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Greg Goodwiller

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Everything posted by Greg Goodwiller

  1. RONR states: "An officer-elect takes possession of his office immediately upon his election’s becoming final, unless the bylaws or other rules specify a later time (see 56:27). If a formal installation ceremony is prescribed, failure to hold it does not affect the time at which the new officers assume office (RONR 46:47).
  2. And I would add that seconding a motion does not necessarily mean that the seconder agrees with the motion. It only means that they are in favor of having the motion placed before the body for debate.
  3. Concurring with my colleague Mr. Brown, the language from your bylaws is word-for-word the language in many states' codes. I suspect it was added to your bylaws because it is your state's requirement (whether it is in your bylaws or not), and therefore someone thought it best to put it there. But as other colleagues have stated, the forum is about RONR, and procedures in meetings, not procedures that organizations are either required or choose to follow "between meetings."
  4. It appears that you are referring to what needs to be done if electronic meetings are not authorized in your bylaws. In both the 11th and 12th editions, actions taken at an electronic meeting under those conditions need to be taken again in person when that is possible, and actions of officers and others taken on the basis of those actions (ie, in carrying out what those actions mandated) need to be ratified.
  5. Agreeing with my colleague, once an amendment is approved, the immediately pending question for debate and/or further amendment is the motion as amended. And that motion must still be voted upon. The same is true with a secondary amendment. If it is adopted, then the immediately pending question is the amendment as amended. At each step, further amendment is still in order.
  6. I don't think small board rules work differently for boards of faith-based organizations than they do for other organizations. What matters is the entity's size, not the content of its deliberations. Do you have any specific concerns about using small board rules in certain organizations? Full disclosure: I am a mid-council executive in a mainline protestant church. I also serve a variety of secular organizations.
  7. Unlike my colleague, I not only have but regularly use the kindle version, and I love it. Searching is exceedingly easy. As with all e-books, the pagination varies depending on the device used and viewing options selected. So the page numbers have gone away. It was because of the desire to have it published as an e-book that the authorship team changed the referencing system. Regarding the cd version, I have heard conflicting reports. But personally, at this point I am happy with the e-book version and wouldn't purchase it.
  8. Robert's Rules (RONR) does not define any role for a "past president." So if your rules contain such a provision, it will determine what happens under the circumstances you describe. With respect to RONR, there is no prohibition against a former officer running for a new office in the future. Any such prohibition would, again, need to be defined in the organization's rules.
  9. Nothing in RONR requires "Q&A" prior to any election. So if that is a requirement of your association's rules, then you need to follow those rules, whatever they may be. Although the interpretation of any association's rules is ultimately the responsibility of its members, if you would like to quote the rule establishing such a requirement, we may be able to at least offer our opinions about its interpretation.
  10. A few options to consider . . . First, check your state's code. Many states have provisions (that supersede your parliamentary authority) for emergency bylaws in certain circumstances such as a declared health disaster. Where they exist, such provisions typically allow the board of directors to adopt "emergency bylaws" to facilitate the organization's functions during the emergency. Some state codes (Kentucky, for example) even have within their code provisions a built-in electronic meeting approval provision. As we are parliamentarians, not attorneys, reliance on any such provisions should be on the advice of your legal counsel. Additionally, what is your quorum requirement, and is there any possibility of holding an outdoor, socially-distanced in person called meeting strictly for the purpose of adopting an appropriate bylaw amendment authorizing electronic meetings? Many organizations are holding "small quorum" gatherings for this purpose - where members, while they have the right to attend, are strongly encouraged not to do so in the interest of public safety, save enough members to constitute a quorum (which the leadership ensures by invitation).
  11. I would add that I have served as the parliamentarian to an organization that used Zoom webinars. There is actually no limit to the number of "panelists" who can be named, and once a member is a "panelist," they have access to the participant list as well as their webcam. So alternatively, a remedy in the point of order could be that all members be "promoted" to the status of panelist.
  12. Concurring with my colleague, my read of what you have asked is that the result will be an amendment to an adopted budget. That can be accomplished by the motion to amend something previously adopted, and it can even be made retroactive (such as, to January 1, if that is the start of your fiscal year). This often happens, for example, in the case of non-profits who adopt their budgets before the end of the year before they know how year-end contributions will go, and then adopt raises for employees at their first meetings in the new year if funds allow - making them retroactive to the beginning of the year. I would add that their could be IRS ramifications of changing benefits after the beginning of the years, which are beyond the scope of this forum.
  13. So, I'm trying to get my head around what you are saying. It sounds to me as though you are saying that the body determined to use Zoom meetings, but that the president intends to make the meeting a Zoom webinar (which uses "panelists," and limits the rights of anyone who is not a panelist). Is that what you are saying? If so, then yes - the remedy would be to end the webinar, and create a new login for a meeting to which members could then rejoin. And a point of order could be raised that the meeting in its current form is a violation of the rules.
  14. First of all, you need an updated version of Robert's Rules. The 12th Edition was just published earlier this year. Second, this is the section that I think applies to your situation: 35:6 Actions That Cannot Be Rescinded or Amended. The motions to Rescind and to Amend Something Previously Adopted are not in order under the following circumstances: . . . c) When a resignation has been acted upon, or a person has been elected to or expelled from membership or office, and the person was present or has been officially notified of the action.
  15. The motion maker is just that. If there are questions, they are addressed to the chair, and the chair may either answer them, or invite others (including, but not limited to, the motion maker) to answer them.
  16. The meeting is described as an "organizational meeting" of a committee. I am not aware of RONR addressing any particulars related to such a meeting; however, at a special (or "called") meeting, only items of business specified in the call may be addressed. I think this meeting could certainly be construed as a special - rather than a "regular" - meeting: A special meeting (or called meeting) is a separate session of a society held at a time different from that of any regular meeting, and convened only to consider one or more items of business specified in the call of the meeting" RONR (12th Ed.) 9:13.
  17. Sure. Whatever the bylaws say. I just mean it as an example. And by the way, the bylaws are better off not giving a number, unless they also say something about what to do if there are fewer current members than the named quorum number.
  18. That depends on what your rules say about a quorum. If they are silent, and Robert's Rules is your authority, then a quorum would be a majority of the members. You currently have six members, so a quorum would be four. But if your rules say that a quorum is five members, then it is five members no matter how many vacancies you have.
  19. Celeste: Zoom (and other format) electronic meetings can be secure, effective, and limited to verifiable participants; however, assuming Robert's Rules is your parliamentary authority, electronic meetings must be authorized in your bylaws, unless there is a state statute that takes precedence over that authority. You may want to consult with an attorney licensed to practice in your state to see about that. If you want further information about how to to meet electronically, I an others in this forum can assist with that.
  20. There are no changes to those limits in the 12th Edition. There are contained in sections 43:8 and 43:12.
  21. Click on the words “read more” on the August 28, 2020 post about the 12th edition. There is discussion about the new website as well as a link to a document about changes in the new edition. Unlike you, I love the new website.
  22. If you have a five member board, and two abstain, how are you ending up with a tie vote when there are three voting members?
  23. I have been asked to post the suggested special rules for Zoom meetings referred to above. I am attached two files. The rules themselves are in Word format for easy editing to suit your needs. The second document is an accompanying set of "suggestions" for holding those meetings effectively. Greg Suggestions for Successful Zoom Meetings.pdf Simplified Special Rules for Zoom Meetings.docx
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