bobby101 Posted July 13, 2013 at 09:33 PM Report Share Posted July 13, 2013 at 09:33 PM Gentlemen: Let's start with some background. I have been a member of a tennis club for more than 30 years. During this period, I have served at various times as a Director and Officer (including President) for more than 10 years. Our custom is that all members can attend the Board meetings. Recently, I have been engaged with our current Board over several clear and direct violations of our Club's By-laws by our Board. As expected, I have been meeting significant resistance from the Board in trying to address and correct their clear, blatant deliberate violations of these By-laws. The facts are unassailable!! After 9 months of effort and several letters sent to the Board, I was finally given 10 minutes to present my charges directly to the Board at their June meeting...my presentation was followed by the quickest adjournment I've ever seen. So, some questions: 1-I gave the Board a complete written copy of my presentation; can I insist that this information be included in the minutes? 2- While I'm still waiting for a response from the Board ( my presentation stated that I expected a formal response from the Board before or at the next meeting-now 4 days away), what rights do I have to respond to what I expect will be a Board response that doesn't address the issues I raised or may question my right to even address the issues I've identified. They've already got one of the members who was sanctioned illegally to say he just wants it to be over. I won't go into how the Board has intimidated this person to get him to this point. My feeling is that I'm the member of the Club who raised the issues and have the right to, and deserve, an answer. Am I right? The Board person now in charge of our Rules, Regulations, and By-laws committee(newly elected and appointed to this job) has written a strong letter to the Board supporting me and my position and affirming that the Board did violate the By-laws. His predecessor played a key role in both violations. I assume that as a member of the Club attending the meeting I have the right to respond to whatever the Board may claim in response to my accusations. It has not been an easy 9 months for me and I won't get into the personal attacks and invective directed at me. I'm just looking for outside, objective opinions from any of you and your insights as to how I can appropriately respond to this situation (in conformance with Roberts' Rules) for the benefit of the Club. I appreciate your taking the time to read through this and welcome your thoughts. 4 days to go. THANK YOU, Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 13, 2013 at 09:55 PM Report Share Posted July 13, 2013 at 09:55 PM This seems awfully familiar. Link to comment Share on other sites More sharing options...
Chris Harrison Posted July 13, 2013 at 10:03 PM Report Share Posted July 13, 2013 at 10:03 PM This seems awfully familiar. Indeed it does. Link to comment Share on other sites More sharing options...
Josh Martin Posted July 13, 2013 at 11:15 PM Report Share Posted July 13, 2013 at 11:15 PM 1-I gave the Board a complete written copy of my presentation; can I insist that this information be included in the minutes? No. This information shouldn't be in the minutes, since the minutes are a record of what was done, not what was said, and you have no right to insist that anything be included in the board's minutes. The board controls its own minutes. 2- While I'm still waiting for a response from the Board ( my presentation stated that I expected a formal response from the Board before or at the next meeting-now 4 days away), what rights do I have to respond to what I expect will be a Board response that doesn't address the issues I raised or may question my right to even address the issues I've identified. They've already got one of the members who was sanctioned illegally to say he just wants it to be over. I won't go into how the Board has intimidated this person to get him to this point. I'm not entirely sure what you're trying to do, so it's hard to give an answer. Since your main issue is that the board is violating the bylaws, however, I suggest a look at FAQ #20 for a suitable response. You don't have a right to speak at a board meeting (unless your rules provide otherwise), if that's what you're asking. My feeling is that I'm the member of the Club who raised the issues and have the right to, and deserve, an answer. Am I right? The Board person now in charge of our Rules, Regulations, and By-laws committee(newly elected and appointed to this job) has written a strong letter to the Board supporting me and my position and affirming that the Board did violate the By-laws. His predecessor played a key role in both violations. You do not have a right to an answer. Whether you deserve an answer is more of an ethical question than a parliamentary one. Personally, I recommend turning the heat up on the board so they feel giving an answer would be in their best interest. I assume that as a member of the Club attending the meeting I have the right to respond to whatever the Board may claim in response to my accusations. Not at a board meeting. You can speak at a club meeting, and RONR doesn't control what you do outside of meetings. Link to comment Share on other sites More sharing options...
