Richard Brown

On 5/24/2024 at 2:19 PM, Dan Honemann said:

I hope you won't mind my asking this question, which I probably should have asked before responding.  Is this "well-known and well-respected parliamentarian" one of my three colleagues on the authorship team?  If so, I should have given him the courtesy of consulting with him prior to responding as I did.

No, it’s not anyone from the authorship team. You’re safe! I apologize from my late response, but I have been tied up at this convention and just now saw your follow up question to me. There are actually at least five of us who post on the forum here, one as convention parliamentarian, two as floor parliamentarians, one as an officer of the society, and one as a member. You can probably guess which organization this is!

On 4/14/2024 at 9:11 AM, Dan Honemann said:

I apologize for coming late to this party, but it seems to me that 62:12 says that this is an incidental motion to Suspend the Rules.

I have always been of the opinion that 62:12 to remove the chair from presiding is an undebatable motion to suspend the rules.  However, I recently heard at least one well-known and well-respected parliamentarian opine in a workshop that 62:12 is actually an incidental main motion if made when no other business is pending and is not related to the chair's handling of a particular motion and that by virtue of being an incidental main motion, it is debatable. 

Would you please give us your opinion on that point?  Is 62:12 always an undebatable incidental motion to suspend the rules or is it debatable in some cases?

On 5/19/2024 at 9:40 PM, Joshua Katz said:

Nothing in RONR says bylaw proposals have to come from a committee.

Well, that used to be the case but I believe that was changed with the 12th edition when it comes to bylaw revisions. Section 57:5 provides in part as follows:  

“Consideration of a revision of the bylaws is in order only when prepared by a committee that has been properly authorized to draft it either by the membership or by an executive board that has the power to refer such matters to a committee.“

I agree with Dr. Kapur. Someone who believes that doing this is permissible needs to explain to me why.

I do, however, understand that the answer could turn on the precise language of the bylaws, but, even if the bylaws permit this person to run for a second turn, would he be able to serve the full term or would he suddenly become disqualified and automatically removed after one year?  Or would it require a Point of Order at that time?

On 5/16/2024 at 2:28 PM, Guest William said:

Both in the statement that all members had to be notified before a vote and the statement that another vote could net be taken for a year.

What do your bylaws (or articles of incorporation or other governing documents or standing rules) say about when, where and how often you meet?  Is there a provision somewhere to the effect that "the society shall meet on the third Monday of every month"?   Is there a rule or adopted motion that specifies the time and place of your meetings?  If so (as to any of that), please provide the pertinent language verbatim.

I think all of us responding to you agree that RONR does not require previous notice of a motion to rescind or amend something previously adopted, but it may well be that you must somehow give members notice of your meetings, either by a provision somewhere in your "rules" or by mailing or emailing a notice of each meeting.   Members do have a right to know when the organization is meeting, whether by virtue of an adopted rule of some sort or by being sent a notice.  That is a different (and more serious) issue than giving notice of intent to make a motion to rescind or amend something previously adopted.  Members have a right to know when and where the organization is meeting.

On 5/16/2024 at 2:06 PM, Guest William said:

The reason I mentioned the number of members is that I noticed where it said all members must be notified.

Where does this "rule" appear?   In your bylaws?  In your articles of incorporation?  In state law?  Somewhere else?  What, EXACTLY, does it say?  And exactly what kind of notice was/is provided about your meetings?  How is it sent and to whom is it sent?

BTW, if the motion was adopted, the proper motion to use to "re-visit" it is the Motion to Rescind or Amend something previously adopted.  It has specific vote requirements.  If previous notice of the motion is given, it can be adopted with a regular majority vote.  Without previous notice, it requires a two-thirds vote or the vote of a majority of the entire membership. 

It seems to me that you have other issues that might be best addressed by consulting with an attorney or an experienced parliamentarian. 

You still haven't told us whether the motion was adopted or defeated when it was first considered.  The process you would normally follow depends on the answer to that question.

Edited to add:  If the motion was defeated when it was first proposed, it can be renewed (made again) by anyone at any later meeting or even at meeting after meeting (assuming each of your meetings is a separate session, which is probably the case).    Also,, RONR does not require previous notice of an intent to renew a motion at a subsequent meeting.  It can be made by any member regardless of how that member originally voted or even whether he or she was present for the initial vote.

