Gary Novosielski

Aloha, I'm not sure what the rules are regarding a Hawai'i Association. Is that akin to a homeowners association? In any case interpretation of statutes is well beyond the scope of this forum. I can say, however, that where the rules in RONR apply, reaching a mutual (or at least majority) agreement in Committee of the Whole is not the same as voting to adopt a motion. When the committee finishes its work and agrees what to report, the committee rises and the assembly reconvenes. The committee chair reports to the chairman of the assembly, announcing the matter which the committee has had under consideration, and what the committee has decided to recommend. This takes place even though everyone there was present in the committee meeting, and knows perfectly well what was considered and what was agreed to. This is done in part to emphasize that the committee of the whole assembly is not the assembly itself. The assembly is perfectly free (unlikely as it may be) to reject or modify the recommendation of the committee.

I'm a little confused by the fact that this rule is seemingly still being considered, and yet is already being enforced. Your organization is free to adopt whatever bylaws it deems appropriate, but in the usual case, the board cannot impose rules upon the membership, especially rules concerning the conduct of nominations and elections, without the approval of the membership. Boards cannot typically change bylaws. So I leave the interpretation of this rule to your organization to sort out. The rules in RONR which would apply, should you wisely choose to eliminate this provision in your bylaws, are: Nominations are debatable. Ordinarily, simply making a nomination does not require being recognized, but if the nominator wishes to make remarks about their nominee, recognition should be sought. Then it is in order to explain the reasons to support this candidate. Similarly, seconds to nominations are not required, but if additional members wish to speak on this nominee they may seek recognition for the purpose of seconding the nomination, and may make remarks at that time. The rules of decorum apply during all these speeches, so bad-mouthing other candidates is not what they're for.

Agreeing with Messrs. Katz and Brown, I would add that since there is no such rule in RONR, and if there is no such rule in your governing documents, then this might be just a well entrenched custom which should nevertheless fall to the ground upon the sustaining of a Point of Order that there exists no requirement for such a delay.

I don't actually disagree with any of that. But... In the first instance, the withdrawal from consideration by a nominating committee occurs before a person is formally nominated, so while I agree with the statement, I don't think it qualifies as declining an actual nomination. And I agree that the custom (not a rule) to drop someone from the ballot who has expressed a desire to withdraw is nearly universal, but I don't think RONR is as clear as it could be about when names are or are not printed on a ballot. We are told that a person can withdraw before a subsequent ballot is held, or that last-place candidates can be removed by the assembly from the ballot (but not disqualified), yet we're not clearly advised on who (or how one) gets onto the ballot, or how floor-nominated (or dropped) candidates get themselves onto (or off) a printed ballot in the days before portable printing presses were available. It's certainly true that listing a person on the ballot who it is known will refuse to serve seems pointless, but not every item of common sense directly corresponds with a rule on a one-for-one basis.

No. If he resigns, he is then the immediate past president. If not, he is still president. RONR has no provision for leaves of absence, so this process would have to be found in your bylaws.

It depends entirely on the situation. You'll need to be much more descriptive of what you have in mind. Is this speech to be made during the nomination process, on a milk crate at the corner of Walk and Don't Walk, or somewhere in between?

From RONR 12th ed.: 46:3 Methods of nomination are: (a) by the chair; (b) from the floor (sometimes called “open nominations”); (c) by a committee; (d) by ballot; (e) by mail; and (f) by petition. If no method of nominating has been specified in the bylaws and if the assembly has adopted no rule on the subject, any member can make a motion prescribing the method (31). It seems like there is already a provision in your bylaws (as there is in RONR) that once the nominating committee reports, the chair must call for additional nominations from the floor, which would be method (b) above. This is outlined in 46:6, but the short version is: Chair: Are there (further) nominations for the office of <office>? Member: (without waiting to be recognized) I nominate Ms. T. Chair: Ms. T is nominated, are there further.... [etc.] ...until there are no further nominations offered. There is no method by which a nominee can "decline" a nomination. If elected they can then decline taking office. While a nominee may "withdraw" their name between multiple rounds of balloting if any, they remain eligible for election, and any votes for them, as via a write-in, must be credited to them.

I don't know what WA regulations say nor what your bylaws say, but RONR does not require notice of the exact motion it is proposed to introduce. It says: Notice of the time, place and purpose of the meeting, clearly and specifically describing the subject matter of the motions or items of business to be brought up, must be sent to all members a reasonable number of days in advance. [RONR (12th ed.) 9:13] So the description you gave sounds fairly clear and specific, and would pass the test in my opinion. But you'll have to check those other sources for possible superseding rules

If it is that important to you, I would not dream of depriving you of the satisfaction of bringing it to my attention. In fact I shall endeavour to arrange matters in such a way that you have periodic opportunities to do so. 😜

And if there is a conflict, then there is a problem with the bylaws. The question then resembles: There is a pipe that burst and my basement is getting flooded. What shall I do? Please do not suggest turning off the water.

I'm not sure how a parliamentarian can "rubber-stamp" anything in the first place. Parliamentarians do not have the power to approve, reject, or otherwise stamp actions of the chair. The role of a parliamentarian is to give advice to the chair. If the chair decides not to follow that advice, the matter never gets referred back to the parliamentarian for stamping. The chair is responsible for the chair's own decisions, and the chair is accountable only to the assembly, not to the parliamentarian.

I have quoted the entirety of 56:50 above. Look up.

