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Joshua Katz

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Everything posted by Joshua Katz

  1. Joshua Katz

    Revisit or new motion?

    Well, that's also what convincing would mean. What is "clear" doing, then?
  2. Joshua Katz

    Emergency Meeting/vote

    So, pardon me if I'm missing something, but why not just show up on the 30th, for this default meeting, and elect officers? And then amend your bylaws so that the board cannot prevent meetings from happening.
  3. Please consider joining our humble forum. As a member, you can edit your own posts. (But you shouldn't delete them, or make edits that entirely change them, because that makes the thread nonsensical. But you can add a note like this one to the bottom of a post, once you join.)
  4. Joshua Katz

    Emergency Meeting/vote

    Oh, c'mon everyone. The bylaws allow for meetings at the call of 5 members. If they have 5 members who want a meeting, I don't think the fact that the bylaws call for the Secretary to issue the call itself is sufficient to prevent holding any meetings until the officer terms expire, at which point there are no officers and no one to call a meeting. We're about about 19 people who like playing a sport. There's no reason they should be forced to stop playing their sport because the Secretary didn't send a letter about something everyone knew about (that can be arranged, I'm sure, there's only 19 of them). I would suggest they just hold the meeting anyway. They have no money - is someone really going to sue over this? If, on the other hand, there aren't 5 people who want to meeting, I suppose there's not enough enthusiasm to play much anyway, so the whole thing becomes a non-issue.
  5. Joshua Katz

    Rejected and tabled motions

    No one seems to have taken up "amended," so I'll take a crack at it. Unamended: Mr. X moved that Y. After debate, the motion was adopted. Amended: Mr. X made a motion which, after debate and amendment, read X. The motion was adopted. Note that you need not show the original motion and how it was amended, just the final form. The person who moves to amend is not included in the minutes. Also note that none of these things are accomplished parenthetically.
  6. Joshua Katz

    Nullify a vote

    I agree everything depends on the language, but what we were told is that the qualification is (among other things) 15 years, and that this member had only 13 years. Certainly I can imagine hard cases when it comes to defining 15 years of service, but if you've only been a member for 13 years, that one seems pretty straightforward. I suppose it is possible to interpret the original post as saying that the person was a member for 15 years, but didn't meet attendance requirements for 2 of them, in which case I agree one would need to parse the bylaws carefully to determine if the member is qualified. In any case, though, interpretation is for the organization, and the organization will figure it out when a point of order is raised.
  7. Joshua Katz

    Term Length Interpretation

    Sure looks to me like you only need to be elected. But I am not a member of your department, so my opinion is worth what you pay for it. Why would the person presiding at a meeting not have the authority to rule on a point of order?
  8. Joshua Katz

    Motion to start a discussion

    A motion to discuss is out of order. You move to do something. She could, if she wants, make her motion, then move to postpone definitely. But she cannot unilaterally decide that the assembly will not be voting on the matter tonight. Or she can move for a recess, during which it gets discussed. Regarding your follow-up question, discussion is not business. Business means taking action, so wanting to talk about something without resolution (in my opinion, a useful way to waste time) is not bringing new business, or any business at all, to the board.
  9. Joshua Katz

    Proposed Bylaw Amendments

    Thank you. To be absolutely clear, I just want to amplify my remark that my argument may fail in the HOA context - but that is a question for the wisdom of the body.
  10. Joshua Katz

    Passing of Motions

    I don't think it's necessarily the case that this couldn't have been done as a secondary amendment.
  11. Joshua Katz

    Passing of Motions

    Well, not a second main motion. You can vote on subsidiary and incidental motions. What do you have in mind?
  12. Joshua Katz

    Proposed Bylaw Amendments

    Well, the latter complaints here can be dealt with by voting him out of office and/or raising points of order at the time of violations. So let's focus on the bylaw proposal. First, note that no rule in RONR can definitively tell you what your bylaws should say, since your bylaws outrank RONR. That said, RONR gives advice, and we can give general advice based on our experience, but ultimately your organization decides what is in its bylaws. I am not sure I agree with you that, by itself, the fact that a behavior can be dealt with by immediate discipline means it isn't a valid reason to remove a director. The board might prefer not to have its meetings taken up with disciplinary procedures for offenses in meetings, and to actually conduct business, so it might be a good idea to get rid of someone rather than continually voting to kick him out of meetings. On the other hand, I'm not sure an-exclusive list of causes for removal is particularly meaningful. Certainly no one would think that it requires removal of anyone who does any of these things, even if only once (hopefully). It also doesn't require that one of these things be done before removing for cause. In short, it does just about nothing in terms of rules. I'm not convinced, outside the corporate context, that cause requirements for board removal are a good idea. They expose the organization to litigation more than is necessary by providing an argument that removal violated the bylaws, and they don't encourage or discourage any particular removal. Things are different for corporations, and potentially for HOAs, so this might not be helpful input. As far as legal requirements, we can't help you, we can only provide advice on bylaws as concerns parliamentary procedure. Finally, if the President has expended organization funds without authorization, whether by a bylaw or rule, or a vote by a body capable of giving authorization, then you have a few options. You can discipline the President, including demanding repayment. You can decline to do so and permit people to stick their hands in the treasury. I think the former is generally more useful, but it's up to your organization, via its disciplinary procedures. This could be a matter of interpretation - if, for instance, the President is authorized to consult with an attorney and bill the organization as needed, it isn't clear to me that there's anything wrong with doing so in the context of a bylaw proposal (even if he's making the proposal as an ordinary human, not the President). Suppose someone else gave notice of a proposal. I would think it would be proper for the President, if in doubt, to get legal advice, paid for by the organization, about the legality and legal impact of the change. The same, I think, would apply when the President writes the proposal.
  13. Unless it is a committee meeting.
  14. Joshua Katz