Guest Edgar Posted July 13, 2013 at 11:25 PM Report Share Posted July 13, 2013 at 11:25 PM I gave the Board a complete written copy of my presentation/charges. Can I insist that this information be included in the minutes? If the rules in RONR are controlling, and if you are not a member of the board, you have no rights at any of the board's meetings, and no right to insist that your presentation/charges be included in its minutes. I gave the Board a complete written copy of my presentation; can I insist that this information be included in the minutes? No. This information shouldn't be in the minutes, since the minutes are a record of what was done, not what was said, and you have no right to insist that anything be included in the board's minutes. The board controls its own minutes. Link to comment Share on other sites More sharing options...
bobby101 Posted July 17, 2013 at 12:36 PM Author Report Share Posted July 17, 2013 at 12:36 PM This question is directed primarily to Josh Martin but others are invited to respond. The answers to the questions I've raised about the ability of a Club member to address violations of our Club's By-laws by our Board have not been encouraging but I accept them as voiced by responsible, objective people who certainly know more about Roberts' Rules than I do. It's caused me to re-read our By-laws and conclude, based on answers from this community, that the regular members don't really have many rights, per our By-laws, ( other than to petition for a special meeting to address these issues) to speak at Board meetings and raise these issues. I just read the Roberts Rules Official Interpretations, Item 2006-6, which is entitled: Denial of a member's right to vote. Part of the answer states that, "the rules may not be suspended so as to deny any particular member the right to attend meetings, make motions, speak in debate, and vote, which are basic rights... Does the term "members" in this regulation refer only to Board members and their rights? As I look back to the simpler days when I served on the Board as a Director and President and we encouraged members to attend Board meetings, speak their minds, and even voice concerns over the Board's actions, it seems we were giving the members rights they didn't really have. Of course, we weren't violating the Club's By-laws and ignoring/violating the rights of members granted them under the By-laws. Anyway, appreciate your thoughts. Thank you. Bob Simons Link to comment Share on other sites More sharing options...
Dan Honemann Posted July 17, 2013 at 12:48 PM Report Share Posted July 17, 2013 at 12:48 PM In the language you quote, "member" refers to a member of the group that is meeting. If it is a meeting of the board, it refers to members of the board. If it is a meeting of the organization's full membership, it refers to members of the organization. Link to comment Share on other sites More sharing options...
sMargaret Posted July 17, 2013 at 01:17 PM Report Share Posted July 17, 2013 at 01:17 PM It's caused me to re-read our By-laws and conclude, based on answers from this community, that the regular members don't really have many rights, per our By-laws, ( other than to petition for a special meeting to address these issues) to speak at Board meetings and raise these issues. I just read the Roberts Rules Official Interpretations, Item 2006-6, which is entitled: Denial of a member's right to vote. Part of the answer states that, "the rules may not be suspended so as to deny any particular member the right to attend meetings, make motions, speak in debate, and vote, which are basic rights... Does the term "members" in this regulation refer only to Board members and their rights?As noted, the word members refers to the group that is meeting. Board members have rights at Board meetings. General members have rights at General meetings. Ordinarily, the Board is responsible for the business of the association between General meetings - but the General membership can overrule the Board, and can provide them instructions (unless your bylaws are very odd). See RONR, page 482 - "...the board has only such power as is delegated it by the bylaws or by vote of the society's assembly referring individual matters to it". Do you not have any General meetings? That's where you have more power, as a general member! As I look back to the simpler days when I served on the Board as a Director and President and we encouraged members to attend Board meetings, speak their minds, and even voice concerns over the Board's actions, Please believe that I say this with great sympathy to your position - let it go. You did it differently back when you were serving, but that's not relevant now. This is not an argument that will be at all effective. Link to comment Share on other sites More sharing options...
Josh Martin Posted July 17, 2013 at 02:36 PM Report Share Posted July 17, 2013 at 02:36 PM It's caused me to re-read our By-laws and conclude, based on answers from this community, that the regular members don't really have many rights, per our By-laws, ( other than to petition for a special meeting to address these issues) to speak at Board meetings and raise these issues. I think you're seriously undervaluing the option of a meeting of the general membership to address the issues. It is correct that, so far as RONR is concerned, an individual member of the society has no rights at a board meeting. The general membership as a whole, however, has a tremendous amount of authority. At a meeting of the general membership, members would have rights to speak, make motions, and vote. The membership could take action to remove some or all of the board members (see FAQ #20) and/or adopt new rules which would supersede RONR and grant more rights to members of the society at board meetings. Link to comment Share on other sites More sharing options...
Guest bob simons Posted July 17, 2013 at 02:48 PM Report Share Posted July 17, 2013 at 02:48 PM To: Josh and others. Thanks for your quick response. Your answers are exactly what I expected but I wanted to confirm my reading that members have no rights at a Board Meeting. Whether our Board knows that or not is a separate issue although on general principles that they don't want to hear what I have to say, it's been difficult to voice my views other than with letters to the Board. Yes, we do have a general meeting and I'm prepared to communicate my concerns to our 420 active Senior members. However, the apathy of the membership to anything other than making sure they can play tennis whenever they want is a formidable obstacle to overcome. I did it before and am prepared to do it again. I may be back in touch to keep you advised-if you're interested-and seek advice if issues crop up. Thanks again for your time and knowledge. Bob Simons Link to comment Share on other sites More sharing options...
