Gary Novosielski

I think that if the body has a good-faith belief that there will be a vacancy in an office, they can give prior notice that they intend to elect a replacement to fill that vacancy in anticipation of its occurrence. The election could be conducted subject to a proviso that the replacement would not take office until the vacancy actually existed (which would be the case even if not stated) and if a formal resignation was subsequently received that was different in some detail from the original belief, I don't foresee a difficulty in making appropriate adjustments. If the resignation was never forthcoming then the person designated as a replacement would not take office. I'm familiar with a number of situations where interviews were conducted in anticipation of a vacancy, and I don't think that choosing one applicant/nominee, contingent upon the vacancy actually occurring, violates any rule.

The question I have is, did the voters know what they were voting on—in other words, did they know what the motion would have said, if it had been moved and seconded, when they voted on it?

I agree, I was only describing the two common ways of handling officer elections, in the hope that the OP would recognize one of them as applying to the OP's organization. From the OP's responses so far, I have been unable to determine how officers become officers, which is a fact necessary to determine what happens when they are no longer officers.

Yes, and those other positions would be subject to the same analysis: do they hold those other positions by virtue of their office, or the other way around, and are these other duties performed, by rule or custom, by specific office holders, by any board member, by any general member, or some other case? If there isn't any board, the answer is then simple: nobody is allowed to attend (or vote in) board meetings, as they do not occur.

It seems to me there are two different, yet common situations. Some organizations do it one way, and some the other (I assume there are also organizations that have come up with some hybrid method, but I choose to ignore those for the present.) Situation 1: The membership votes for a President, a Vice President, a Secretary, and such other officers as the bylaws may provide, some of whom may be called Directors. They are all members of the board. In this case, the President is a member of the board by virtue of being President. If the President, for any reason, stopped being president, that would mean no longer being a member of the board. Situation 2: The membership votes for the members of the board. They elect as many Directors as necessary to fill expiring terms, so that the Board consists of the correct number of members. Afterward, at a board meeting, the board itself elects, from among its own number, a President, Vice President, Secretary, and such other officers as the bylaws may provide. In this case, the president is a member of the board by virtue of being elected to the Board. If the President for any reason, stopped being president, that would not automatically mean they were off the board. In either case, the Vice President would immediately become president, and there would be a vacancy in the office of Vice President. The difference is whether the president remained on the board or not, and the answer to that question would determine whether the President could vote at (or even attend) board meetings. How to fill the VP vacancy depends on how the bylaws handle vacancies. In the case of Situation 2, the board would elect another of its members to be VP. In the case of Situation 1, any qualified member could be elected VP, but the question of by whom they are elected will vary depending on the bylaws provisions for filling mid-term vacancies.

No motion is required. Once the minutes are read, the chair asks "Are there any corrections to the minutes?" If no corrections are offered, the chair says, "If not, the minutes stand approved as read." If there are corrections, then they are handled one by one, (with a vote if there is disagreement), and once all are either agreed to or not, the chair says, "As there are no further corrections, the minutes stand approved as corrected." There is no final vote on the minutes. The only way to object to the language in the Secretary's draft is to offer a correction. Failing to approve the minutes is not an option.

If the secretary is absent, the assembly should elect a secretary pro tempore for that meeting. RONR says that two officers—a presiding officer, and a recording officer, are the minimum required. Whether those two can be fulfilled by one person is a matter of debate, but it's probably not a good idea if it can be avoided. Both jobs require attention to detail that would be a lot to ask of one person.

If the rules in RONR apply, that business would fall to the ground at the end of that administration, and new appointments would be made by the new mayor, but it's not unusual that public bodies have rules that go beyond, or supersede the rules in RONR, so you should also check your own bylaws or equivalent rules. If you have a municipal attorney, that could be a good place to shoot a question to.

Yes. Otherwise how do you know what question you are voting on? If there is some way that the question is made clear before the vote, then that thing is a motion—or should be.

Yes, it would create a situation where two bodies were both meeting at the same time and place. Is there a reason why the committees can't complete their meetings before the board meeting begins? Why are the committees being "convened" by the board? That makes no sense to me. Committee meetings are convened by the committee.

