Gary Novosielski

I should shall correct my sloppy use of the word should. Edited to add: Ooops, no can do. The shot clock on editing has expired for that post.

I think not. As Mr. Martin mentions, a rule regarding amendment of the bylaws protects all the members of the society whether or not they are delegates to this particular assembly. The motion to Suspend the Rules: The "below" remarks explain that among other things a rule regarding the amendment of the bylaws is one that protects absentees, and may not be suspended if there are any. Therefore, in a situation where a subset of the membership can approve changes to the bylaws. the question arises whether this removes the protection of absent general members. Since RONR assumes that the general membership is the body voting on the bylaws, I believe that it does not clearly answer this question. My opinion is that the protection should remain, and that the rule in this instance would not be suspendible in the smaller assembly, unless the rule provided for its own suspension.

That would be my understanding as well.

Uh-oh!

NUL

Oh, it is still allowed. My former congressman used to send out copies of speeches he "made" on various subjects. None of them were actually delivered on the floor. They were simply a cut-and-paste job into the Congressional Record, Tune in to C-SPAN and after any period of discussion, someone will rise and "...ask unanimous consent that all members have five legislative days to revise and extend their remarks." But the Congressional Record is not the minutes of the House proceedings.

I'd be concerned that this may have created a continuing breach, subject to reversal if challenged in court. Although the state may not state clearly what they mean, they often know what they mean. Edited to add; I'm surprised that the counsel didn't advise more caution, especially if substantive monetary actions were contemplated. Are you certain the general counsel works for the president, and not the board? Does the board have a legal advisor?

I'd point out that much of this discussion is being supported by paraphrases rather that quotations of the rules. If the rules say that the board shall consist of "eight members ... who shall be elected", they may elsewhere say that it may also comprise an additional member who shall be, ex officio, a member without a vote. However, I agree that without a vote, the president is more like a guest-ex-officio, or in this case a presiding-officer-ex-officio. I would not expect him to count toward or against a quorum, as that term, to me, implies a given fraction of voting members. Unfortunately, state governments, in writing regulations, routinely fail to consult a parliamentarian--at least one familiar with RONR, as distinguished from whatever authority the legislature uses. Although IANAL, I'm familiar with the regulations in New Jersey, which has multiple examples of parliamentarily questionable language, like the infamous "majority of a quorum" rule, whatever that is intended to mean. The public school board on which I served had nine members elected by the public, who then elected officers from among their own number. Also listed as ex-officio board members, but without a vote, were the Business Administrator/Board Secretary, and the Superintendent of Schools, both of whom are hired under contract by the board. The quorum was five, not six. During the opening roll-call, only the names of elected members were called and a quorum determined thereby. The presence or absence of the Secretary and Superintendent was also noted in the minutes, but did not affect a quorum. During roll-call votes, which were required for all resolutions, those two names were not called, and though the regulation only mentioned their non-right to vote, I have never heard of a case in my board or any other where either of them made or seconded a motion. They were recognized during debate only by general consent, or via a Request for Information. I don't expect this to be persuasive in the OP's case, but I offer it as an example of how it was handled in at least one instance of hazy state regulation.

There's no question that's true. I wonder, however, whether as a practical matter a minority of more than a third would vote to suspend the rules and lower the voting threshold so as to facilitate the passage of an amendment which they oppose. It's certainly in order, but has anyone ever seen it happen?

It should not be necessary to request information about the ruling, because the chair, as part of ruling on a point of order should explain why the point is or is not well taken. The ruling, as well as the reasoning, should go into the minutes. If the ruling and reasoning are not satisfactory, any two members (mover, seconder) may raise an Appeal.

I'm not sure it does exceed the scope, although it may. But since the proposal for which notice was given appears to modify the voting structure (in ways I'm not certain I understand), it may be that the proposed amendment would fall within the scope of the original notice.

@NancyB Didn't know what it meant then; don't know what it means now.

A person elected to fill out the unexpired remainder of a term serves only until that term ends. They do not get a new full term tacked on. Then, when the remainder of the term is complete, they can be reëlected at the regular election time.

