Dan Honemann

You say that the bylaws provide that "The committee shall nominate one person for each director then serving." Although this wording is perhaps a bit awkward, it seems to me that this means that the committee is to nominate no more than five persons, since there are five directors now serving.

In this case, it would be interesting to see exactly what the tellers' report included, and to know exactly what the chair said in announcing the results. In any event, as far as the rules in RONR are concerned, only the membership, and not the board, can resolve any dispute concerning the validity of the announced results. As of now, the results of the balloting stand as announced by the chair.

I'm unable to determine, from what has been posted, whether or not the results of the balloting have as yet been announced.

“The motion to Lay on the Table enables the assembly to lay the pending question aside temporarily when something else of immediate urgency has arisen or when something else needs to be addressed before consideration of the pending question is resumed, in such a way that: • there is no set time for taking the matter up again; • but (until the expiration of time limits explained on p. 214) its consideration can be resumed at the will of a majority and in preference to any new questions that may then be competing with it for consideration.” “The subsidiary motion to Postpone to a Certain Time (or Postpone Definitely, or Postpone) is the motion by which action on a pending question can be put off, within limits, to a definite day, meeting, or hour, or until after a certain event.” “Postpone Indefinitely is a motion that the assembly decline to take a position on the main question. Its adoption kills the main motion (for the duration of the session) and avoids a direct vote on the question." (RONR, 11th ed., p. 209; p. 179; p. 126)

Nothing in RONR prevents your board from allowing its presiding officer to vote.

A little knowledge is a dangerous thing.

Generally speaking, no.

Yes, RONR has very specific rules for the trial of officers (11th ed., pp. 654-669). The discussion in RONR all relates to the trial of an individual officer or member, but I'm not aware of anything in RONR which would prevent a trial of more than one person at a time (although I confess that I haven't looked very hard). Your customized rules may or may not prevent the trial of more than one person at a time.

If your bylaws require that your board do something if three members petition the entire board to resign, then that is what your board must do. Nothing in RONR imposes any such requirement. I have no idea what your bylaws may require in this regard.

No, none of this is right. Whenever there is any possibility that the votes of members who have been denied the right to vote would have affected the outcome of a vote, the results of that vote must be declared to be invalid. (RONR, 11th ed., p. 252, ll. 20-27)

No, I don't think that you have this right at all.

Perhaps you're thinking of this one, where you got it right to begin with and then went astray.

Based solely upon what has been posted, it certainly appears as if the motion which was declared to have been adopted by a vote of 19 in favor and 12 opposed was, in fact, a motion that the E & L Committee be discharged from further consideration of the motion which had previously been referred to it (the motion to establish an ad-hoc committee). Assuming that there is nothing in applicable law to the contrary, this motion to discharge the committee appears to have been validly adopted. As far as the rules in RONR are concerned, a vote of 19 in favor and 12 opposed would be sufficient to adopt this motion if either (i) previous notice of intent to make the motion was properly given, (ii) there are less than 38 members on the board, or (iii) if the E & L Committee had failed to report within a prescribed time as instructed (there is at least a hint that this may have been the case), but even if none of these things is true, the motion has nevertheless been validly adopted since no point of order concerning the insufficiency of the vote was raised promptly at the time when it was declared to have been adopted. I don't know how, when or by whom this dispute as to whether the vote which was taken was a vote on the motion to discharge the committee or simply a vote on whether or not to put it on the agenda for the next meeting will be resolved. Apparently it must be resolved somehow at least 24 hours in advance of the next board meeting. I'm afraid that nothing in RONR will be of any assistance in this regard, since as far as RONR is concerned, if there is to be an agenda for a meeting, it must be adopted at that meeting.

I agree with this wording of the entry in the minutes if we strike out "read" and insert "was adopted as follows".

This forum is not the place for this sort of thing.

No need to be a dummy or worry about custom. Just read the bylaws.

No, the minutes should not say that the minutes of the preceding meeting were read if they were not read.

Your Constitution, adopted in 1953, set forth (in Art. VIII) the procedure to be followed for its amendment, and I gather, from what you have previously posted, that this procedure was followed when it was revised in 2010. Do you have some question about this that has not already been answered?

If so, he's still not very good at it, and has quite a way to go before he get's it right.

As so often happens, this discussion runs on and on without any idea as to the actual facts involved. Is it clear that the motion declared to have been adopted was a main motion that conflicted with a main motion previously adopted and still in force? We are told that: "The motion was a motion that should have been made as an amendment to a previous motion and not made as a new motion. There was already a ruling that covers the topic, they were just changing the scope." I don't know what this means.

Assuming that what you would like to know is at what point in your order of business it will be in order to raise a point of order concerning the eligibility of an officer to hold the office to which he was declared to have been elected at the previous meeting, I think the answer may depend upon which officer it is. If it is the President, I think it would be in order to raise the point of order immediately after he calls the meeting to order. If it is the Secretary, I think it would be in order to do so at the time when he presents his draft of the minutes for approval. In any case, I think it will be in order to raise such a point of order immediately following the approval of the minutes of the meeting at which the officer or officers were declared to have been elected.

"A two-thirds vote of the board" may be ambiguous. "A two-thirds vote of the entire board" may also be ambiguous, but it is slightly less so.

Who said the ballot vote will ordinarily be held during a meeting?

Yeah, but what's this got to do with the price of eggs?

We have been told that, "[f]or most of the committees, the collective agreement requires a secret ballot vote." The Elections Officer will, presumably, make this declaration at the time when the result of this secret ballot vote would ordinarily be announced.