Joshua Katz

It depends on the wording of the provision. Does the wording clearly refer to state and local organizations, or is it about the national organization? State and local organizations may not have provisions in their bylaws inconsistent with the parent organization's bylaws where those bylaws apply to the state and local organization. If it does clearly apply to the local and state organizations, such as "The national organization, and all its affiliates, shall have a nominating committee, whose members shall not...", then the answer is still that you don't need to write the provision into the state or local bylaws, because it applies automatically.

No, a motion which was not adopted may be made again at subsequent sessions.

I don't see how this quote from a lawyer's website, who was not addressing your particular group, is illuminating about your situation.

I've been eating low-fat for the last 3 weeks (and very low calorie) but I'm transitioning into a low-carb, moderate fat diet, so it's hard to say.

The power, without a special rule, to shut up and not participate. 😉 When I take a "gig," I always explain ahead of time what I need - I need a seat right next to the chair, where I can whisper, without a microphone in front of my face, I need the chair to promise to have the assembly stand at ease when I display my "stop sign" card, etc. Presumably, a member parliamentarian would ask for those things. So unlike J. Random Member, he's sitting next to the chair, and the chair has agreed to listen to him if he thinks there's something urgent.

It still seems to me you could, if you wish, adopt a special rule of order permitting the member parliamentarian to participate. I've seen bylaws like that often. I just happen to think they're a bad idea. Of course, if you have them, you should follow them.

Yes, rights can only be retained if they exist. But if we're talking about a member parliamentarian, we're talking, by definition, about someone who has those rights, but, ordinarily, would be expected not to exercise them as parliamentarian. Quite a few of us have experience with political parties. I was a state chair and a national committeeman. Another regular here was employed by a party as parliamentarian. The RNC, as I previously pointed out, has a rule requiring an RP or PRP be retained for its meetings. But yes, in my experience, we operated without professional parliamentarians much of the time. When I was chair, I hired a parliamentarian once, when a particularly contentious issue arose, but I hired her only for before the fact opinions, not to attend the nominating convention. But the way we ordinarily did it, which I suggest works just fine, was simply not having a parliamentarian. I consider that to be better than formally appointing a member parliamentarian, so long as the chair has a clue (which can't, of course, be assumed). I was a member parliamentarian of another organization, and thought it was a poor arrangement - as just one example, it leads to the member with the most knowledge of the rules being unable to raise points of order or speak about appeals. I tried my best - in addition to meeting with the chair before and after each meeting, I held office hours where people could tell me what they want to achieve and I would advise them on how to do it. I made scripts, and I tried my best to shut up. But it was uncomfortable. If I knew an out of order item was coming, I was left with no good options. I could wait and let it happen, knowing I couldn't raise a point of order, the chair might ignore me, and no one else might know. I could talk to someone and tell them to raise a point of order, but that felt wrong to me. So if it is to be done, I agree with the suggestion that the member parliamentarian be able to participate. But I still think there are other issues - and I think some of them are particularly serious in the political context. Parties are often factional (as are other organizations, but I've seen more of a tendency in the political arena). The member parliamentarian is going to belong to a faction, and is going to be under suspicion by the opposing faction(s) at all times. If the parliamentarian whispers to the chair, and the chair acts, it can lessen the perceived legitimacy of the chair's action. So I personally think it is best, if you can't have an outside parliamentarian, to simply not have one. And I've acted on that. For instance, in law school, the Student Bar Association has an elected parliamentarian. I am sure I was the only RP in my class, but I didn't run. That's not the needs of the few being put before the needs of the many; it's me refusing to participate in something I personally think is a bad idea. In any case, what I was originally objecting to, and still object to, is the notion that the "guy in the back who knows the rules" is somehow a "de facto parliamentarian." Such a person is simply a member who knows the rules, and even if people ask questions and he gives advice, he's not a parliamentarian. Finally, what I do think is useful is having a help table, particularly at large conventions, where people can go and ask how to achieve what they want to achieve.

I understood the question to be about the parliamentary situation.

I get something right every once in a while.

See also page 305, explaining that amend something previously adopted may be used to substitute one text for another. Amending the bylaws is a special form of the motion to amend something previously adopted.

As I've said to many organizations that ask, parliamentary rules only help organizations willing to follow them. If you have officers not willing to follow them, that's okay, if you have members willing to enforce them. If you have neither, well, you have a hard time. But I still think you need an actual process for approving minutes outside meetings, and an understanding of what exactly your statute requires and does not require.

Sounds like a rule of order that can be suspended (the first part, that is). A special rule of order allowing the member parliamentarian to participate and vote was Mr. Brown's past suggestion. You can customize as you wish, though.

