Gary Novosielski

On 11/17/2016 at 4:56 PM, Guest Ritakenny said:

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No rule in RONR prohibits it.

5 hours ago, Guest Harper said:

Thank you Mr. Honemann and Mr. Huynh. So in practical terms, what does raising a 'point of order' about the new motion mean? Does it mean, for instance, that the previous motion must be addressed (amended, rescinded, whatever) first, before action can be taken on the new motion? And the chair, of course, makes this determination? Thank you.

The chair could simply rule the motion out of order (subject to Appeal), and then move on to the next item of business.

But a more helpful chair might help the mover to craft a proper motion to Amend Something Previously Adopted.  If not, there is nothing stopping the mover from figuring out how to properly phrase the motion, and doing so.

4 hours ago, Guest W. Watson said:

My organization has no Article on Discipline in its bylaws but has adopted RONR as its parliamentary authority via its Bylaws. Our bylaws do, however, create a disciplinary committee call the Infraction Committee and gives it standing authority to perform confidential investigations/hearing on members/affiliate units who have been alleged to have violated rules. Our organization has adopted a standing rule requiring the Infractions Committee to perform all confidential investigations/hearing within 30 days of a request. Recently, an affiliate Unit violated a standing rule that has been approved in one of our manual. The violation was referred by a member to our Infraction committee for a confidential investigation.  Six months have already passed and the Infraction Committee has not presented its report to the assembly. What should the assembly do now? Can it discharge the standing committee from a function that the bylaws specifically give to that standing committee and take up the matter itself? What are its options?  

Yes it can, and if the committee has missed a deadline for reporting (as seems to be the case here), the motion to discharge requires only a majority vote, not the usual 2/3.

Since the committee is a standing committee and may have more than one matter under consideration, the motion should identify which matter the commmittee is to be discharged from further considering.

4 hours ago, Guest Toby said:

The resignation was not accepted due to sympathetic votes to have the board member stay. So if the resignation is not accepted, the board member remains on board correspondence etc until their term is up or until a new motion to accept the resignation is accepted? The position the board member is resigning from is the treasurer and the club needs a treasurer. Thanks.

If a majority of members are willing to put sympathy above the fact that the club needs a functioning treasurer, it might be worth renewing the motion (making it again) at the next meeting and pointing out the facts in debate.

3 hours ago, Dottie said:

So it has been passed that we go non-smoking on December 31st. We think smokers (who lost 55 to 15) will bring it up again this month to go non-smoking just during mealtime. This has been on the agenda in various forms since August . The chair is asking me how we move forward since the 2/3 majority has decided to go non-smoking on the 31st. Thus my question can a member move that we set the conversation aside for some period of time?

A motion to Rescind or Amend Something Previously Adopted requires for passage (a) a 2/3 vote, (b) a majority vote if previous notice was given at the prior meeting or in the call of the present meeting, or (c) a majority vote of the entire membership, any of which will suffice.

If the smokers lost 55 to 15, there seems little chance that such a motion would carry.  If it is moved, a motion for the Previous Question i.e, cutting off debate, which requires a 2/3 vote, should easily pass, bringing the motion to an immediate vote and presumably immediate defeat.

In other words, it's usually much easier to simply and swifty defeat an unpopular motion than it is to invent complicated ways of preventing it from being brought up.

See §35.

The motion requires (a) a two-thirds vote, (b) a majority vote when notice of intent to make the motion, stating the complete substance of the proposed change, has been given at the previous meeting within a quarterly time interval or in the call of the present meeting, or (c) a vote of a majority of the entire membership—any one of which will suffice.

And if there is no Secretary (present) any member can call the meeting to order and preside over the election of a chairman pro-tem.

On 11/14/2016 at 0:12 PM, JerryRig said:

We have a standing committee of 4 members.  Two of the members are not present.  Because a committee requires a majority, is 2 out of 4 an acceptable quorum?

No. A majority means more than half.

My hope that GuestXIV was more interesting in learning the facts than in arguing about them is fading.

Also find out what he thinks the effect of Censure would be.  According to RONR, censure can only be done by a majority vote of the body imposing censure, and the effect of censure is to let the person being censured know that the body doesn't like what he did.  There is no other discipline imposed.

Censure is essentially a slap on the wrist, if you ignore the fact that they can't actually slap your wrist.

On 11/14/2016 at 7:19 PM, Guest Alan said:

Should a CLerk record minutes and present them to all the membership at the next meeting for additions and corrections or approval?

Our church has quarterly meetings. The bylaws say that the Executive Board, who are three members of the assembly, reviews the Clerk's minutes at their meeting a few days later and thus get activities under way. The Clerk allows the board to edit in addition to review and only presents the minutes that the board has approved and does not identify any board members' changes when she reads minutes ninety days later. Is such editing consistent with Robert Rules?

