Josh Martin
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Posts posted by Josh Martin
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On 4/10/2024 at 10:01 PM, Drake Savory said:
I just used that in my example. Maybe it was a committee. The point is that if a single person is nominated to fill a vacancy, the Board holding a yes/no vote to approve the appointment is not all that unusual.
I agree that it's not unusual for organizations to hold an unnecessary "yes/no" vote to approve an unopposed nominee, but that doesn't mean it's proper to do so. Unless the bylaws require a ballot vote, if there is only one nominee, the chair should declare the nominee elected by acclamation.
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On 4/11/2024 at 12:01 PM, J. J. said:
I agree, but I think that the role of the Federation's relationship with the more local association is key.
Some parent groups do have regulations on what the local can do and could have a bylaw clause prohibiting a local from creating a local bylaw permitting absentee or proxy voting.
I agree, but I don't understand how this conflicts with what I said. I have no disagreement that the Federation can adopt rules "prohibiting a local from creating a local bylaw permitting absentee or proxy voting." The question is whether the Federation has, in fact, done so.
On 2/22/2024 at 12:01 PM, Josh Martin said:In my view, the association is free to adopt proxy voting in its bylaws unless the Federation's rules specifically provide that proxy voting is not permitted for associations, or if proxy voting is prohibited by applicable law for this type of organization.
On 4/11/2024 at 12:22 PM, Joshua Katz said:But we decided upthread that, in our personal opinions, the parent organization's bylaws did not prohibit the local organization from adopting these rules in its bylaws. I thought one regular disagreed, but he then stated he would testify under oath that he did not. Are you now saying you disagree with that conclusion?
Well, none of us have conducted an exhaustive review of the Federation's bylaws in this regard, so I do not know that any of us can conclusively say that there is no such provision.
I will agree that, as of this time, no facts have been presented indicating that the parent organization's bylaws prohibit the local organization from adopting these rules in its bylaws.
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On 4/10/2024 at 12:25 PM, Dan Honemann said:
How so?
Perhaps we have different interpretations of what the question is asking. I interpreted it as asking whether a nomination which was withdrawn must still be considered a valid nomination. I see how a different interpretation may be that the question is asking whether some action must be taken to "accept" the nomination. I apologize for the lack of clarity in my response.
On 4/10/2024 at 12:25 PM, Dan Honemann said:As best I can determine, if we assume that the withdrawal of the nomination was effective (I don't think it was) it appears that the nominating committee can't propose another nominee until the election meeting. And then why wouldn't this nominee be the committee's nominee?
In the response in question, I was accepting for the sake of argument the OP's premise that the committee had properly replaced the nominee with a different nominee. Upon further review of the bylaw provisions in question, I agree there is reason to doubt that premise.
On 4/10/2024 at 2:54 PM, Tomm said:I believe Section 6 in the above bylaws states, "No nominations may be made from the floor at the election meeting."
That's true, but why does that matter? This nomination was made in advance of the election meeting.
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On 4/11/2024 at 11:06 AM, J. J. said:
1. At some point, a member moves "to suspend the rules for the remainder of the session and permit the vice president to serve as chair." There will be several different items of business to be considered, including motion #37. Is that motion, in all cases, an incidental or an incidental main motion?
I think it ultimately depends on the facts of the particular situation. But based solely on the facts presented, I would lean toward it being an incidental main motion.
"As a class, incidental motions deal with questions of procedure arising out of: (1) commonly, another pending motion; but also (2) sometimes, another motion or item of business
a) that it is desired to introduce,
b) that has been made but has not yet been stated by the chair, or
c) that has just been pending.An incidental motion is said to be incidental to the other motion or matter out of which it arises. With but few exceptions, incidental motions are related to the main question in such a way that they must be decided immediately, before business can proceed. Most incidental motions are undebatable." RONR (12th ed.) 6:15-16
The facts as presented here, in and of themselves, do not appear to meet any of the criteria in 6:15-16, and the motion does not appear to arise out of any other motion or matter.
On 4/11/2024 at 11:06 AM, J. J. said:2. That motion fails, but when motion #37 is about to be introduce, a member moves "to suspend the rules and permit the vice president serve as chair during the consideration of motion #37?" Is that, in all cases, an incidental or an incidental main motion?
Now this, on the other hand, I think is certainly an incidental motion, as it relates to a motion "that it is desired to introduce," and the motion to suspend the rules arises out of Motion #37.
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On 4/9/2024 at 2:03 PM, Guest Angelia Velarde-Logsdon said:
Is it true that Elections are listed FIRST under new business?
No. Actually, elections are even earlier in the order of business. They should be listed under Special Orders - generally, as the first item under Special Orders.
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On 4/9/2024 at 5:07 PM, Father Cadan said:
Do withdrawn nominations need to be accepted?
Yes.
On 4/9/2024 at 5:07 PM, Father Cadan said:Does the Nomination committee having filled the spot change things?
