Richard Brown

Not unless your bylaws give him that right.

Your organization might want to consider disciplinary action against the secretary. See Chapter XX of RONR on Discipline and also FAQ # 20 for more information. http://robertsrules.com/faq.html#20

The bottom line, Guest Lona, is that RONR has nothing to say about who can and cannot sign checks.

Because post # 2 by you was a "coulda, shoulda, woulda" and we are already past that. They screwed up. Our poster wants to know what to do now that they didn't do it like they should have. Your suggestion to have the "new crew" appoint a committee to draft and approve new ones can be done only if there is an intervening board meeting... which really isn't necessary because the outgoing secretary (or any other member) can prepare the minutes and have them at the first board meeting of the "new crew" for approval. Your method requires two board meetings before the board gets an approved set of minutes. My suggestion lets them have approved minutes at the next meeting... no intervening meeting necessary. Either method will work, though. Edited to add: for the benefit of EAult, the "new crew" can appoint a committee only in a bona fide meeting. They cannot make appointments outside of a meeting. They have to wait until the next meeting in order to appoint a committee if the annual meeting is already over. Edited again to add: The chairman can, though, informally ask a member or group of members if they will see to it that minutes are ready for approval at the next meeting. That wold be permissible. It's just not an official committee. It's just somebody or a group of people doing the chairman a personal favor to help expedite things. Anybody else or any other group of members could do the same thing.

I'm willing to bet that' what's concerning our original poster is what to do about it NOW!

Actually, my post didn't say what I had intended it to say. Unless the "new crew" takes over DURING the election meeting, it will have to wait until the next meeting to even appoint a committee to draft the minutes. So, why not just have the outgoing secretary, or any other member, prepare the minutes and bring them to the first board meeting of the "new crew"?

George, I agree, but wouldn't the "new board" (the "new crew") have to wait until their first meeting to create and/or approve the minutes? New officers typically assume office upon adjournment of the annual meeting or upon some specified future date. If the "new crew" takes over before the end of the meeting at which they are elected, that would be easy to accomplish. If not, it seems to me the outgoing secretary (who might well be the incoming secretary as well) should prepare the minutes as usual and arrange for someone to have them at the next board meeting for approval.

Members of the body that is meeting have a right to attend the meetings in executive session. Are you a member of the executive committee? If so, you have a right to attend. Others can be permitted to attend by majority vote of the executive committee. I believe the person objecting to this is thinking of state Open Meetings Laws, sometimes called Sunshine Laws, that prohibit a quorum of the members of a public body from getting together to discuss the body's business. Unless your organization is a public body, such as a city council, school board, or public board or commission, those open meetings laws probably do not apply. Edited to add: You are referring to EXECUTIVE SESSIONS of the Executive Board and not to regular meetings of the Executive Board, right?

Per RONR, meeting minutes are available for inspection by all members of the body that was meeting regardless of whether the meeting was in executive session and regardless of which members were present at the meeting. Regular members (the general membership) has the right to inspect all minutes of meetings of the general membership, regardless of whether it was in executive session. But, if the meeting was in executive session, the members are honor bound not to disclose what was said or took place at the meeting or what is in the minutes. Members of the board are entitled to the same access to minutes of board meetings, regardless of whether the meeting was in executive session. The same obligation of confidentiality applies. Regular members (the general membership) do not have the right to inspect minutes of board meetings unless they are also board members. btw, the body which was meeting has the right to lift the secrecy of the executive session to whatever extent it desires. It is quite common, for example, for a body to adopt a motion in executive session and to report publicly what it was they adopted but to maintain the confidentiality of the rest of the meeting. Any motion which was adopted in executive session but publicly reported out would also be included in the minutes of the regular meeting as having been adopted. An alternative procedure is to have the discussion in executive session but to come out of executive session to publicly adopt whatever motion it is that was discussed. Open meetings laws (sunshine laws) often require that public bodies follow that procedure. They can only discuss things in executive session, but must take all votes in public session. Private organizations often do the same thing, particularly with personnel issues.

