Richard Brown

Pattsi, since this is a public body it is almost certainly governed by your State's open-meetings laws. Those laws are sometimes called Sunshine laws. In addition, your council may have its own rules on the subject. Those laws and rules generally govern agenda procedures and would supersede whatever is in RONR.

Wasn't this same question asked in another thread just a day or two ago? If I recall correctly that thread had quite a few responses

Please quote for us EXACTLY what your bylaws say about the authority of the board to conduct the business of the club or to act between membership meetings. Don't paraphrase. Please give us the exact bylaw language.

What exactly is the harm in allowing those members who go to the trouble of showing up to hear a report they want to hear and that the reporting officer wants to give? They could adjourn but hang around and then hear it read immediately after adjourning, so why not allow it before they adjourn? Besides, that last member needed for a quorum just might show up while the report is being read. If the meeting has already been adjourned, it is over and cannot be called back to order.

Yeah, I'm wondering just who this "pro tem" is and how and when he came to be selected as the "pro tem" when the regular presiding officer is present.

See my answer directly above. It's so that those who do go to the trouble to show up at an inquorate meeting in bad weather at least get to hear the reports and have an extra month to mull them over. If the members present at that inquorate meeting don't want to hear them, they should be able to postpone the reports until the next meeting. Or just adjourn before they can be read. Edited to add: I do concede that you make a good point, though.

Yes, as long as you have a quorum without them. Check your bylaws. Some organizations' bylaws require one or more officers to be present in order to have a quorum. I was at such a meeting last night. We were a bit nervous until the second officer showed up. But, nothing in RONR requires that any of the organization's regular officers be present. If the president/chairman isn't present, elect a chairman pro tem to preside at the meeting. If the secretary isn't present, elect a secretary pro tem to take minutes..

I share Godelfan's concern. I know that giving reports is considered by most of our regulars as "conducting business", but I don't really see a problem with it as long as no action is being taken on the reports. Is the issue perhaps that if reports are read at an inquorate meeting, they are considered as having been read (or presented) and therefore will not be presented again at the next meeting when a quorum is hopefully present? If that is the issue, just read em again at the next meeting. At least those members who did show up at the inquorate meeting get to hear the reports and have an extra month to mull them over.

I agree with dr. Stackpole. We need more information on how this particular committee was created.

Perhaps if the motion to paint the clubhouse red said that "The clubhouse shall be red in color". That seems rather clear that the motion has continuing effect..... the clubhouse shall be red.... shall remain red.... not that it shall be painted red. If the motion says "The clubhouse committee shall arrange to paint the clubhouse red", I think the color could be changed at any time by a simple motion to paint it a new color. But, if the motion essentially adopts red as the official clubhouse color, that seems to be continuing in nature. We are getting into splitting hairs here, which sometimes needs to be done to aid in understanding a concept, and on this subject I don't have as many answers as I would like to. I personally welcome input from those who perhaps see this more clearly.

Because even though the provision on the vote requirement to adopt a motion is in the bylaws, it is a provision in the nature of a rule of order. If there was a violation, it was a procedural violation, and not a substantive violation. The announcement by the chair of whether a motion passed is final unless objected to by a timely point of order. That was apparently done, but the chair apparently found that the point of order was not well taken and that his decision stands. That ruling was not appealed to the assembly, so it is is final. An appeal to the assembly would have required a timely appeal and would have to have been made immediately. It does not constitute a continuing breach. So, the motion stands as defeated. As Mr. Huynh said, it can be renewed (made again) at the next meeting, but RONR provides no way for anyone or even for the membership to arbitrarily reverse the chair's ruling now after the fact. Just make the motion again at the next meeting and make sure everyone knows what the vote threshold is.

Dutchman, that didn't answer my question. In fact, based on what you said, it seems the board has no business meddling in the nomination process at all. Can you provide an EXACT QUOTE of your bylaws provisions regarding the nominating process? Include any references to the Board's involvement or "approving" the nominating committee nominees.

And if it is allowed by your bylaws, you will have to determine for yourselves how to do it. RONR does not give any guidance on email voting. You should have such rules already in place. If you don't, and if you are going to allow email voting, you need to get some procedures in place ASAP.

I agree that the answers to these questions (both real and hypothetical) depend on the exact wording of the bylaws. But, it seems to me that if the bylaws say that the Board shall set the dues annually (let's say at the annual meeting) for the following year, then it could reasonably be argued that the motion which set the dues for, say 2016, is no longer in effect in 2017 and that a regular garden variety main motion to set the dues for 2017 would be in order without the higher vote threshold of a motion to amend or rescind something previously adopted. (I tend to not agree with that interpretation, but I'm not 100 percent convinced). That interpretation, however, has its own problems. Say the board fails to set the 2017 dues amount at the appropriate annual meeting near the end of 2016.. Does that mean that the requirement to pay dues expired on December 31, 2016 and there is, as of now, no requirement to pay any dues whatsoever until a new dues resolution is adopted? Or does the 2016 dues requirement continue to be in effect in 2017? I don't have those answers. I'm just asking the questions. I also wonder, hypothetically, how this is different from adopting a motion to terminate an employee a few after he was hired pursuant to a motion to hire him. Is the termination motion an amendment or rescission of something previously adopted, to-wit, the motion to hire the guy? Is the original motion still in effect as long as the guy is still working? Or is its purpose concluded once the guy is hired so that when it is desired to fire, him, it can be done with an ordinary garden variety motion to hit the road? That very question came up in a recent thread. As I recall, I initially took the position that the motion to hire him was still in effect and that firing him would have to be done pursuant to what would in effect be a motion to amend or rescind something previously adopted. I believe it was Weldon Merritt who set me straight and convinced me that the effect of the hiring motion was accomplished once the guy was hired and the motion does not have continuing effect, thereby enabling him to be fired with an ordinary to terminate him with the standard majority vote. So, is a motion setting dues considered of continuing effect until amended or rescinded, or is its purpose accomplished once it is adopted and the dues for the coming year paid? What about at the end of the first year after its adoption? Exactly how is that different from a motion to hire someone? I guess today I have a lot more questions than answers.