It means this person will now be treated as if this were a nomination from the floor, rather than a nomination by the Nominating Committee.
But other than that, no, it doesn't really change things.
On 4/9/2024 at 5:07 PM, Father Cadan said:Most importantly what do we put on our mandatory secret ballot?
You don't need to put anything on it. It's entirely acceptable to just use blank pieces of paper.
But if the organization prefers to use preprinted ballots, then the names of all nominees for each office (including this "unwithdrawn" nominee) should be listed on the ballot, as well as a "Write-In" line for each position.
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On 4/9/2024 at 12:55 PM, Guest Electronic vs in person said:
Only absentee ballot would imply that no one is in attendance, but people do attend and most of the time we do have a quorum. The movement to send ballots to everyone regardless of attendance is one of the main issues. Not identifying those members who are not in attendance as absentee is also an issue.
Okay, well, we can keep quibbling on this, but it continues to appear to me that under this proposal, all members are sent a ballot in advance of the "meeting" and vote by returning that ballot, and this would be the only manner in which any votes are taken. If this is correct, these "meetings" are no longer "meetings" in any parliamentary sense of the word, and therefore who is "present" at them is immaterial. So I continue to maintain that it is more accurate to state that, under the proposed rules, all votes will be by absentee ballot.
But even supposing you reject that premise, it is not at all accurate to say that this system eliminates absentee ballots, because it is certainly the case that the people who are absent are voting by absentee ballot.
As to this argument of "Not identifying those members who are not in attendance as absentee is also an issue," this sentence is just nonsense. If you are not in attendance, you're absent. That's just what those words mean.
To the extent the assembly instead proposes that members at the meeting will vote on these matters at the meeting and those votes will be combined with absentee ballots submitted in advance, RONR's only advice in that regard is "Don't do that, and if you ignore this advice, good luck."
"An organization should never adopt a bylaw permitting a question to be decided by a voting procedure in which the votes of persons who attend a meeting are counted together with ballots mailed in by absentees. The votes of those present could be affected by debate, by amendments, and perhaps by the need for repeated balloting, while those absent would be unable to adjust their votes to reflect these factors. Consequently, the absentee ballots would in most cases be on a somewhat different question than that on which those present were voting, leading to confusion, unfairness, and inaccuracy in determining the result. If there is a possibility of any uncertainty about who will be entitled to vote, this should be spelled out unambiguously and strictly enforced to avoid unfairness in close votes." RONR (12th ed.) 45:56
I am inclined to agree with Mr. Honemann that in any event, voting on all matters by absentee ballot is not advisable. In the alternative, the assembly might consider voting by absentee ballot on particular matters (e.g. elections, bylaw amendments, or whatever).
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On 4/9/2024 at 12:19 PM, Guest Sam said:
Our organization has several nominees to serve on the Executive Board, but nobody wants to serve as Recording Secretary.
I could have sworn there was something stated where a President or Vice President needed to first have experience with either Treasurer or Recording Secretary before moving up to a VP or President. Can somebody advise? Thank you!
There is no such requirement in RONR. If such a requirement exists, it would have to be in your organization's bylaws.
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On 4/9/2024 at 11:40 AM, Guest Patricia said:
This will result in negating the need for absentee ballots and possibly even the need for a quorum as no one will be required to attend in order to vote.
I'm not certain I agree that this negates the need for absentee ballots. As I understand it, what you're proposing is to vote only by absentee ballots.
As to negating the need for a quorum, I think that's correct, although I would note that it may be desirable to adopt some equivalent to a quorum, such as a requirement that a certain number of ballots be returned.
Finally (and correct me if I'm wrong), you seem to be proposing that you'll still be having "meetings" but that no voting will occur at these meetings. If this is correct, I would generally suggest either a.) no longer holding formal meetings of the assembly in question, and calling them something else or b.) making clear in the rules that no votes may be taken at such meetings.
On 4/9/2024 at 11:40 AM, Guest Patricia said:Is there anything in RONR that could help us navigate this?
See RONR (12th ed.) 45:57-61.
On 4/9/2024 at 12:14 PM, Gary Novosielski said:It's definitely not a good idea to eliminate the quorum requirement. What's to stop two or three people from running off with the treasury?
Mr. Novosielski, as I understand it, the proposal is that all votes will be by mail (or some electronic equivalent). In such circumstances, I believe the OP is correct that there will be no quorum requirement, because no one is "present" and therefore the term "quorum" has no meaningful application.
It may well be beneficial to adopt rules requiring a certain number of ballots to be returned. This will have a similar purpose to a quorum requirement, but it is not quite the same thing.
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On 4/8/2024 at 5:53 PM, Guest Kathy Delegate said:
Are there circumstances when members are asked to leave the room during discussion?
The only circumstances in RONR in which members are required to leave the room are:
- When a member has been formally suspended of their rights through disciplinary procedures.
