Atul Kapur

It is too late to correct this error now. A point of order about abstentions would need to have been made in a timely manner, that is, at the time of the error. Give notice, if required, and move the motion at the next meeting.

I believe Guest Puzzling meant that it cannot be correct that the election ended in a tie, making the point that it is still incomplete (I half expected that Mr. H would be the one to say that).

Why do you need a tie-breaker? Under RONR, a majority vote is required to adopt a motion. A majority is more than half. A tie is not a majority so the motion would not be adopted on a tie vote (i.e., a motion fails on a tie). To answer your question, you can name the unnecessary position whatever title you wish. However, the term "ex officio" has another definition and you should avoid the confusion caused by giving the unnecessary position this name.

Trying to answer in another way: Generally, self-nominations are fine (and are sometimes referred to as "volunteering"). The answers above are trying to make explicit some assumptions behind the general rule. 1) Is the person authorized to make a nomination for president? If Yes, go to Question 2. Otherwise No. 2) Is the person eligible to be nominated for president? If Yes, go to Question 3. Otherwise No. 3) Does your organization have any rule forbidding it? If No, the person can nominate himself. If there is such a rule, then No. By the way, nominations do not require a second, unless your organization has a rule that says otherwise.

See RONR (12th ed.) 46:35 and 46:40

Under RONR, minutes are made available to the members of the body that is meeting; that would be the Board of Trustees, not every member of the organization. Before the minutes are approved, they are draft minutes = the secretary's notes. Members do not have a right to see the secretary's notes. If this is a public body, then there are likely other rules or laws that apply.

As stated above, the usual standard to adopt a motion is a majority of those present and voting, as @J. J. put it, "a majority of the votes cast," so the number in attendance is not an issue, as long as it meets the requirement for quorum. Does your organization use a different denominator? If so, then you should review RONR (12th ed.) 44:7 - 44:10 Some require a majority of those present. If your organization does that, pay particular attention to 44:9(a)

It sounds like you are discussing "topics" without a formal motion. These discussions tend to go off in many directions and to be inefficient, and where the same discussion often gets repeated at the next meeting(s). RONR strongly suggests that you start with a motion, which helps to focus the discussion. If the topic is not ready to be expressed in the form of a motion, then a referral to a committee is likely a good idea, where more informal discussion can occur and a recommendation (in the form of a motion or motions) can be brought to the main meeting.

The situation with two different organizations (the Lodge and the trust) is clearly complicated and it sounds like the bylaws could stand to be improved. Do your bylaws state a parliamentary authority at all?

If I understand the implication in Mr. Honemann's quote, then I agree that we are told that the bylaws contain a provision that supercedes 25:2(7).

This is specific to your bylaws. If they are ambiguous or don't give an answer to your particular circumstance (what to do when an ex-officio trustee is elected to another trustee position) then your organization will need to decide what to do. Section 56:68 in RONR (12th ed.) provides some Principles of Interpretation of bylaws. That being said... There is no prohibition in RONR against one person holding more than one trustee position, that is, the one held as the Master and the three-year term that the Master was elected to. This person only has one vote, no matter how many seats they occupy. So it is not at all clear to me that there even was a vacancy to fill. The Master had one year left on the three year term they were elected to in 2018 (as the Junior Warden) and was also elected to a separate three-year term in 2020. Even if the Master "resigned" from the trustee seat with one year remaining, it's not clear that anyone can be filled to replace that "vacancy" because your bylaws apparently say that it is an ex-officio seat.

This appears very similar to the topics discussed in this thread

RONR specifically states that members canNOT be prevented from voting because of a conflict of interest. However I would be shocked if your own policies and procedures or the Act that governs you in your province was silent on conflict of interest. You should look to those documents. Sometimes they state that the chair will rule on whether there is a conflict of interest in what the member should do. So it is possible that your chair followed proper procedure. You request a "professional opinion". That would require all of the governing documents and more details on the facts, more than you could give us on this form.

But wouldn't any subsidiary motions still have to stay within the scope of notice? If, as we are told, the notice of meeting says that the business shall be to choose Choice A or Choice B, the only other options that I could see being in order are a hybrid of A / B or some middle ground between A and B. If the notice of meeting said that it would be to choose what course of action to take, then I could see Choice C being in order. But not with the information that we have been provided.

I agree with Mr. Martin's responses. I will just add that I believe this statement is incorrect Special rules of order "relate to the orderly transaction of business in meetings and to the duties of officers in that connection." RONR (12th ed.) 2:14. So I'm not sure how you conclude that they can have results outside the organization when they don't always apply to the organization's activities outside of its meetings. Are you thinking of standing rules?

I'm not sure why it would need a 2/3 vote or a Special Rule of Order. An assembly can direct a committee and the motion to give directions would generally only require a majority vote.

". . . suspending the rules to permit a president to be elected by plurality" only deals with the vote required to elect. That clearly only affects the orderly transaction of business within the meeting. ". . . permit the assembly to chose someone for president when the president is removed" affects all the duties of the president -- both those that relate to the orderly transaction of business within meetings and those that are outside the meetings,

In my opinion, it is not in the nature of a rule of order because it deals with the duties of officers (in this case, the president) in all regards, not only those that apply to the orderly transaction of business. Therefore, it's a rule that has applications outside a meeting context.

RONR (11th ed.) p. 458, lines 8-13:

I'd say that the requirement for notice is in the nature of a rule of order but that it still cannot be suspended as it protects absentees. Or, in other words, it's okay by RONR (12th ed.) 25:7 but still cannot be suspended because of 25:10

Was it signed by 10 or more members? 20 of 35 is not 2/3. BTW, was this a meeting of the board or of the membership?

Are you saying that a substitution -- as a type of amendment --could never be within the scope of notice? It might take more imagination than I have at present, but I'm sure I could think up an example of a substitute that would be within the scope of notice of the original amendment that I would also have to conjure up.

A substitute motion is a form of amendment. It sounds like a point of order/ objection was properly raised and ruled not well taken by the chair. The proper next step would have been for two members to move and second an appeal from the decision of the chair. As I have not seen the original language for the new proposed subsection (d), or the substitute, I will make no comment as to whether the ruling was correct or not.

It may (I fervently hope) help if you stop misquoting the book: "Rules contained in the bylaws (or constitution) cannot be suspended . . . unless the rule properly is in the nature of a rule of order as described in 2:14." RONR (12th ed.) 25:7 and "Rules clearly identifiable as in the nature of rules of order that are placed within the bylaws can (with the exceptions specified in 25) also be suspended by a two-thirds vote" Ibid 2:21

A "unanimous written consent" is an instrument often authorized in laws that apply to corporations, and perhaps your property owners association. It is not found in RONR.