Josh Martin

For starters, could you clarify why it is that the member “otherwise has the right to unlimited speaking time?” Does this assembly not use RONR as its parliamentary authority? Or has the assembly specifically adopted a rule to this effect? So far as RONR is concerned, members are limited to speaking twice per debatable motion per day, for up to ten minutes each time. In the rules for committees and small boards, members may speak an unlimited number of times, but they still may speak for up to ten minutes each time. As to the original question, if a member is called to order for his debate not being germane to the pending question, this is generally just a warning and the member is permitted to keep speaking. If the behavior persists, however, I think the chair is within his rights to order the member to stop speaking. I suppose the question is what if the member continues to seek recognition and continues to make comments which are not germane. In this event, the chair can put the question to the assembly on what to do with the member. I don’t think a motion limiting debate impacts anything, except of course that if the time expires, no one will be able to speak to the question further.

Do you have specific examples of what you are referring to? Yes, these are problems. I don’t know what “it” is referring to here. You mentioned a number of things in the previous sentences. A dilatory motion is one which intended to obstruct or thwart the will of the assembly. So I don’t really know what you mean by the majority being dilatory, since the will of the majority generally is the will of the assembly, and the majority presumably does not wish to obstruct its own will. I’m not sure whether dilatory is the word you are looking for. The other allegations are not really parliamentary issues.

No, this is not correct, at least not due to any rule in RONR. It is conceivable the organization has its own rules on this matter. As noted above, however, it is generally not in order to discuss a topic without a motion pending. It is also somewhat unclear whether the meetings in question are meetings of the board or of the membership. Members of the society who are not members of the board have no rights at a board meeting, and it is at the board’s discretion whether to let them speak. At a meeting of the membership, however, the members would have the right to make a motion on this subject and to speak in debate on that motion. Nothing in RONR prohibits members of a society from meeting whenever they want, talking about whatever they want, and making whatever petitions they want, nor does it authorize a board to prohibit members of the society from doing these things. I concur that this is not a formal meeting of the society itself (since it was not a regular or properly called meeting), and therefore cannot conduct any business in the name of the society, but that doesn’t appear to have been the goal anyway. Yes, they can ignore a petition regardless of how many members have signed it. Petitions have no formal status unless so granted by your rules. If your bylaws do not grant the board exclusive authority in this matter, then the membership could overturn the board’s decision at an actual meeting of the membership by a 2/3 vote, a vote of a majority of the entire membership, or a majority vote with previous notice. If the bylaws do grant the board exclusive authority in this matter, the only recourse would be to amend the bylaws, or to elect new board members.

My interpretation of the statement that “The Board shall recommend the amount of annual Dues for each class of membership and shall transmit all proposed Dues changes, with a statement as to their necessity, to the Secretary.” is that “all proposed dues changes” means “all proposed dues changes,” not “all proposed dues changes except those which the society has exempted from this rule.” If there is an increase of 3% each year, it seems to me that each of these increases is a separate “change” which must be approved by the assembly under the procedures in this section. I do not view a 3% increase every year as a single “change” which was approved by the society once and continues until the society chooses to rescind it.

During a vote, no, unless it’s a ballot vote, or if no member has actually voted yet. During tabulation of ballots, yes. “Interruptions during the taking of a vote are permitted only before any member has actually voted, unless, as sometimes occurs in ballot voting, other business is being transacted during voting or tabulating.” (RONR, 11th ed., pg. 408) Yes. Motions which take precedence over the Previous Question are in order at this time. No. It would be raised immediately after the vote. My understanding, based on the rule on pg. 408 is that, once a member has actually voted in any vote other than a ballot vote, no motions are in order at all until the vote is completed. Motions that arise out of the voting would be made immediately following the vote. It seems that more flexibility is permitted in a ballot vote, and the assembly may permit other business to be conducted during the ballot vote. No, there is not, but RONR notes the following: ”EQUAL APPLICATION OF RULES TO COLLOQUIAL FORMS SUCH AS "CALL FOR THE QUESTION." A motion such as "I call for [or "call"] the question" or "I move we vote now" is simply a motion for the Previous Question made in nonstandard form, and it is subject to all of the rules in this section. Care should be taken that failure to understand this fact does not lead to violation of members' rights of debate.” (RONR, 11th ed., pg. 202)