- When a member is facing disciplinary procedures under Ch. XX of RONR and the assembly has reached the consideration of the question of guilt and the penalty.
- When provided for in the organization's bylaws or applicable law.
While I suppose a member could be asked to leave the room in other circumstances, the member is free to refuse the request.
On 4/8/2024 at 5:53 PM, Guest Kathy Delegate said:When are members voices not heard?
I will interpret this question as asking under what circumstances an individual member may be prevented from speaking in debate. Generally, the answer is the same as above, although I would add that generally applicable limits on debate may be imposed on all members.
On 4/8/2024 at 5:53 PM, Guest Kathy Delegate said:When is a member stripped of their vote?
Generally, the answer is the same as for the first question. RONR also provides that in circumstances in which a member has a personal or pecuniary interest not in common with other members, the member should not vote, but that the member ultimately has the right to do so. I do not know enough about the circumstances to opine on whether this constitutes a "personal or pecuniary interest not in common with other members," but it doesn't really matter, because ultimately it is the member who must make that judgment for themselves.
It appears that others were suggesting that the members asked to leave had an interest of this nature. I express no view on whether this is correct, but I would note that in so far as RONR is concerned 1.) this is a judgment for the member to make for themselves, and 2.) nothing in RONR suggests that such a member should leave the room, let alone is required to do so.
On 4/8/2024 at 5:53 PM, Guest Kathy Delegate said:Where can I find these answers in Robert's Rules?
See RONR (12th ed.) 1:4, 45:4.
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On 4/9/2024 at 5:44 AM, Guest Pamela said:
If there are 4 nominees vying for 1 position and a vote is taken where 51 out of 52 members present vote for a specific nominee, can a motion be made immediately after the vote has taken place to vote 30 days from now on the same 4 nominees for the 1 position?
The short answer is "no."
An election cannot be reconsidered unless the person who was elected is absent and has not yet been notified of their election, and even then, the person who makes the motion to Reconsider (or Reconsider and Enter on the Minutes) cannot mandate the time at which the reconsideration will occur.
On 4/9/2024 at 5:44 AM, Guest Pamela said:I'm told this is documented in Robert's Rules of Order but I'm not finding it.
I think the reason you can't find it is because this person made it up.
What RONR actually says on this subject can be found in RONR (12th ed.) 46:46.
On 4/9/2024 at 8:57 AM, Atul Kapur said:This most closely resembles a motion to Reconsider the vote on the election, but it is not clear from the information provided whether that would be in order at the time it was made.
Even supposing a motion to Reconsider (or Reconsider and Enter on the Minutes) is in order (which I think is very unlikely), the maker of the motion cannot specify that such a motion will be called up in 30 days.
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On 4/8/2024 at 8:02 PM, rondao said:
The president and secretary of a nonprofit club I belong to are refusing to let members contact the board without going through them. This is not addressed in the bylaws. Is this permissible?
RONR does not grant the President or Secretary any such authority.
On 4/8/2024 at 8:02 PM, rondao said:Also, they are refusing members access to the membership list. Is this permissible? It is against state law.
I think you answered your own question.
Nothing in RONR grants members a right to access the membership list. But state law takes precedence, and if state law provides that members have a right to access the membership list, then no, it is not permissible to refuse members access to the membership list.
(I take no position on whether this is an accurate interpretation of the law in question - I am simply accepting your assertion as correct.)
On 4/8/2024 at 8:02 PM, rondao said:What is the definition of financial records? They are refusing access to them as well because they don't know what records are included. I say bank statements, check registers, etc.
RONR does not define the term "financial records," nor is there a need to do so, because no rule in RONR provides that members have a right to access financial records. (Although members do have a right to access certain documents that may be considered to be in the nature of financial records, such as the reports of the treasurer and the audit report.)
So far as RONR is concerned, members have a right to access the following documents:
- The organization's rules (articles of incorporation, constitution, bylaws, special rules of order, standing rules, etc.)
- Minutes of meetings of the membership
- Written reports of boards, committees, and officers (limited to reports given at meetings of the membership)
And I think that's pretty much it. Members do not have an individual right to access other documents unless so provided in the organization's rules or applicable law. The membership could adopt rules granting members a right to access additional documents, or order that members be granted access to certain documents on a case by case basis.
I take it you are asking this question because some rule in applicable law or your organization's rules provides that members have access to "financial records." If it is your organization's rule, it will be up to your organization to interpret it. If the rule is in applicable law, I advise consulting an attorney for questions concerning the meaning of the term "financial records" within the context of the law in question.
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On 4/9/2024 at 8:17 AM, Guest Shara B said:
I need to know the requirements for replacing a board member. I am 100% owner of the corporation — do I need the board to vote? Do I need to have a board meeting for them to vote? Do all officers and nonofficers need to be present?
I imagine the answers to this question will ultimately be governed by the corporation's bylaws and applicable law, but to the extent RONR may be of assistance here:
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First, check to see what your bylaws say concerning removal of a board member, if anything.
