Richard Brown

Are you sure your bylaws permit absentee votes but prohibit using them in case of a tie? That is a most unusual provision and makes no sense to me. Can you check that? As to electing by plurality instead of a majority vote, are you sure your bylaws provide for that? It would help us if you could quote the bylaw provisions verbatim re absentee voting and not counting absentee votes in case of a tie and also the bylaw provision permitting election by a plurality. As a practical matter, I'm wondering how you use/enforce the rule against absentee ballots in case of a tie. For example, do you first determine if there is a tie before the absentee votes are even counted? Or do you count all the votes and then, if there is a tie, back out the absentee votes? Regardless, it seems like a very strange way of conducting an election. btw, I agree with Josh Martin that if the bylaws do indeed prohibit the use of absentee ballots in case of a tie, and if absentee ballots did wind up being counted in a tie vote, that amounts to votes being cast by persons not entitled to vote and would constitute a continuing breach and could result in a new election if there were enough of those votes to affect the result.

You can also try discussing it privately with the president. Have you? What does he say about it? You can also call and email the rest of the board about it. Unless this is a public body of some sort, you can have all of the private conversations with officers, members and board members that you want. Even if it is a public body governed by open meetings laws, you probably have at least some latitude to contact other board members privately about it.

What do you mean by "rank" them? They would normally have exactly the same voting rights, etc. Now, if the terms are to expire at different times, that presents a different issue, but even then, it isn't exactly "ranking" them.

Guest Touman, a few questions. 1. have you forwarded your two threads on this forum to her? Perhaps it will help her to understand what the rules really are. You are free to share these posts with anyone you want to. 2. Have you considered suggesting that she start her own thread on this forum, asking her questions and making her points in the way she wants to? 3. Do you know if she has a copy of RONR? Not a knockoff version, but the "real book". The current 11th edition is preferable, but I think the information on your issues is pretty much the same in the last few editions. Maybe you should buy her a copy. Right now it's less than $12 on Amazon. While you are at it, make sure you have one for yourself. It's 716 numbered pages. http://www.robertsrules.com/book.html 4. Have you considered consulting with a professional parliamentarian? You can get referrals from both NAP and AIP. You also might be able to find one in your area who is not officially credentialed by either organization but who is nonetheless very knowledgeable. Such a person might also be able to assist with obtaining an opinion or help at low cost or no cost from a credentialed parliamentarian. The NAP website, in particular, lists info on state associations and local units on its website in the section "NAP in My Area". Contact your district director and state association president and a local unit near you if there is one. They are always anxious to help. If the info you need isn't listed on the website, call the NAP headquarters. They will provide you with the pertinent contact info. I'll provide info on both organizations below. The NAP is the larger of the two organizations. They are the two national organizations which credential parliamentarians. NAP and AIP contact info 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

RONR does not give anyone the authority to cancel a properly scheduled meeting. Such authority would have to be in the organization's governing documents or controlling law. However, as a practical matter, if the chairman announces that a meeting has been canceled and everyone takes him at his word and nobody (or less than a quorum) shows up, the meeting has pretty effectively been canceled. Now, if a quorum shows up anyway, those present can have the meeting regardless of the "cancelation notice" and regardless of whether the chairman is there. That is the risk of trying to cancel a properly scheduled meeting.

See FAQ # 7 and # 20. http://www.robertsrules.com/faq.html#7. instead of "no confidence" use "censure". http://www.robertsrules.com/faq.html#20

I agree with Joshua's post . . . And especially with his last sentence!

Well, a vote of 7 to 4 is not a two thirds vote, as the answer to FAQ # 5 clearly explains. A two thirds vote means AT LEAST two thirds, not "almost two thirds". The easy way to know if you have a two thirds vote is that there must be a two to one margin: there must be at least twice as many yes votes (or votes for one candidate) as no votes. I'm at a loss as to how someone can think that a vote of 7 to 4 is a two thirds vote. BUT, as Josh Martin explained, that mistake does not constitute a continuing breach that would invalidate the election. That mistake would have required that someone make.a timely (immediate) point of order at the time of the election. Once the chair declares the person elected, unless there is an immediate point of order raised, the mistake is waived and it is too late to do anything about it after the fact. That is because there must be finality in decisions in all except for a few specific exceptions, such as ineligible people casting votes or eligible voters being denied the right to vote ... AND those votes could have affected the result. This is not one of those exceptions.

Guest Touman, responding to your three questions: 1. it doesn't matter what "standard practice" is if your bylaws require a two thirds vote in order to be elected. That is a provision which absolutely can be included in the bylaws.... unless a superior document prohibits your organization from having such a provision. 2. We have already addressed this issue at length. You did the correct thing by completing the election at the May meeting. I am not going to rehash all of that. 3. In what way is it claimed that you did not follow your bylaws? btw, in a part of your post which I did not quote, you said there was an issue regarding whether to "round down" when calculating a two thirds vote. Technically, you don't round up or down. FAQ # 5 addresses that issue: http://www.robertsrules.com/faq.html#5

This post is really inextricably related to this earlier post by guest Youman. It needs to be read for a full understanding of this situation. http://robertsrules.forumflash.com/topic/31132-bylaws-language-and-the-completion-of-an-election/ I think we answered guest touman's questions in that thread. Edited again to add: on second (and third) reading, I realize that guest touman did introduce some new issues in this new post, such as the bylaws issue re a two thirds vote and how to calculate such a vote.

No. Such a provision would have to be in the bylaws unless the bylaws give the board the authority to impose such additional conditions for membership.