Rockp2 Posted July 17, 2013 at 06:27 PM Report Share Posted July 17, 2013 at 06:27 PM I think you're seriously undervaluing the option of a meeting of the general membership to address the issues. It is correct that, so far as RONR is concerned, an individual member of the society has no rights at a board meeting. The general membership as a whole, however, has a tremendous amount of authority. At a meeting of the general membership, members would have rights to speak, make motions, and vote. The membership could take action to remove some or all of the board members (see FAQ #20) and/or adopt new rules which would supersede RONR and grant more rights to members of the society at board meetings. Since there are organization bylaws that give the Board general powers authority to make rules, etc between the General Membership Meeting (let's say annual) Could a motion that is made by bobby101, at the AGM, that is adopted...be Rescinded at the next Board meeting? Or is the Board prevented from changing the decision made at the AGM...unless they want to try to Rescind at the following year's AGM? I'm not referring to bylaw changes. Referring to whatever bobby101 might accomplish at the AGM. Link to comment Share on other sites More sharing options...
George Mervosh Posted July 17, 2013 at 06:32 PM Report Share Posted July 17, 2013 at 06:32 PM Since there are organization bylaws that give the Board general powers authority to make rules, etc between the General Membership Meeting (let's say annual) Could a motion that is made by bobby101, at the AGM, that is adopted...be Rescinded at the next Board meeting? Or is the Board prevented from changing the decision made at the AGM...unless they want to try to Rescind at the following year's AGM? I'm not referring to bylaw changes. Referring to whatever bobby101 might accomplish at the AGM. See http://www.robertsrules.com/interp_list.html#2006_12 and http://www.robertsrules.com/interp_list.html#2006_13 Link to comment Share on other sites More sharing options...
Rockp2 Posted July 17, 2013 at 06:40 PM Report Share Posted July 17, 2013 at 06:40 PM See http://www.robertsrules.com/interp_list.html#2006_12 and http://www.robertsrules.com/interp_list.html#2006_13 Crap...I got so engrossed in the question that I forgot about the interpretations...here I was so proud of myself for checking the FAQ before posting the questions. Sorry about that. Thank you. Link to comment Share on other sites More sharing options...
George Mervosh Posted July 18, 2013 at 02:44 PM Report Share Posted July 18, 2013 at 02:44 PM Crap...I got so engrossed in the question that I forgot about the interpretations...here I was so proud of myself for checking the FAQ before posting the questions. Sorry about that. Thank you. No worries. While you're studying those you should read what the authors have said here as well. http://www.robertsrules.com/interp_list.html#2011_1 Link to comment Share on other sites More sharing options...
Guest bob simons Posted August 1, 2013 at 03:39 PM Report Share Posted August 1, 2013 at 03:39 PM A question on the By-laws. I have read that an action taken by the Board that violates the Club By-laws is null and void. Is this so? There's nothing in the our By-laws granting this power to the Board and the only way the By-laws can be added or amended is at a regular or special membership meeting. The actions taken by the Board in this case were done at Board meetings and both clearly violate the Club's By-laws. And,what's the remedy. Love to hear from everyone, including Josh. Thank you, Bob Simons Link to comment Share on other sites More sharing options...
Josh Martin Posted August 1, 2013 at 04:38 PM Report Share Posted August 1, 2013 at 04:38 PM A question on the By-laws. I have read that an action taken by the Board that violates the Club By-laws is null and void. Is this so? Generally speaking, yes. And,what's the remedy. Rescind the motions adopted by the board. This requires a 2/3 vote, a vote of a majority of the entire membership, or a majority vote with previous notice. Raise a Point of Order regarding the issue, and Appeal from the decision of the chair if necessary. A majority vote is required to overturn the chair's ruling. If this starts to become a recurring problem, another remedy might be to get new board members. See FAQ #20. Also, for future reference, please post a new question as a new topic, even if an existing topic seems similar. EDIT: Edited based upon Mr. Honemann's responses in posts #17 and #21. Link to comment Share on other sites More sharing options...
Dan Honemann Posted August 1, 2013 at 05:28 PM Report Share Posted August 1, 2013 at 05:28 PM Generally speaking, yes. Rescind the motions adopted by the board. This requires a 2/3 vote, a vote of a majority of the entire membership, or a majority vote with previous notice. If this starts to become a recurring problem, another remedy might be to get new board members. See FAQ #20. Also, for future reference, please post a new question as a new topic, even if an existing topic seems similar. Well, they don't need to rescind a motion if it's null and void. Link to comment Share on other sites More sharing options...
Rockp2 Posted August 1, 2013 at 05:32 PM Report Share Posted August 1, 2013 at 05:32 PM Well, they don't need to rescind a motion if it's null and void. That's where I got a little confused also...if it is an action by the Board in clear violation of the bylaws, wouldn't it be as if the adopted motions never existed? Link to comment Share on other sites More sharing options...
