Richard Brown

Guest Tammy, I agree with Josh Martin. Your questions are really more legal in nature and are also beyond the scope of this forum. Besides seeking legal advice, you might want to consult with a professional parliamentarian who can provide you with personalized service. Both the American Institute of Parliamentarians (AIP) and the National Association of Parliamentarians (NAP) have websites and referral services for credentialed parliamentarians. You might also be able to find a parliamentarian through your state's state association of a local unit. That information is available on the NAP website. The NAP is the larger of the two organizations, but they both have similar credentialing processes and referral services. Many members belong to both associations. Some professional parliamentarians are also attorneys. If you can find one of those in your state, that might work to your advantage. Here is contact information for NAP and AIP National Association of Parliamentarians (NAP) 213 South Main St. Independence, MO 64050-3850 Phone: 888-627-2929 e-mail: hq@NAP2.org www.parliamentarians.org American Institute of Parliamentarians (AIP) 618 Church Street, Ste 220 Nashville, TN 37219 Phone: 888-664-0428 e-mail: aip@aipparl.org www.aipparl.org

"Whatever" the member answered? Even if the member responded by reciting the Pledge of Allegiance? I hardly think so. However, that provision, along with others, does seem to suggest rather strongly that a response of "present" is permissible and should be noted by the secretary. Other provisions in RONR suggest that a member may vote "present" in a roll call vote and that his response should be recorded as such. For example, RONR says the following on page 421: The roll is called in alphabetical order except that the presiding officer's name is called last, and only when his vote will affect the result. It is too late, after one person has answered to the roll call, to renew the debate. Each member, as his name is called, responds in the affirmative or negative as shown above. If he does not wish to vote, he answers present (or abstain). If he is not ready to vote, but wishes to be called on again after the roll has been completely called, he answers pass. The secretary repeats each member's name and answer aloud as it is given and notes the answers to the roll call in separate columns. A convenient method of noting the answers is to write the number 1 to the left of the name of the first member answering in the affirmative, the number 2 to the left of the second name in the affirmative, and so on. The negative answers are treated similarly in a column to the right of the names; and those answering present are tallied in a third column, to the far right or left. In this way, the last number in each column shows how the vote stands at any given point in the list. The secretary gives the final number of those voting on each side, and the number answering present, to the chair, [page 422] who announces these figures and declares the result Also, language at the top of page 222 at lines 1 -6 which read as follows: The chair, at his or her discretion, may direct, or the assembly may order, a "recapitulation"—a procedure in which the secretary calls out the names, first, of the members who voted in the affirmative, second, of the members who voted in the negative, and third, of the members who answered present, with the chair calling for any necessary corrections to each category after the names in that category have been called Therefore, it seems to me that if a member votes "present" in a roll call vote, his vote could be and perhaps should be recorded as "present". For all practical purposes it counts as an abstention, and could possibly be listed that way as well, the the quoted language from pages 421-144 do seem to make it clear that voting "present" in a roll call vote is permissible and should be so recorded by the secretary.

It's a little difficult to follow exactly what happened, but as a general rule, unless your bylaws provide otherwise, the membership may reverse a decision of a subordinate body such as the board of directors, executive board, or executive committee. With notice, such an action can be reversed with a majority vote. Without notice, it requires a two-thirds vote or the vote of a majority of the entire membership. It sounds like it got the two-thirds vote. Question: do your bylaws provide that the executive board has the exclusive authority to establish those procedures? Granting them the authority to do something is not the same thing as granting them the exclusive authority. Edited to add: See official interpretations 2006-12 and 2006-13. http://www.robertsrules.com/interp_list.html#2006_13

That is my understanding as well.

Yes, I would say we have a not hole there.

I don't have the page reference.... assuming it is RONR... but a quorum provision can be based on the "fixed" number of members of a board (or a committee or of the membership) or, as I am used to seeing with regard to public bodies, a certain fraction "of the total authorized membership" of the board, committee, city council, legislature, etc. That would mean that if a board is authorized to have seven members, and the quorum is a "majority of the full authorized membership of the board", the quorum would be four members regardless of how many living, breathing members may be on the board at any given moment in time.

I agree with the previous answers, but could the rules be suspended to dispense with the requirement that the entire document be read aloud? Or is this rule one that cannot be suspended in the face of a single objection since it can be construed as a rule protecting a minority as small as one member?

I believe, according to this language on page 122 of RONR, that previous notice does not need to contain the precise language of the motion being noticed unless the bylaws or special rules of order require it. Here is the pertinent language from page 122: If previous notice is given at a meeting, it can be given orally unless the rules of the organization require it to be in writing—which is often the case with notice of amendments to bylaws. Unless the rules require the full text of the motion, resolution, or bylaw amendment to be submitted in the notice, only the purport need be indicated; but such a statement of purport must be accurate and complete—as in "to raise the annual dues to $20"—since it will determine what amendments are in order when the motion is considered. The notice becomes invalid if the motion is amended beyond the scope of the notice (see also 35, 57)."