You've obviously had your necessary amount of coffee to think clearly, but I ain't there yet. Off the top of my not yet fully functioning head, I don't see anything in your post that I can argue with unless just to add that this might be a bylaws interpretation question as to whether such members should be counted for quorum purposes since they aren't voting members. Wish I had thought of the question you raised. Hmmm . . . .

The original question in this two-year-old thread was about a school board. We don't know if it was a public or private school board. If it was a public school board, it is almost certainly subject to open meetings laws. It has been my experience that such public bodies, especially school boards, frequently grant the chairman great latitude in setting the agenda. Guest Bowler has tacked his question onto this two-year-old thread. Based on RONR, the chairman does not have the authority to control the agenda. However, if this is a public school board, controlling laws and rules may well grant him more authority than does RONR.

Dutchman do your bylaws actually require that your elections be done that way with the board "approving" a slate before it goes to the membership, or has that simply become a custom without bylaws authorization?

Even if a quorum is not present, the proper procedure, as noted by Godelfan, is to call the meeting to order, note the absence of a quorum, and then adjourn, unless action is going to be taken to obtain a quorum or to schedule an adjourned meeting. You technically still hold the meeting. You are simply limited as to what actions you can take at such a meeting.

Answer to questions 1, 2 and 3: A motion to enter or leave an executive session is a question of privilege affecting the assembly. As the text on pages 226-227 cited by J.J. indicates, such a motion requires a second and is debatable, I think that in most instances a member simply moves to go into executive session (and to close it) without the prefatory statement. I would suggest reading all the way through page 230. I think page 230 in particular may be helpful. In understanding this, it is important, as either Mr. Honemann or Mr. Gerber explained to me once a while back, to understand the difference between "raising a question of privilege" and making the motion. You may have to read the cited pages more than once to fully understand that. Edited again to add: An executive session entered into during a meeting is not a meeting within a meeting. It is all the same meeting, with part of it being held in secret and closed to non-members other than those who may be invited to stay.

J.J., I suspect that not many of us have copies of the National Parliamentarian from 2002 lying around and I doubt that Mr. (or Ms) Miller has them. So, how about elaborating on your answer and quoting the relevant provisions from the article? Or providing a link to it if one is available?

I think the question of whether it was inappropriate to share minutes of a board meeting with a non-board member depends on the circumstances and on information that we do not have. For example were the board meetings held in executive session? Do non board members frequently attend board meetings? Are the board minutes generally kept secret? I think the primary question to be answered is whether the board meetings were held in executive session.

To rescind or amend a motion previously adopted requires previous notice and a majority vote or, without previous notice a two thirds vote or a vote of a majority of the entire membership. (In this case, that would be the membership of the board). However, it sounds to me like this is a rule of order. If so, it requires previous notice AND a two thirds vote or, in the alternative, the vote of a majority of the entire membership. Since this is a board, it might be easier to get the votes of a majority of the entire membership than to get a two thirds vote, especially if all members generally attend the meetings. The 11th edition of RONR discusses amending and rescinding something previously adopted on pages 305-310. Edited to add: You might also take a look at this very recent thread: http://robertsrules.forumflash.com/index.php?/topic/29259-procedural-manual-updates/

I tend to agree with Godelfan. Although the procedure followed cut some corners and was not conducted precisely as perhaps contemplated by the bylaws, I'm not convinced that the bylaws have been violated or that the appointment is invalid. I think that is a judgment call for your organization to make based on all of the circumstances. Giving the action taken the benefit of the doubt, it could well be construed as having been done by unanimous consent. If a member believe it was improper and that the appointment is invalid, that member should raise a point of order at the next meeting that the appointment was invalid for failure to follow the bylaws. The chair will rule on it one way or the other. His ruling can be appealed to the assembly, which has the final word.

It is customary to approve minutes in the order of the meetings, but it is not mandatory that it be done that way. If there is a problem with getting the minutes of a particular meeting to accurately reflect what was done at the meetingor if the secretary has not completed preparing those minutes,, the assembly may approve other minutes first. This happens sometimes when the secretary was absent and a secretary Pro Tim took the minutes and is having trouble getting them typed up. It can also happen when the secretary is absent Ideally, minutes of each meeting are approved at the next meeting.

Well, some (or even all ) of these "procedures" might well be in the nature of special rules of order. We don't know. But if they are, amending them would be somewhat more difficult and would require previous notice and a two thirds vote or the vote of a majority of the entire membership.