There are two separate issues here. If there is disagreement over what the bylaws should allow, that's all well and good, and can be decided by adopting or rejecting an appropriate amendment. There is no rule that a proposed amendment can't conflict with the existing bylaws. If there were, it would prevent most amendments, since changing the language usually conflicts with what it said before, otherwise, why change it. But the chair should be free to point out that adopting an amendment in one place which contradicts a similar provision elsewhere would create an absurdity in the bylaws. The chair can and should guide the assembly in crafting an amendment to the proposal that would either accept the new way by its adoption, or keep the old way by its rejection. If this requires making two changes in the bylaws instead of one, then the proposal should be amended to include both changes, which will then pass together or fail together. Ultimately, I suppose the assembly has the right to adopt absurd bylaws, but the chair does not need to stand by silently and watch it happen.

Since no timely Point of Order was raised at the time, I believe there are not grounds to oust the third position office. If that person was inelligible, it would be a continuing breach, but since that person was properly elected, the error in another office is unfortunate, but not sufficient to remove someone else from office.

If you have the 12th edition of Robert's Rules of Order Newly Revised, each paragraph is numbered in the margin like 56:50, which is section 56, paragraph 50. It should say: 56:50 Article IX: Amendment of Bylaws. The bylaws should always prescribe the procedure for their amendment, and such provision should always require at least that advance notice be given in a specified manner, and that the amendment be approved by a two-thirds vote. If the bylaws contain no provision for their amendment, they can be amended by a two- thirds vote if previous notice (in the sense defined in 10:44) has been given, or they can be amended by the vote of a majority of the entire membership. In making a requirement that notice be given by submitting the amendment at a meeting in advance of the one at which it is to be considered, the provision should always specify submission at “the previous meeting,” and not “a” previous meeting, since the latter would permit indefinite delay and would defeat the object of giving notice—namely, to alert the members to the proposed amendment so that all those interested can arrange to be present at its consideration. The requirement of notice restricts amendment of the proposed bylaw amendment to changes within the scope of the notice, as explained in 57:10–13 (see also 35:2(6)).

No, but it meets the definition in the bylaws which allows rounding to the nearest integer, which in this case is less than 2/3. Someone thought they were being smart.

It is, but that's no guarantee someone won't interpret it creatively.

They can't present it on behalf of the assembly, or commission, or whatever body unless that body has assented to that action by a majority vote, which seems not to be the case. If they are not reporting on behalf of a body, they are acting as individuals--technically only one of them will actually be making the motion. [Edited to add:] And the fact that they will be participating in debate in the body where the motion is made is quite usual, and proper.

The number which constitutes a quorum might be barely more than half of the members or perhaps set much lower, and two-thirds of that, would allow bylaws amendments with barely detectable approval levels. I think that the implied "whichever is smaller" must be rejected. Since "contributing to a quorum" could be paraphrased as "showing up," I think it's closer to "members present." I don't know the point of rounding, since counting votes requires no rounding, and presumably the number of Senators is also a whole number. Too often, bylaws are drafted by people who love the sound of their own words more than they do clarity.

The term 2/3 super-majority vote is not a proper term of art in parliamentary usage. What is the exact rule for constitutional amendments, and does it actually say "super-majority"? RONR usus the terms majority vote and two-thirds vote, and they mean different things: majority vote means: a vote of more than half of those present and voting (i.e. more Yes votes than No votes) two-thirds vote means a vote of at least two-thirds of the votes cast. (i.e., Yes votes at least double the No votes) Your rules apparently have their own definition of "2/3 majority" but it is a little confusing. "Members contributing to the quorum" is unclear. It may mean simply 2/3 of the members present, or it may mean something else. Adding the word "super," or omitting it, would not, in my view, change the meaning. People like to add the word "super" for their own reasons. But if your definition means 2/3 of members present, that's a higher threshold than the usual two-thirds vote, because in the latter, abstentions do not affect the outcome, while in the former, abstentions have a similar effect to a No vote.

That's not a lot of information to go on. If the officer is on the board because of being elected to the office and therefore made a board member, then resigning from the office is tantamount to resigning from the board. If, though, the person was elected to the board and then elected to office from among the board members, then it's possible to resign from the office and stay on the board. There may be other combinations of facts. So, How are your board members chosen, and how are your officers chosen?

Exactly how is the quorum for board meetings defined in your bylaws? Or are your bylaws silent on board quorum? If the default value of a majority of members is controlling, then I concur that for the time being the quorum is reduced to 12.

The logical meaning of terms connected by an -or- operation is that the result is True if any of the conditions are true. So following that logic the term ends whenever any of the terminating conditions becomes True. In other words as if the phrase "...whichever occurs first" had been appended.

Thank you Dan! I had assumed (yeah, I know) that when the OP said this order of business had been adopted, it was duly adopted via a special rule of order approved by the membership. The fact that the Board adopted its own special order of business was not made clear at the outset. And that is basically the ball game. Dan asked exactly the right questions.

You can make a motion to Limit or Extend... without a motion pending. It can be made to apply to a motion about to be introduced, or to all main motions (or a subset) for the remainder of that one session. If no motion is pending when it is moved, it becomes an incidental main motion. [See 6:23]: 6:23 Incidental Main Motions Corresponding to Incidental Motions. Counterparts of some of the incidental motions may occur as incidental main motions. For example, a standing rule (2) can be suspended for the duration of a session (8); and a motion for such a suspension, made when no business is pending, is an incidental main motion. Similarly, a motion prescribing how nominations shall be made is an incidental main motion if it is moved while no election is pending.