Joshua Katz

Unapproved minutes are simply the secretary's notes. In my opinion, it is not a good practice to make them public. Budgets are generally not part of minutes, but if there is a motion to "adopt the following budget" then the budget would appear as part of that motion. If your board has rules permitting motions to be made outside of meetings, there is nothing in RONR to suggest that a motion to remove a file, such as a budget, from your website, is out of order. If the secretary claims that it is somehow a violation of RONR to not post a budget on a website, ask him for the page citation that supports that claim.

You've hit on one reason RONR doesn't recommend asynchronous voting. Ultimately, this is a question for your organization, guided by legal counsel. I think the best we can offer is that, in RONR, bylaw amendments take effect immediately, unless a proviso is used. We can't tell you, as far as I can see, whether an extended voting process is 'before' or 'after' the new bylaws. Management agents shouldn't be chiming in on decisions your assembly makes. If there was no quorum, no actions could be taken, including nominating candidates for office. Will a 'new' meeting be held within 30 days, or an adjourned meeting? I think that matters. If the law states that your CC&Rs take precedence to your bylaws, and your new bylaws conflict with your CC&Rs, then he contradictory elements in your bylaws are probably void. Determining that as a certainty, though, requires consulting with an attorney, probably.

I don't see any reason the agenda cannot be adopted by unanimous consent, but the chair needs to ask for objections. Unlike the minutes, the assembly could fail to adopt an agenda.

If RONR is your parliamentary authority, and you have no bylaws (!) then you can't use electronic voting unless a law says you can. If you don't have a parliamentary authority, well, then you follow the common parliamentary law, and I suppose nothing stops you from allowing electronic voting. I would specify how much notice is required, to avoid endless fights over "appropriate." Which one? If the usual presiding officer is not present, the secretary will presumably set it up - but if neither is present, you won't know who the presiding officer is until you elect one. This is going to obligate you not to mute people. It would be better to have the ability to mute people. There are videoconferencing services where you can set a visual "status." In one organization I know of, we use visual statuses for various things - a hand to seek the floor, a rabbit for a privileged motion, and happy/sad faces to vote via roll call. I think this is too vague. I would recommend a provision for what to do if a member is dropped, becomes inaudible, etc. during a vote. In my organization, we have a rule that if a member was present before the vote, and returns fewer than 5 minutes after the vote concludes, he may vote.

The answer to this is going to depend on your organizations rules for proxy voting. RONR does not allow proxies unless your rules (or an applicable law) do.

A director generally proposes a new idea by making a motion. And yes, the mover of a motion can vote on the motion.

Well, if the international president refuses to follow the rules, what about tossing him? Or, for a less dramatic version of "toss," just voting them out at the next election?

Who is protected by the constitution and bylaws, and how? It sounds like your membership is. If the problem is that people simple don't care about the rules, but your membership does care, there are still options, such as tossing your officers out of office and getting officers who do care. If there's a thorough-going lack of concern for the rules, though, all that is left is probably legal action or resigning yourself to not solving the problem - or convincing people that it matters. Edited to add: Given the apparent size of this organization, the power it wields, and the importance of the issues at stake, you might consider consulting a professional parliamentarian and/or attorney. The National Association of Parliamentarians and the American Institute of Parliamentarians can provide referrals for professional parliamentarians.

I don't quite see what the problem is, which suggests I'm missing something. That you hold a vote on membership tells me that the organization recognizes there can be reasonable disagreements in any given case, and it lets a vote decide the matter (by some threshold). Why is it a problem that the vote is less than unanimous? Anyway, while I agree the same to express these views would have been in debate prior to the vote, I'd add that the nay-sayers were under no obligation to say why they were opposed, and likely wouldn't do so if they were outvoted and didn't think they had much of a chance of persuading anyone. I don't think there's any procedure you can use at a later meeting to have this debate (and I don't think it would be a good idea if these new people are now members, and hence participate at your meetings...). Certainly there's nothing you can do to make them cough up their reasons for voting no. You might try asking them outside the meeting context, if you can guess who they are. Or you can take each member out to dinner, in turn, and softly broach the subject...that's just my way of saying there's no parliamentary tool to accomplish what you want, but you might be able to find out what you want to know socially.

I think all of us have been trying to say that dictatorial violations of the rules will continue until the assembly stands up and says to cut it out.

If this is a corporation, there may be some legal question about moving the meeting so soon after the last one, even if they are in different years. That aside, though, you are being told all BOD members will face re-election...by whom? What does that person say about the statement in the bylaws you quoted? Edited to add: Of course, any such legal questions are beyond the scope of this forum, and should be asked to an attorney.

Is this a staggered board, i.e. one where portions of the board are elected each year?

Without sorting through the details, it is in order to include more than one thing in a motion. However, most of the time, it is subject to a motion to divide the question, which might require a majority vote or might require only the demand of a single member, depending on the nature of the things to be divided. It is not debatable but is amendable. However, you might have rules requiring the appointments to be handled individually, in which case a motion to suspend the rules would be required. Postponement is in order, so long as it is not postponed past the next regular meeting or more than a quarterly time period. To delay action longer than that, it should be referred to a committee. Don't be surprised if this is moved to the basic forum. (Although I guess if you're looking for it, this note won't be of much help, since you can only read the note by finding the post.)

Or, if it's COA 9, it doesn't (generally) even mean that.