    Disruptive speaker

    Is the speaker a member? If not, you can kick him out. If so, see the discussion in RONR of penalties for offenses within a meeting. In short, you call him to order, then name the offender, then the assembly itself can use an abbreviated disciplinary procedure to deal with him. If you've kicked him out but he has refused to leave, call the police or other legally-authorized personnel, such as private security.
  15. Parliamentary procedure is about how you make decisions, not what decisions you make. We can't give you advice on your lease agreements. However, charges for members need to be authorized in the bylaws, unless an applicable procedural law authorizes them.
  16. How about term of office? With this information, I think we can determine how this vacancy should be filled, if you tell us how the term of office is defined.
  17. If the commander is on the board, what do they say about a vacancy on the board? Ignoring vacancies for a moment, somewhere in the bylaws they (hopefully) define the term of office of the commander. What do they say there? Please quote exactly what they say about that, if anything. One term for a person unilaterally deciding to remain in a position to which he was not re-elected, unless the rules call for that, is "coup." The commander might say he will hold the office until it is filled, but unless your rules call for that, his words are meaningless. He doesn't just get to decide what happens. Finally, I think it's been asked before, but is there a vice-commander or similar position?
  18. Exactly. It seems to me that a large portion of the questions here involve the passive voice construction. Plea to questioners: please tell us who is telling you things. Second plea to questioners: don't listen to people who are self-interested and/or can't support what they say. We can work with "the President says he gets to stay in office." But, more importantly, the passive voice construction here comes from, I think, a more fundamental issue in parliamentary law: please understand that, if the assumptions and rules of RONR apply, the assembly is in charge. Many issues we see here result from assemblies which listen instead of acting or exercising their own power. Boards are not in charge. Presidents are not in charge. (Speaking about ordinary organizations here, and unless the bylaws say otherwise.) The assembly is in charge, it gets to interpret the rules, it determines what is in the bylaws and what powers boards and officers have, and it gets the final say.
  19. Joshua Katz

    Committee with Power

    I believe you are correct. Additional power is not an "additional instruction." However, if the committee has reported back a recommendation, and the assembly then says "so let it be done," that is an additional instruction. It hasn't granted the committee any power - the assembly has decided to follow the recommendation, and to use the committee members as the labor, so to speak, to do it. It is not the same as saying "do whatever it is you decide."
  20. Joshua Katz

    Nullify a vote

    You should raise a point of order regarding the qualifications for honorary membership in the bylaws at the next meeting. But if it's anything like the FDs I've been in, consider bringing a pizza box or something to deflect the things that get thrown at you. Also, you will want to line up people to support you, to second an appeal, etc. ahead of time. Springing it on people will look, to people who don't understand why rules matter, a lot like "this jerk is attacking our heroic former leader!"
  21. Joshua Katz

    Rescind Discipline

    It's also interesting, although maybe too nit-picky, that boards have only the powers delegated to them - they don't write the bylaws, and they can't reserve a power they don't already have. But it is likely everyone knows what this means.
  22. Joshua Katz

    Voting on amendments

    It sounds like something akin to a consent calendar.
  23. Joshua Katz

    Bylaw re-organization

    I, in turn, am not sure what's being objected to. Of course you can lower the threshold or notice requirements for amending the bylaws, if you do so, as I suggest, by changing the part of your bylaws dealing with bylaw amendments. So, here is what is being proposed: amending the bylaws to give some committee the power to fix grammatical errors (by specifying a text on which to rely) so long as the meaning isn't changed. At the same time, that same committee can be empowered to reorganize the bylaws, again, without changing the meaning. But what if there's grumbling that, in fact, they made a substantive change? We could wash our hands of it, and say "well, then whoever, probably the assembly, ordinarily amends the bylaws, can amend it right back." But I think that's less than ideal, because it, in effect, requires the same vote to prevent a change as to make a change. So, instead, I suggest that the same amendment allow the assembly, if that's who ordinarily amends the bylaws, be able to say "nope, that stylistic change is disallowed" by a lower threshold.
  24. Joshua Katz

    Bylaw re-organization

    No, but here is what you can do: You can adopt a bylaw to this effect. It could, for instance, empower a committee for this purpose (or the board, if you're brave) to make changes in accordance with the CMOS where a bylaw provision clearly violates same, so long as the change does not impact its meaning, and to reorder where such reordering does not impact the meaning. You can also write it to allow the body which ordinarily makes changes to reject such a change by a lower vote than it requires to make the change in the first place - say, a majority vote.
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