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If your bylaws are silent on this matter, the body with the power to elect the board members also has the power to remove the board members.
- The exact process to remove a board member, however, will depend upon the exact wording used to define the term of office.
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If your bylaws are silent on this matter, the body with the power to elect the board members also has the power to remove the board members.
- A vote may only occur at a regular or properly called meeting, unless otherwise provided in the organization's bylaws or applicable law.
- All members of the board (officers or not) must be notified of the meeting and have a right to attend, but not all of them need to be present - only enough of them to constitute a quorum.
I am inclined to think your questions should ultimately be directed to an attorney.
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First, check to see what your bylaws say concerning removal of a board member, if anything.
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On 4/9/2024 at 11:21 AM, Wright Stuff said:
The chair announced that no second was necessary since the motion came from the committee. However, the motion did not come from the committee; it came from a person in the delegation who was not on the committee. No second was made, but the process continued as if it had. No harm, no foul. She sort of stated the question and called for a vote, which passed.
While the question seems to be a very minor technicality, RONR is made up of many, many technicalities. When the handling of those technicalities is unclear, it's helpful to ask here for clarity.
I certainly agree that there was "no harm, no foul."
Strictly speaking, the motion in question required a second, but if I were the chair, I would probably state the question on the motion without a second, or even skip the step of asking for a motion to approve the report and simply assumed the motion, stating the question on approving the report. So I am not bothered by the lack of a second here. (And in any event, a Point of Order concerning the lack of a second must be raised promptly.)
On 4/9/2024 at 11:21 AM, Wright Stuff said:I actually wonder if the need for a second really has any value. I've seen a motion fail for lack of a second, but considering how much time is consumed asking for seconds on almost every motion (not including the organizations that record the name of the person making the second), the time spent defeating a motion that cannot attract a second seems minimal compared with the time spent asking for seconds.
I think it's a fair question, particularly if it is the case in your organization that considerable time is consumed asking for seconds for almost every motion. (I would note that this does not need to necessarily be the case - members need not wait for the chair to ask for a second. It is permissible (and common in many assemblies) for a member to immediately second a motion, which saves a great deal of time.) The chair might also take heed of what is said in 4:12-13 and "pay less attention" to the requirement of a second for routine motions.
The purpose of the requirement for a second is to save time, by preventing the assembly from having to consider motions only one member wishes to see discussed. In most assemblies, I think it achieves this purpose. But if it is the case for your organization that this rule is having the opposite of the intended effect and is forcing the assembly to consume more time, the assembly is certainly free to adopt a special rule of order (or perhaps a convention standing rule at each convention) providing that seconds are not required. Or if the assembly balks at this suggestion, a workable compromise might be that only certain motions require a second.
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On 4/9/2024 at 8:23 AM, ClaireG said:
The bylaws for all three of the organizations that I assist say a quorum consists of the members and doesn't say anything about the seats.
I feel like there are some words missing here. Do you perhaps mean to say that these bylaws provide that a quorum consists of a majority of the members?
If so, my view is that this refers to the number of actual, current members of the assembly, not the number of seats, unless something in the organization's rules suggests otherwise.
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On 4/8/2024 at 5:29 PM, Wright Stuff said:
When a committee chair or member makes a report to the delegates at an annual convention, the motion to adopt the report (if it is one that needs to be adopted) is customarily made by the person making the report at the end of the report. Assume that the person making the report does not make the motion to adopt the report, and the convention chair calls out, "Is there a motion to adopt the report?" A delegate (not a member of the committee making the report) obtains the floor and moves the report's adoption. Does this motion require a second? Where is the answer in RONR?
If the motion is made by someone other than the reporting member, the motion does require a second.
"If the person presenting the report is not a member of the assembly or for any other reason does not make the required motion to implement the recommendations as just described, any member of the assembly can do so; but the motion must then be seconded. Or, when the proper motion is a matter of clear-cut procedure and must necessarily be introduced to resolve the case, the chair may sometimes expedite matters by assuming the motion—that is, stating the question on it without waiting for it to be made." RONR (12th ed.) 51:12RONR does, however, permit great latitude to the chair in applying the requirement of a second, and I think the situation described is certainly an appropriate case where the chair could state the question on the motion without a second (if there is no objection), or even assume the motion, rather than asking if there is a motion to adopt the report.
"The requirement of a second is for the chair's guidance whether to state the question on the motion, thus placing it before the assembly. Its purpose is to prevent time from being consumed by the assembly's having to dispose of a motion that only one person wants to see introduced.
