David A Foulkes

What I had in mind was primarily further debate on the existing nominations.

 

I quite agree with Dan that, as a general rule, it would be preferable to reopen nominations. There may be circumstances, however, where the assembly does not wish to reopen nominations, or where the assembly's rules do not permit this.

So the question then I suppose is whether nominations remain as "pending questions" to be debated between rounds of balloting.  Hadn't really thought of it that way, but obviously each nominee remains nominated until the election is complete, so it would seem so.  That being the case, while it might be best to re-open nominations as a matter of course, whether it's necessary in order to resume debate on the previously nominated candidates doesn't seem an absolute.  Hmmmm.....

 

Suppose that an assembly conducts a ballot vote for an election and no one is elected after the first round of balloting because no candidate receives a majority vote.

• Is debate automatically reopened?
• If not, is a motion to reopen debate in order? What vote is required?

 

What is it that would be debated?

It would seem to me that during the balloting (i.e votes being cast), debate would be out of order.  Also, as a general rule, debate is out of order if no question is pending, so...... ????

After the results are announced and the election determined to be incomplete, it would seem that there would need to be something pending to debate, and the most likely "something" would be additional nominations.  Did you have something else in mind, Josh?

I realize that I am reviving an old topic, but does anyone have a RONR page reference for this?

Start reading at page 347 line 21 (RONR 11th ed.), with particular attention to the first sentence which states (in so many words) that any business conducted at in inquorate meeting is null and void, with the few procedural exceptions noted later on.

Does the rule against speaking against your own motion apply in this case because if it does no one who supports the main motion can move to it Postpone Indefinitely.....

Well, even if this rule did apply, only the maker is prohibited from speaking against his own motion, but anyone else could even speak for it their first time, and against it the second time in debate.

Exactly.

Well, that clears that up.

In other words, if a rule protects a minority of one-third, that rule cannot be suspended by a two-thirds vote.

But p. 27 doesn't say this, or am I reading it wrong, or misunderstanding you? Mine says "protects a minority of less than one third"

Legally, by what basis can the bylaws of an incorporated corporation be fudged or overlooked?

Generally, none, although some rules found in the bylaws may be in the nature of a rule of order and may be suspended by adopting a motion to Suspend the Rules, or if any specific bylaw allows for its own suspension. The save approach is to assume no rule found in the bylaws may be suspended (or fudged or overlooked) and go from there.

Ballots are due back by certain date contained in the bylaws and the chair even pushed the return date back by 4 days.

My guess would be he does not have that authority.

Again the question becomes: Because the board slate did not meet the deadline of October 7, does that mean the candidates running by petition should be automatically elected as the lateness of the board candidates invalidates their candidacy?

Well, this question has been answered already. I think it's worth noting that no nominee is "automatically elected." However, in the case of a sole nominee for office and where the bylaws do not mandate a ballot vote for elections, RONR does allow for the chair to announce the election of a sole nominee by "acclamation" (or unanimous consent). The election meeting would, however, need to be held, with floor nominations being called for (unless your rules prevent that). Also, a motion to vote by ballot could be adopted by a majority vote, allowing write-in voting, which might lead to someone else being elected, or at the very least, a failure of any nominee to receive a majority vote, requiring re-balloting until a majority vote is attained by someone.

....I am NOT trying to remove anyone's right to vote for whomever they choose..that right is always available, via write-in..I am more concerned about how the person gets on the ballot..fairly or unfairly.....

And..... the write-in candidate gets on the ballot... how? You have no problem with write-ins, but "last minute" nominations are anathema to a fair process? Hmmm.......

That motion is called something else in the Deluxe Edition.

It's what I get for being a cheap SOB and buying the Standard Edition (at a yard sale, no less!).

And if you don't have a quorum, but at least a majority of those in attendance feel this whole meeting-canceling business is not right, you can adopt a motion to Fix the Time to Which to Adjourn To (Section 22, RONR 11th), creating an "adjourned meeting" (which actually would be a continuation of this meeting), at which you might have a quorum (if you can get the needed number of members there) and can get down to business.

(edited to add and delete text above

Can you give me page numbers [?]

Nope. It's an "unwritten rule." RONR contains nothing about the possibility of canceling a meeting, the assumption being a regularly scheduled or properly called meeting must be held. The bylaws, on the other hand, may empower some person/body to change the date and/or time of a meeting, or possibly cancel one. It is there (the bylaws, or other governing rules) you will find reference to canceling meetings, and who can do it if at all.

Does our president have the authority to cancel the meeting without a vote by the full board? Nothing in our bylaws addresses cancellation of meetings.

Nothing in RONR gives the authority to any person or body to cancel a properly scheduled meeting (regular per the bylaws, or called [special] meeting). That authority would need to come from your bylaws or other governing rules. Your bylaws apparently don't, so perhaps any higher rules (national organization, statute, etc) might. But not RONR.

(For the love of God, Montresor, will someone in the "Calm Down Gary" club weigh in.)

Sure, if you'd just stop and take a breath......

By the way, 4.6 is not sufficient to satisfy a two-thirds vote, when 7 votes are cast.

