Gary Novosielski

On 6/24/2021 at 9:38 PM, Guest Debbie said:

I can’t find anything in my rules

Then how do you know you have a board at all?

We can't comment on your specific state regulations, but I have yet to run across any that prohibited recording.

RONR says that the meeting room is controlled by the body that is meeting, and that a majority vote is sufficient to allow or disallow behavior that is not otherwise addressed by your own rules.  RONR suggests that a recording may be useful to the secretary in the process of drafting the minutes, but it should be understood that the recording is not the minutes.  In my experience it is usually the secretary who does the actual recording.  For the reasons you mentioned it would probably not be a good idea to allow the recording to circulate beyond the secretary's control.  You can adopt a special rule of order to that effect, and discipline those who might violate it.

In the process of approval of minutes, any member may offer a correction, and if there is not general agreement, the wording would be decided by majority vote, much like the routine handling of an amendment.

The main safeguard against "twisting" the minutes is to follow the rule that the minutes are are record of what was done, and not what was said.  The wording of motions made should be verbatim as stated by the chair before putting the question, and the simple fact of whether they passed or failed would seem fairly immune to twisting.  Debate should not be included at all, and the secretary's opinion should never be detectable in the draft.

I'm afraid "clarify that committee refers to standing" needs clarification.  RONR refers to two types of committee, standing committees, which have a continuing role in handling matters of a particular type, and special committees (aka select committees) which are established to handle a particular question and cease to exist once they rise and report.

In most organizations with an executive committee, the EC, in spite of its name, is not a true committee but rather a hoard-within-a-board, a subset of the executive board.  If this is not the way your organization works, please explain.  It would be unusual for an EC to have an abundance of members, so again it's not clear how your organization compares with what might be called "the norm".

The term "co-chair" appears to imply that such co-officers are equal in their powers and duties. But that's apparently not the case in your group.  For a given committee, do you not have two co-chairs?  Or do you have a chair and a co-chair?  If that's the case, the confusion can be cured by having a chair and a vice-chair.  In general, the use of co-offices of any kind is a recipe for regret.

I can't tell what executive committee chairs means.  are these committee chairs with some sort of executive power, or are these executive-committee chairs, i.e., chairs of the executive committee, of which there would seem to be only one?  Is this term defined elsewhere in the bylaws?

On 6/25/2021 at 5:46 PM, Maureen WM said:

I would suggest that reporting a voter turn-out during an ongoing election biases other voters. 

If it were revealed who was leading in the tally, I'd agree, but merely saying what the turnout was does not strike me the same way.

If the bylaws are silent on removal, then where are you deriving the authority to remove the board member?  If a board member is not made aware, for any reason, of an upcoming meeting, then the meeting would not be a valid meeting.

RONR has an entire chapter (Chapter XX.) on discipline but the process is more complex than simply holding a meeting. There is an investigation performed by an investigation committee, followed by a trial.  The accused has certain rights under that process.  And if your bylaws don't have another way to remove a board member, then Chapter XX is what you should be using.

17 hours ago, Atul Kapur said:

 

I think that 42:13(2) may have applied here. The original member did not continue to have the floor but, after the 1st motion had been disposed of, may have claimed preference in recognition over the member who moved the 3rd motion. 

Good catch!

Presuming that the state statute applies, and that your articles and bylaws do not provide otherwise, it appears you do have wide latitude.

You are free to duplicate the provision in your bylaws, but I'd advise against it.  Any computer coder knows that information stored in two places will typically disagree.

But once the decision is made to hold electronic meetings, whether voluntarily or hypothetically in compliance with statute, what remains is the development of rules to make the process smoother.  and 9:36 is an excellent place to start, along with the appendix entries: Sample Rules for Electronic Meetings.

Yes, a motion to censure a member is in order if RONR is your parliamentary authority.  But apart from expressing the displeasure of the assembly with the actions of the member, censure carries no consequences beyond that.  Censure can be a "penalty" imposed as a result of a formal discipline process, or as the result of an ordinary main motion.

If you think a more severe penalty is in order, you'll need to check your bylaws to see if there are any disciplinary procedures contained there.  If not, the procedures in RONR (12th ed.) would apply, contained in Chapter XX. Specifically, since these alleged offenses occur outside of a meeting, the procedures in §63 would be used.  These cover the methods of conducting investigation and trial of members.

If your bylaws do not list specific offenses with which a member may be charged, RONR provides that any organization may charge a member with “conduct tending to injure the good name of the organization, disturb its well-being, or hamper it in its work" or the like.  It's a fairly complex process, and you may want to try a simple censure resolution first, and see whether that improves matters (or makes them worse) before starting a full-blown investigation.

Check out that section of RONR and come back with any questions that come up.  I'm sure there will be several.