I have no idea. Your organization will need to interpret its bylaws, we can't do that. Sometimes I have a (meaningless) personal opinion, but I can't claim to have one here. I know what en banc means in law, but have no idea how it would apply to a student government assembly.

Meetings are for the body that is meeting. The board has its meetings (i.e. board meetings), and the membership (in many organizations) has its meetings. Unless your rules say otherwise, the board has no right to conduct your meetings (I question how, in practice, any group can ever conduct meetings in that sense, but I see it often enough here, like in a recent thread where, it seems, the board controlled which motions the members could consider, that they must have a way). It is likely that the board chair also chairs membership meetings, which is usually provided for in the bylaws or rules of order, but beyond that, the board answers to the membership. If the board could control the meetings of the membership, it would essentially be able to make itself unanswerable to its superior assembly. At membership meetings, the membership decides what motions it wants to hear, and how it wants to conduct business, and makes its own decisions.

Well, at least from what you've said, I see several things wrong with this. Let's start with the easiest: if you're talking about a membership meeting, then the board is not even present as such (although its members may well be present, as members, not as a board) and is in no position to be considering anything anything. Next up, that effectively denies a member the right to make a motion and have it decided, one of the most basic rights of membership. You can't deny someone that right by custom. (More practically, it prevents any motions from being made which would be carried out in the next month.)

This business about the mover being present might well result from one of the problems I've observed before is common to many organizations: formality for its own sake. We get a lot of questions about who can make a motion, whether a motion must be made, etc. that seem to stem from the same issue. In fact, we all do it to some extent. For instance, our answers often say things like (for instance, I just said it) it is too late to raise a point of order; you'll have to make the motion again. We write that as if making a motion were somehow unduly strenuous or difficult. (In fact, in many cases, it would be more accurate for us to say that you may make the motion again; i.e. when a motion dies on the table, the take-away is not that someone must do the arduous labor of stating it again, but that it may be made without the use of any parliamentary motions, whereas if it were on the table, the same motion could not be made again before the first is finally disposed of.) In other words, your organization may attach undue significance to a motion, as do many organizations, as if it were more than the way of proposing something. My first volunteer fire department was like this, although it was also my first meeting organization and so I didn't realize it was incorrect. Most meetings, there would be no motions at all. When someone was really fired up about something, they'd make a motion, and a quiet would come over the hall - everyone hold tight, someone's making a motion! Then the officers would say something about it, but they'd never let us vote on it anyway.

So this was notice, not a motion. Was it a motion for which notice impacted the vote threshold? On second thought, I'm not sure that matters for our purposes. But you also say that the notice is debated, so it could be your organization is using a very different procedure (or different words) from what we expect. Again, removed from what? I'll join Mr. Brown in assuming it's from the agenda. Is that right? If so, do you have time for new business in your agenda? In any case, whatever it is that happened, it certainly sounds like something you'd need to object to at the time. I'm not even sure that matters, though, because even if it were something you could, in fact, object to later, the remedy would be the same as what you can already do - make the motion at the next meeting. So it sounds like the "custom" is to not allow new business, require it to be stated but then actually introduced at the next meeting, and to require that the maker of the motion be at the next meeting. Is that about right? If that's your custom, and not a rule, it will fall to the ground to the extent it violates actual rules on a point of order. For example, if you have no rules, and no adopted agenda, prohibiting new business, someone could make a motion and raise a point of order if the chair doesn't let the assembly consider it immediately. If your organization wants such a procedure, it would do well to make it a rule.

Wait, what does "removed" mean? Does it mean removed from something (and, if so, what?) or does it mean moved again?

I think you would do best to proceed through out-of-meeting politicking. If at the meeting there is some sort of forum to speak in favor of candidates, and if the theory you mention isn't something the candidate has actually said in public, I would suggest treading carefully about making the accusation. If it is a publicly-known plan, then I don't think it is a decorum issue to say why you dislike his plan. But I do think it is a decorum issue to use terms like "a puppet govt at our club, for the state guys to bully." That's suggesting motives rather than speaking to the merits. You might, if there is an opportunity to ask questions of candidates, try something like asking all the candidates "do you plan to serve your full term?" But then you'll have to live with whatever answer is given. But it's most important to note that none of this will make any difference if there isn't another candidate for VP, since an unopposed candidate will win.

I am glad I am not a member of this assembly. I like going home after meetings.

On entering executive session: so far as RONR is concerned, a body may enter an executive session by a majority vote. However, there may be relevant laws since this is a public body, which is beyond the scope of this forum. The question about changing the plan is also beyond the scope of this forum. So far as RONR is concerned, members of bodies make motions, and those (original main) motions are amendable by the body. In this case, a non-member has submitted an application, and one individual (a non-member) made the change. The answer will depend on the rules under which this body considers such applications. Your case ultimately depends on your relevant laws. If there were no relevant laws, RONR would say that some member of the body would move to grant the request, or could move to grant some portion of it (to allow the zoning change subject to the landowner's agreement to a covenant, etc.) and that the applicant would have no parliamentary say. But that is likely not the case.

Yes, but it might not be as hard to know who can exercise the rights of members, most importantly voting, unless the bylaws specifically say that your membership "expiring" takes away those rights. Many organizations issue documentation showing an expiration date, and maintain expiration dates in their records, without such a bylaw - and their members can vote after the expiration date unless the organization takes action to take away that right.

This sounds like it has more to do with your rules than with RONR. So far as RONR is concerned, once an inferior body no longer has possession of a question, the superior assembly can take it up, as a general matter.