jstackpo

10 minutes ago, Daniel H. Honemann said:

(In other words, I agree with Dr. Stackpole.)

Clearly, this is a red-letter day to be commemorated in the months and years to come!

Parsing your bylaw statement (which is really up to your association to do, but since you asked...) as best I can, my first question is "What vacancy?"

There is nothing in RONR that prevents a person from holding two positions.   Near as I can tell, your current (newly elected) president is also holding down a board position which, I take it, was not an expiring term/position and he/she did not resign that board position when elected president.  The board now has as many members as there are positions.

1 hour ago, George Mervosh said:

I think Dr. Stackpole would agree that he can only do that prior to the chair stating the question on the acceptance of the request, but not after it's placed before the board, by the chair.

Agreed!  Your attention to detail supersedes mine!

1 hour ago, Leatherman said:

Yes we have the power to accept it. So we need to recognize the resignation and accept it at the next board meeting even though they don't want off the board until after that meeting. 

But don't forget... that reluctant board member can vote on his/her own resignation at that (last) board meeting.  And he can  indeed withdraw his resignation (and submit a changed one) before the vote to accept the resignation is taken.

1 hour ago, Richard Brown said:

What makes you think that any sort of suspension of the rules is involved (or required)? 

Based on the tricky (specious?) argument that the rule requiring assessment authorization is a rule in RONR, not an existing rule (or prohibition) in the bylaws, that - the RONR rule - is the one requiring suspension in order to initiate assessments. 

But, "Do I contradict myself? Very well, then I contradict myself, I am large, I contain multitudes":  If we consider that adopting RONR as the parliamentary authority incorporates the books' rules (the mandatory ones anyway) into the bylaws then there is a firm requirement that assessments be authorized in the bylaws.  By this argument, the assessments have been a continuing breach since the git-go.  Or not, after all, since...

1 hour ago, Guest Kathryn Cornelius said:

There is a provision in our by-laws that assessments can be affixed/voted by the Board of Directors.

This brings us back to the precise wording of the original motion and its interpretation. If renewing the assessments amounts to amending something previously adopted (the initial motion), then a 2/3 vote, or majority with notice, in required.  But if the assessment renewal just amounts to imposing a new assessment every year, the the board can do that by majority.

Yo pays yo money...

Since non-bylaw (&c) assessments may require, at the least, a 2/3 vote to adopt as a "suspend the rules" motion (RONR, p. 572, line 2), it seems to me that renewing the assessment would also require a "suspend the rules and..." approach.  A notice of intent to suspend the rules does NOT change the vote threshold - page 261.

It can also be fairly argued that authorization for additional assessments MUST be in the bylaws in the first place and that such a "must be" rule cannot be "suspended" at all, in that it protects a minority of members who don't care to pay any more money out.  Which brings your whole procedure into question.

It may all come down to the exact wording of the original assessment motion, interpretation of which will be your members' job to take care of.

But...  is there an office of "President-Elect" officially defined in your Bylaws?

Is "they" the (awful) pseudo-grammatical equivalent of "he or she"?    Is the office of "President-Elect" defined in the bylaws?  Or is there just a bylaw defined delay between the election and the new officer(s) assuming  his/her/their  office(s)?

And what happens next (or should if the chairman knows what he is doing), is the chair announces the next business in order (if any), or if he doesn't know of any, says "Is there in any new business?"  If none, meeting adjourns.

 

1 hour ago, J. J. said:

and afterward published."

Where did those words come from?

Coitenly!

Oh, certainly.  That will require a 2/3 vote, and notice, of course.