Agreeing with Dr. Goodwiller, an easy way to determine whether you have achieved a two-thirds vote is to determine if there are twice as many yes votes as no votes.  If so, you have a two-thirds vote.  Note:  a vote of two-thirds of the entire membership or of the members present, rather than an ordinary two-thirds vote, is something altogether different.  I am assuming, as I believe Dr. Goodwiller did, that you are inquiring about a regular "unqualified" two-thirds vote. 

The society (or perhaps its board) has great latitude in determining how to go about hiring someone.  RONR does not address that issue specifically.  Also, RONR itself does not limit your use of executive sessions, but if you are a public body of some kind such as a school board, there might be state open meetings (sunshine) laws that impose some restrictions on the use of executive sessions.  Those restrictions sometimes apply to such organizations as homeowner associations. 

Agreeing with Mr. Elsman, there is more than one way to "re-visit" a motion (using your term).  What method you can use depends in part on whether the motion was adopted or rejected when it was first voted on.  In some cases the previously considered motion can be "re-visited" on the same day and in other cases it cannot be "re-visited" in the same session.  So, agreeing with Mr. Elsman, we need more information regarding just what was done and the reason for wanting to "re-visit" it.  We also need to know whether you want to "re-visit" it at the same meeting or at a subsequent meeting (or session).

Well, let’s back up just a bit. If your bylaws say that elections shall be by ballot, then you must take the vote by secret ballot, even if there is only one candidate running for each position. The ballot should contain a space for members to write in someone’s name as a write in candidate. 

if your bylaws do not require that voting be by ballot, then, if there is only one candidate for a position, after nominations are closed, and there is only one nominee, the president simply announces “ Mr. Smith,  being the only nominee, is elected“.

if you are new at this, I suggest you pick up a copy of Robert’s Rules of Order in Brief.  It is published by the Roberts Rules Association, is inexpensive, and contains most of the  information that you need for participating in meetings. The current edition is the third edition.  It’s about eight dollars on Amazon. If you want the “real thing“ — RONR—  aka “the right book“, then get a copy of Robert’s Rules of Order Newly Revised 12th edition. It’s about $14 on Amazon.

I also recommend Roberts Rules for Dummies, currently in the 4th edition, which is an excellent book that explains in layman‘s terms some of the more complex provisions of RONR. It is not a substitute for RONR, but is rather a book about RONR which you might find very helpful in your quest to learn parliamentary procedure 

On 5/15/2024 at 5:02 PM, J. J. said:

Also note that actions taken in the absence of a quorum can usually be ratified at a quorate meeting (10:54-55).

Yes, thanks for pointing that out. 

I concur with my colleagues.  Although it is ultimately up to your organization to interpret its own bylaws, I am personally inclined to interpret the information you have provided to mean that the members in this "voluntary class" have all of the rights of membership except the right to vote.  So, in my opinion, they do have the right to engage in debate on motions.  It is the opinion of your own members that counts, however.... not mine.

BTW, I do encourage you to amend your bylaws to make clear just what rights these "voluntary" members do and do not have. A simple sentence that says something to the effect that "These members retain all rights of membership except the right to vote" would suffice if that is in fact the case.

The action taken is valid regardless of whether there are minutes of the meeting.  Nothing needs to be voted on again.  The secretary should still prepare the minutes ASAP, but if he or she refuses or fails to do so, a committee can be appointed to prepare proposed minutes from whatever resources are available, including their own memories and the memories of others.  The committee can actually be a committee of one person.  The minutes prepared by the committee can then be approved as the official minutes of the meeting (with or without corrections the same as if the secretary had prepared them).

On 5/14/2024 at 11:26 PM, Wright Stuff said:

Where is this requirement in RONR? The bylaws of one of my organizations are neither clear nor explicit. 

On 5/15/2024 at 1:34 AM, Gary Novosielski said:

49:5

It’s also in other places in RONR, particularly 56:41. It is also discussed in several discussion threads in this forum regarding the powers of a subordinate board or committee, and on the main website in official interpretations 2006-12 and 2006-13.   https://robertsrules.com/official-interpretations/

I agree with Dr. Kapur's response immediately above.  He explained it very well.

On 5/14/2024 at 7:25 AM, Guest Joyce Ann Clark said:

Can the president make a nomination?

During nominations from the floor can the president stop in the middle and take a break allowing delegates to leave the room?

Doing this might be somewhat unusual, but I am not aware of any provision in RONR that would prohibit it.   I can envision circumstances where there might be many nominations or a lack of nominations, such as for delegates to a convention or a very large board, and the members want an opportunity to discuss possible nominees among themselves to find out who is willing to serve, etc.   In such cases, a short recess or standing at ease seems reasonable.  More information as to exactly how this "break allowing delegates to leave the room" came about would be helpful, though.  If it is done by unanimous consent (without objection), I see nothing wrong with it.