Per RONR, only the name of the member who made the motion is recorded in the minutes. However, your society may adopt a motion or special rule of order that the name of the seconder is also recorded. See page 470 of the 11th edition of RONR.

I would stick to your current wording..... and the wording suggested in the sample bylaws in RONR. That language is tried and tested and has withstood the test of time. I would not mess with that.

Guest Louis, just out of curiosity, what edition or version of Robert's Rules are you using? For an issue like this, if you don't already have it, recommend you get a copy of "The Right Book"... the 11th edition of RONR. It retails for about $18, but is available from Amazon for about $13 last time I checked. Do not accept a substitute. Here is a description: http://robertsrules.com/book.html Edited to add: it's down to $11.94 on Amazon today. A bargain!! Get one for your chairman, too!

The above exchange points out the importance of using precise terminology. Guest JayW is referring to the date on which a suspension "ends". That is a bit confusing, or ambiguous, because it leads to the question of whether the suspension ends on the final day of suspension or on the day after the final day of suspension. Mr. Honemann uses much more precise terminology by speaking in terms of "the last day of suspension". That language removes any ambiguity.

I agree with J.J.'s post above. This is ultimately a question of bylaws interpretation, but it is my opinion, based on the text in RONR and many discussions in this forum, that unless the bylaws are clear that the board has exclusive authority in a certain area, that the board is still subservient to the membership and that the membership may give the board directions and may reverse actions of the board. In my opinion, the addition of the clause "between meetings of the membership" in Official Interpretation 2006-13 and in the sample bylaws in RONR is not necessary in order for the board to be subservient to the membership, but is rather included so as to remove any doubt that the board is subservient to the membership. It is good language to include whenever it is intended that the membership, rather than the board, have the final say in the affairs of the organization.

I agree with Mr. Honemann's interpretations. New York law and Mr. Honemann's interpretation of both the law and the bylaw provision in question are the customary way of interpreting such provisions. It is customary, when counting days forward FROM a certain date or event, the day of the event from which the time starts does not count and the first day after said event counts as the first day. Conversely, when counting days backward prior to an event, such as the number of days advance notice to be given. the day of the event is not counted and the first day prior to the event counts as the first day. This also in compliance and harmony with the provision on page 92 of RONR regarding notice of meetings which reads as follows: "Special meetings can properly be called only (a) as authorized in the bylaws (see p. 576); or (b) when authorized by the assembly itself, as part of formal disciplinary procedures, for purposes of conducting a trial and determining a punishment (see footnote, p. 661). A section of the bylaws that authorizes the calling of special meetings should prescribe: 1) by whom such a meeting is to be called—which provision is usually in the form of a statement that the president (or, in large organizations, the president with the approval of the board) can call a special meeting, and that he shall call a special meeting at the written request of a specific number of members; and 2) the number of days' notice required. Unless otherwise provided in the bylaws, the number of days is computed by counting all calendar days (including holidays and weekends), excluding the day of the meeting but including the day the notice is sent."

And have other members, or at least one other member, lined up to support you and to make nominations.

I think we need more information in order to weigh in on this with any authority. Is this organization a public body? Where does the Dept of labor get the authority to tell an organization it must remove an officer? Is this a labor union? Does the Dept of labor have that authority? If so, it may be, like jstackpo said, that the office never legitimately held the office in the first place. Please provide us with more information about the organization and the situation.

Guest Touman, the folks who are telling you that you must have a special election are just plain wrong. The provisions of RONR cited by Dr. Stackpole (jstackpo) and Hieu Huynh are right on point and are correct. When an election is not completed on the date specified in the bylaws (usually the annual meeting), it is simply completed as soon as practical, usually at the next meeting. Even without specifically postponing the election or setting up an adjourned meeting, this is still the way to do it. Completing the election at the May meeting was completely in accordance with RONR and was the appropriate thing to do. If someone disagrees, have them SHOW YOU an applicable rule in writing to the contrary. BTW, there is no authority in RONR for holding a "special election" in such a case. You had an incomplete election as defined on page 444 and you completed the election at the next regular meeting, just as directed by that same page. Since some of your members reading this thread may not have access to RONR, I will quote the applicable language from page 444 here: "PROVIDING FOR COMPLETION OF AN ELECTION. If an assembly wishes to adjourn when an election is incomplete, an adjourned meeting (9) should be provided for. If such an adjourned meeting is not provided for and the organization will hold another regular business session before a quarterly time interval has elapsed (see pp. 89–90), the election is completed at the next regular meeting." That language from RONR is about as clear as anything can be. Nothing else should be needed, but, if they want more, here is the applicable language from page 95: "Business that is required to be attended to "at the annual meeting" can be taken up at any time (when it is in order) during the session of the annual meeting, or, in other words, either at that meeting as originally convened or at any adjournment of it. If such an item of business has actually been taken up as required during the session of the annual meeting, it may also be postponed beyond that session in accordance with the regular rules for the motion to Postpone (see 14, especially p. 185)." What you did was correct and that should be the end of it.

I agree with Dr. Stackpole.

No, unless some superior document or state law gives him that power.

Guest Dr. Law, I am assuming that this is non-members saying that other non-members have brought things to their attention. It is entirely up to your board as to how you deal with this. It does not violate any rule in RONR.

I agree with Mr. Mervosh's correct answer. However, the assembly may, by motion (or unanimous consent), decide to permit "campaign speeches" and/or discussion of the candidates at any time prior to voting. Many organizations have a rule providing for this or do it by custom.