RONR has nothing to say on this. You'll need to consult your own rules and relevant laws, and potentially an attorney.

Is not too late! (Sorry, I'm not actually disagreeing, just quoting The Vampire's Kiss.)

I can't say if this is correct or not because I'm not sure I understand. If the minutes contain a list of how members voted on a vote not taken by roll call, in my view, they should be amended so that they do not do so. They should not be amended to change how the member in question voted, because that would make them inaccurate, because the member does not have the right to change his vote at this time. If the member wishes to record his new feelings about the motion for posterity, and potentially change the outcome, he should move to rescind something previously adopted, which would show an adept historian that he changed his mind.

I think what you have on the minutes is a clarity issue. Your statute provides (so far as you've told us, with the possibilities noted by Mr. Brown) that the minutes MAY be adopted by email or a few other methods. But that doesn't mean you must do so, which in turn means your president can't force you to do so. You also have the issue that the statute allows it, but doesn't specify how. At the least, it seems to me that your organization should adopt rules for this purpose. For instance, what happens if the vote doesn't carry? How long do members have to cast a vote? Can members change their votes ? And, most pertinently - what happens if two proposed minutes are distributed? However, I think the statute is ambiguous, and you should, if possible, ask an attorney what it means. I'm not sure what it means in the case where the organization has made no decision, but a majority of the board wishes to approve the minutes. Maybe it means they can (you seem to be assuming that, and it's not crazy) or maybe it doesn't. What if it's only a majority of those replying who wish to do so? It certainly doesn't mean the president gets to decide you're doing it by email, though.

This was discussed by the bylaws committee of an organization to which I belonged (not the one you know me from) but, as you suggest, it did not succeed. I suppose I can't help but agree that if neither having a chair who can preside well and in accordance with the rules nor hiring a parliamentarian is an option, then a member parliamentarian is all that is left. It seems to me, though, that it creates much trouble - such as the opportunity to appoint a parliamentarian with whom the president happens to disagree on some issues in order to shut him up. The "de facto" route avoids that, but creates its own difficulties. I think the best option might be, as you have suggested before, adopting a special rule of order on the matter rather than leaving it as a "de facto" situation with unclear rules.

I agree that this is the best interpretation of Mr. Zook's interpretation. I question whether the whole rule isn't simply null and void, though.

This looks like word play. Of course sometimes it takes more votes to get to 2/3 than to get a majority of the entire membership, but, in my understanding of words, that doesn't make it a higher threshold. Regardless, what I care about is the effect on this rule. My response was to Mr. Zook, who seemed to think that the rule could be validly adopted.

No, a member who regrets his vote can move to reconsider (if appropriate) or rescind or amend. But unless it was a roll call vote (was it?) their votes shouldn't be recorded in the first place.

Okay, but my question then is: what is the effect of adopting a rule which sometimes conflicts with a higher-order rule, and sometimes does not? I would think it would have no effect because, as a rule, it conflicts with the higher-order rule, and thus is null and void. You seem to be suggesting, if I'm following you correctly, that it, in fact, has effect in those cases where it does not conflict - or, to put it another way, that conflicts with a higher-order rule should be viewed "as applied," not "facially." Do I have that right?

In certain cases, not as a rule. One person voting yes and the rest abstaining is a 2/3 vote, but certainly not a majority of an eleven member board.

Because there is no such thing as a de facto parliamentarian. "The guy in the back of the room who knows the rules" is not privately advising the chair, and it is prohibited for anyone to advise the chair without the chair so requesting. "The guy in the back" is likely raising points of order, which is part of how people know he knows the rules. Knowing the rules is not a form of being parliamentarian. I think the practice of an organization having a member serve as parliamentarian is, in general, a poor practice. Either operate without one (and, preferably, have a chair who knows how to preside) or hire one. An organization to which I used to belong used to have the practice, which I found interesting, of both hiring a parliamentarian and having an "inside parliamentarian" simultaneously, who sat together.

Well, yes. That is probably one reason RONR does not do it. (Note the one instance where there is a right to speak last - the chair's right on a motion to appeal - is one where tilting the scales a bit in the direction of voting yes makes some sense.)

Okay, but 2/3 is not a higher threshold than a majority of the entire membership. Yes, but in parliamentary procedure, as in everyday life, we sometimes have to make decisions (can I turn right here?) about the law without consulting lawyers. For instance, if I make a motion, and someone raises a point of order that it conflicts with an applicable procedural statute, the chair will need to determine if it does or not, despite likely not being a lawyer. This is the ordinary procedure by which most people, most of the time, try to comply with laws. So parliamentary procedure does include doing our best (well, not our best, the assembly's best) to determine what applicable procedural laws actually require.