Agreeing with Mr Novosielski, it seems to me if your organization has a custom of requiring new officers to take an oath prior to assuming office that the custom should also apply to a new officer filling a vacancy. It seems to me that person is as much a new officer as she would be if she is elected at a regular election rather than a special election to fill a vacancy. Ultimately, however, it is up to your organization to interpret its own rules and customs.

Non-board members may always be invited or granted special permission to attend. That is different from having the right to attend. Edited to add: See pages 95 - 96 of RONR.

Troy, was a quorum actually present in the meeting room at the time this motion was adopted? Members who are outside in the hallway are not present for Quorum purposes.

Agreeing with Dr. Stackpole, at least to an extent, a common bylaw provision is that members may attend board meetings or executive committee meetings "except when in executive session". NAP has such a bylaw provision. (NAP - National Association of Parliamentarians).

No. We refer to it colloquially as "you snooze, you lose". Anything can happen when you are not in the meeting room or not paying attention. If what was done is egregious enough and if there is fairly obviously enough support to rescnd it, the motion can be rescinded at the next meeting. As an alternative, a special meeting can be called for the purpose of considering a motion to rescind the previously adopted motion.

I agree with Dr. Stackpole. If enough members are unhappy with the adopted motion, it may be rescinded or amended at a future meeting. Note that a motion to rescind or amend something previously adopted has a special vote requirement if previous notice is not given.

Was it a motion which required previous notice? Previous notice of a motion may be given either in the notice or call of the meeting or verbally at the previous meeting. What was the nature of the motion and why do you think it might have been improper? More information would be helpful. Edited to add: I agree with Doctor Stackpole's answer above. If your bylaws require written notice, such as for a proposed bylaw Amendment, then giving verbal notice at the previous meeting would not be sufficient

It depends on the circumstances. If the motion was properly adopted at a meeting held with proper notice and at which a quorum was present, a motion to ratify would usually be out of order. However, if a quorum was not present, the motion, if it was adopted in the absence of a quorum, should be ratified at the next meeting at which a quorum is present. Edited to add: if it was not a valid meeting, such as a gathering of members at which proper notice was not given, a motion to ratify would not be in order. It is as if the motion was never made or adopted. It must be made again as a new motion.

Yes, if the person is a member. The right to make motions is one of the fundamental rights of membership. I'm curious as to why you or someone thanks that a member might not be able to do so. Can you elaborate?

When the chair announces the motion as the pending item of business under unfinished business and general orders, the member who made the motion should request permission to withdraw the motion. per pages 295-297 of RONR, this is usually treated as a unanimous consent request. The chair asks if there is any objection to having the motion withdrawn. If there is no objection, it is done and the chair announces that the motion is withdrawn. If there is an objection, the question of whether to permit the withdrawal is put to the assembly and requires a majority vote to permit the motion to be withdrawn. Further details are on pages 295-297 of RONR.

Probably. It is a term that is used fairly often. No.

Atul, did you perhaps intend to say that "5 is at least 1/3 of 14" rather than "5 is at least 2/3 of 14"?

I agree with the comments above by reelsman. I think there are occasions when bringing up an old topic are beneficial. I don't see this as a big enough problem to require the locking of old threads.

I agree with the answers above but would point out that your organization, if it so desires, may adopt a special rule of order (or a bylaws provision) that only items on the agenda may be taken up at a meeting. An alternative provision would be that a super-majority vote of some kind, such as a two thirds vote, is necessary in order to take up an item not on the agenda. I would be very hesitant to adopt a rule that an item must be on the agenda in order to be taken up, even though I suppose the agenda could be amended at the meeting to add the desired item. Such strict rules wind up backfiring and leading to unintended consequences all too often.

As explained in this thread, minutes are taken of an executive session just like they are of any other session. However, they should be kept separate from other minutes and be available only to those members who attended or were entitled to attend the executive session. They should be approved only in another executive session. The minutes of the meeting which went into executive session should note that fact, such as by saying: "On motion of Mrs. Williams, the meeting went into executive session at 7:20 pm". The purpose of the executive session may, but need not be, stated by saying something like "to discuss the search for a new executive director". If the regular meeting resumes after the executive session, the minutes of the regular session should reflect that. If the meeting instead adjourns when the business of the executive session is completed, the minutes would state simply that "The meeting adjourned at 7:45 PM."

Guest niecy, more information would be helpful, especially an explanation of what a "financial" but not "active" member is. We have no idea what that means. It will also help to know what your bylaws say about terms of office and what, if anything, they say about removal from office. In the meantime, perhaps the answer to Frequently Asked Question # 20 on the main website will be helpful: http://www.robertsrules.com/faq.html#20

I'm not sure how I would answer that question, so I will answer it with another question: "Should the absentee ballot be counted again if the candidate has been dropped from the ballot?" In other words, should it be counted as a write-in vote for that person? Or is it considered a different question once one or more candidates have been dropped from the ballot and therefore absentee ballots for that candidate should no longer be counted? Edited to add: and should it make any difference if the name is marked with an x on an absentee ballot form or if it is written in on a piece of paper? If it is written in on a piece of paper, wouldn't that be considered a write-in vote?