The extent of a general meeting's implicit power over the executive board

[Sean Hunt]

The Executive Board of the Gun Polishers Club enacted a standing rule governing the amount of money that can be allocated to purchasing gun polish by a complex formula. Specifically, it cannot allocate more than (B + A) * (C + D) per month, where A, B, C, and D, are determined in the standing rule.

Then a general meeting decides to amend the standing rule to say that, in certain circumstances, the formula (A + B + E) * (C + D) is to be used instead.

Noting in particular that the only change was adding E to the formula under certain circumstances, the Executive Board wants to go and replace the funding formula entirely. What do they have the power to do?

1. Replace it in its entirety with something new that bears no relation
   
2. Replace it so long as the cap is never less than would be provided for under the formula substituted by a GM.
   
3. Replace it so long as the cap is higher by E * (C+D) when the same circumstances are met
   
4. Replace it in the circumstances where the alternate formula was not used, but not in the circumstances where it was.
   
5. Nothing.
   
6. Something else?
   

In effect, the question is what the scope of the GM's changes are when it comes to the EB's decision, and to what extent the EB can alter parameters surrounding the decision without going against it. Is it merely a matter of the principle of the decision of the GM, and trying to best interpret it in context? Does this matter if the GM chose to amend it by substitute, rather than by a form of amendment pertaining to words?

Bonus points:

Suppose that the EB decides to replace it entirely and ask for ratification at the next GM. The GM grants the request. Is the new standing rule protected by the GM's authority, or is it a decision of the EB, with the authority to make it having been delegated by the GM to the EB, and hence no protected from change by the GM's authority.

[Gary c Tesser]

Twelve hours, eleven views, no replies.

Huh.

[Gary c Tesser]

After a few minutes, the easy answer is the only one I come up with: The membership's amendment (ASPA) does not put the membership's aegis over only "E," the membership's amendment itself, but implicitly puts its imprimatur over the entire rule.

So the easy answer is 4. Of course the board, which has the authority to enact stuff that does not conflict with what the Membership has enacted, can enact stuff like this.

I think #2 and #3 reflect the misled impression that scope, as in scope-of-notice, applies.

The extra-credit question is forgivably here, because it looks so nice here like, say, a picture of the actress Anne Hathaway sitting on a pile of cantaloupes, or, oh, ostriches, or, come to think of it, on anything, but deals with another issue entirely. (Thanks for the exemplars, Chris H.) What it's about is the nature of ratification (or ratifying, I'm not sure which is which): what does ratifying do? Robert's Rules doesn't say.

P.S. I doubt I've ever before used "aegis" and "imprimatur" in the same sentence. My mom would be so proud, or so embarrassed, if she were here.

[Guest Edgar]

P.S. I doubt I've ever before used "aegis" and "imprimatur" in the same sentence.

And nearly correctly, at that.

I would have preferred "imprimatur on" rather than "imprimatur over".

[Shmuel Gerber]

I haven't read the bylaws of the Gun Polishers Club, but let's assume that the general rule applies, meaning that "no action of the board can alter or conflict with any decision made by the assembly of the society" (RONR, p. 483).

In that case, no action of the board can alter or conflict with any decision made by the assembly of the society.

How does that apply to this example? I have no idea. I'm waiting for a simpler example, so at least I'll be able to understand the answer, if not answer the question myself.

[Sean Hunt]

How does that apply to this example? I have no idea. I'm waiting for a simpler example, so at least I'll be able to understand the answer, if not answer the question myself.

Sadly, this represents my best attempt to describe a case that has actually arisen. I don't really know how to simplify it any farther without removing relevant detail. Of course, the ideal situation would be to have the executive board recommend back to a general meeting the desired amendment, along with a proviso that the Executive Board delegated full power to amend or rescind the resulting decision, but general meetings are infrequent in the actual case and the Board would rather do this beforehand. They could also ask for ratification under the (almost certainly correct) assumption that the original decision was not really meant to remove the Board's ability to change the formula entirely, but that's again not ideal.