And when the minutes are pending (under Reading and Approval of Minutes) the term for "amendments" is actually corrections. When the minutes are read (or have been distributed in draft form and no member demands that they be read) the chair asks "Are there any corrections to the minutes? If no member seeks recognition, the chair says "Hearing none, the minutes stand approved as read." (or "as printed"). If corrections are offered, they are typically agreed to by general consent, but if there is disagreement, the matter is settled by majority vote. When there are no further corrections, the chair announces that the minutes stand approved as corrected. There is no final vote to approve the minutes. The minutes are required to be approved. The only way to object is to offer a correction. When all corrections have been handled (whether agreed to or not) the minutes stand approved.

I believe when a person is elected, appointed, confirmed, or succeeds to an office with a specified term of office in the bylaws, or to an unexpired portion of such a term, that once in office, they cannot be removed except by the same method(s) that would apply to anyone else in such an office. No special distinction is attached to their tenure as a result of the method by which they came to hold the office.

It is correct that all remarks must be directed toward the chair, and references to others should be in the third person, preferably using titles and not names. But the idea that you can't urge other members to join you in opposition to (or support of) a motion is utter nonsense. ".... For these reasons, I oppose this motion, and I strongly urge my colleagues to do the same." No problem whatsoever.

Good to know. I have a hard copy but it's easier to do searches with e-copies. In glancing through, I stumbled upon something interesting. It has, I think, been stated here that the antiquated practice of having the secretary, by unanimous consent, cast a single ballot for an unopposed candidate was one of questionable origin lost in the mists of time. But it's right there at the top of page 379 in the suggestions for drafting bylaws. I had never run across it until just now.

Yes, I missed that as well. I presumed it was when the next term was about to start. Apparently the idea that he was trying to get back in immediately was too ridiculous for me even to contemplate. And that's a high bar, trust me. Yeah, the only vacancy needing filling at that point would be in the VP spot, if the rules in RONR apply.

Ah, okay, I understood it to mean coinciding with the reorganization of committees. If it's during the year, Mr. Martin's response was apropos. If it is a case of wishing not to confirm one of the president's appointees, the simplest way is, when the confirmation motion comes up, simply voting down that motion and, if necessary, first demanding a Division of the motion if all the names are moved at once.

See this FAQ file: click here. This is permissible under so-called small-board rules. Edited to add: Oh, and the small board rules also do not require seconds at all.

He could certainly be nominated. And even elected if it's okay with a majority of voters. If not, they will presumably vote for someone else. I'd have qualms, for sure. Things would be different if he were removed from office via a discipline process. Duly imposed discipline may include disqualification from holding office, for a certain period, or forever. Not to mention expulsion from the board, or from membership. But since he resigned, which is a request to be excused from a duty, and was therefore presumably excused, there's no penalty.

Yes, I am using Grammarly. I'm finding it more trouble than it's worth, so I'll try it without.

You seem to have it right, except that executive boards, and executive committees have only the powers granted to them in the bylaws, so just stating that they exist is not quite enough. if you want them to be able to act in certain situations, you need to say so in the bylaws.

It seems to me that there is no need to remove any committee chairs. Since the President-Elect appoints all the chairs, all that is necessary is to appoint someone else rather than reappointing the one in question. It looks like the board must approve (or disapprove) of the President-Elect's choices, which would be done with a majority vote.

It is not too difficult to hide the fact that one is abstaining. On a voice vote, all that is required is not to answer when either the Ayes or the Noes are called for. The chair must never call for Abstentions. For a rising vote, do not stand for either affirmative or negative. For a ballot vote, do not turn in a ballot, or turn in a blank ballot. For a roll-call vote, it's more difficult. Normally you would answer Abstain or Present, but you could simply fail to respond when your name is called. If a member wishes to make the reason known, the time to do that is during debate. But it is not required, and nobody should ever ask. If anyone were to ask me, I would probably respond "Nunya bidniss" in a very slightly snippy tone. Very slightly.