Joshua Katz

Do your bylaws say anything about dues? You say they don't stipulate an amount, but do they authorize charging dues? Do they authorize anyone to set the rate? Anyway, to answer your question, no, dues are not a special rule of order. Rules of order deal with the conduct of business at meetings, not business transactions. Dues need to be authorized in the bylaws.

I'm not sure this provision technically applies, since the OP is about moving, not seconding, but, regardless, this bothers me. I can see it for seconding - the motion is already being made, after all - but if I wish to put my organization on the record as opposing pink hats, I think I should move something to that effect. Here's why: in general, we don't record vote counts. A motion to support pink hats can fail on a tie, and be indistinguishable in the minutes from one that failed by a large margin. But in the former case, trying to express opposition to pink hats directly would also fail.

No, but you may not speak against it in debate. The seconder may speak against it in debate. See p. 393, ll. 19-25.

Yes, well, almost. The definition of member is person with the full right to participate in the proceedings, and the right to vote is lost only through a disciplinary proceeding or as prescribed in your rules. He can't cast a vote, though, when others could not cast a vote, i.e. after the polls are closed. Whenever anyone is entitled to cast a vote, he is.

Well, that's absurd. Should I put myself on the committee, too?

You have a customized rule for bylaw amendments, so the answer to your specific question depends on interpreting your bylaws, which only your organization can do. But I think one thing that is clear is, absent a provision delaying the effectiveness of bylaw amendments, IF the bylaw would be effective 10 minutes after adjournment (without any intervening action), then it is effective during the meeting too (once it's been adopted, of course). But it seems you've hit upon one reason this business of taking effect provisionally is not a good idea, to the extent your organization can make sense of it.

If the board has the authority to amend the bylaws. Does it?

I must be misunderstanding the facts since I don't see how these fit together. Can you explain how, if your bylaws require the board to approve all committee members, people got onto committees without being approved by the board? Also, what do your bylaws say about committees?

If the rules in RONR apply (which is likely not the case), an agenda is something a body adopts for itself, at its meeting. A chair can propose one, but until it's adopted, it is not the agenda. When the agenda is up for consideration, you can move to amend it to include items on which you want to make motions. If your state's corporate law applies, the situation is likely different, and you'll need to consult an attorney familiar with your corporate code. Laws often limit the business shareholders can take up at a shareholder meeting or impose procedural hurdles to get an item on the agenda. The agenda, as an aside, is not related to who presides.

As a general rule, you move to suspend anything for a specific purpose, not just for its own sake. So with an adopted agenda in place, you might move to suspend the rules in order to take up X business item. Or you could, instead, move to amend the agenda. What is it that you're trying to do? That might be a simpler place to start.

I agree with Mr. Brown that those things can be done. I also agree with Mr. Brown that just because something can be done, doesn't mean it's the right thing to do. I wouldn't want to be part of an organization that uses its bylaws as a trap for the unway, making people committee members then disciplining them for showing up at committee meetings. In any event, it looks like an election is coming up, and the members can presumably deal with their feelings about the President's discharge of her rights and duties by voting.

I suppose. Why bother electing a Secretary then?

That's my read as well, particularly the part about the chair being unclear.

It seems others think it wasn't confusing. I got the same result the last time I tried to use the news to illustrate a point - the UCLA case where the student government produced a transcript in place of minutes. It was also underwhelming. Perhaps next time.

I heard two people ask what the vote was, after which they said they didn't agree about what it was, and one say afterwards she hadn't been sure what they were voting on. If the chair had clarified "the question is on recommending confirmation by the full assembly, with no timeline restrictions" there wouldn't have been that confusion (although, of course, some still would not have liked the outcome).

Oh, for sure. I suspect he was worried about the time; there was a rule of a superior body (usually suspended but not in this case) requiring adjournment just a few minutes later, and the chair clearly wanted the motion to pass, both before time expired and before any amendments could be made, much of the debate having been about potential amendments, although none were moved. It was a parliamentary mess, to be sure, whatever ones opinions on the underlying merits.