Ha ha ha hahaha. Tooshay!

You round up - it's that simple.

Yes, it is when whole people and one-person-one-vote is the rule. I'm thinking about weighted voting though, where it might be possible to get 4.6 votes in favor. Better to stick with sMargaret's first sentence, I'd say, and shy away from the rounding concept.

So all it says is that they should abstain. It doesn't say they must or they shall, abstain.

Nor does it say they should (or must) leave the meeting hall or refrain from entering into debate.

Ok, let me be more specific: Does Robert's Rules address recusals at all?

No, not beyond the cited reference to abstaining.

Recuse means to withdraw from the decision making process because of personal interest or unfairness. I don't believe I've read any definition of recusal that involves physically removing yourself from the premises as well.

What is the order of succession according to Robert's Rules and where is it found in Robts Rules? If office of President and President-Elect is vacant, what happens to board?

What happens to the board? They carry on. The VP becomes Prez, you have vacancies in the VP and Prez-Elect office, and you fill them.

How did those two positions become vacant?

Thank you all, your answers have now prompted me to ask three more questions:

1. Can the President use the same procedure to return to regular session after your business is dealt with in closed session?

2. If a meeting is noticed and called strictly for purposes of executive session, is it still neccesary to open in regular session first?

3. If a motion is made and carried in executive session, is a simple recap required in the regular minutes or stictly in the Exec Session minutes?

1. Yes.

2. "A meeting enters into executive session only when required by rule or established custom, or upon the adoption of a motion to do so." (RONR 11 p. 95 ll. 26-28)

3. Minutes are taken in Exec Sessions just as in open sessions, and are afforded the same level of secrecy of the session itself. No recap would be placed in the "regular minutes."

just want to know, do we really need a proposer & a seconder to adopt the agenda ? or we can adopt the agenda by all the Board of Directors one short.

Do you mean "in one shot"? Or do you mean one director is not present? Or do you mean one director is under 5' tall?

After this election but before our first regular meeting one of our members that was already on the baord resigned. Per our by-laws we bring up the next member from our annual meeting wit the most votes.

It sounds to me like your customized rule would apply to filling a vacancy when one of the newly elected board members resigns. As you can now see, this rule is problematic at best, and should probably be amended out of the bylaws, but that's for the organization to decide.

But the member who resigned was already on the board, not one recently elected. So your bylaws should have some provision for filling vacancies in such a case. Is there nothing else in your bylaws that addresses this situation? Or is your custom rule all they say about filling vacancies?

Hi How does the president say that they are asking for the board to vote on an item?

Are we at the same meeting that has no quorum? What item would be voted on, then? Who does the president say this to? The board? Who is the "they" that is asking? Personally, this is a little vague.

Are you asking how the president, during a board meeting, calls for a vote on a motion that is pending? Let's go forward with that for now.

The standard is for the chair (president), after it appears all debate has concluded, to ask "Are you ready for the question?" This means "are you ready to vote?" If no other member attempts to continue debate or introduce some other motion perhaps, the chair then restates the motion as it stands now (with any amendments to it perhaps included) and calls for the vote, aye and no.

Of course, if you had something else in mind.......

For those of you who took the time to give me a serious answer, I thank you.

My last question notwithstanding, my response was serious. I was simply trying to determine what differentiates an "informal" meeting from a "formal" one. And as I still don't know the answer to that, it's hard to say whether minutes should be taken, or previous minutes approved, at such a meeting.

Are minutes taken at an informal Board meeting? Would the previous meeting's minutes be approved at an informal Board meeting?

What does "informal" mean to you? Was there an actual meeting held, with business conducted (motions, debate and votes, oh my)? Or was this just a bunch of people (who happen to belong to the board) gathering in the same place at the same time and talking stuff? Was everyone in jeans and polo shirts?

My question was in the day to day activity of the running of the organization (youth sports league). Our By-laws state that all board members have an equal vote for Board decissions. But we have writen By-Laws and losely written policy. The policy is made by mutal undertsanding but direction comes from the President. The Chain of command came up in an excutive session because the President in his day job tracels a lot so is not avialable to give direction in many day to day cases.

RONR deals with parliamentary concerns in the context of a meeting, so I doubt you'll find answers there. Your bylaws and policies should clarify your question, although they apparently do not. Bylaws often include some language such as "The Board shall have general supervision of the affairs of the society between meetings." What this can fail to clarify is how? If a decision needs to be made on a day-to-day basis, who can initiate it? Only the President? Or the VP as well? Any board member? How is it decided? Does the Board need to be polled, via phone call or email perhaps? Is any particular officer authorized to act, within certain limits (such as a cap on how much he can spend unilaterally)?

If your policies through some (perhaps) vague language give the "direction" authority only to the President, that might be interpreted that he has, in some fashion, final say over any such decisions. All of this creeps deeply into the area of bylaw/policy interpretation, which will be up to the organization to decide. Amending the bylaws/policies to clarify this seems warranted.

See RONR (10th Ed.) pp. 570-573 for some help with interpretation.