Gary Novosielski

I think you would do best to make a greater effort to use the time-tested language in RONR and not attempt to "improve" what over a century of triial and error have proven to be optimal. As a small example, the second item of business should be called "Reading and approval of minutes". As written, the minutes are read but apparently not approved, and should there be more than one set of minutes to be approved, you will apparently only be able to approve the most recent one. Suppose, for example, there are one regular and two special minutes to be approved (OOps. I mean read but not approved.)

You cannot have an executive session after the meeting is adjourned. Executive session may occur near the end of a meeting, but within the meeting. And going into (and coming out of) executive session, whether "scheduled" or not, requires a motion, second, and majority approval by the assembly. The president acting alone cannot do so.

Presumably that means that the motion was adopted, but I doubt that you could move to Reconsider, if the meeting has already been adjourned. You can use the motion to Amend Something Previously Adopted.

Yes.

In general, but not never. Rules that are clearly in the nature of rules of order (i.e. pertaining to the orderly conduct of business within a meeting) are suspendible even if they are included within the bylaws. That's what prompted the discussion above about whether this rule was or was not in the nature of a rule of order.

Your custom rules supersede those in RONR, so RONR does not address this situation. If you have no rules on the subject, it may be time to add some.

The quorum is five in either case.

Right, then it's even less well-defined. I wish them luck, in any case.

I'd say the latter is clearly a vote that requires 2/3 of the entire board whether present, or voting, or not. The former is unclearly worded and ambiguous. I lean toward considering it as an ordinary 2/3 vote, specifying, arguably without necessity, the body in which the vote takes place. However it can be argued that bylaws language should always be presumed to be there for a reason rather than for no reason. What that reason might be, however, remains unclear. Other things might be argued just as well. One interpretation is that a normal 2/3 vote is needed, but the entire board must be present for the vote. Unclear language should be replaced with clear language so that we don't have to guess.

I think Tom was foolish not to vote. Until his right to vote is removed by discipline (which had not yet happened) he retains that right. If he was prevented from voting, rather than abstaining voluntarily, then the result of the vote is null and void. If he simply abstained, then the vote is apparently correcgt.

I believe that this rule is in the nature of a rule of order, not an eligibility requirement, and may be suspended. The motion to suspend the rules normally does not name the rule being suspended, so a more correct form might be "I move to suspend the rules and (re)open nominations for the office of _____". As such it would require a 2/3 vote to pass, where the motion to reopen nominations normally requires only a majority vote, but it appears this was not an issue in your case.

And that would ordinarily be at the meeting during which the secret ballot vote was held. Presumably the Elections Officer will make the announcement at the meeting at which the secret ballot vote wasn't held, which is a little less well defined.

Business that was not included in the call of the meeting may not be taken up. Whether it is in executive session or no is not relevant.

Apparently the nomination process does not even occur in the context of a proper meeting, so the Election Officer will have to figure out where and when to make this declaration.

i'm not sure what you mean by "called to question'. I presume you mean it was voted on. If nobody raised a Point of Order at the time that the chair announced it as adopted, then it is too late to question it now.

If previous notice of the motions has been already been mailed, it is not in order to remove them. The chair can advise members at the meeting that the proposers no longer intend to make the motions, or the proposers can request leave to make that statement, or they can simply not move them. However, since proper notice was given, there is nothing to prevent someone else from making the same motions, should they wish to do so.

An inquiry from the chair as to the reason for the motion can also help to weed out some of the most common misuses of the motion and allow the chair to decide whether to rule it out of order or to suggest a correct motion to achieve the desired result.

It is not debatable. However, RONR does make the following point:

No, but a motion to accept it (with a second) would then be in order.

I think he's got it. By George he's got it! Ah, but wait. Didn't we determine that according to the bylaws, the board does not have the power to fill vacancies? In that case, the resignation would have to be submitted to the general membership (via the secretary) and the full membership would vote to accept the resignation from the board. Or am I missing something?

Common sense may say one thing and RONR another. Wouldn't be the first time <grinduck>. But I think it's still correct to say that according to the rules in RONR, the meeting must be held. The fact that a president who is not authorized to cancel a meeting announces that it is canceled does not prevent those with snow chains and a contempt for danger from holding the meeting anyway.

Yes, and having a provision for canceling a regular meeting, using language like that which you quoted is probably a good idea, depending on the liklihood of blizzards or hurricanes in your regioin. Without such a provision, the meeting must be held. A typical rule regarding special meetings would authorize the president to call them, and would also provide a method for going around a president who refused to consider the wishes of the memers to have a meeting. The secondary method usually involves a certain minimum number of members issuing a request to the Secretary, who would issue the call for the special meeting, even if the president did not like it.

You need not, in fact you may not, default to the immediate past election. Even if you could, it is likely that those who did not win did not have majority support, so the results would not be useful. What you must do now is follow the rules in your bylaws that deal with filling vacancies. If there are no such rules, then a new election is in order.

The language about who can call meetings is applicable to Special Meetings. Regular meetings, such as those set in the bylaws do not need "calling", and if set in the bylaws take place automatically on the date(s) specified. The bylaws definitely sholuld have language on Special Meetings as well, or they cannot be held at all.

It depends on whether you mean electronic voting within an in-person meeting, or whether you are instituting some sort of absentee voting, where members who are not present are authorized to vote.