Dan Honemann

Yep, the blank ballots are not counted at all. If one ballot is cast for X and all the rest of the ballots are blank, only one vote has been cast. A majority of one is one, and so X is elected.

I'm perfectly willing to agree that a rule prohibiting the giving of "previous notice" at special meetings (unless related to matters arising during that meeting) makes some sense, and maybe that is what the rule ought to be, but I have to admit that I find Mr. Gerber's stated view (quoted above) as to how to interpret the sentence on page 348, lines 14-16, somewhat incomprehensible. That sentence on page 348, lines 14-16, reads as follows: "The prohibition against transacting business in the absence of a quorum cannot be waived even by unanimous consent, and a notice (pp. 121–24) cannot be validly given." I think it's clear that the words "and a notice cannot be validly given" had to be added at the end of this sentence precisely because giving "previous notice" is not "transacting business", and absent this additional language would not be precluded.

Yes, but giving notice or being informed that a motion that has already been introduced will be considered at a future meeting has nothing at all to do with the vote required for the adoption of that motion. Perhaps one might think that this should have something to do with it, but our primary concern here is with understanding what the rule now is, and not what we think it should be.

This is not a question easily answered. As noted in the first paragraph of Section 41 of RONR (11th ed.): "The terms order of business, orders of the day, agenda, and program refer to closely related concepts having to do with the order in which business is taken up in a session (8) and the scheduling of particular business. The meaning of these terms often coincides, although each has its own applications in common usage." After reading the rest of Section 41 two or three times, you may well understand what this is all about.

Yes, Mr. Katz was obviously referring in this thread to the U.S. Senate's Rule 19 (and to then current events involving its application). If you don't believe me , just ask him.

If the objection to consideration is in order at the time that it is raised, the chair will immediately put it to a vote.

A single provision or rule in the bylaws would be referred to as a bylaw. The document itself, in its entirety, is always referred to as the bylaws. Is that what is all about?

Come to think of it, we often do the same here in the Free State of Maryland. I'd totally forgotten.

This makes very little sense. What is this "Nominating Chair" chairman of, and why is he presenting to your "Executive Meeting" (whatever that is) the names of all members running for office?

Solicitor?

The trouble with this argument is that I think it's reasonably clear that giving notice is not transacting business within the meaning of what is said on pages 121-124, which is the reason why the reference to giving notice had to be tacked on to the end of that sentence on page 348, lines 14-16, which had already referred to the prohibition against transacting business. Well, if one wants to refer to the preceding regular meeting it's very easy to do so, but RONR does not do so in any of the places (and there are quite a few of them) where it refers to the preceding meeting (and not the preceding regular meeting) in this connection. But all of this has been said before, apparently to no avail, so I guess I ought to stop repeating stuff.

It seems that there may be some confusion as to what persons the rules in RONR concerning previous notice of motions are designed to protect, and what it is that they are protected against. There is a substantial difference between the giving of notice of intent to make a motion and the making of that motion. There is no requirement in RONR that notice of intent to make a motion be given to all members. The only requirement is that the notice be given to the members who are present at a meeting at which a quorum is present. Nowhere in RONR does it say that this meeting must be a regular meeting, and if an organization wants to ensure that notice must be given at a regular meeting (or that it must be given in writing), it seems reasonably clear to me that it must adopt its own rule specifically saying so (see, e.g., p. 588, ll. 13-16). The rules in RONR are not designed to protect members who are absent from a quorate meeting, whether it be a regular or special meeting, from previous notice (as defined in RONR) being given in their absence. Notice may be given at a meeting of a multi-meeting session that a motion will be made at the next meeting, and that motion may then be made, considered, and voted on at the next meeting during that session, even if that meeting is on the same day. No meaningful protection whatsoever is afforded absentees. The only thing that absent members are protected against is any such motion being introduced at the next meeting if the multi-meeting session is a special session and the motion for which notice is given does not relate to business mentioned in the call. It may well be that the rule should be that previous notice can only be given at a regular meeting, but it seems fairly clear to me that this is not now the rule. The only thing that I am certain of, however, is that I have found no clear-cut answer in RONR (or anywhere else, for that matter) to the question originally asked in this thread.

Any such motion would be a main motion.

Well, yes, but I don't think it is quite so clear-cut. For example, if the member in the instant case had given notice at the January meeting of his intention to move to rescind Standing Rule X at the next meeting (see, e.g., p. 123, ll. 12-14), the intervention of the special meeting (called for some other purpose) would have no effect on the effectiveness of the notice given, and a motion made at the February meeting to rescind Standing Rule X will require only a majority vote for its adoption.

Yes, I'm assuming that nothing about any of this was included in the call of the special meeting, but no, I wasn't thinking particularly about what is said at the top of page 92 (or at the top of p. 122 either for that matter). Among other things, I just don't think that giving "previous notice" constitutes transacting business in the sense contemplated by what is said on page 93, lines 3-4. Actually, I flipped a coin, heads for yes and tails for no, and it came up heads.

My own view of this is that yes, a member may give notice at this special meeting of intent to make a motion at the next regular meeting in February, and such notice will constitute "previous notice" as defined on pages 4 and 121, assuming, of course, that the member properly describes the content of the motion which he proposes to introduce.

Once again, I highly recommend that the church address questions of this nature to its lawyer, and I gather you are not its lawyer. State law often provides that the board of directors must first vote to declare dissolution of the corporation advisable, and then the membership must vote on the question as to whether or not to dissolve the corporation, but since I'm not the church's lawyer either, no one ought to be asking me.

But guest Paula B didn't say anything about rescinding a motion, she asked if a member who wants to rescind a vote can ask for a meeting to do it. The only way I know of to rescind a vote is by the adoption of a motion to Reconsider. Okay, okay, never mind.

Board? What board?

Either you have these minutes or you don't. Which is it?

You say the church is dissolving, but you also say that it is merging with another church. Mergers and dissolutions are not at all the same, and the procedures to be followed are not the same. The church will want to pay close attention to the advice it receives from its attorney in this regard.

Well, I don't think there is any rule, nor do I think there needs to be one. And, yes, I think changing to your real name would be a good idea. You've never posted anything on this forum that you need be the least bit embarrassed about. Just the opposite is true, and I, for one, like to be able to give credit where credit is due.

By the way, am I the only one who does not know that "Godelfan" is actually Joshua somebody or other? I've never greatly admired those who post anonymously on this forum.

Cry? Have its members kick each other for having adopted a bylaw provision that cannot be amended? As best I can recall, virtually everyone has agreed that making a bylaw provision unamendable and incapable of being suspended is most likely going to turn out to be a bad idea. Maybe they can agree to a revision procedure involving everything other than the unamendable section.

Yes, I think you and Josh Martin have both got this right. As I suggested in this thread in response to a question asked by Ann Rempel, if a rule is put in a section of the bylaws (the organization's highest governing document), and the last sentence of that section reads as follows: "The rules contained in this Section of the bylaws cannot be suspended, and this Section of the bylaws can never be rescinded or amended", then such a provision will effectively prevent such a rule from ever being rescinded, amended, or suspended. As you previously indicated, the section in the bylaws which spells out the procedure for their amendment should also reflect the fact that its provisions do not apply to the section containing the unamendable rule.