Joshua Katz

Agreed, but in this scenario, the easiest answer is to move to amend by striking all of the discussion.

I will assume, for the purposes of this answer, that you are using small board rules. It may not answer your question, but an organization meeting quarterly or more frequently does not need an agenda. Furthermore, whatever is distributed is (unless there are applicable rules or statutes) a proposed agenda, not an agenda. It needs to be adopted by the body to be an agenda. This is permissible under small board rules. Well, to be more precise, discussion without a motion is in order under small board rules. That is, it's a rule about meetings, not agendas, but the point remains. Whether it is a good idea is, according to most on this forum, dependent on the particular assembly. In my personal opinion, it is always a bad idea because a motion focuses the debate on a binary question or series of such. This is not an appropriate meeting topic, even under small board rules, in my opinion. It has nothing to do with the business of the assembly. In fact, General Robert spoke precisely to this point, noting that a meeting is not a lesson in parliamentary procedure. A better way to do this is to move to establish a parliamentary seminar outside of a meeting. If you have long meetings, you could propose doing it over, say, a working lunch or dinner. Under small board rules, that would be in order, despite my personal opinion that it is an excellent way to waste time. I would suggest, if you are going down this path and conversation is turning circular and time-wasting, that you jump in and make a motion on the topic, or else move to close debate (or adjourn). This might actually be a reasonable use for an agenda, or a motion to limit debate on a particular item.

This is a bylaw interpretation question and would require reviewing the entirety of the bylaws to answer. Your organization will need to sort it out via points of order and appeals. I have no opinion because of all the possibilities. If your organization is unable to resolve it and needs assistance, you'll need to hire a parliamentarian who can advise you, but ultimately your organization will still need to decide. The National Association of Parliamentarians and the American Institute of Parliamentarians both have referral services.

I agree, but I still struggle to see, given what we do know, how the meeting could have lacked a quorum unless the liason member simultaneously counts towards the requirement, and does not count towards those present. What am I missing on that particular question?

If I understand the rule and the situation correctly, there are 5 full members, and 1 liason. At the meeting, there were 3 full members, and 1 liason. If the question is one where the liason may not vote, a quorum is defined (for some reason) as 51% of the full members, so 3/5 is enough. If the question is one where the liason may vote, it seems they define quorum as 51% of the full and liason members, so 4/6 is enough. Even if I'm wrong, though, the only way for this meeting to have been inquorate would be (if I'm following correctly) if the liason counts against quorum (that is, towards the total) but not for quorum (that is, as present). While such a rule could certainly be made, and the description we've been given is consistent with it, it would be...odd.

I agree with Mr. Brown. If, on the other hand, the organization attempted to create a standing rule for this purpose, I would have a different opinion.

Then I stand by my original answer, despite all these complications: a majority is more in favor than against. Note: Your organization might consider amending any documents, including the MOU, referring to a quorum as 51%, and adopting a single definition of quorum that does not depend on the pending question. I would suggest simply adopting the RONR definition of quorum, and specifying that it applies at all times. It is less than ideal for quorum to depend on the pending question.

Well, the underlying organization not being a public body simplifies things somewhat. The MOU likely still governs, in practice even if not according to RONR. Does anything, MOU, bylaws, or otherwise, give a special definition of majority?

As I suspected, there's more going on than just parliamentary issues. So the organization at question here has an MOU with the Mounties placing a representative of the Mounties on the board who can vote on all but money? Is the organization itself a public body?

There is something going on here we're not fully understanding. What is RCMP? I don't need to know what it stands for, but is it some sort of public body? With whom does it have an MOU? An MOU may govern if it is akin to articles or to a procedural statute, or it might not. Still, though, so far as I can tell, none of this relates to the original question about majority. Nothing I've seen changes my opinion that I fully answered that, until I see something different in the bylaws or other governing documents.

The idea of being quorate on some topics and not on others interests me.

That doesn't impact the definition of majority (in case you're wondering), but my question was actually whether the partial member counts towards (and against) quorum.

I agree with Mr. Brown. I think what Mr. Honemann says makes good sense, and I hope the 12th will say it. I also hope it will remove a good number of other provisions about amendments.

The motion was never stated by the chair, hence, it was not before the assembly. It should, in my opinion, not be in the minutes. Anyone is free to introduce any motion at the next session related to that topic (or any other topic, I just mean that there is no motion sitting undisposed of preventing motions).

You cannot override your bylaws. You can suspend a bylaw that is clearly in the nature of a rule of order by a 2/3 vote, but qualifications for office are not rules of order, and therefore cannot be suspended. More details would be needed about this process for assigning the role of president and what it means to say that the president cannot fulfill his role. Some organizations allow their presidents to remain in office despite being clearly unqualified, agents of a foreign power, at war with their own intelligence services, and spending their time tweeting angrily at their own staff in lieu of doing something resembling their job.

For what it's worth, though, I think postponing the motion should eliminate those restrictions on amending adopted amendments, and I think some of them (not this one) should be eliminated in this age of printed copies and display screens (or organizations using display screens could adopt special rules of order), but I'm just not convinced yet that this is what RONR says.

Respectfully, I remain confused. The idea that nothing in Section 12 is intended to override the freedom of each new session, while certainly true as a matter of intent (at least, based on the best testimony we could ask for), seems to run smack into the principle that the specific, not the general, governs. If postponing a motion to a new session allows for otherwise-prohibited amendments, I cannot imagine why the text doesn't say so (and I hope the 12th will).

How about pizza and beer at board meetings?

Well, the general principle is that a majority vote is simply more voting yes than no. It has nothing to do with how many are present, i.e. if all but one abstain, and that one votes yes, then the motion carries (if it requires a majority vote). So I think the simple answer is that this is not an issue; you just count how many voted yes and no on each motion. However, your rules apparently have some extra wrinkles, and may define a majority differently. Do they? For instance, you said something about 51%. According to RONR, the definition of a majority has nothing to do with 51%. Do your rules say they do? Do your rules require a vote of the entire membership of the board for certain items? I think, if the answer is not the easy one I gave, we need more information. I'm more curious how quorum is defined in this group, personally.

This is the sort of thing that makes me believe RONR's committee structure should not be used for things more akin to working groups. In any case, what is it you need the committee to do? Also, do your bylaws say anything about special meetings of the board?

Wait, slow down partner. Suppose this happened in one session. Are you saying that, if a motion to amend by insertion is adopted (making it out of order to amend by striking out the same language that was just inserted) the motion ASPA can be used to, nonetheless, take it out, before voting on the main motion? I would have thought the application of ASPA was narrower than that.

No one, so far as I can tell, is panicking. Least of all me.

Irreparable harm? I can't think of one either. There are cases where repair is difficult, though. If the society bylaws require certain topics to be automatically referred, for instance, this can be a problem. To me, the bigger issue is, as Guest JGreenfield said, that the words simply don't seem to mean what they are said to mean.

If this amendment is such an issue that they no longer want to adopt it, isn't it substantially different if made without the amendment?

Well, as a Parmenidian in good standing...