Guest Joe, some forums do request that new questions be posted in existing threads if the topic is generally the same. However in this forum, the preferred procedure is that guests with a new question, even if it fits in with an existing topic, be posted as a new topic. Edited to add: The method for asking a new question is explained in the second bullet point in the "Read This First" topic at the top of this forum: http://robertsrules.forumflash.com/index.php?/topic/25416-important-read-this-first-faq-and-information-for-new-members-and-guests/

The makeup, duties and even existence of the committee are subject to change at a future meeting by use of the motions Amend or Rescind something previously adopted. Both motions require a two thirds vote to adopt without previous notice, a majority vote with previous notice, or the vote of a majority of the entire membership. Edited to add: The assembly can also discharge the committee by use of the motion to Discharge a Committee, which is very similar in this case to the motion to rescind something previously adopted and is subject to similar rules for adoption.

I'm not aware of any provision in RONR that allows this. It is my understanding that nominations cannot be withdrawn, period. If there is an exception, I would like to know about it myself. Note: It is possible that the language on pages 295-296 about withdrawing a motion would apply to nominations, but I have never looked at it that way nor heard it mentioned by anyone else. It is an interesting question.

It sounds correct to me, too. If she had been elected anyway, she could have declined to serve, provided she did so immediately if she was present at the election. Not many people would know that RONR does not provide for declining a nomination.

Yes, with the questions you have, you need something more in depth than RONRIB. RONRIB is pretty basic and does not go into much depth. It is designed for people who know very little about RONR and want a basic guide for how to make motions, etc, in meetings that are generally well run. To get into more depth, you need RONR. After you get RONR, if you find it too difficult to understand, you might consider Robert's Rules for Dummies by C. Alan Jennings. It is not a substitute for RONR and should not be cited as a parliamentary authority, but it is based solidly on RONR and can be an excellent help in understanding RONR. It's written more for the layman or novice. In terms of depth and complexity, I would say it is between RONRIB and RONR. It is about $17 in bookstores and $12.50 on Amazon. Keep in mind, though, that RONR is the ultimate authority. If you order both RONR and Robert's Rules for Dummies from Amazon, it will cost just over $25 and qualify for free shipping even if you don't have Amazon Prime. btw, congratulations on joining the forum! I think you fill find it much easier to use as a member!

I second John Stackpole's (jstackpo) suggestion in another thread that you get a copy of RONR in Brief and/or RONR. RONR in Brief is about $7.50 both in bookstores and online. RONR is about $18 in bookstores and only $11 or 12 from Amazon. Most large bookstores generally have both. Edited to add: I see that RONR in Brief is currently $6 on Amazon and RONR is $13.45. The prices fluctuate. You can still get both (if you want both) for $20. Find another book costing $5 and you get free shipping even without Amazon Prime.

Guest Ditto, I agree with the comments by our regular posters above, but will throw what could be a monkey wrench into some of the answers. If the bylaws do not specify that only board members can be officers or that the officers must be elected from among the board members, then it is possible for the membership to remove a board member from the board but for him retain his status as an officer. I imagine, as one or two others opined, that your bylaws require the officers to be elected from among the board members, but you might check that out. If the bylaws are unclear on that point, it is up to your organization to interpret them.

I tend to agree with Godelfan's take on this. It is ultimately to the organization to interpret its own bylaws, but my own opinion, at the moment, is that consent means actual consent or some affirmative action evidencing consent, such as a letter or press release congratulating the member on his appointment or authorizing the printing of new stationery showing the member as holding the new position. Stay tuned, though, as I imagine someone will express the view that with the passage of enough time, the board shall be deemed to have consented or acquiesced. How long that period of time must be is the $64,000 question.

The answer to your question will have to be found in your own bylaws. btw, I assume the treasurer is a member of your organization and can vote in membership meetings just like all other members. If not, we need to know that. As to voting on the board, if the treasurer is a member of the board, he votes unless your bylaws specify otherwise. Perhaps it would help if we knew exactly what your bylaws say with regard to how the treasurer is selected and whether he is considered an officer. If the treasurer is a "hired employee", much like an "executive director" or "executive secretary" that some organizations have, then he likely does not vote unless the bylaws give him that right. What do your bylaws say? If they are truly silent or ambiguous on this matter, it is up to your organization to interpret them.

