Gary Novosielski

Oh, lordy! I dunno what I was thinkin'. Sorry about that good sir! Fixed it up.

Consider this example: There are 100 delegates registered, so a quorum is 51. Now, without knowing how many are present, can you tell me if a quorum has been achieved?

Special meetings may be called according to the provisions in the bylaws. If it provides a way for the membership to call for a special meeting, then follow those rules. It's not clear from the question what was done and what happened and whether bylaws were violated. RONR has no rule about whether a member/attorney can represent the congregation. But it would seem to me that rather than being a conflict of interest, it sounds like a congruence of interest. Edited to add: It occurs to me that he should not vote on the motion to retain him, as he presumably stands to earn fees from the situation.

If there was no motion, there was nothing to vote on. And then the vote failed anyway. His reasoning on being allowed to do whatever he pleases is what parliamentarians refer to as bat-poop crazy. You need to at least adopt a motion of censure against the president to express displeasure with the way he's breaking the rules. If that doesn't wake him up, its time for a new president. Refer to our FAQ list here, and scroll down to Question #20. By the way, any action he took beyond his authority is null and void. Any member can raise a point of order to that effect at a meeting, and be prepared to Appeal it if it is not treated properly by the chair. (See RONR 12th ed. §§23-24 )

Agreeing with @Richard Brown, it's time to stop asking and start instructing.

In the first place, committees are not required to keep minutes, and typically do not. Even if they do keep minutes, they do not send them to the parent body for approval. A committee communicates with its parent body via a Report. Reports are delivered during that part of the order of business reserved for committee reports; no motion is required. (See: RONR 41:5). In particular, a motion to "accept" an entire report should not be made, as it could have undesirable side effects. (See: 51:13-14) When a report contains recommendations for action, each recommended motion is handled individually so that it can be properly considered and disposed of on its own merits. If the report is for information only and contains no actionable recommendations, no further motion of any kind is needed. There have been no recent changes to this procedure. It goes back decades.

Possibly. If secret minutes of an executive session are about to be distributed to persons who did not have the right to attend that meeting, then a Point of Order could be raised that a distribution without the permission of the board as a whole would violate the rules.

But wait: wouldn't the number of delegates actually present need to be known so that it can be compered with the number who have been registered, to see whether it constituted a majority of that number?

Sorry, we don't do legal obligation here, only Robert's Rules. You'll need to consult a Florida attorney. About all I can say is that if you expect the organization to make any decisions arising out of these facts, you're going to have to let he know about it. As far as any legal obligation to do so, that's above our pay grade.

Why would it matter? As far as RONR is concerned, and since a quorum is present, it wouldn't make any difference, and as far as the statute is concerned, we have no idea. It is possible that the answer in Ohio has been settled by case law that we would have no knowledge of, but that an attorney in that jurisdiction presumably would have access to.

Well, if they are seeking reëlection they would be well advised to get themselves nominated somehow. Typically they would have an ally nominate them, or failing that, nominate themselves (i.e., "volunteer") for office. It's possible to get elected without having been nominated (by write-in votes) but if they really want the job, it's best to let that fact be known. It is certainly true that if nobody nominates them, they're not nominated.

Where does that quoted language come from? If you're asking for a legal interpretation of that poorly written language, we don't do that here. You'll need to consult an attorney. In RONR, there is a procedure called unanimous consent, where non-controversial matters can be quickly authorized as long as no one audibly objects. In this case no vote is taken. No situation in RONR ever requires a unanimous vote for any reason. The only time unanimous votes are mentioned is when it is pointed out that certain things are prohibited even with a unanimous vote. So the term unanimous vote never needs to be defined. One of these rules states that a unanimous vote cannot violate the rights of absentees, so it is clear that the authors believe it is possible to have a unanimous vote even when there are absentees. (It just won't do any good, if it would go against their interests.) I know many people consider any vote with no expressed dissent as being unanimous. Absentees and abstentions would not affect the unanimity of the vote. But reading that regulation you quoted, it occurs to me that the drafters may have had something else in mind. Or maybe not.

