Kim Goldsworthy

No. Just the opposite! The Book warns against the incumbents establishing a regime (what some call an "old boys network") which excludes the contrarians and nay-sayers of the entrenched administration. Like, "Weed out the opposition." and "Squelch those who wish to change the Old Guard." But, yet, some bylaws place one's president on "all committees", making no exception. This is a bad practice.

Beware: Do not confuse apples and oranges. Elections (the simple kind) need no motions at all. The action(s) are closer to being "administrative" than anything else, because, while there is voting, but there is no need for the phrase "I move ____", nor the need for seconds, nor the need for debate. *** >> "This was an election, so only the election and voting rules apply." Beware: There can be motions made during an election. Example: • To re-open nominations. • To close nominations • To vote by a different means (e.g., to go from "raising hands" to "a secret ballot"). • To suspend the rules and allow debate (a "candidates forum" is really what I refer to). • To appoint a tellers committee. • To fix the hour of casting ballots; and to fix the location of the ballot box. *** >> "There wasn't a motion to nominate because elections don't have motions." That can be true. Not always true. But often enough to be a general rule of thumb. *** Thus the "apples vs. oranges" warning. -- Motions are possible. But sometimes, no motions are the norm.

Original poster "Jimm": Do not confuse: (a.) a "serial meeting", where one-on-one face time with individual members results in a private exchange of information. vs. (b.) a "deliberative assembly", where: (1.) 100% of the members (!!) have been given proper notice of the meeting; (2.) the deliberations are aurally simultaneous; (3.) a decision is reach by majority vote (or a two-thirds vote, as the parliamentary circumstance, or special rules of order, may allow). *** You do not have a deliberative assembly. You had conducted a serial meeting, which failed at simultaneous aural communication, and which failed to include voting members. Because of these two factors, your "decision" is null and void, under strict application of Robert's Rules of Order. And, isn't "Robert's Rules of Order" the standard by which you had asked your original question?

No. Asking a subset of individuals, and not asking some individuals (!), will not result in any official decision of the "shop". To date, no official decision has been made by the "shop". All you have are verbal opinions -- and no vote, no minutes, no documentation, that anyone has been informed of anything, or has committed to anything. *** >> #2 is not informed of any of this, is likely not in favor of this, and has been excluded from all of this up to this point. This concerns me. -- You are not using parliamentary procedure, once you start selecting "voters" per one's personal bias, to render binding decisions on behalf of the organization. Since you are excluding people, then your question isn't a parliamentary question. You've left that realm.

A1.) Per your customized rule, there is no "voting", only "receipt", to trigger the net effect. So, you don't have to wait for any kind of meeting. You don't need a meeting for a "receipt" of a written communication. A2.) Impossible. There is no withdrawal possible, per your own rule. A withdrawal would imply that X has not been completed/fulfilled. And here, X was completed upon receipt.

#4 suits me fine. Let the other (supportive) board members lift the burden from the shoulders of the (negative) board member. He's taken the issue to the right body. Let the body do whatever it is going to do.

If you have a position which nobody wants, or have a candidate which no one will vote for, then you may have to resign yourself (no pun intended) to going the whole term without that given position filled. You may be forced to delegate the duties of that office to other officers, or to other committees.

A motion won't happen on any report, because VOTING won't happen without a quorum. A motion arising out of a report is out of order, where no quorum is present.

In general, yes, retroactive motions are allowed. Such a motion is done all the time to correct errors which took away credits or seniority from members due to a bookkeeping errors or clerical errors which were not the fault of the poor victimized member. *** Funny, we just had a thread like this. An organization pondered, • "What would happen if we set dues annually, by motion, and we 'forget' to adopt a motion for the new year, and it is already past January 1st?" In my hypothetical example, when the board meets in Februrary, the board will likely adopt a motion worded similarly to this: • "As of January 1, 2017, dues shall be fixed at $N.NN." Retro-actively!

Yes, but your formation is not the best. Instead of using the conditional "if", make a statement of the action, only then add the condition(s). E.g., • "The board agrees to have the governance committee address the issue, provided that that the Executive director judges [insert the "above noted task" here?] represents a conflict of interest and the Executive director recuses herself." So, you have: • STATEMENT + CONDITION 1 + CONDITION 2 + ... + CONDITION N . . . where the conditions may be prefaced: . . . "provided that" or "except that" or "under the condition that", or "only if".

Ah! You didn't use the right adjective for your committee, so some readers may have been mis-led on what this committee shall accomplish. The technical term for such a committee is a "nominating committee". If you want to call it a "search" committee, that is a non-parliamentary term, but does describe your nominating committee.

You say your meeting "ran over 4 hours". But you didn't say that it was adjourned, or otherwise extended. *** Sunshine laws vary from state to state. But I would bet that all sunshine laws consider each meeting which has been finally adjourned to be over, and that the next gathering represents a "new" meeting, and thus demands a "new" notice. If you had agenda items never reached, then, (you should verify this with your legal counsel), you will likely need to re-notice all business due to be entertained in your upcoming meeting. -- One (old) notice cannot cover two meetings. (Again, verify this with your legal counsel.)

No. There is no text in the current edition of Robert's Rules of Order to imply that a formal roll call is to be re-invoked after every recess. If you have a quorum, you are good to go, even if you do not invoke a roll call.

One justification: • As long as 10 or 20 members did show up, then those 10 or 20 members should not be compelled to waste time. Those 10 or 20 members are not barred from TALKING among themselves. One of the things they are free to TALK about, without a quorum, is a REPORT. Remember, without a quorum, you cannot transact business in the name of the organization, and you cannot make permanent decisions in the name of the organization. But you can PLAN and DISCUSS. It violates no rule in Robert's Rules of Order to plan and discuss, without a quorum. Next meeting, when a quorum is present, the report may be presented officially and properly. And official action may be taken.