Dan Honemann Posted August 1, 2013 at 05:35 PM Report Share Posted August 1, 2013 at 05:35 PM That's where I got a little confused also...if it is an action by the Board in clear violation of the bylaws, wouldn't it be as if the adopted motions never existed? Well, as Josh Martin said, generally speaking, yes (but it ain't necessarily so). Link to comment Share on other sites More sharing options...
Josh Martin Posted August 1, 2013 at 06:13 PM Report Share Posted August 1, 2013 at 06:13 PM Well, they don't need to rescind a motion if it's null and void. Hm. So would a Point of Order be the appropriate tool, or something else? Link to comment Share on other sites More sharing options...
Dan Honemann Posted August 1, 2013 at 06:28 PM Report Share Posted August 1, 2013 at 06:28 PM Yes, I think a Point of Order at an appropriate time will ordinarily be the solution. Link to comment Share on other sites More sharing options...
Guest bob simons Posted August 2, 2013 at 10:38 AM Report Share Posted August 2, 2013 at 10:38 AM Dan and Josh: First, thanks for responding so quickly. And, I'm pleased by your responses (I think) but not entirely sure how to proceed. Just some more detail that may be useful in your helping me work my way thru this. The Board took 2 actions: the first involved sanctioning a member without giving him his right under our By-laws to attend a hearing to present his side of the story; the second involved the Board's voting on a matter of presenting a candidate for Honorary Membership at our Club. The By-laws are clear that it's a membership decision and the Board's only duty is to present the proposed member and let the membership decide-it requires a 2/3 majority. The second issue was complicated by the Board's proposing a series of criteria to be met before a candidate could be proposed. These were only proposals at the time I submitted the candidates' names to the Board for the Board to present to the membership ( All the proposals were defeated at our Annual Membership meeting.) The Board had also decided they had to vote on submitting the names to the membership, something not mentioned in the governing By-law. Both nominees were approved, one by a unanimous vote, the other by a 8 to 5 majority. One of the proposals of the Board (mentioned above as defeated by the membership at the A/M) was for a 2/3 majority vote by the Board before a name could be submitted. Since one of the individuals did not receive this 2/3 vote-even though he got a majority vote-even though it was only a proposal and not in effect at the time of the submittal- the President (with whom the 8 to 5 individual had some differences) would not submit his name to the membership. She overrode an 8 to 5 majority vote( the way almost all Board issues are decided) and did not submit his name. I have been fighting these 2 issues with the Board for almost 10 months and am now being brought before the Board with the possibility of being suspended or expelled for actions disruptive and injurious to the Board and the Club. And the solution: The ultimate decider of the issue is the Board whom I have been wrestling with for the past 10 months. And, I want to be clear--there is no doubt the Board has violated the By-laws in the 2 instances cited above. Need some help and advice. Bob Link to comment Share on other sites More sharing options...
Guest bob simons Posted August 2, 2013 at 10:39 AM Report Share Posted August 2, 2013 at 10:39 AM Hope my message got thru. Bob Link to comment Share on other sites More sharing options...
Josh Martin Posted August 2, 2013 at 02:53 PM Report Share Posted August 2, 2013 at 02:53 PM And, I'm pleased by your responses (I think) but not entirely sure how to proceed... For the sanction, raise a Point of Order at the next meeting of the membership that the motion to sanction the member is null and void since the process violated the rights of an individual member (the right of the accused to defend himself). The chair will presumably rule your point "not well taken," meaning he disagrees, and will provide his reasoning for why the motion to sanction the member is valid. At this point, make a motion to Appeal from the ruling of the chair. This motion requires a second and is debatable and amendable. Debate on an appeal works a little differently than usual. The chair speaks first, other members may speak once, and the chair has the right to speak a second time at the conclusion of the debate. The assembly will then vote on the question, "Shall the decision of the chair be sustained?" Members who disagree with the chair's ruling should vote no, and a majority vote in the negative is required to overturn the chair's ruling. For the honorary membership issue, I'd raise a Point of Order during the report of the board (or one of the officers, if the board isn't presenting a report at that meeting) that the board is required to present the name of the individual in question for honorary membership. Once again, the chair will presumably rule the point not well taken and present his reasoning for why the board is not required to do this. Follow the Appeal procedure, as above. See RONR, 11th ed., pgs. 247-260 for more information on Point of Order and Appeal. Also see FAQ #20 if you think it would be beneficial to remove some of these board members from office. And, I want to be clear--there is no doubt the Board has violated the By-laws in the 2 instances cited above. That will ultimately be for the membership to decide. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation. Link to comment Share on other sites More sharing options...
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