One alternative process would be for the Clerk to create draft minutes for all the members including the board to reference. If the board elects to work from altered minutes, then it could propose changes in language at the next meeting of the assembly.

It's impossible to tell, based on a paraphrase of a fraction of the bylaws, what is going on.  Whatever rules are actually in the bylaws will supersede any rules in RONR that conflict with them.  If they say the board approves the minutes, then there's no need to get approval from the membership at all.  if they say the board reviews the minutes, I'm not sure what that means.  Your organization has to interpret its own bylaws.  If they board isn't empowered to approve the minutes, then the secretary will present them for approval at the next meeting.

In general under the rules in RONR the secretary is not prevented from seeking or getting advice from anyone before finalizing the draft minutes, and is under no obligation to follow that advice.  Perhaps your bylaws have some rule that allows the board to advise the secretary, but I can't tell from here whether the secretary has to accept these suggestions.

If the minutes are presented for approval at the next meeting, you may not know what changes the board has or hasn't been involved in, but you presumably would know if the minutes are correct, and if for whatever reason they are not, you can offer corrections.

On 11/14/2016 at 9:20 PM, Guest Lauren said:

When sending out the notice for an AGM, you send out a copy of last year's minutes. Are you required to send copies of reports that were presented at the previous year's AGM?

No   And for that matter, you're not required to send out a copy of last year's minutes.   You can if you like.   

If you're sending out last years minutes so they can be approved at this year's meeting, that's a practice frowned upon by RONR.  Better to appoint and empower a committee (or the board if you have one)  to read, correct, and approve the minutes of the annual meeting as soon as they're available. Waiting an entire year is just a bad idea.

22 hours ago, janita said:

Is it appropriate for the President of an Association to also be the Chair or Co-Chair of one of the Standing Committees of the Association.   In our Association, the Committees report to the Board and make recommendations to the Board.   There is nothing in our by-laws on this subject.  

And to be clear, you do not have co-chairs (or co-anythings) unless they are explicitly authorized in your bylaws.  You can have a vice-chair.

1 hour ago, Fergusgw said:

Question.  During a called meeting, is a quorum required?  Our By Laws require for a regular meeting that 30 people be in attendance for a quorum, however it does not state for a quorum for a called meeting.  I find nothing in Rules of Order that talks about a quorum at a called meeting.  Help.

You would not find such a rule in RONR because ordinarily the quorum is assumed to apply to all meetings of the particular body. 

For some reason your bylaws make a distinction, but I couldn't guess why.  Well, if I had to guess I'd say it was a mistake, but mistake or not the language is there until amended.  Like Mr. Mervosh, I'd ask you to check your bylaws to see whether special (called) meetings are allowed at all.  

If they are permitted, but no quorum requirement for them can be found in the bylaws, then I believe RONR's default quorum would apply: i.e., a majority of all members of the body.

2 hours ago, Godelfan said:

Sure, the society can remove the member, but it has to actually do it.  I took the question to ask if the member automatically loses rights simply upon filing the lawsuit.  If the question had specified that the organization has taken disciplinary action, then my answer would be different.

I think Transpower raises an interesting question.  More generally - what if the member sues the organization to make it better, not worse?  Maybe more organizations need whistle-blower clauses.

I think the member would have to be in the minority in his ideas on what would make the society better. or it would be a trivial matter to correct the behavior of the society by ordinary parliamentary means.

It would certainly be problematic if the plaintiff in a lawsuit were able debate and vote on the defendant's decisions on whether and how to settle the suit.

2 hours ago, Godelfan said:

As regards D[esignat]ed Survivor, I haven't looked into the claims in any depth, nor have I looked into the rules of order of the House and Senate in enough depth to comment, but I do believe it would not be first time that a tv show took liberties on such matters.

I've been watching the show, but not an episode goes by that i don't holler some abusive epithet at the screen over the blatant disregard of one Constitutional provision or another.

The quality of writing on the show isn't too bad, but the level of research is so low that it interferes with enjoyment of the plot.

There's nothing in the least ambiguous about RONR's definition of member.  Members are persons, but not seats; officers, but not offices.

There may be a great deal of ambiguity in your bylaws, which you would be well advised to remedy.  Interpretation of ambiguity is up to neither this esteemed forum nor random blogs to accomplilsh.  It is up to your membership to interpret any ambiguity and, preferably, amend the bylaws to say what they mean.  

For questions about what effect statutes, codes, and case law may have on your organization, you are well advised to contact an attorney.  Any corporate code that applies to organizations such as yours supersedes the rules in RONR, so asking what RONR says in that event is of academic interest only.  Any code that does not apply to your organization is not persuasive in interpreting the language in either your bylaws or in RONR

I would add only that blogs are not authoritative citations on what RONR says.  Only the pages of RONR (perhaps with some help from the pages of PL, and the official interpretations found here) will be of much use in determining the meaning of the rules contained within The Work.