I suspect you are using "table" in a sense not used in the U.S.

49 minutes ago, Guest Puzzling said:

Having no (full) board is worse than electing not eligible members in this case 

I believe they are the same, since both result in having nobody elected.

It could most easily be accomplished as a correction at the next meeting, when approval of minutes is pending.

On 6/20/2021 at 8:04 AM, Guest Puzzling said:

I like the idea of having a separate gavel for the vice president. (Just like regalia) but then which gavel should the vice president use at the different situations?

Preferably full pirate regalia.

5 hours ago, Guest Lisa B. said:

Can items be changed if a Budget is approved and voted on at yearly meeting.

If the rules in RONR apply, then yes.

You can use the motion to Amend Something Previously Adopted (RONR 12th ed. §35).

This requires a second, is debatable and amendable, and for passage requires:

• a 2/3 vote if no previous notice has been given; or, 
• a majority vote if notice of intent has been given at the previous meeting, or in the call if the current meeting; or,
• a vote of a majority of the entire membership (of the body that is meeting);

any one of which will suffice.

5 hours ago, Guest Joyce said:

Can you change the voting members on a board by vote right before taking an important vote by the board on another subject?

What happens after the change is not particularly relevant.  But I'm not sure you can just change the members of a board by a vote, unless your bylaws provide for such a thing.  Is this the normal time for elections of board members, or is this some other type of change?

1 hour ago, Guest Janice Cowher-Russo said:

During a General Meeting. doesn't the Treasurer give a report?

 

This is a nine year old thread on a different subject.

Please ask you question by starting a new topic.

19 hours ago, Guest Robert's Rules Rookie said:

What is the time-frame for when a meeting that was adjourned due to lack of quorum have to be rescheduled? Can it just be adjourned to the next regular meeting (2 months away) or does there have to be a special meeting? Thanks!

The time frame was any time before the meeting was adjourned.  This is one of the few motions that can be adopted without a quorum present.  If the meeting was adjourned without setting a time to which to adjourn, it's just over.

Your next regular meeting will occur as usual.  If it's urgent enough to call a special meeting, and your bylaws allow those, that's another option.

Agreeing with Mr. Merritt, it might be of interest to you that the procedure he suggests can be done without a quorum present, which eliminates the need to cajole people to show up at a meeting that likely will not accomplish anything except setting a future meeting date.

It would be good to let the members know what your intentions are with respect to the annual meeting.

Quote

49:12      As a general principle, a board cannot delegate its authority—that is, it cannot empower a subordinate group to act independently in its name—except as may be authorized by the bylaws (of the society) or other instrument under which the board is constituted; but any board can appoint committees to work under its supervision or according to its specific instructions. Such committees of the board always report to the board.            [emphasis in original]

The main problem was the confusion of an order of business (presumably a special one), with a Special Order, which is not an order of business at all.

I apologize for anything I said that contributed to the confusion, and reaffirm anything that I said that dispelled it.

9 hours ago, Guest Tomm said:

I'm confused on how to process a resolution. 10:19 says the preamble is amended last, which obviously means the resolved portion is debated and amended first! 

Question: Does each portion of the resolution get voted on separately meaning two votes are required to pass or fail the resolution?

Aside from the votes on any individual amendments, only one vote is required to pass the entire resolution. 

The wording of the Resolved portion is debated first, and when no (further) amendments are offered, no vote is needed, as the desired wording has been decided.  Debate then occurs on the Whereas clauses, and when no (further) amendments are offered, that wording has now been decided, and the wording of the resolution (as amended) is then the pending question.  Further debate may occur.

Eventually, a vote is taken to either approve or reject the resolution.

On 6/16/2021 at 1:52 AM, Shmuel Gerber said:

Isn't it obvious? In the first case the member is counted in the quorum, and in the latter case he is not. 😉

Oh, great.  🥴

On 6/10/2021 at 7:55 AM, Weldon Merritt said:

Maybe not. But to me, "should never" seems stronger than "should not."

And where would "should not ever" fit in the list? 🙂

On 6/13/2021 at 6:37 AM, Guest Puzzling said:

I saw that , just wanted to express my gratitude in a nice way , why am I so often misunderstood 

Ah, I misread your reply as saying that we had to wait for that to occur in the future.

"I'm just a boy whose intentions are good;
"O Lord, please don't let me be misunderstood" 🎵

18 hours ago, Guest Puzzling said:

I do notice that if people see two or more solutions to a question they most often support the solution that gives them the most (personal) benefit 

I'm shocked; shocked.

Just now, Guest Question man said:

If you follow Robert’s rules who is higher up on the organization the officers or the general body There are some that think they are equal my question is don’t the elect board  have the right for respect from the body or are they equal to the body 

The officers and board are subordinate to the general body.