I just watched a chairman put a rather important question to a vote without stating just what motion was pending. The result was some tense moments. After the motion carried, at least one member stated she didn't understand exactly what had been adopted (although she voted against anyway). There ensued much discussion about exactly what decision had been made. As I said, it was a pretty important decision.

Whoever was the secretary pro tem.

In that case, I agree.

Well, this is the difficulty with email (or any form of asynchronous) voting. Do your rules make any provision for amending a motion? If not, you can try to freelance some form of amend, but the difficulty is that the rules usually provide that votes close in X days, causing the amendment to close after the motion itself. I once faced a similar situation (on a substantive matter, though) and my opinion was that the motion to amend should be treated as amend something previously adopted, even though it was moved before anything had been adopted. You can try that. Alternatively, you could just, if the motion passes, make a new motion to fix it. How was the manual updated? Who has the authority to do that, and can they fix this typographical issue? I also tend to think that some form of unanimous consent might work here, depending on how many people are involved. But what you really need is to provide for such situations in the rules for email voting, for the future.

In general, it's worth ensuring they'll be at the meeting, and assigning roles. Who will move to appeal, and who will second? If applicable, line up people to be standing at each mic before the motion is made, and talking points for whoever gets to speak first.

I think all of us here can agree on the procedure: raise the point of order and let the organization decide. However, keep in mind that even if the assembly decides she is not qualified, the board seems capable of making her qualified anyway.

As does avoiding superfluous words. I think this is a case of dueling canons, and I'm not aware of a rule saying that the intent wins out over other rules of interpretation. The dual use of "elected" means something. I suggest it means "elected in the usual way." If you were writing this bylaw, would you say "elected" twice? I wouldn't, unless I meant for the second use to mean something. For what it's worth, I see many interpretations here I consider bizarre. Indeed, as are all the others. We don't have, so far as I know, rules for ranking canons of interpretation when it comes to bylaws (there are some for legal canons, although they are matters of common law and not always followed, or even universally accepted).

So you have two years terms? In that case more than 2 years have elapsed since he ended his elective term, and in my opinion is eligible. But, again, my opinion doesn't really matter since I am not a member.

Well, I want to be a little cautious since I'm still unsure of the facts. But let me see if I can answer some of this. When he was appointed to fill the position, it seems to me he was already ineligible to be elected, since he had already served 2 terms. But in my opinion, he was eligible to be appointed. In any case, he served that term, so now it's time for an election, and he wants to run. Now, let's look at your bylaw. Did he serve two consecutive elected terms in a particular office? Yes, as President, i.e. the two terms before the unfortunate death. Then he was out of office, then he served an appointed term. The bylaw says "elected" twice, so we have to interpret it in a manner which gives meaning to both instances if we can - it seems to me that the best interpretation, then, is that a person can serve as many consecutive appointed terms as they like. But now he wants to accept a nomination or be elected. The bylaw says that, to do that, you must allow 2 years to elapse. So have 2 years elapsed since the end of his two consecutive elected terms? I don't know the answer to that one. How long are your terms? How long has it been since the end of the second of his two elected terms? In any case, that's all my opinion. It's up to your organization to determine (if two years have, in fact, elapsed since the second of his two elected terms) whether the appointed term counts (however, I would also question the consecutive prong). It is up to your organization to interpret your bylaws more generally. If two years haven't elapsed, though, none of this matters. Also, none of this matters if the board gives him permission to run again anyway. To answer the last sentence in the quoted portion, yes, I think (personally) that he can simultaneously be "sitting out" while serving an appointed term, but your organization is free to decide differently, since I think the bylaw is ambiguous on this point (and, for what it's worth, the people who adopted the bylaw probably didn't intend for that to happen, but I think it's what they wrote, accidentally or not. The bylaw should probably be cleaned up when the opportunity arises). On a side note, I don't think it would be a 4th straight term, since there was a month interruption.