Gary Novosielski

Just to clarify--you are a member, are you not, of the body whose meeting you wish to address?

The current edition of -In Brief (RONRIB) is 3rd ed. It corresponds to and references RONR 12th ed.

I'm shocked, shocked. Sorta. 😏

Yes but as @Atul Kapur has also noted, this "signed instrument" is a different matter which does not include any "voting" as such, and is its own rule with different language.

You are quite right of course. But my suggestion referred to a particular situation where @Catharine Littlefield had been recognized to give some sort of report, and was being interrupted by shouts from other members. In that case I believe it would not be necessary to seek recognition if one already has the floor. And if people were shouting out, the nature of the non-compliance would be obvious.

You say that the President has resigned, but later say that the President is resigning, It matters which is the case. If the President has resigned, and the resignation has been accepted, then the Vice President if any is now president, and may call the special meeting to fill the vacancies caused by the reignation of the other board members and the new vacancy in the office of Vice President caused by the automatic succession,. If the President is in the process of resigning, or has submitted a resignation to be effective at a future time, then the current president can call the special meeting. There would be no conflict of interest simply by calling the meeting. The fact that a meeting is needed can't even be considered controversial.

The correct usage is "shall be composed of" or "shall comprise". After "sitting County Committeeman" strike "of" Whether it's a good idea or not is something I can't really guess at. It occurs to me that the leadership's disregard for the rules could be caused by something other than simple ignorance.

Well, far be it from me to question the average attorney's familiarity with Robert's Rules but, umm. Hmm. I, uh, forgot what I was going to say. Anyway--He's right that if RONR applies, the rule is One Person--One Vote. It's one of the characteristics of a deliberative assembly. However, it's not uncommon for community associations to have a rule in the bylaws that voting power is proportional to the number of lots owned. I don't know what your bylaws say, but that's where the answer is. Perhaps the Attorney has actually studies your bylaws and knows there is no such rule there. But the specific language in your quote: 75% of lot owners, refers to owners, not lots. Owners are human beings, or corporations that own the land. If it had meant "a number of owners sufficient to control 75% of the lots" it could have done so, but did not.

You're still failing to acknowledge the first primary point. The Annual Meeting is not a board meeting. The board is not present at all (except as individual members). The old board is not in session, the new board is not in session. It is a membership meeting, and only the membership is in session. You may have an election during this meeting, and a new board may be elected, but they are not present as a board until they hold their own first board meeting at another time. From beginning to end, the Annual Meeting is a meeting of the membership. Most importantly, the board cannot make any rulings since it is not a board meeting. And since a board is the subordinate body, and the membership is the superior body, the membership is not obliged to obey any rulings of the board in the first place. The membership can instruct the board what to do, and the board must comply. But again, at a membership meeting the board does not "exist" as such. It only exists as a board when it is sitting in a board meeting.

Yes. The OQ referred to the ability to suspend a rule that said: ...and allow the chair's removal by a vote in committee. The rule seems to be referring to permanent replacement, having effect beyond a single session.

It may not be out of order on its face, but I think a reasonable chair could certainly rule that it was frivolous and disallow it as accomplishing nothing. But if it were duly "adopted", since it would have no effect distinguishable from rejecting it, I feel justified in saying that nothing has "gone into effect" or "remains in effect" or exists in any way that could be rescinded. For that matter, if it had passed, rescinding it would be equally frivolous, since adopting or rejecting its rescission would be equivalent. And requiring previous notice of intent to accomplish nothing in order to lower the voting threshold on not accomplishing it is beyond vacuous. All of which suggests to me that considering it null and void from the git-go is the least absurd of all the possible absurdities.

Yes, I did not intend to imply otherwise. While the agenda itself is not binding as an agenda, that does not affect any rules regarding individual items that may be orders of the day; those must be carried out as usual. Even though the fact that they were listed on a random piece of paper may be ignored, the items themselves may not.

