Richard Brown

I agree with Josh Martin that an assembly, in this case the board, may adopt a motion of censure as to anyone, regardless of whether that person is a member, an employee, or someone totally unconnected to the organization. A motion of censure is merely an expression of disapproval.

You make a very good point and I was thinking about that very thing as I made my post. I do not know the answer to it, but it seems to me that there can be situations where the board would have that authority. An example might be where the voting is conducted by mail and it is the board which collects and tabulates and announces the result and the membership does nothing but send in the mail ballots. The board, rather than the membership, would actually be conducting the election.

I agree with JJ's comments immediately above. I was thinking the same thing as I was making my own comment earlier

I agree as well. I think that either lay on the table or to postpone until later in the meeting would be appropriate.

I think that Josh Martin and JJ are both saying about the same thing, or nearly the same thing, and I agree with them. It seems the difference in their statements is whether violating the state law by discussing something in executive session that does not qualify for an executive session negates the secrecy of the entire executive session or only as to the item improperly discussed. Regardless, I believe this is a question of interpreting state law, not RONR .

A little more information as to exactly what the College of Bishops voted to approve would be helpful. If they approved a document submitted to them by the committee, even if the document contained a provision that should not have been in it, that document has nonetheless been approved. It is hard for me to understand exactly what happened based on your post.

There is a chance - a very slight chance - that state law might provide that for a political party once a quorum is attained, business can still be conducted despite the subsequent loss of the quorum. I would not count on any such provision, though! I think your remedy is going to be to avoid the scheduling conflict or to amend your bylaws to provide for a more realistic quorum.

If you want more information or examples of minutes, go to the NAP ( National Association of Parliamentarians) website. It has several publications , some very inexpensive, on minutes. www.parliamentarians.org. Once on the website, go to the bookstore.

If it's correspondence regarding the organization, I would say yes, it is the property of the organization, not the property of any particular president. It should stay with the organization's records or, at a minimum, be turned over to the incoming president. I think it is best kept by the secretary with the other records of the organization. Edited to add: RONR says on page 458 that the secretary is the custodian of the organization's records.

Then , in that case, the board does not have the authority to invalidate the election unless the bylaws grant the board the exclusive authority to manage the affairs of the organization. I doubt that your board has that much authority.

Agreeing with Dr. Stackpole, this is a decision only your organization can make based on the way your membership interprets the bylaws. It's a judgment call. However, in my personal opinion, the inclusion in the two-week calendar did not satisfy the notice requirement. Since I'm not a member of your organization, my opinion doesn't count for much. It is the opinion of your membership that counts. Question: what is the custom in your organization of sending the notice of meetings? Is what happened this time a regular occurrence or are the notices usually sent in proper form at least 10 days prior to the meeting?

I'm going to perhaps disagree somewhat with my colleagues, or at least raise a possibility. The provision in the bylaws regarding the duties of the Secretary might well be interpreted as a rule of order. If it is a rule in the nature of a rule of order, it can be suspended. Since (or if) if can be suspended, I'm wondering that if the bylaw provision can perhaps be changed indirectly by the adoption of a special rule of order setting out different responsibilities for the secretary. Regardless of whether the bylaw provision can be effectively changed by the adoption of a special rule of order setting out different secretarial duties, if the sentence in the bylaws which says the secretary shall perform the duties set out in RONR is removed, then the society absolutely can then adopt a special rule of order setting out whatever duties for the secretary that the society desires. There is no need to insert a new provision in the bylaws. Removing the current provision will suffice.

I need to bring this post to the attention of my city council. It has long irritated me that their consent agenda contains reports which should not be part of a consent calendar. For just one example, the consent agenda contains an item for reports by the mayor, CAO and department heads. At that point the Mayor usually makes a five to ten minute speech on whatever he wants to talk about.... usually things like tax receipts, new business openings, upcoming public events, reports of sweeps by Code Enforcement officers, etc. I've brought this to the attention of the Council president, but they seem reluctant to change anything.

Guest Ellen, more information would be helpful. Why do you ask the question? Can you give us some specifics? As others have posted, there are situations and circumstances where the presiding officer can refuse to permit motions.

I concur with Dr. Kapur's opinion.

As I read the question, the motion did not specify any particular attorney. If that's the case, you have at least one other option: Try to find an attorney who will do all three things for a fee not to exceed $1,000.

I agree, and agree specifically with the comments by Messrs Katz and Martin that boards such as zoning boards are frequently subject to rules or ordinances which sometimes require them to specifically approve or deny a zoning variance or permit or whatever. It is not unusual for such boards or city or county governing councils to consider motions to reject (or deny) an application. What happens when a motion to reject or deny fails on a tie vote is probably determined by their own rules or precedents. I do think all of here would agree, however, that the failure of the motion to deny on a tie vote does not amount to approval, at least not pursuant to any rule in RONR.