They can ask. But they can't force a resignation to be effective prior to the date for which it was offered.

It's drawing a distinction between a resignation of someone who is in an office, and someone who was elected, but declined the office before ever being in it. In the former case, the vacancy can't be filled immediately, because holding an election requires previous notice, usually at least several days notice. In the latter case, where an election is already in progress, but someone declines an office, this is not the same as a resignation. In this case no special notice is required, you just keep going and complete the election.

Let me guess: nobody objected, or raised a point of order, or even a parliamentary inquiry? The problem here, of course, is that by doing it this way, there is no opportunity for debate on the questions, as there would be if proper procedure were followed. Debate on a debatable motion cannot properly be prevented except by a motion for the Previous Question or by a motion to Suspend the Rules, which in either case would require a two-thirds vote. I'll leave it to others to opine on whether a special rule of order could be adopted to allow it, but as the right to participate in debate is a fundamental right of membership, I'd certainly oppose it if I were a member or, if this were a public body, if I were a constituent. If there is no debate, this is in no sense a deliberative assembly. How much time does this save, anyway?

I didn't say it was an office, I said the distinction between appointing and serving was similar. And the continuing nature of a committee is not a rule relating to the orderly conduct of business in the context of a meeting.

Yes, but the rule speaks not just of appointment but of "being composed", which continues beyond the current session. It's similar to the distinction between running for office vs. holding office.

Well, I assume members are notified of when board meetings occur. Executive session is not a separate meeting, but a portion of a normal regular or special meeting, so separate notice would not be necessary. Besides, during executive session it is likely that only board members (and others invited specifically) would be permitted to remain. Do your bylaws say anything about that?

I'm not so sure. Rule suspensions aren't supposed to last beyond adjournment.

What about: 63:22 ... A special committee appointed to hear a trial must be composed of persons different from those on the preliminary investigating committee. This resolution can either be offered with the names of the members of the proposed trial committee specified as in the example, or it can contain a blank so as to leave the manner of their selection to the assembly

Yes, very reasonable. It was not my intent to imply otherwise.

I ran across the following quote in my old bookmarks, and I have no idea whether I originally ran across it myself, or was pointed to it by someone else (most likely someone here) but I was struck by how closely it matches the objections to consensus in the RONR Introduction. It refers to no less a rule breaker than the late Abbie Hoffman: Once a proponent of structurelessness. Abbie now taught the necessity of parliamentary procedure, the necessity of accountable leadership, and the importance of democratic process. He railed against what he called "the curse of consensus," which referred to a decision-making process in which unanimous approval is needed to pass a proposal. Under consensus decision making, one stubborn individual can block a decision agreed to by everyone else. Under majority rule, the merits of an issue are debated and then voted up or down. But under consensus, debate is often mistaken for contentiousness; the point is to forge a harmonious feeling rather than a workable decision. In order to get unanimous approval, it often becomes necessary to strip a proposal of its controversial—and most meaningful—aspects. Abbie thus opted for majority rule, and he advised his protégés on how to achieve it. To forge a majority is a form of organizing, he pointed out. You have to persuade people about the merits of your argument. Jezer, Marty. Abbie Hoffman, American Rebel. United States, Rutgers University Press, 1993, p. 298.

RONR has nothing to say on this; whatever your group feels is appropriate is pretty much fine, including doing nothing. One example, simple enough, which would work if the new president is elected at the last meeting at which the outgoing president presides, is to call the new president to the front, pass the gavel over, and share a handshake, and have the new president preside for the rest of the meeting, which might be nothing but adjournment. Or you can crank up the drama, hire a brass band, release a festival of balloons, a bevy of doves, award a brass plaque and a bouquet of roses, and a new Toyota pickup to the new president, the past president, or both. Or something in between.

Somewhat, yeah.

RONR does not. However, things may be different depending on the type of organization you have. For instance some homeowners' associations are regulated by state law, and some have more strict regulations about how and why a board may enter into executive session (closed meeting). What sort of organization is this?