In handling routine motions, less attention is paid to the requirement of a second. If the chair is certain that a motion meets with wide approval but members are slow in seconding it, he can state the question without waiting for a second. However, until debate has begun in such a case—or, if there is no debate, until the chair begins to take the vote and any member has voted—a point of order (see 23) can be raised that the motion has not been seconded; and then the chair must proceed formally and ask if there is a second. Such a point of order should not be made only for the sake of form, if it is clear that more than one member wishes to take up the motion. After debate has begun or, if there is no debate, after any member has voted, the lack of a second has become immaterial and it is too late to make a point of order that the motion has not been seconded. If a motion is considered and adopted without having been seconded—even in a case where there was no reason for the chair to overlook this requirement—the absence of a second does not affect the validity of the motion's adoption." RONR (12th ed.) 4:12-13
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On 4/8/2024 at 5:18 PM, Tomm said:
Is there a way the members can kinda put the cart before the horse and just call for a special session then suspend the rule that required having to go thru the petition process then somehow ratify those actions?
No. Unless your bylaws or applicable law provide a mechanism for this.
For starters, rules pertaining to previous notice cannot be suspended unless all members are present, and in a society which apparently has well over 3,000 members, I am doubtful all members will be present.
Secondly, if the meeting itself is improperly called, then what happens at that gathering is not a meeting of a deliberative assembly at all, and the persons present cannot "suspend the rules" to transform a non-meeting into a meeting.
Finally, the assembly cannot ratify decisions made by individual members taken outside of a meeting.
In the long run, it may be desirable to amend the bylaws to provide a lower signature threshold to call a special meeting, either as a general matter, or at least with respect to the very specific and unusual situation that every member of the board has submitted a resignation and the board fails to call a special meeting after XX days have passed.
If this ends up happening before that occurs, I suppose members will either need to collect a lot of signatures or contact an attorney.
In the alternative, perhaps enough board members to constitute a quorum will be willing to show up to one last very brief meeting to 1.) accept their resignations and 2.) call a meeting of the membership. Perhaps in exchange for dinner or beers or something.
(Or in the other alternative, which I expect is the most likely scenario, everyone does what you just said anyway, notwithstanding that it is entirely improper, and everyone agrees to look the other way and hopes no one gets sued.)
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On 4/8/2024 at 2:49 PM, ClaireG said:
Does an organization have a quorum by having the majority of the number of seats present or by having the majority of the number of appointed representatives? Example: the total number of seats is 12 and only 10 are filled. would the quorum be 6 or 7? Where is it specified in RR?
First, you should check what (if anything) your bylaws say on the subject of quorum.
In the event your bylaws are silent on this matter, it would be "the majority of the number of appointed representatives." So in a context where "the total number of seats is 12 and only 10 are filled," the quorum would be six.
"Number of Members Constituting a Quorum. Depending on the organization and the provision it adopts in this regard, the number of members constituting a quorum may vary. As discussed below, most voluntary societies should provide for a quorum in their bylaws, but where there is no such provision, the quorum, in accordance with the common parliamentary law, is as follows: ...
4) In any other deliberative assembly with enrolled membership whose bylaws do not specify a quorum, the quorum is a majority of all the members." RONR (12th ed.) 40:2 -
On 4/8/2024 at 2:38 PM, Jupiter05 said:
Is there a Registered Parliamentarian here who would be willing to give written and signed opinions and clarifications on whether adopting the proposed rules is advisable? For both the idea of replacing RONR (what was proposed) and the separate idea of adopting the rules in addition to RONR (how one member interpreted the original motion). It may go a long way to helping inform others before they decide how to vote.
I think you overestimate how much people value the opinion of parliamentarians, but if you think it would help, I am a Professional Registered Parliamentarian, and I am happy to sign on to all of the stuff I wrote in this thread. As J.J. notes, there's also a referral service.
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On 4/8/2024 at 4:14 PM, Tomm said:
If there's no board members left to accept the resignations what happens?
The board members are free to accept their own resignations on their way out the door, and indeed they should do so. The resignations are not effective until they are accepted, so the board is free to accept them as their last act. (Although the ship has likely sailed on what "should" happen if the entire board of directors intends to resign.)
If the board fails to accept their resignations, then the resignations are not yet effective, and you actually do have plenty of board members left, who could meet one last time for the purpose of accepting their resignations.
So there's not really a problem unless the board members insist on being jerks about this and refuse to accept their resignations, so that they're still technically board members, but they just refuse to do any work.
It might also be nice for the board to call a special meeting of the membership before accepting their resignations. Because it seems to me that the step of calling the membership meeting is the real problem here, not accepting the resignations. You're going to need a special meeting of the membership either way.
On 4/8/2024 at 4:14 PM, Tomm said:Since the board is elected by the Members I suppose the only alternative left would be for the Members to hold a special session and elect an entire new board? But the Members can't, according to the bylaws, call a special session without first petitioning the membership to do so which would require 3,000+ signatures!
I know this sounds crazy, but the concern of several Members has raised this question.