The hope is that the members will respect the fact that the question on appeal is whether the motion does, in fact, conflict with the bylaws, not their personal opinion on it. If the majority is only willing to enforce the assembly’s rules when they are convenient for the majority, there is no doubt that this will lead to all sorts of problems. It is also quite possible that the rule does permit the motion in question, and the majority is correct in its determination. It is not clear from the facts, however, whether they “engineered themselves a slight-of-hand method by adopting a standing rule,” or whether they honestly believed the bylaws permitted such a standing rule to be adopted. I personally continue to believe that the rule in the bylaws does not permit the assembly to adopt a rule which authorizes 3% annual dues increases indefinitely, but I acknowledge that there are reasonable differences of opinion on this question, and that it is ultimately a question for the society to decide. The society is also free to rescind the rule in question, amend the rule in the bylaws for clarity, or both, if it wishes to do so.

I am not disputing that a bylaw amendment, unless otherwise provided, takes effect immediately, even in the circumstances described here. I am merely saying that the assembly should carefully consider whether doing so is a good idea.

Apparently, however, the goal is to permit debate, but not amendments. So the Previous Question won’t work. The appropriate tool for this purpose would be a motion to Suspend the Rules.

I don’t quite understand what it means to “manage the bylaws.” Does the committee simply do this by custom or because it is required by the bylaws? I don’t think we have enough facts to answer this question. I agree with the second two paragraphs, but I would note that the fact that a board appoints the members of a committee does not necessarily mean it is a committee of the board. It is not unusual for an organization to authorize the board, or even the President alone, to appoint members of committees of the organization.

The original question was regarding a situation in which an election has already occurred (or is ongoing) and a revote must be conducted for some reason. While I agree that there is ultimately nothing preventing the society from having the change take effect immediately if it wishes to do so, I think this is slightly different than changing the rules just before the start of an election.

As I stated previously, the device of filling blanks may or not be appropriate here. I have no way of knowing, since I don’t know what the options are. The text notes that “Among cases adapted to such treatment are main motions or primary amendments containing names of persons or places, dates, numbers, or amounts.” (RONR, 11th ed., pg. 163) If these options are simply different “names of persons or places, dates, numbers, or amounts,” or other similar items, then the device of filling blanks is appropriate. If they are each an independent main motion with substantial differences between them, however, them the device of filling blanks is not appropriate.

The bylaws have to be changed. A standing rule cannot conflict with the bylaws.

Well, it seems that the agenda (or at least a tentative agenda) is provided in advance, due to rule or custom, and the OP himself used the words “advance notice of the two options.” I think he is suggesting giving “notice” (in the general sense, not the parliamentary sense) to members of the two options by including them on the (tentative?) agenda which is distributed in advance. I agree that what the assembly’s own rules say on this subject would certainly be helpful.

Yes - by voting for someone else. No. And in any event, write-in votes are also in order.

Have someone make a motion to adopt Option A, and then a member can make an amendment for Option B. Other amendments are also in order. In other words, members are not limited to Option A, Option B, or neither. They might decide on an Option C, or a slightly modified form of Option A, or whatever. I’m not sure whether or not filling blanks would be appropriate. It depends on what exactly these options entail. You can’t do it in one motion. While RONR does not require advance notice of subsidiary motions to amend (and does not require advance notice of most main motions, or the agenda, for that matter), I also do not think anything in RONR prohibits providing such notice.

A board member could make a motion objecting to the appointment of a member to a committee. If adopted, this motion would express the board’s opinion that this person should not be appointed to the committee. Unless the bylaws are amended, however, the President is still free to appoint this person, notwithstanding the board’s objection. If the bylaws authorize the President to appoint committee members, there is no way for the board to stop the President from appointing someone.

