Richard Brown

It's discussed at some length in this thread, too, which in turn makes reference to the thread cited by Mr. Honemann: http://robertsrules.forumflash.com/topic/27659-majority-of-a-quorum-or-23-of-a-quorum/ I would consider the post by Mr. Honemann authoritative.

The "About Me" section of members' profiles is not accessible on my android cell phone. Is anyone else having this problem? Is this the case with all cell phones, just android phones, or just my phone? If I access a member profile from my laptop, I have the option of clicking on the "About Me" section of the profile to read it, provided the member has entered anything in that section of his profile. But the "About Me" option does not appear on my cellphone. I looked the top 20 or 24 posters (everyone with over 1,000 posts) and found that about one-third of us have information in the "About Me" section of their profiles that I can view on my laptop. But, I cannot view ANY "About Me" sections using my phone. Is there some reason for this, or is it a glitch? It's hard to find and sort the member list since the forum update of a couple of years ago, but you can access it using the "search" function. Click on "search", then click on "members", then click on that, and the member list in alphabetical order pops up. There is then an option to change the sort method to sort by post count, etc. This link might work: http://robertsrules.forumflash.com/search/?type=core_members&sortby=member_posts&sortdirection=desc&page=1

I understand your concern, but I think the clause in the bylaws that says, "The Vice President shall be President-elect" takes care of that issue. It's the only way to give that provision meaning. Having a president-elect is common enough that I think the term is understood well enough as to not need elaboration, although most bylaws I have seen with that provision do go into a bit more detail.

I agree with Mr. Katz, but would add that it is not that unusual for an organization to never directly elect its president but to instead elect a vice president / president-elect who automatically becomes present at the end of the president's term. I don't see that as a contradiction.

Guest Sarah, in the future.... and whenever discussing this organization with others.... it might be helpful if you would refer to the Executive Board as "The Executive Board", not "The Executive". When you use the term "the executive" or "the executives", we don't know if you are referring to the Chief Executive Officer, Executive Chef, Executive Vice President, some of the Executive officers, all of the Executive officers, the Executive Committee or the Executive Board. Or to an executive session. All of those are different "animals". Please use the term "Executive Board" if that is the group you are referring to.

Yes, a member must be present to make a motion, but this member may try to find another member who will be present to make the motion.

Guest Sarah , I am still not clear on just who and what body held this meeting that you keep referring to. Let's try this: Do the bylaws of your office create both a board (board of directors or executive board) AND a separate executive committee which is subordinate to the board? If so, who do your bylaws say is on this executive committee? And, finally, were all of the members of this executive committee given notice of and invited to this meeting ? If your bylaws do not provide for an executive committee, then exactly who attended this "meeting"?

Guest Lynette, I agree with Mr. Honemann's response, but have a question: Do you plan (or wish) to vote on the entire list of nominees at one time, with one vote, as a "slate"? If RONR is controlling, the nominating committee presents a list of nominees, not a "slate". Prior to conducting the actual election, the floor must be opened to additional nominations from the floor. There may or may not be additional nominees for various offices. Once nominations are closed, you proceed with the election. If your bylaws provide that the vote shall be by ballot, then you MUST conduct the vote by ballot even if there is only one nominee for each position. The requirement of a ballot cannot be waived if it is required by your bylaws. If your bylaws do not require a ballot vote, and if there is only one nominee for one or more offices, the chair simply declares those particular officers elected. From page 443 of RONR: "If only one person is nominated and the bylaws do not require that a ballot vote be taken, the chair, after ensuring that, in fact, no members present wish to make further nominations, simply declares that the nominee is elected, thus effecting the election by unanimous consent or "acclamation." The motion to close nominations cannot be used as a means of moving the election of the candidate in such a case." And from pages 441-442: "If the bylaws require the election of officers to be by ballot and there is only one nominee for an office, the ballot must nevertheless be taken for that office unless the bylaws provide for an exception in such a case. In the absence of the [page 442] latter provision, members still have the right, on the ballot, to cast "write-in votes" for other eligible persons."

An agenda is merely a list of items to be covered at a meeting. Unless you have a customized rule to the contrary, nothing on an agenda happens all by itself. For example, an agenda item that reads "Christmas Party" doesn't do anything except remind the chair and the members to make a motion regarding the Christmas Party. If nobody makes a motion to have one, then you move on to the next item. Putting a motion on the agenda does not automatically introduce it. A member still has to make the motion from the floor, someone seconds it, it gets debated (if there is any debate) and then it gets voted on, possibly after amendments.

I agree, although the oath is referred to as an "installation obligation". I suppose that does open it to interpretation.