My initial (and continuing) distress over the prospect of the general membership ordering, by a normal motion, that the Association's Board produce written Board minutes (never mind when - that isn't relevant to my point here) is based on page 460 lines 18-20, saying that the Board minutes are available "... to no others [than the Board members]...".  The text then refers to p. 487, lines 13-20, the "exception" that the board minutes may be produced and read to the general membership.  This requires a 2/3 vote, as noted in the book. In other words, the 2/3 vote makes the request in effect a motion to suspend the rules and read the minutes.  It also appears to fall under the bylaw interpretation rule #4 (page 589) (as applied to the rules in the book in general) to the effect that one specific provision (i.e., reading the minutes) prohibits other provisions (i.e., handing out printed copies of the minutes) of the same class.

Granted, a 2/3 "suspend the rules and..." motion, like a blunderbuss, can overwhelm existing rules, but I did not see, in the original post from MAVB, any suggestion that the club member was proposing a "suspend the rules and... " motion, just a simple "Give us the minutes" motion.  Hence my concern that the "give us" motion was improper as is.

In "small boards" (the usual city council would qualify, I'd think) full participation - entering into debate, &c, exercising "personality"  in your terms - is not improper, in meetings.  Page 487ff.

However, acting outside of council authorization ("directing management independently of board voted-upon action, directing vendors outside of board voted-upon action") is not proper at all, and may raise legal questions.

In larger assemblies, the chair should remain impartial, stay above the fray, and keep his cool (and mouth shut).

And if the Board refuses to release the tax returns minutes, what then, a subpoena?  On what RONR grounds?

Per page 487, the membership, by an appropriate vote, can require that the Board minutes be read to a membership meeting; otherwise, however, the board minutes are the property of the board and only the board can authorize that the minutes are to be "published".   And be sure to define what you mean by "publish" - RONR doesn't, other than on page 475.  Do you really want the minutes to be available to everybody, the general public included?

Hmm, it appears that Josh M. (He types faster, and shorter, that I do.) and I disagree.  Page 487, lines 13ff, appear to suggest who is more correct.

Welcome newbie Guest Leanne!   Unfortunately...  RONR doesn't have any specific rules on the construction of budgets so we really can't answer your question directly. 

It is, most likely, a matter of interpretation of your bylaws which will be up to your association, collectively, to make.  As George M. wrote (as I was typing) the "interpretation" will probably take place when the budget is presented for adoption, and the membership gets a look at the (presumed) line item:  "Withdraw from Savings... $XXX.XX" which would be necessary to balance the numbers.   The membership could let it stay, or strike it out via the amendment process if the membership was unhappy with the "interpretation" of what "balanced" really meant.  Or other possibilities.

No matter what, please come back here with further (parliamentary) questions that we may do a better job at.

Right.  Just fire him/her.

Has anybody seen (or perhaps written) a stand-alone set of recommendations, with sample texts, for how to include e-voting (only - not full e-meetings) into a set of bylaws?

The more detailed the better, such as how to resolve incomplete elections, p-mail backup, and all the other problems that absentee voting is heir to.

(I have done bits and pieces over the years, but don't want to bother to pull it all together if someone else has done so from their sources.)

Chapter 20 covers it all.

26 minutes ago, Guest Zev said:

Apparently you set a size and did not realize how to set it back.)

Or perhaps the chair was yelling...😀

In the order you asked...

1) To assure (to the extent that the membership maintained personal secrecy and their integrity) that the outside world (non-members in general) didn't get any information about the problem.

2)  No, just the opposite.  An absent member who, if present at the meeting, would be included in the private, secret discussions, is entitled to hear about them afterward.

3) Yes.

Although it may be tough to "enforce", or at least be sure that all the members play fair, the general membership meeting can itself go into executive session (indeed they should as this sort of disciplinary action -- mild though it may be -- is supposed to be dealt with in executive session)  when they set out to discuss the motion to rescind.

Start with page 1 (!) in RONR...   Feel free to skip all the way to line 12 if you (or your push-backers) are impatient. And the footnote.

1 hour ago, Gary Novosielski said:

The above message

In case you haven't tried it, you can select any continuous portion of the message you wish to partially quote, wait a second or two, then click on the little (internal) "quote selection" box.  That is what I did to generate the "The above message" quote just above this text.