The “metric system so as our membership grows” is rather simple to implement. The policy could say something like “there shall be one member at large for every X members of the society or major fraction thereof.” The part about “if the board has a huge task they can add members at large for a reasonable reason” is problematic - any way that I can think to write it would leave a lot to interpretation as to whether the reason is “reasonable” enough. Personally, I agree with my colleagues that less flexibility in this matter is desirable (not more), and that instead of amending the policy, the bylaws should be amended to provide a fixed number of board members, so that the size of the board may be changed only by amending the bylaws. If the board requires the assistance of additional persons, it may appoint committees. Well, it appears that the organization adopted a range of board members in its bylaws (5-30), to grant it the flexibility to adjust the number of board members as needed. The specific number of board members is specified in the policy, and it is currently seven (four officers and three members at large). The membership may change the number of board members by amending the policy, so long as the number of board members is within the range in the bylaws. Apparently at least some members of the society feel that even more flexibility is desirable, and wish to amend the policy so that, in the future, the size of the board could change without the membership even needing to amend the policy. Some ideas include amending the policy to provide that the number of members at large is based upon the number of members in the society, and/or to amend the bylaws to permit the board to increase the number of board members, but only for a “reasonable reason.” The advice requested, presumably, is regarding the wording for such amendments.

Well, I think it is very possible that the bylaws already provide for levies. We are told that “Our president determined that we needed more that 75% of the club members present to vote and that the vote had to be greater than 75% to pass. The vote was defeated by 1%, this amounted to one or two people. The meeting was adjourned. It was later determined by the president that the actual vote count only required 66% (2/3) to pass.” It is not clear how the President made either of these determinations (or why he changed his mind), but it may be that they were based upon provisions in the organization’s bylaws relating to such levies. I agree that if the bylaws do not authorize such levies, and a motion to impose a levy is adopted, this would be a continuing breach and a point of order could be raised at a later time.

Yes, this is correct. Not anymore. An appeal would have had to be raised at the time. A member is free to make the motion again - assuming that the bylaws authorize the assembly to approve levies. If they do not, the bylaws would need to be amended to impose a levy.

Yes, it is permissible to combine these three motions through a suspension of the rules, and unanimous consent is certainly sufficient to suspend the rules. I did not suggest this possibility as it does seem to meet the stated objective, which appears to have been to attempt to finish the pending main motion at the current meeting (rather than to immediately adjourn), but to ensure that an adjourned meeting was scheduled in the event that it was needed. On this very subject? I recall discussions regarding whether it was in order for the President/presiding officer/Board/etc. to cancel a meeting on the basis of such reasons as severe weather, because it was anticipated that a quorum would not be present, and/or because it was simply felt that a meeting was unnecessary. I do not recall this particular issue coming up in those discussions. I continue to believe, however, that unless the organization’s rules provide otherwise, a meeting which is scheduled by resolution (as is the case here) may only be canceled by the assembly which adopted the resolution, and a meeting which is scheduled in the bylaws or other rules may be canceled only by amending those rules, unless of course the organization’s rules provide otherwise. Nothing in RONR authorizes the presiding officer or any other person to unilaterally cancel a meeting scheduled by the assembly or by the organization’s rules. If an organization has its own rules on this matter, it is up to the organization to interpret its own rules, but there is no doubt that RONR does not authorize the presiding officer or any other person to unilaterally cancel a meeting scheduled by the assembly or by the organization’s rules. I agree that there are perhaps some questions about the best course of action to take in the event that the President improperly announces a meeting to be canceled, and some consideration must be given to the members who reasonably (albeit erroneously) believed that the meeting was canceled, but the chairman and society should nonetheless be instructed for the future that the chairman does not have the authority to cancel meetings, and if the society wishes to grant him such authority it must amend its rules to do so. Because if the chair were to declare a meeting adjourned “without day” when an adjourned meeting was scheduled by the assembly, and thereby “cancel” the adjourned meeting, this would directly conflict with the assembly’s orders. It seems to me that this exceeds the chair’s powers. Only the assembly can cancel a meeting that the assembly has ordered. I think it would be entirely appropriate for the chair to request unanimous consent for this action, but I do not think he has the power to take it in his own.

