Alexis Hunt

After thinking about this some more, I go back to thinking it ultimately has to be a question of interpretation up to the assembly. Even if the authorship team were to arrive at a definitive interpretation, per OI 2006-1, such an interpretation is not binding. RONR clearly does not explicitly state that a bylaws provision requiring a ballot vote also requires the totals be announced, so there is no binding rule. As to whether it is a question of interpretation of RONR's provisions relating to ballot votes or bylaws, I can't agree with Mr. Honemann that it is a question of interpreting RONR. Bylaws have to be interpreted in their entirety. There are a few cases where RONR directly imposes an interpretation (such as the "and until" vs "or until" in the terms of officers) but even that has to be evaluated with the entire bylaws in context. It might be a sensible question as to how to interpret the sample bylaws contained in RONR, and that might inform the interpretation of another set of bylaws with similar language, but ultimately I think this is about how an assembling interprets the requirements spelled out in its bylaws, not RONR.

First, you should check what your bylaws say about membership. It would be very strange for them to say absolutely nothing at all. It may be that they just say something like "A person can join by paying the annual membership fee." In general, it is a matter of bylaws interpretation how such a clause might allow for membership restrictions, but personally I would tend to interpret it strictly. If it says that a person joins by paying the membership fee, with no restrictions on who can do it, then any restriction would contradict the bylaw and be illegal. Similar goes for renewing: unless the bylaws explicitly allow restrictions on renewal, there probably cannot be any except as are imposed through disciplinary proceedings. The easiest way to proceed, assuming that the President and Vice-President are alone in their point of view, would be to have the Board or other governing body order that the renewal be accepted (or appoint someone else, such as the Treasurer, to handle the process), and then sort things out later. I would also strongly consider disciplinary proceedings against the President and Vice-President, since they are planning to act in bad faith on behalf of the organization.

Just for clarity, the member cannot accept both offices. If he does want both, he must win the second election over again, since it is presumed that the society did not originally intend to elect him to two offices.

It's certainly permissible, since your bylaws take precedence over RONR. We do not provide advice for writing bylaws on this forum, however.

I would also suggest that a signed ballot, where each member writes their name and vote on a piece of paper and hands it in, may be faster than a roll call for a 160-person assembly.

Personally I would recommend against surreptition in removing on officer, unless there are extremely compelling reasons otherwise.

Does a ballot vote fundamentally require an exact count, however? Although this is not the procedure outlined in RONR, what if the ballots are sorted into piles based on who they voted for, and then if one pile is clearly larger than the others put together, that candidate is declared the winner? In a large enough assembly, this method could save a lot of time. It is obviously susceptible to misjudgment on the part of the tellers, and again I would definitely not recommend it, but I think that the requirement that the vote be taken by ballot would be satisfied if this evaluation method were used.

Hard to say without reading the bylaws. I was part of an organization which for many years had a Past President role that was only filled by the expiry of the President's term, and it was quite clear on that point.

The point of order can be raised at any time; I would think that after the approval of the minutes containing the motion is a perfectly fine time to do so, especially for someone not present at the meeting.

Personally, I think I would accept that such a special rule of order is in the power of the assembly. The most important aspect of a ballot vote, and the main reason to impose such a vote as a requirement in the bylaws, is the secrecy. While I would be personally opposed to such a rule, I don't personally see it as being in conflict with the bylaw's requirement that the vote be by ballot. I think, ultimately, it is a question of bylaws interpretation, so the answer may vary from assembly to assembly.

The assembly could go into executive session to inform the absent member what happened, then leave to resume consideration of the matter at hand. Or the member could be informed privately, since the secrecy of an executive session prohibits non-members from being told what happened, not absent members.

Many organizations have multiple VPs, each of which has authority over some area of the organisation (e.g. Vice-President, Food, or Vice-President, Parties). But the traditional way, that Robert's Rules is written for, has the Vice-President's only role be to be a backup President. In this case, having more Vice-Presidents (e.g. a Second Vice-President or a Third Vice-President) is done to provide additional backups: if the President and First Vice-President are absent, the Second Vice-President presides, and so on.