I am at a loss as to what kind of remedy guest Cindy is looking for. She is not explaining the situation or what she is trying to accomplish very well. I can't tell if she is looking for a way to have something ruded out of order or if she is looking for a way to do it despite the fact that it is out of order. Guest Cindy, exactly what is it that you are trying to accomplish?

I see no need for any of it and I see where this can only complicate the rather clear rules in RONR. Here is just one example: In No. 1, I'm afraid the phrase "in the absence of an elected or appointed chairperson" creates confusion. How, when and under what circumstances would there be an appointed chairperson? Can the elected chairperson appoint one? Must it be done by the body? If so, it seems that with your rule the body could appoint an "appointed" chairperson to defeat the right of the president to serve as chair. Also, what if the body wants to elect a chairperson pro tem to preside in the absence of the regular elected chairperson? Is that possible? That is just for openers. RONR is already quite clear that whatever administrative duties, rights and powers the presiding officer might have as president are separate and apart from the rights, duties and powers of the presiding officer at a meeting. And RONR is quite clear that, except under the small board rules, the chair should remain neutral and not engage in debate. Here is one more: In No. 4, what exactly is a "small assembly"? How many members? Honestly, I don't see how this helps at all.

Robert's Rules does not address that specific issue. That is ultimately a matter of bylaws interpretation, which is something only your organization can do. Your organization must interpret its own bylaws and determine whether the president had the authority to do what she did. Personally, and without having seen your bylaws and without being a member of your organization, I think the president exceeded her authority as this expenditure was something approved by the membership. The question is whether the bylaws anticipated her arbitrarily adding an extra hundred dollars to expenditures voted upon by the membership. I question whether that was the intent of the drafters of your bylaws, but it's something your organization must answer for itself. If she exceeded her authority, the organization can order her to repay the amount and can also institute disciplinar proceedings, they could range from censure to removal from office or expulsion from membership.

It's the quietest I've seen this forum in a long time!!! I guess between it being the last week of the month, which is usually slow because of not many meetings taking place, and Memorial Day weekend, there are really absolutely NO meetings taking place and everybody is outside grilling. Like I did yesterday. Well, confession time, actually my wife grilled the hamburgers yesterday. She's gotten better at grilling than I am.

While I agree with the excellent suggestions by my colleagues, it is my experience that the minutes of political bodies such as city councils are generally extremely rigid, brief and basic and contain only a record of ordinances and resolutions acted upon. They are usually the epitome of what was done and not what was said. In my experience, there seems to be more flexibility and variation in the minutes of boards, commissions, and committees. I gather that the body which you are a member of is a commission of some sort. However, if you prefer that your list of recommendations be attached to the minutes as you initially suggested, I believe that a motion to do so would be appropriate and could be adopted by a majority vote.

Fromm page 96 of RONR The minutes, or record of proceedings, of an executive session must be read and acted upon only in executive session, unless that which would be reported in the minutes—that is, the action taken, as distinct from that which was said in debate—was not secret, or secrecy has been lifted by the assembly. When the minutes of an executive session must be considered for approval at an executive session held solely for that purpose, the brief minutes of the latter meeting are, or are assumed to be, approved by that meeting. It may therefore be necessary to have a brief executive session at the next meeting to approve the minutes of the previous executive session.

Adding a floor amendment (provide it is within the scope of the original notice of the proposed bylaw amendment) does not require "new notice" and need not delay the vote. Unless your bylaws clearly provide otherwise, giving notice of the original proposed bylaw amendment is all that is required. An example of being within the scope of notice, if the proposed amendment is to raise your dues from $50 per year to $100 per year, a floor amendment to change the figure to anything between the current $50 and the proposed $100 is "within the scope of notice". But, a floor amendment to raise the dues to $125 exceeds the scope of the original notice to raise the dues to only $100. Such a floor amend exceeds the scope of notice and would be out of order. Basically, a floor amendment in your case has limits on what it can accomplish.

I was well into typing my rather lengthy two part response when Dr. Kapur posted his response. Note that the very beginning of my post begins with the statement that I was disagreeing in a couple of respects and I commenced to number them. That was the second point. I had already typed my full response when Dr. Kapur posted his response. I saw the notification that he had posted a response while I was proofreading mine but did not read it until after I posted mine. I'm sorry if you think I'm just being disagreeable today. That will come later this afternoon when our state legislature (well, the House of Representatives) passes a bad bill on reconsideration after properly rejecting it two days ago. Edited to add: If it makes you feel better, I do agree with your statement that "The motion did not receive the required vote to pass". Edited again to add: On second thought, no, I do not necessarily agree with you that the motion did not receive the vote required to pass. That would be the case only if the vote threshold is actually "the vote of two thirds of the members present". As I said in my post, I'm not convinced that the wording used in the bylaws is clear enough to definitively say that is what it means and it must be interpreted by the society. Why do I think this is going to be a bad day??!!