I'm not sure I'm seeing the point. Does this really save time and effort when compared to simply allowing the board to discuss and decide on these matters as a whole? I'm sure there may be reasons why this odd procedure came into being, and I am disinclined to advise you to simply do away with it, but if there are rules and authorities governing this, they're probably not going to be found in RONR. A system I have seen work is to hold all committee meetings prior to the board meeting (even on different days if that's more convenient for the respective members). There is no need to have the board "convene" the committees. The committees can be permitted to schedule their own meetings, or the board could instruct them with a prescribed schedule. Then at the board meeting each committee could give its report, move its recommendations if any, and the board could simply move through each report in turn without adjourning between each one. But the fact that you're asking the question indicates the current system may benefit from review and possible revision. RONR gives you considerable latitude to arrange things the way they work best.

They have the right to vote in any body which they are still a member of, and not in any body which they are no longer a member of.

Okay, in the words of the immortal Tom Lehrer, "If anyone disagrees with anything I say, I am quite prepared not only to retract it, but to deny under oath that I ever said it." I had not taken 56:7 into account, and stand corrected. Er, I mean, that's what I meant to say. 😉

Perhaps unsurprisingly, No.

Yes, RONR speaks to such a procedure by prohibiting it, unless otherwise provided in the bylaws. The rules in RONR prohibit conducting business, except at a properly called or regularly scheduled meeting at which a quorum is present, i.e. together physically in the same space.

Please ask new questions by starting a new topic.

How large is this body? Does the chair intend to move this motion at the meeting, or only to have it on the agenda, for someone else to move?

If the small board rules in RONR apply, the chair can participate fully in the proceedings of the board, including making motions. But under those rules, seconds are not required at all.

No, I don't think so. I disagree with Mr. Katz. If the Federation bylaws do not mention proxy voting, but the Federation has adopted RONR as its parliamentary authority, then by doing so it has prohibited proxy voting in its bylaws. [See RONR (12th ed.) 45:71] Therefore, the Individual Association may not adopt any conflicting provisions in its own bylaws.

I don't see how either. I assumed the minutes would record who actually made the motion in the meeting, and would not record who requested the change to the agenda prior to the meeting.

RONRIB is not a suitable work to be used as a parliamentary authority. Refer to RONRIB (3rd ed.) Page 7: Because this book is only an introduction and guide to RONR, it is not itself suitable for adoption by any organization as its “parliamentary authority”—the book of rules the group names to govern its meeting procedure. If any organization designates this book as its parliamentary authority, it actually adopts the current edition of Robert’s Rules of Order Newly Revised. So, your parliamentary authority is currently RONR 12th edition. You should get a copy, because there are many citations in RONRIB that will refer to to the official rule in RONR. It would be wise to amend your bylaws to use the recommended language: The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Society may adopt. (The word Society, which appears twice, can of course be replaced by something more appropriate to how your organization refers to itself.) There's no problem in using other books to better understand Robert's Rules, but it should be understood that the actual rule can reside in only one place. Currently that one place is RONR 12th ed. RONRIB and the Zimmerman book (I have not read the latter) may be useful, but not binding, if push comes to shove. Dagnabbit, Dan beat me by 10 seconds.

Well that changes things substantially, and it's unlikely that RONR's rules regarding elections and vacancies will apply in their default form.

Yes, I agree with your interpretation. The partial-term vacancy only existed until the next election. In some societies it could be filled for the entire unexpired remainder of the original term, but your bylaws require an election at the next opportunity, whichever is sooner. So the board is incorrect, and the appointment was not proper. I believe this constitutes a continuing breach and so a Point of Order would still be timely so long as the improperly appointed person remains in place. Since an election was required but never done, what you have at this point is an "incomplete election", which should be completed at the earliest opportunity. Fortunately, it appears that your bylaws allow this to be done at a special meeting called for this purpose. Be sure adequate prior notice of the election meeting is given in compliance with any prior notice time frame requirements in your bylaws. Stay tuned for other (or concurring) opinions.

No.

It refers to the proposed resolution to insert some clarification into a previously adopted agreement.