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Richard Brown

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About Richard Brown

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    Registered Parliamentarian

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    New Orleans, LA

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  1. Well, that wasn’t my question. My question was, “is this organization a Minnesota non profit corporation?” Your answer doesn’t answer whether it is a non profit CORPORATION or if it is headquartered in MINNESOTA. Those two details are rather important.
  2. Is this organization a Minnesota nonprofit corporation? If so, since the bylaws do provide for a different method of removing officers and directors, I believe the bylaw provision will be controlling.
  3. Members are free to share the organization's minutes with anyone they want to unless the organization has a customized rule to the contrary. Nothing in RONR requires that minutes be kept confidential or have limited availability unless the meeting was in executive session.
  4. The arguments aren’t necessarily pertinent for the purpose of the statutes which I am familiar with. The only requirement is that to be afforded the protection that those statutes afford, the minutes must often reflect that the member voted against the proposal. I do not recall having ever seen such a statute that requires that the reason for voting no be in the minutes. Of course, if the assembly agrees, the minutes may include your reasons, but the assembly itself has the final say on whether to permit such a statement to be included in the minutes.
  5. I actually agree with Guest Puzzling here. I am not convinced that the quoted bylaw provision which gives the board the power to remove board members is an exclusive grant of power to the board. Unless the grant of power is exclusive, the membership itself, if it elects this particular board member, also has the power to remove him. Ultimately, I think this is a question of bylaws interpretation and the society itself must decide whether both the membership and the board have the power to remove these officers or if only the board has that power.
  6. I thought you told us in an earlier post that it was a recorded (roll call) vote. If only the vote totals were reflected, and not how each member voted, then that presents a different situation. In that case, I think you should ask that the minutes reflect that you were opposed to the motion and that you voted no. That is in keeping with the law in many states that provide protection to a board member who has the minutes reflect that he voted no or was opposed to a particular motion. in the future if a situation like this develops, you should ask for a rollcall vote. If the assembly refus
  7. I know you probably are not directing that question to me, but I want to weigh in. I believe it is absolutely “proper” for the minutes to reflect that you made the request and to also reflect the outcome of the vote if a motion or request is made and agreed to to have such an entry made in the minutes. I think your question is more properly “whether the minutes should reflect the request to withdraw the motion as a matter of course without a request to do so having been made”.
  8. I wholeheartedly agree. On more than one occasion, I been persuaded during debate that some of my own motions ought to be defeated.
  9. And for me as well. It is simple, in keeping with the KISS principle. To try to further define what type of amendment would authorize the original mover to now speak against the amended motion will likely be extremely difficult and leave too much open to interpretation.
  10. Isn’t that what all of the discussion above is about? Edited to add: perhaps you are hoping for a more definitive answer then has been provided. I’m not sure if that is possible, as it is an unusual situation and it’s not directly addressed in RONR. I think It is ultimately a question of bylaws interpretation, something only your own organization can do. Stay tuned, however, as additional suggestions might be forthcoming.
  11. I didn’t either when I did a brief check, but I do remember a post by someone using the name “Selectman” In fact, I think I responded to it.
  12. Well, we need to back up a little and we need more information. For openers, per the rules in RONR, telephone votes are not allowed unless they are permitted by your bylaws or some other superior rule or law. Do your bylaws permit telephone votes? Whether a unanimous vote is required for such an authorization by telephone should be provided for in your own rules which permit Voting by phone. If your rules do permit voting by phone, but do not specify the vote threshold for such a vote, and if RONR is the governing authority, then only a majority vote is normally required. However, pay par
  13. Although I very much like the views that Mr. Gerber has expressed above, and hope that interpretation to be correct, I also agree with the comment by Mr. Merritt in the post immediately above.
  14. It is indeed an interesting question! I am inclined to that view as well since these officers are appointed by the commander. Edited to add: I am bothered, however, by the provision in RONR that committee chairs and members chosen to serve for a fixed term may only be removed through the disciplinary process.
  15. No, notice does not need to be given, but if the custom for several years has been to ignore the bylaw provision, giving notice might be a good idea. To start enforcing the provision, the chair can announce it on his own or any member can make a point of order that the bylaws require that membership be forfeited upon the specified conditions. The chair should rule whether the point of order is well taken. His ruling can be appealed to the assemblly, which has the final word. The appeal is debatable, but has special debate limits. Every member can speak once, but the chair can speak
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