According to RONR, members of a body are entitled to see the minutes OF THAT BODY. By that, I mean that regular members of an organization are entitled to see the minutes of general membership meetings. They are not entitled to see the minutes of board meetings unless they are members of the board or the board has authorized non-board members to see them. However, unless a meeting was in executive session, or your organization has a rule on the subject, members are free to share minutes in their possession with anyone they choose. If the meeting you are referring to was not in executive session, board members who attended the meeting are free to share their minutes with anyone. But, if the meeting was in executive session, they are not permitted to share the minutes or to discuss what was said and took place in the executive session except with other members of the board. Members of whatever body was meeting are entitled to see the minutes of meetings of that body regardless of whether they were present at the meeting. Only members of the body that is meeting have a right to attend those members meetings. In other words, regular members have a right to attend general membership meetings, but only board members have a right to attend board meetings. The public has no right at all to attend meetings or see minutes without permission. A body which is meeting in executive session is free to invite or permit other persons to attend the meeting, but those other persons are bound by the same rules of secrecy. Was this group of executives which you speak of an officially constituted executive committee? Or was it just a group of hand picked executives? We really need to know just who.... what group.... was meeting. It makes a big difference.

Joshua, I agree with your post above, but wonder if you think a rule permitting nominations only in a certain month is in the nature of a rule of order that can be suspended by a two-thirds vote? My initial impression is that it is, even if contained in the bylaws. Are you aware of a provision in RONR that would prohibit the suspension of such a rule? RONR does provide on page 435 that nominations from the floor shall be permitted prior to voting.

SaintCad, for what it's worth, most of us who post on here regularly agree with Mr. Honemann on this issue. We despise the use of the word "their" when referring to one person. Your response to him is also pretty disrespectful .

At the next session, umless you have a customized rule to the contrary. you will also have to deal with any notice requirement.

I agree with the previous two posters. The latter.

Katy, if you need a copy of the 4th edition in book form, I can send you one. I have three or four at last count.

Not by virtue of anything in RONR. Any such requirement would have to be in your own rules.

Well, I don't think that is exactly what any of us have said. What we have said is that it is a matter of bylaws interpretation as to when the term of a director appointed to fill a vacancy ends. We have certainly not been unanimous in our opinions of when that occurs. But, since it is a matter of bylaws interpretation, it is ultimately up to your organization to decide it. That is normally done by someone making a point of order (such as that the member's term has ended), the chair rules on the point of order, and the ruling of the chair is then appealed to the assembly for a final decision.

If your bylaws require that the vote be by balloe, a ballot vote must be conducted even if there is only one nominee. Unless prohibited by your bylaws, members may still write in the names of other persons who they prefer to elect. If a ballot vote is not required and the assembly has not ordered a ballot vote by motion, and there is only one nominee, the president simply declares the lone nominee elected. From page 441-442 of RONR: "If the bylaws require the election of officers to be by ballot and there is only one nominee for an office, the ballot must nevertheless be taken for that office unless the bylaws provide for an exception in such a case. In the absence of the [page 442] latter provision, members still have the right, on the ballot, to cast "write-in votes" for other eligible persons." From page 443: "If only one person is nominated and the bylaws do not require that a ballot vote be taken, the chair, after ensuring that, in fact, no members present wish to make further nominations, simply declares that the nominee is elected, thus effecting the election by unanimous consent or "acclamation."

Agreeing with Greg Goodwiller, what do your bylaws say about how the vice president is selected? Thst is almost certainly where you will find your answer. Note: if this is to fill a vacancy, a different procedure might apply, but your bylaws should specify that procedure as well.

Yes, that is what we are telling you.

Aside from the fact that the president is singular and their is plural, it would be helpful to know more about how this event became an annual event that did not need to be re-authorized. Was it specifically established as an annual event by means of an adopted motion? Was it originally approved as a one time event that has become custom? How many times has this event taken place? To ask another way, why is it that this event should take place without specific authorization? I suspect there is some internal squabbling that we aren't privy to going on here. If the president did something wrong or even just unpopular, there are ways of dealing with that from censure to removal from office.

As far as RONR is concerned, if it is outside of a meeting, you can discuss organization affairs until your heart's content.

Who, or what, is the governing body if it is not the board? You said the chair had been communicating with "the governing body", but said it in a way to indicate that it is some group other than the board.

The chair should have, and possibly did, treat the "motion to table" as a "motion to postpone". But, regardless, he does not have the power to unilaterally declare that "he" was not going to table or otherwise deal with it. But, since no point of order was made, I suspect that what's done is done. That is the type irregularity that would have required a timely (immediate) point of order at the time of the breach. btw, where was the chairman during all of this? Was he absent? Why was the vice chair presiding or acting like he was in charge?