Let's slow down here and back up a bit. I think we are not sure what you are asking because of the non-standard terminology you are using. I suspect that by using the term "table" in your original question you mean to "postpone" to a definite time, such as the next meeting. That is a different motion with a different purpose and effect from the motion to"lay on the table". An "objection to consideration" is still an entirely different motion subject to different rules. So, we need to know what you mean by "table" and "object". The motions to "postpone" and to "lay on the table" can be made at any time while the main motion is pending and regardless of whether there has been any debate on it. The motion "object to consideration" must be made before there has been any debate. So, if you can tell us exactly what you mean when you say to "table" and to "object", maybe we can help you more.

If that is indeed what the bylaws say, I agree... and that's what I said. However, I'm not convinced that that is what the bylaws say. Guest Peaches said, "Our documents read as follows:" (Emphasis added by me). I don't know what document(s) Peaches is referring to. The bylaws? Special rules of order? Standing rules? Policies and procedures manual? Some motion adopted somewhere along the line? A set of guidelines prepared by someone for use by the society? Also, for what it's worth, I'm not real clear on just what Peaches' question is or what she means when she says "The board wants to have someone move to allow this". What is "This"? Move to allow what, exactly? Edited to add: Also, I don't see where the fact that it is the secretary being nominated makes any difference. Based on both RONR and on whatever rule it is Peaches quoted, it seems to me the secretary should be treated just like all other candidates.

I agree, but will go a step further: If the bylaws do require a ballot vote in elections, then you must vote by ballot vote regardless of the fact that there is only one candidate. That rule in the bylaws cannot be suspended or ignored by any kind of custom or motion regardless of how that motion is voted on and regardless even of whether the vote on the motion is unanimous. A requirement in the bylaws to vote by ballot cannot be ignored or suspended. Period.

If there is no provision in your bylaws for special meetings (of either the general membership or the board), then special meetings are not authorized and cannot be held. Any action purportedly taken at a special meeting... any special meeting... would be void. This is what RONR says about special meetings on page 92: "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)."

Juan: It's important to keep straight here the different roles of the Board and the membership. Which group was the blast email sent to? The board or the general membership? What do your bylaws say about the notice required for a special meeting? Several hours notice is very short for a board meeting and almost unheard of for a meeting of the membership. I bet your bylaws require more notice than that for both board meetings and membership meetings. If your bylaws are silent, then your society itself must decide what is reasonable notice. My own opinion is that it is not sufficient notice for either a board meeting or a general membership meeting, but my opinion doesn't count. I believe the notice is also too short for holding an election, even if it is held during the "regular" meeting which I assume is scheduled to take place right after the "special" meeting. It seems to me, based on what you have posted, that the board is charged with filling the vacancy until the next election. I question whether the membership has that authority. It also strikes me as being necessary to interpret the bylaw provision that says the interim appointee is to serve "until the next election". Does that mean "the next regular election, or does it also anticipate the "next election" being a special election? Your society must interpret what it means. It is non-standard language so you must determine what it means. I see lots of issues here, not the least of which is the business of actually accepting the resignation... and which body should accept it. My own thoughts are that since the board selects the replacement (fills the vacancy, at least temporarily), the board would be the proper body. Others may disagree. Edited to add: What do your bylaws say about giving notice of special meetings and other types of notice? Do they provide that email notification is sufficient? Per RONR, email notification is NOT sufficient unless authorized in the bylaws or a special rule.

You're right: I did overlook the fact that the motion to approve the budget was not seconded. It is also true that under the small board rules in RONR seconds might not be required in this commission (board?) of five, but we don't know if seconds are required in this commission (which appears to be a public body). Assuming a second was required (something we don't know), then the motion to "table" was out of order for the additional reason that there was no motion on the floor to "table" or do anything else with...as you pointed out. However, since no timely point of order was raised and the motion to approve the budget was tabled as if it was properly before the assembly, it seems to me that my previous responses are still applicable, but that the motion to "table" the budget was our of order for the additional reason that the motion to approve the budget was never under consideration to start with. Wouldn't that fact (the lack of a second) be moot once the motion to "table" the approval of the budget was adopted? What is your understanding of the current status of the "ta(bling" of the motion to approve the budget? Is it different from my analysis? If so, in what way?

What exactly is it that you want to know how to handle?