If the board members all choose to resign and also refuse to accept their own resignations, then yes, I suppose this is the only parliamentary recourse. (Ultimately, I imagine a special membership meeting is going to be inevitable in this situation anyway, since there's simply no other way to fill the vacancies if there is no board. Potentially, if the board is courteous in this matter, the step of accepting the resignations, and possibly also the petition, might be able to be skipped.)
It may well be there is also recourse in the courts, but that is a question for an attorney.
On 4/8/2024 at 4:32 PM, Rob Elsman said:I cannot do anything to maneuver around unwise or poorly crafted bylaws. You all adopted them, so the presumption is that you all want to live by them.
Are they poorly crafted, at least in this particular instance? Most organizations do not contemplate the possibility that the entire board will resign en masse and do not draft rules for that specific situation.
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On 4/8/2024 at 1:12 PM, Henry Lawton said:
Can the next succeeding day be extended by “fix the time to which to adjourn” to an adjourn meeting the following day? Or does this mean that the reconsideration must be called on only on the next succeeding day?
The reconsideration may only be called on the next succeeding day on which a business meeting is held.
If, for example, a convention is scheduled to meet Thursday through Sunday, but there are no business meetings scheduled for Saturday, then if a motion was made on Friday, it could be reconsidered on Sunday. If business meetings were scheduled for each day, a motion made on Friday could only be reconsidered on Saturday.
This time limit cannot be extended, because it refers to "the next succeeding day within the same session on which a business meeting is held." Suppose that a motion is made on Saturday. On Sunday, reconsideration could be moved. If the assembly proceeds on Sunday to establish an adjourned meeting for Monday, this will not permit a motion made on Saturday to be reconsidered on Monday, because Monday is not "the next succeeding day." The assembly can extend the session, but it can't extend the day.
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On 4/8/2024 at 1:42 PM, Jupiter05 said:
What if the board wants to use the proposed rules to replace RONR? How do the above rules affect procedure & appeals, then? Would you mind to clarify each rule they are proposing and how it might prevent others from being heard? I am very new to this, have less than a week, and little hope of being able to explain it to them without help. I want to make sure everyone understands what will happen if we approve the rules and how it will affect people's rights.
I quite frankly have no idea. The proposed rules as written are not suitable for use as a parliamentary authority in and of themselves, and I have no idea what would happen if an assembly unwisely attempted to use these rules in their totality without any support from a parliamentary authority or the common parliamentary law.
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On 4/8/2024 at 9:54 AM, Jupiter05 said:
The board member has proposed a new set of rules based on what he says has always been done by the board in practice. He and another board member are attempting to pass the new rules in addition to RR without any review by a Parliamentarian or attorney. Here are the rules they are proposing:
I do not see anything as a parliamentary matter which prevents the board from adopting any of the proposed rules (although many of them appear unnecessary, as many of these rules are already provided for in RONR). The board is free to adopt its own rules which supersede RONR, so long as the rules do not conflict with applicable law. Additionally, a small board is free to choose to use the small board rules in whole, in part, or not at all.
More detailed comments on the rules follow.
On 4/8/2024 at 9:54 AM, Jupiter05 said:1. All meetings must start with roll call vote to establish a quorum for any business to be conducted.
The board is free to adopt this rule, and I find nothing objectionable about it. RONR does require that the chair ascertain the presence of a quorum before any business is conducted. RONR does not strictly require a roll call, but this is certainly one method of ascertaining the presence of a quorum, and I find it to be a common one in public bodies. The one quibble I have is that I would strike the word "vote" from this rule for clarity, since a roll call at the start of a meeting, to determine who is present, is not a vote.
On 4/8/2024 at 9:54 AM, Jupiter05 said:2. Prior meeting minutes shall be approved as is or amended and approved prior to moving on with the current meeting agenda.
This rule appears unnecessary, as RONR already provides for this.
On 4/8/2024 at 9:54 AM, Jupiter05 said:3. All board meetings are to be chaired by the board President. In the absence of the board President, the Vice President will assume the chair. If the event that a quorum is present and neither the President nor Vice President are in attendance, the chair shall be assumed by the board member with the most years of board service.
The first two sentences of this rule are unnecessary, as RONR already provides for this.
The board is free to adopt the last sentence of this rule if it wishes. Under RONR, the board would elect a Chair Pro Tempore rather than the position being automatically being assumed by the member with the most seniority.
On 4/8/2024 at 9:54 AM, Jupiter05 said:4. All members have equal rights, privileges, and obligations.
I am not fully clear on what this vague statement is intended to mean, but I am generally inclined to think that this rule is unnecessary and that RONR already provides for this.
On 4/8/2024 at 9:54 AM, Jupiter05 said:5. Off-topic remarks or side discussions during debate are out of order.
This rule is unnecessary, as RONR already provides for this.
On 4/8/2024 at 9:54 AM, Jupiter05 said:6. Only one question at a time may be considered with full discussion of every motion being the objective.
This rule is unnecessary, as RONR already provides for this.