Again, per Robert's Rules: • A "resident in good standing" (what Robert's Rules would call a general member), cannot attend any committee meeting except for those committees on which the general member sits. Now, with that said, you are on your own to apply and enforce your customized rule (the one allowing non-members of a body to sit in on that body). *** If your director asserts, "Under Robert's Rules, the executive committee may bar active members," your director is correct -- but then your response should be, "The bylaws make no exception to the rule. Active members may be present on any and all committees." And if that response gets "no response," then your recourse is the full board -- i.e., have the full board stake its position one way or the other -- "Violate the bylaws" or "Enforce the bylaws". From there, you will have enough ammunition to either (a.) get the bylaws obeyed, or (b.) get your seven officers out of office.

Yes. If a special meeting is called, then 100% of the members of that body must be notified of that special meeting. If you were not properly notified of a special meeting (where you are a member of that body), then the meeting is improper, and no business transacted will be valid.

• Under Robert's Rules of Order, "yes", a committee may be composed of 100% directors. No rule in Robert's Rules says that a committee must be "diverse" in its membership. • Under your customized HOA rules, the answer is subject to interpretation. But as far as Robert's Rules of Order goes, you have your answer. Q. If Section One is satisfied, then why would your new committee not be considered legitimate? Q. Did your HOA board obey Section One? -- Did a majority of the board do the appointing?

I see only two questions. Q1.) Can the board . . . move to Amend Something Previously Adopted? Q2.) If so, should they? *** A1.) Yes. Whatever is ongoing, and not yet 100% executed, the unexecuted part may be rescinded. A2.) I don't know what kind of answer you want. -- A financial answer? A philosophical answer? A political answer? A psychological answer? A legal answer? "Should" is a loaded word. It implies ethics, right-and-wrong, and judgment. Whether Party P "should" do action X, is a question which need to be filled in on the net result. -- "What kind of outcome are you looking for?" E.g. • If you are looking "to reduce costs", then do X1. • If you are looking "to reduce risks", then do X2. • If you are looking "to increase value", then do X3. Thus the need to know the pros and cons of "doing X" versus "not doing X", in the specific field of interest. -- costs? risks? value? other?

"pro tem"? A pro tem what? You already have a chair (permanent or pro tem) calling for a recess. What title does this pro-tem party hold? It cannot be a chair pro tem. You already have a chair. *** If a recess is called against the rules, then the member should make a point of order. Or, you should vote down a motion To Recess. That is The Book.

If a motion to go into, or to go out of, executive session, is treated as a main motion, then: 1.) It does require a second, because Robert's Rules of Order, in its Standard Descriptive Characteristics for main motions, says that main motions require seconds. 2.) The motion is debatable, because Robert's Rules of Order, in its Standard Descriptive Characteristics for main motions, says that main motions are debatable. 3.) The source for #1 and #2 above is: The Standard Descriptive Characteristics of main motions. See Robert's Rules of Order Newly Revised, 11th edition. *** All motions in "Robert's Rules of Order Newly Revised" are given eight "Standard Descriptive Characteristics." "Debatability" is one characteristic (yes or no); "Second requirement" is one characteristic (yes or no). Other characteristics of motions: • are they subject to reconsideration? • what vote threshold is necessary for adoption? • are they amendable? Etc. *** Q. Is that the "authority" you were looking for?

"Board"? Tell me what authority your board does have. E.g., does your board have the power to control or manage the organization? If so, then it is likely that your board may edit your so-called "ground rules" (whatever they are). Thus the need to know -- exactly -- what your bylaws say regarding the defined, granted powers of your board. Q. What can your board do, in compliance with your bylaws?

A1.) No individual controls the agenda. The agenda belongs to the body which is meeting. So, in that regard, no chair can unilaterally prevent an item from being entertained, if the body wishes the item to be entertained. Whatever your "chair" removed is not a binding act of the board, who may agree or disagree with the chair's act of removal, and may even add the item back on. The chair is not a censor. A2.) Since no agenda is official until adopted, it is unclear about adding/subtracting anything from an agenda, prior to the opening gavel. *** Just because an agenda was pre-circulated, that does not imply that the body must deliberate on any given item. The body may defer most anything. If a chair erred and removed an item from a pre-circulated agenda, the body is free to correct the error, and add the item back on. If you are asking, "Is there anything in Robert's Rules which implies that a chair gets to re-edit an agenda which has already been published to the public?", then the answer is easy. -- "No." *** I must ask you now: Q. "From where did this mysterious pre-circulated agenda arrive? Q. "Who was responsible for ADDING all the items which are so listed?" If the source was not authentic, then the adding or subtracting of anything is moot.

No. The method of amendment of one's bylaws does not cascade down to the lesser-level rules, like "policies", "standard operating procedures", "office standards", "administrative instructions", etc. Those administrative (lesser) rules would be deemed "standing rules" under Robert's Rules of Order. So, the parliamentary rules of "Amend Something Previously Adopted" would apply.

A.) Yes. Or suspend them. Or expel them. This is such a clear violation, it is obvious that your club board does not read the bylaws, or does not believe the bylaws. You can't have such people in leadership positions. It is a corrupting influence.

False. A defined term-of-office which is fixed can be a trigger to a vacancy, with no actor to invoke any action. *** Example: A defined term of office like, ". . . shall serve for 365 days . . .," implies that, on day 366, a vacancy shall exist, unless an election, or pre-emptive appointment, has been completed prior to day 366.