The original was probably out of order. Not printing the minutes could be equally accomplished by voting for that motion, or voting against it. Since the minutes were already not being printed anyway the motion was frivolous. So after passage of the motion, there was nothing left of it to be "in effect" (or if you prefer, it was instantly completely carried out.) So there is nothing left there to Rescind or Amend. The second motion to begin printing the minutes is therefore in order, and can be adopted by a majority vote. You still haven't told us whether either of the motions was adopted, which at this point I suppose does not matter to this response.

They may to, and often do to.

Of course not.

An Annual General Meeting is not a special kind of board meeting. It is not a board meeting at all. It is a meeting of the general membership, the body to whom the board reports. Yes, if the rules in RONR apply, any member may offer an ordinary main motion from the floor, at the appropriate time (probably New Business). Yes. At the very start of the meeting when the agenda is pending for adoption, a member may move to amend the agenda, by adding items, striking items, changing items, or changing the order of items. A second and a majority vote is needed. I'm not sure what sort of pushback there could be. There's no justification to rule it out of order, but just in case, familiarize yourself with the process for moving an Appeal. [RONR (12th ed.) §24]

1. If the adoption of an agenda is pending at the start of a meeting, you do not ask to amend it, you simply move to amend it. Before adoption, only a majority vote is needed. 2. If an agenda was never adopted for a meeting, it is not binding. There is no need to vote on any changes. The entire document can simply be ignored.

Here are some relevant passages from RONR 12th edition: 49:7 In any event, no action of the board can alter or conflict with any decision made by the assembly of the society, and any such action of the board is null and void (see 56:41 and 23:9). Except in matters placed by the bylaws exclusively under the control of the board, the society’s assembly can give the board instructions which it must carry out, and can rescind or amend any action of the board if it is not too late (see [§]35). It should be noted, however, that exactly the opposite condition prevails in connection with boards of business corporations, in which the board has exclusive power and authority to operate the business. 56:41 A board may never alter a decision of the society’s assembly (and an executive committee may never alter a decision of either the assembly or the board), even by a motion to Rescind or Amend Something Previously Adopted or by adoption of a proposal which has been rejected, unless expressly authorized by the superior body or by the bylaws (see 49:7). Thus, for example, if it is desired that the assembly adopt an annual budget but that the board be empowered to alter it to deal with contingencies that may develop, the bylaws (or the budget resolution) must specifically confer this power on the board. 23:9 Remedy When Action Taken by an Executive Board Is Null and Void. If the executive board of a society takes action that exceeds the board’s instructions or authority, that conflicts with a decision made by the assembly of the society, or that falls under any of the categories listed in 23:6, a point of order can be raised at a board meeting at any time during the continuance of the breach. If the point of order is sustained, the action must be declared null and void. Alternatively, the society’s assembly can adopt an incidental main motion by majority vote declaring that the board’s action is null and void; or, if it is affecting business at a meeting of the assembly, the board’s action can be declared null and void by a ruling of the chair relating to the affected business or on a relevant point of order raised by a member. It is also possible for the assembly to bring disciplinary measures against the board members who voted for the improper action. If the assembly finds itself in sympathy with the board’s action and the action is one that that assembly could have authorized in advance, the assembly can instead ratify the action as explained in 10:54–57.

Unless you have very unusual bylaws granting the board extraordinary powers, No. What sort of organization is this, and is there any possibility that it is subject to some corporate code or other legal rules that grant it autocratic powers? If not: The board is apparently ignorant or dismissive of the fact that the membership is the superior body, and the board, elected by the membership, is the subordinate body. Such a coup attempt should be dealt with swiftly and severely. For more detailed information go to the Official Interpretations page of our website, and refer to interpretations 2006-12 and 2006-13. At the very least, I believe the membership should quickly adopt an incidental main motion at a membership meeting declaring those actions of the board null and void, as they violate the bylaws. A second is required, the motion is debatable and amendable and requires a majority vote. Then, begin researching your options for removing those board members who supported the original action.