(I might slightly quibble with the statement "full discussion of every motion being the objective", but as this appears to be more of an aspirational statement than a rule, I do not find it particularly objectionable.)
On 4/8/2024 at 9:54 AM, Jupiter05 said:7. A formal proposal made to bring a subject before the board for its consideration and action, begins with "I move that..." or in the case of a recommendation by the Superintendent or Treasurer on the agenda, "I move".
This rule is unnecessary, as RONR already provides for this.
On 4/8/2024 at 9:54 AM, Jupiter05 said:8. All motions require a second before any consideration or discussion is allowed on said motion. Without a second, a motion will not be open for debate or consideration.
The board is free to adopt this rule if it wishes, which means the board will, in this regard, be following the rules for larger assemblies.
On 4/8/2024 at 9:54 AM, Jupiter05 said:9. Motions may be amended before a vote is taken and may be amended by:
- Striking out words.
- Inserting or adding words.
- Striking out words and inserting others in their place.
- Substituting one (1) paragraph or resolution for another.
The board is free to adopt this rule if it wishes, but I would not advise it, as it appears to prevent two of the methods of amendment permitted under RONR - adding a paragraph and striking out a paragraph. I doubt this was intentional.
The forms of amendment which are permissible are already covered in RONR (12th ed.) 12:8.
On 4/8/2024 at 9:54 AM, Jupiter05 said:10. Members have a right to know what the pending question is and to have it restated before a vote is taken.
This rule is unnecessary, as RONR already provides for this.
(I suppose strictly speaking, members do not have a right to have the question restated before the vote is taken. Members have a right for the question to be stated at least once before the vote is taken. But requests for a motion to be restated are routinely granted as a matter of courtesy.)
On 4/8/2024 at 9:54 AM, Jupiter05 said:11. All votes on motions before the board will be done via voice roll call. A majority vote decides all questions and motions.
With respect to the first sentence of this rule, the board is free to adopt this rule if it wishes, and I generally do not find it objectionable, although I would strike the word "voice" for clarity. The board may wish to water this down slightly from all votes on motions in the interests of time, but that's up to the board.
With respect to the second sentence, the board may adopt this rule if it wishes, but I would not advise it. To the extent this is intended simply as a "default," RONR already provides for this. But as written, it would appear to suggest a majority is sufficient to decide all motions, even those motions which would otherwise require a 2/3 vote for adoption.
On 4/8/2024 at 9:54 AM, Jupiter05 said:Role of the Presiding officer
- To introduce business in proper order per the agenda.
- To recognize speakers.
- To determine if a motion is in order.
- To keep discussion focused on the pending motion.
- To maintain order.
- To put motions to a vote and announce results.
This is all unnecessary, as RONR already provides for this. See RONR (12th ed.) 47:7.
On 4/8/2024 at 9:54 AM, Jupiter05 said:General procedure for Handling a Main Motion
- Member makes a main motion.
- A motion must be seconded by another member before it can be considered.
- If the motion is in order, the chair will restate the motion and open debate.
- Debate is closed when: Discussion has ended, or a majority vote closes debate.
- The chair can restate the motion, and if necessary, clarifies the consequences of yes and no votes.
- The chair calls for a vote by asking "Roll call vote, please."
Generally, this is unnecessary as RONR already provides for this. There are a few aspects in which this deviates from RONR. The board is free to adopt such rules if it wishes. I do not advise permitting a majority to end debate. I leave the other two issues up to the board.
- Under the rules in RONR for small boards, seconds are not required.
- Under the rules in RONR, a 2/3 vote is required to end debate.
- Under the rules in RONR, the proper manner for the chair to call for a roll call vote would be "The Secretary [or “the Clerk”] will call the roll," although I do not find it particularly objectionable to use the less formal "Roll call vote, please" if the board prefers.
On 4/8/2024 at 9:54 AM, Jupiter05 said:General Rules of Debate
- All discussion must be relevant to the immediately pending question or motion.
- No member should speak more than once for each debatable motion.
- Speaking time for each member is limited to 3 minutes per motion.
- No cross debate is permitted.
- Debate can be ended by a majority vote of the board.
The first bullet point is already provided for in RONR.
The second bullet point differs from RONR, in that RONR permits members to speak twice under the ordinary rules and an unlimited number of times under the small board rules. The board may, however, adopt this rule if it wishes.
The third bullet point differs from RONR, in that RONR permits ten minutes per speech. The board may, however, adopt this rule if it wishes.
I am not familiar with the term "cross debate."
The last bullet point differs from RONR, in that RONR permits a 2/3 vote to end debate. The board may adopt this rule if it wishes, but I do not advise it.
On 4/8/2024 at 9:54 AM, Jupiter05 said:But how else are the rules they have proposed possibly putting our board and school district in jeopardy of a lawsuit, breaking the law, or worse? I feel like this is dangerous.