Edited to add:  As to whether the president can make a nomination, more information would be helpful.  In a large meeting, the chair should not do so while presiding in order to maintain the appearance of impartiality.  However, in a small board or committee using the "small board rules", the chair may participate to the same extent as the other members.

On 5/13/2024 at 11:26 PM, Sandy Sunshine Girl said:

I missed a meeting. But I noticed in the minutes that some Board Members left the meeting before it was adjourned. They hit 2 more items on the Agenda when they no longer met Quorum. What can be done about this?

Thank you. 
Mrs. Hoos

At the next meeting or any future meeting, raise a point of order that the items in question were not validly adopted due to the absence of a quorum.  You should be forewarned, however, that proving the absence of a quorum after the fact can be difficult.  According to section 40:12 of RONR (12th ed.), "a point of order relating to the absence of a quorum is generally not permitted to affect prior action, but upon clear and convincing proof, such a point of order can be given effect retrospectively by a ruling of the presiding officer, subject to appeal."

@Karen Luke more information would be helpful, but based on the information provided, I agree with my colleagues.  It seems to me that the shortcomings in the notification/email ballot process may have prevented enough members from voting or receiving proper notice to affect the outcome of the elections. Dr. Kapur correctly pointed out 23:7 of RONR (12th ed.) regarding remedies for the denial of the right to vote.  Other sections dealing with challenging the results of an election are in sections 46:48-50, and 45:41.

What was the result of the vote?  Was it close enough that the members who received no or late ballots could have affected the outcome of the election?

Duplicate post

@Oezuwn What EXACTLY do your bylaws say about how and by whom the president and the other officers are chosen?   There is almost certainly something in there that says something about that.  We have repeatedly asked you to provide that information.  WE NEED IT IN ORDER TO ANSWER YOUR QUESTIONS.

Edited to add:  That provision might be in some other document such as your articles of incorporation or even perhaps the declarations.  But, it is almost certainly in somewhere in one of your governing documents.

On 5/12/2024 at 9:56 PM, Atul Kapur said:

The result [of the election] was not referred to the committee by the voting body, as per 46:50.

On 5/12/2024 at 9:56 PM, Atul Kapur said:

and the convention did not, I understand, refer it to the committee. So the convention made a decision. 

That decision is, apparently, being appealed (or has been promised that it will at some point be appealed). During the appeal the convention's decision should stand as the official decision, no?   (Emphasis added)

On 5/13/2024 at 6:44 AM, Josh Martin said:

I think the election would be presumed valid unless and until the committee determines otherwise. (And that's even assuming the committee is authorized "with power" to resolve this matter and is not instructed to report back recommendations.)

I agree with Dr. Kapur and Mr. Martin.  The quote immediately above by Mr. Martin says it perfectly.  There should be no question as to whether the results of the election and the decisions of the convention stand as valid unless and until overturned by a board or committee authorized to do so if one even exists.  I am not at all convinced that the language in the bylaws gives the judicial committee the power to overturn decisions of the convention body -- the parent body.  Language in the bylaws to give a subordinate body such as a board or committee or officer that authority would have to be clear and explicit.  I'm not convinced the language in the bylaws rises to that level.  Regardless, to claim that decisions made at a convention (or in any other meeting) are suddenly put on hold and are of no effect just because some member has filed an appeal or claims that he will or might file an appeal in the future is, to use a term sometimes used on this board, simply hogwash.  A decision stands until it is reversed.

Agreeing with Mr. Novosielski, there is no requirement in RONR for the chair to step down and have someone else preside just because he is a candidate. 

On 5/11/2024 at 7:44 PM, Oezuwn said:

If 3 out of 5 members motion & vote to defrock her & give her a toothless Board position (member-at-large, for instance) is that the method that’s legal, Board majority passes the motion?

Probably not, and certainly not under the rules in RONR. What do your bylaws say about removal from office? And do your bylaws authorize the board to just shuffle board members anround and put them in different positions? That would be highly unusual. Board members are usually elected to certain positions. 

Who..... which body.... created these "board policies"?  The board or the membership?

It is unlikely that these "board policies" are bylaws or even in the nature of bylaws, but we need more information to be sure.  Are they included in your bylaws, or are they a separate document, even though it may be appended to the bylaws?