If no notice is provided, then either of the following is sufficient: A.) A majority of the entire membership of the board (in other words, nine votes for a board of sixteen). B.) A 2/3 vote of the members present and voting. In the example above, where all sixteen members are present, suppose four members abstain. In that event, eight votes in the affirmative would be sufficient for adoption, since there are twelve members present and voting, and eight is two-thirds of twelve.

Yes to both. No, I don’t think the privileged motion to fix the time to which to adjourn can be qualified in this way. In the circumstances you describe, the prudent course of action would seem to be for the member to move “that when this meeting adjourns, it adjourn to meet at Tuesday at 7 PM,” and if this is adopted and the pending main main motion is then disposed of, move to Reconsider the vote on the motion to establish the adjourned meeting. No, I do not think an adjourned meeting is “automatically canceled.” The proper course of action is a motion to Reconsider or Rescind/Amend Something Previously Adopted, depending on how (and how long ago) the adjourned meeting was scheduled. Alternatively, in the circumstance you describe (there is no known business to consider at the adjourned meeting), the chair could request unanimous consent to cancel the adjourned meeting, and presumably such consent will be easily obtained. Indeed, when an adjourned meeting is scheduled, I don’t think it is even appropriate for the chairman to declare the meeting adjourned on his own initiative (at least not on the basis of no further business - there might be a scheduled time for adjournment). A member of the assembly could move to adjourn sine die, and if that is adopted, I think it is understood that any adjourned meetings are canceled. Yes to both questions. Yes. I agree that a proviso may be used more broadly than for bylaws amendments relating to when and how a bylaw amendment shall take effect, but I don’t know that their use is unlimited. I am not certain a proviso can be used for a privileged motion, which is the situation in the example provided in Question 1. In my view, the words in question are a rather weak and technical point to hang this argument on. It seems to me that if the assembly orders that an adjourned meeting be held, it must be held, unless the assembly orders otherwise. If the meeting is held in the circumstances described, it seems to me it would start in New Business.

Well, assuming the organization’s rules permit the assembly of membership representatives to act on behalf of the full membership in this matter. As I understand the facts, the vote in question takes place across multiple polling places. Each polling place submits its votes to a central location, and it is known which polling place each ballot came from. The organization’s bylaws provide that if there are more votes from a polling place than signatures, all of the votes from that polling place are invalidated.

No, there obviously cannot be a revote if no rules whatsoever were violated. In a revote, all members are eligible to vote. Yes, only the membership may order a revote in an election conducted by the membership, unless your rules provide otherwise. As to whether there has been a violation of the rules which requires a revote, I will leave that to the society to interpret, since the society appears to have extensive election rules.

Frankly, I don’t think this really makes much practical difference. Even if it is correct that the chairman may not, by a single declaration, delegate all matters (including any which arise in the future), the chairman certainly could delegate any matters which arise, one by one, and continue to do so. While perhaps marginally irritating for the chairman, since they need to keep sending emails saying they delegate this or that, the end result is still that a person other than the person the society elected as chairman is performing all of the chairman’s duties. It seems to me that the defense against this is to remove such a Chairman from office (since the society presumably does not want a Chairman who is not doing anything). I suppose the bylaws could be amended to try to clarify this matter, but it seems difficult to amend them in such a way so as to prevent abuse while also permitting the rule to be used as intended. “Clever” individuals will always find loopholes, and additionally, whether an individual is technically violating the bylaws in his delegation of duty or is technically following them (but in such a way that essentially constitutes dereliction of duty), the remedy in either case is the same - disciplinary procedures.