I can't speak to whether the proposed rules place the board in legal jeopardy or conflict with applicable law. That is a question for an attorney. As a parliamentary matter, there is nothing preventing the board from adopting the proposed rules.
On 4/8/2024 at 9:54 AM, Jupiter05 said:The Superintendent and Treasurer are not elected officials, so I don't see how they can make motions.
It wasn't entirely clear to me whether the rule was intended to permit the Superintendent and Treasurer to make motions or if it referred to a member making a motion to implement the recommendations of those officers.
If it was the intent to permit non-members to make motions, this is permissible (albeit unusual) from a parliamentary perspective. I can't speak to any legal concerns.
On 4/8/2024 at 9:54 AM, Jupiter05 said:If it's the President's opinion as to whether a "motion is in order" can he just decide it's not and then a member can't propose it? There is no appeal of his decision?
I do not agree that the proposed rules as written prevent an appeal. These rules are supplemental to RONR, not a replacement for them, and therefore supersede RONR only in areas where they conflict. There is no reference to appeals, so my assumption would be that the rules in RONR pertaining to appeals are still applicable.
I would also clarify that while the President does make a ruling in the first instance as to whether a motion is in order, the chair's opinion in that regard is based on the chair's interpretation of the rules, not the chair's personal opinion. In any event, the chair's ruling may be appealed from, and overturned by majority vote.
On 4/8/2024 at 9:54 AM, Jupiter05 said:What can I do to protect my voice and the students in my district?
This is a very broad question, but I understand it in this context to mean "How can I stop the board from adopting these rules?"
As a parliamentary matter, you can speak in debate against the proposed rules and vote against them. I can't speak to what legal recourse might be available - that is a question for an attorney.
On 4/8/2024 at 10:50 AM, Jupiter05 said:I understand that there is an appeal motion in RONR. But if these new rules are added, can that motion still be used? Or do these special rules prevent it from being used?
In my view, the proposed rules as written do not prohibit an appeal.
Certainly an organization could adopt rules prohibiting an appeal if it wishes, although I would not advise it.
On 4/8/2024 at 10:57 AM, Jupiter05 said:In essence, I feel these two members are attempting to keep me from forcing discussions or votes on topics they don't want brought up.
I want to be clear - if the board wishes to adopt rules requiring a second for motions, it is entirely free to do so. While the small board rules are well-suited for many small boards, a particular board is free to choose to use the rules ordinarily reserved for larger assemblies, in whole or in part. I take no position on that issue and leave that question to the judgment of the board. There's actually other aspects of the proposed rules that I find more problematic, as I have indicated above.
I would actually suggest the board simply adopt the following rules to start with, as I think this tackles most of what they want, and then refine further from there if needed. (Assuming, of course, that the board believes the following rules are in the board's interests.)
- A rule requiring seconds.
- A rule limiting the number of speeches in debate.
- A rule limiting the length of speeches in debate.
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On 4/8/2024 at 5:57 AM, Guest DetroitWHS said:
Given that it would be a 2/3 vote to amend the bylaws, wouldn't the vote for each proposed amendment be 2/3 instead of yes/no?
Yes, of course the required vote for adoption for each proposed amendment would be 2/3, and I did not intend to suggest otherwise. You still vote "yes" or "no" on each amendment - it's just that you'll need at least 2/3 of the votes to be "yes" for an amendment to be adopted.
My intent with the "yes/no" language was to clarify that each amendment is voted on as an independent motion, with a vote taken individually on each amendment, as opposed to voting on all of the options simultaneously and members voting for the option of their choice. I apologize for the lack of clarity.
Election of improperly qualified candidate
in General Discussion
Posted
For starters, do your bylaws have a residency requirement to serve on the board? You seem to imply this is the case, but I'd like confirmation.
Well, that's a question for an attorney, and I express no view on that matter.
We lack sufficient facts to answer these questions. Please answer J.J.'s questions.
Even supposing for the sake of argument the person is ineligible, that doesn't necessarily mean the board has the authority to remove him. If, for example, the membership elects board members, only the membership has the authority to consider a challenge to an election conducted by the membership, unless the bylaws provide otherwise.
"Because the voting body itself is the ultimate judge of election disputes, only that body has the authority to resolve them in the absence of a bylaw or special rule of order that specifically grants another body that authority. Thus, for example, when an election has been conducted at a membership meeting or in a convention of delegates, an executive board, even one that is given full power and authority over the society's affairs between meetings of the body that conducted the election, may not entertain a point of order challenging, or direct a recount concerning, the announced election result. While an election dispute is immediately pending before the voting body, however, it may vote to refer the dispute to a committee or board to which it delegates power to resolve the dispute." RONR (12th ed.) 46:50
No "notice" is required of a Point of Order concerning this matter.
But the above procedure is applicable only if the bylaws in fact provide this person is ineligible to serve on the board, and while you seem to be hinting this is the case, I'm not yet totally certain that it is. Please clarify what exactly your bylaws say concerning this matter.