If you are more interested in learning the facts than in arguing over them, please call again.

1 hour ago, Guest GuestXIV said:

Where Tim Wynn answered "It is the number of members that adjusts" was he being overly broad?  Our condo bylaws say the Board of Directors has 5 members, which seems to imply the number of members is constant and does not adjust when members resign (or become ineligible to continue serving, for instance by selling their condo units).

(If three leave the Board, a quorum presumably becomes impossible.  However, our bylaws say the remaining members shall appoint people to fill vacancies, even without a quorum.)

We have a similar situation now on our Bylaws Committee, which is an advisory committee that reviews the bylaws and recommends amendments.  Its charter (which isn't in the condo bylaws, but was adopted by a vote of the committee) says "the committee will have 7 members" but there were really never more than 6.  With either 6 or 7, the quorum was 4.  But recently one member announced her resignation, and another was absent a third time at the most recent meeting, which results in her automatic dismissal from the committee according to the charter.  So there are now 4 or 5 people who are members of a committee that is officially supposed to have 7 members.  The most recent meeting was attended by 3, and the person who resigned says it lacked a quorum because a majority of 7 didn't attend. (Note: the committee's charter doesn't specify the quorum or Robert's Rules.  The committee voted to operate under Robert's Rules.)

Is the quorum 4 because the charter says "the committee will have 7 members" or is it 3 because only 4 or 5 people are members?  Robert's Rules says a majority of the members, but I don't see anything in Robert's Rules that's crystal clear about the definition of "members" and the word seems ambiguous.

Because the Bylaws Committee is an advisory committee, I see no need for the "protection of the majority" that a quorum requirement is intended to provide, because the governing body receiving the advice is free, if they wish, to take into account the (small) number of committee members who voted to give the advice.  Also, who are the absent majority who would be protected by a quorum of 4, when 3 attend and only 1 or 2 actual members can be identified as absent?

Two years ago I attended an open meeting of the Board of the Maryland Homeowners Association.  The MHA bylaws say their Board has 13 members.  Only 6 were in attendance.  They said 2 of the 13 had resigned so the quorum had dropped to 6, and they proceeded to do business. (I thought that was fishy, but I didn't speak up.)

Members are living, breathing, individuals.   If the bylaws say that the board shall have 7 members, it is up to the society to make sure, to the extent possible, that this is true, in order to comply with the bylaws.   Nevertheless, if the board should, at some point, for whatever reason not have 7 members, and the quorum is a majority of members, then the quorum will be reduced.  There is a lot of truth in what actually happens.

If, instead, the bylaws had said that a quorum was 4, then a quorum is 4.

32 minutes ago, Transpower said:

RONR (11th ed.), p. 6n:  "Members in good standing are those whose rights as members of the assembly are not under suspension as a consequence of disciplinary proceedings or by operation of some specific provision in the bylaws."

Yes, and I think a case could certainly be made that suing the society was sufficient cause for removal from membership:  

Quote

Although ordinary societies seldom have occasion to discipline members, an organization or assembly has the ultimate right to make and enforce its own rules, and to require that its members refrain from conduct injurious to the organization or its purposes. No one should be allowed to remain a member if his retention will do this kind of harm.  [RONR §61, emphasis added]

6 hours ago, Guest JLR said:

Is the secretary required to keep the handwritten notes beyond the time that the official minutes are approved?

Nope.

2 hours ago, Guest Paula said:

If only two persons are running for two open positions and the bylaws call for secret ballot, can a motion be brought forth to bypass the bylaws and have a show of hands vote?

Such a motion would not be in order.  The rule cannot be waived, even by a unanimous vote.

Not only can they, but they must.  That is, after all, the whole point of executive session.

One can move that something be done

One can make (offer, propose, etc.) a motion that it be done.

One does not motion anything....   (ever)

Motion is a noun, move is the verb.

The question of who may sign checks depends on what agreement your organization has with the bank.  Typically, you would have adopted a resolution within your organization detailing who can sign checks. and than have sent that resolution (or a certification that such a resolution was adopted) to the bank, along with signature cards.   As long as both you and the bank are in agreement, RONR has no problem with whatever you agree to.

20 hours ago, Daniel H. Honemann said:

"Absentees who are present are not protected by rules protecting absentees, but even absentees who are present cannot consent to suspension of rules protecting absentees (unless there aren’t any, in which event they can).

It's true that absentees who are present are not protected by rules protecting absentees who are absent, but surely they are protected by rules protecting absentees who are present, because they are both.    The problem is that they don't need the protection unless they do, in which case it is too late.  So it may be best just to leave the language as is.