What happens here depends on on a few factors, but first, if Candidate B does not meet the qualification for President in the bylaws, they cannot be elected President, full stop. Any attempt to elect them is null and void, and a point of order can be raised at any time about this. Now, as for how to resolve this situation, did Candidate A refuse the election *immediately*, or only later? If A refused immediately, then the election is invalid and therefore the election is incomplete; it is not a vacancy. The Vice President does not assume the position of President, and you need to hold a new election for President. If, on the other hand, Candidate A accepted the position and then only later changed her mind, then she is the President until her resignation is accepted. We can assume that by attempting to elect B as president, A's resignation was implicitly accepted. So she is no longer the President, and a vacancy occurs. In this case, the newly-elected Vice-President will immediately fill their most important duty: becoming President in case of a vacancy. In this case, once a point of order is raised about Candidate B's election being inappropriate, the Vice-President becomes the President and you will have to have a new election (with notice) for Vice-President.

It also depends on who is permitted to bring motions at the AGM. Unless you have rules saying otherwise, then any member (however that is defined, whether it's the teams themselves, or the players, or anyone else) is permitted to bring motions at the AGM. If advanced notice is required, then the Secretary has a duty to circulate the advance notice with the call of the AGM. The Board does not, except as permitted by the association's bylaws or by special rules of order adopted by a general meeting (not just by the board), in any way get to dictate what can come before any general meeting.

This is accurate. If there is only $400 in the account and the bylaws require $500, then you must either amend your bylaws or put another $100 in. You cannot pass a regular motion that overrides the bylaws. That said, a lot depends on the exact wording of the bylaw and its interpretation. For instance, if the bylaw states "There shall be a $500 reserve fund", then clearly that fund is meant to be used in cases of emergency. Your assembly (which is the ultimate authority on interpreting the bylaws) may interpret that as saying, for instance, that the fund can be dipped into in case of emergency, but must be replenished as soon as possible after. Under this interpretation, then it might be acceptable to pass a motion saying that it's not currently possible so it's ok to stay at $400. Ultimately, your organization will have to interpret its bylaws for itself.

If your bylaws don't require a ballot vote, however, no motion was required. The chair should simply declare the candidates elected since they are unopposed.

Note, however, that the minutes of an executive session held only to approve minutes of a previous executive session are approved automatically.

Please make a new thread for new questions.

See p. 525-527 for information about when reports can be given orally, and how they should be handled. This section applies to officers' reports as well as committee reports.

If the organization you're talking about is also a corporation, then it is governed by the relevant statute law in your jurisdiction. In most corporate statutes that I've seen, a member can bring an action in court to compel a meeting to be held if the corporation fails to do so as required by law. The rules for amending the bylaws are also likely found in the same statute. That said, the definition of a member is very important, because only a member has membership rights. If the charity's only member is the parent corporation, for instance, then nobody else has any rights of membership, including the right to attend or vote at a meeting. Volunteering for or being employed by an organization does not make you a member unless its bylaws say so.

I have been the member of more than one board that continually operated under this principle!

A motion to Amend a pending motion is a proposal to change the wording of the current motion. If it's adopted, that doesn't mean that the new version has been officially adopted; it only means that the assembly has decided it prefers to consider that version instead of the original. There still needs to be taken on the main motion as amended, before it becomes an official action.

It's worth also remarking that, in the case of committee reports, the Secretary is required to record the complete report for filing. If a committee insists on giving an long oral report, then that could lead to a very grumpy Secretary!

Yes, this would be proper. However, the chair should be very certain before denying an appeal. If there is the remotest possibility that X's motion is worth considering, then the chair should allow the appeal to go before the assembly.

Definitely to the first two. For the third, it's not strictly necessary, but if the chair asks for unanimous consent by asking "Is there any objection?", it's important that members who do in fact have an objection speak up. This is true in any assembly, but it's especially true in such a small assembly where it would only take one more person to defeat the motion. Ultimately it depends a lot on group dynamics; the thing you really want to avoid is one or two persuasive members consistently getting their way because the procedure is lax. Does that make sense?