🫳🎤

Well, the same term doesn't matter as much as you think, unless the original motion included an expiration date. Motions remain in effect until fully carried out (the clubhouse is painted) or until rescinded, whichever is sooner. You don't say what the motion "on this matter" said, or whether it was adopted or not, although I assume from your reference to rescinding it, it must have been adopted. Now the question is what it said. The new motion on the same topic may or may not conflict with the first one, depending what the first one and the second one said. If the second motion was an attempt to reverse the first, then you don't need to Rescind the first one and then pass a new one. There is a motion that accomplishes both at once: Amend Something Previously Adopted which can change what the old motion says, but in one step. It has the same requirements as Rescind: Any one of the following: Previous notice and a majority vote; or A two-thirds vote, without notice; or A vote of a majority of the entire membership (of the body voting). So if the new motion just confirmed what the first one said, it was technically improper, but no harm was done. if it failed however, it would not rescind the first motion. The first one would remain in effect. If the new motion reversed the meaning of the first one, then a simple majority vote would not be sufficient, unless previous notice was given, as noted above. But if nobody moved to Amend Something Previously Adoptee, yet the motion passed by a two-thirds vote, which would have been enough to pass A.S.P.A, again, no harm no fould. However, if the new motion was intended to reverse the first, but got less than a two-thirds vote, then it was improperly passed, and if the chair declared it passed, that was an error. But the things is, if nobody raised a Point of Order at the time, the incorrect announcement by the chair stands. It's too late to change it (But it's not too late to improve the chair's education).

From the Index, RONR 12th edition: length of speeches, 4:29, 6:5(5), 43:8 limits of, modifying (see also Limit or Extend Limits of Debate), 43:14–18 Of course if ten minutes seems excessive, your organization is free to adopt a Special Rule of Order limiting the length or number of speeches as a general rule. If a particular matter comes up that needs more (or less) time, there is always the motion to Limit or Extend Limits of Debate. Also, the chair should be mindful of how debate is progressing. It is recommended that the chair try as much as possible to alternately recognize supporting and opposing member in debate. If the chair finds that all the members seeking recognition seem to be on the same side of the issue, or debate is getting repetitious and nobody seems inclined to move the Previous Question, the chair is within rights to suggest that it might be time to put the question.

Here's something to keep at the ready should you need it. If you're getting interrupted and the chair is doing nothing: "Mr. Chairman, I raise a Point of Order that the meeting is not in order." And wait.

Well, timing is one issue. Bear in mind that when the motion is pending from one committee, another committee's report has already happened, or has not yet happened, but it's certainly not happening then. So it would be motions (e.g. to amend) of individual members, and not those of the whole other committee that would in order at that time. Nevertheless, I think it would be in order for a member of the other committee to mention in debate that her committee had decided to oppose the motion, or to support a particular amendment. It would not be in order to refer to anything that was done in deliberations of the committee, only what it had concluded by majority vote. Look for other opinions on this pont. As far as opposing your own successful amendment when considering final passage, There's nothing wrong with that. It is common to offer an amendment to a motion you oppose, in an attempt to mitigate the damage should the motion be adopted. The fact that you supported an amendment does not imply you must or should support final passage. Indeed, it is not unheard of for people to offer amendments that intentionally make a motion less palatable, and make defeat more likely. This is referred to as a "poison pill" amendment. It can certainly be criticized as not being offered in good faith, but it does occur, and of course those who supported the amendment would certainly opposed final passage. Also, it could be that after your favored amendment was agreed to, someone else offered another amendment on a different portion of the main motion that turned it into something unacceptable. You could probably come up with other examples in which favoring an amendment was unrelated to favoring final passage.

That's not what I'm saying, and besides this is not even in the nature of a rule of order anyway.