say so? I don't. The bylaw, so read, changes nothing from how it would work absent the bylaw. So it's surplusage. At least, that's my argument.

Well, I'm by far outnumbered on this, but I wonder - under the interpretation everyone but me advances, what does the "acquiesce" language do? If it does nothing, it seems to me, it is preferable to interpret it in a way that it is not surplusage.

Nothing in RONR speaks to this question. If there is an applicable open meeting law, it may have something to say. (Or not; they often only deal with actions by a quorum of the board.) If the organization is incorporated, other laws may apply.