Atul Kapur

I interpret the bylaws that were provided as being, "specific rules to the contrary," because of the reference to completion of the president's term.

By itself, that does not disqualify the resigning president from becoming the Past President anyway. However, your bylaws, while not explicit, specify the completion of the president's term (IV. L. 7. a). So I'd say your past president is the same person who it was before the resignation. And none of this changes the fact that the past president can keep that position and run for another one. If the person is elected to a second position, they can keep both positions but would only have one vote at board meetings.

Why is the person who stepped down as president not your past president? As Mr Brown has noted, the exact language regarding this position will be important to review. More generally, a person on the board does not need to resign from that position in order to run for another one.

As you've been told, RONR does not require that nominations be accepted and does not give a nominee an opportunity to decline a nomination. Regarding nominees who are not present for the election, RONR says they can be elected, but states this about when the election is considered final (p. 444, lines 19-25. Emphasis added)

I said it would be difficult, not impossible, and gave advice on what would be "safer," that is less liable to being challenged as an attack.

I believe J.J. wanted to say there is an "Unofficial FAQ" on the topic of disruptions due to COVID-19. Many of the answers to questions such as - whether mail-in balloting is allowed - if so, who has the authority to make decisions will be found (or not) in your bylaws.

It is difficult to oppose a nomination without breaching the rule that the speaker "must never attack ... members" (RONR 11th ed., p. 43, lines 19-20). So it is safer when debating nominations to simply speak to the merits of your preferred nominee and why that person should be elected, rather than speaking against any nominee.

Officers can be removed through the use of disciplinary measures such as in chapter XX.

You tell us what "normally" happens but do not tell us why that is the way it happens. Is this the procedure mandated in your bylaws or special Rules of Order? RONR goes into extensive detail on procedure for disciplinary matters in chapter XX but what it says there will not supersede your own rules. Generally for disciplinary measures, consideration of the rights of the accused party would require you to follow all of your mandated procedures.

Former delegates of 2010, or 2016 for that matter, have no status in 2020. Your quote of the 2016 resolution clearly shows that it was a motion to Amend Something Previously Adopted. Beyond that, each session is independent of the other and the 2010 delegates cannot tie the hands of the 2016 delegates.

Your group has introduced several things that aren't in RONR, so your group is responsible for creating clear procedures on how to run them. Until that happens, your group is the only one that can interpret your rules. First, you've introduced a "referendum process" although it seems to actually be a way to call for a special meeting or, at least, to graft a membership-wide vote onto the special meeting structure. Second, you've introduced electronic meetings but without, as RONR advises on p. 97, lines 31-34: "it is advisable to adopt additional rules pertaining to their conduct." As a non-member, my opinion is worth the paper it's not written on. However, the standard method of voting in RONR (voice vote or by rising) is an open vote; that is, others can see or hear how you vote if they care to listen or watch you. Changing that to a secret voting method requires a motion, or rules. You can argue to extend that principle to your situation.

RONR is silent about referendums [referenda?] but, even if it did say something different, you need to follow your bylaws. If you are talking about the petition, I don't see how anything that needs to be signed can be anonymous. If you mean that the petitioner wants the vote to be anonymous or secret, then that is a decision that would made by the meeting (by voting on a motion to conduct the vote by ballot). Your bylaws are a bit confusing because they talk about a "referendum process" but mention that "a quorum must be present to vote" which sounds more like a special meeting. Does anything in your bylaws authorize voting by mail or email or in any way other than those members physically present at a meeting?

You may find the "Unofficial FAQ" at the top of the topics page helpful. The part of the bylaws that you quoted states when terms begin. You didn't include anything about when the terms end. You've told us what they don't say (about successors) but do they say anything about the length of term?

I believe Mr. Martin was answering your question and saying, "No, it does not violate RONR." The informal discussion can, as you say, allow people to "choose sides." More optimistically, it can allow people to arrive at a version that everyone can agree to support.

The time to correct an error is when it happens. Points of Order, which are used to correct errors, generally need to be made in a timely manner. So you can't turn back the clock. But there may be an exception that applies. (The exceptions are listed on p. 251) If the vote was close enough that your one vote would have made a difference (which which we can only know if they had a counted vote), then you can raise a Point of Order that action was taken in violation of a rule protecting a basic right of a member (this is an extrapolation of the example given for elections on pages 445-446). Even then, if the firing has taken place, then there's not much that you can do, procedurally. A1) It was a breach of the rules. A2) You can't fix the past, you can just start doing things properly from now on. So, as J.J. says, attend the next meeting and defend your rights if they are violated again. A3) Not according to RONR There are courses available and there is a much less daunting book called Robert's Rule Newly Revised - In Brief. It's not expensive so it may be worth ordering it now even though the new edition will be coming out in the fall; the major principles are unlikely to change significantly (he boldly predicts).

I assume you mean they think you're not allowed to know anything about the meeting. They are incorrect. As a member, you have the right to examine the minutes and other records, including the minutes of an executive session (RONR 11th ed., p. 460, lines 6-20, particularly lines 13-16).

I believe that Mr. Martin was looking for the section of the bylaws that define the terms of your officers. Usually it's in the Article on Officers and has wording such as "Officers shall serve a term of 12 months / one year and/or until their successors are elected..." If your bylaws are searchable, search for the word successors

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If the last time the Executive Director gave out those documents was before the 2016 motion / resolution was adopted, then I don't think any of them will notice that the dates are different. If the documents were given after the 2016 date change, then Yes, he has to go back and give the updated dates. Not sure why that's a tough one.

Look at Chapter XX of RONR, which deals with disciplinary action. I'm also having difficulty following the link to the FAQ.

If the board isn't following the rules in RONR, I doubt if they're knowledgeable enough to follow Shakespeare's Rules, either.

Under RONR: As a member of the board, you have a right to attend all meetings of the board -- and that's the entire meeting. (p. 3, lines 1-9) Also under RONR: Even though you should not vote on a question in which you have a direct personal or pecuniary interest not common to other members, you cannot be compelled to refrain from voting. (p. 407, lines 21-31). There's nothing in the book about an indirect personal interest. There may be laws applicable to your organization that say differently.

Depends on what your bylaws say, and any laws that apply. See the "pseudo-FAQ" at the top of the topics page.

If there is ambiguity, then your association will need to interpret the bylaws, by a majority vote. No one else can do it for you. For what it's worth (not much as I'm not a member of your association), the placement of the comma suggests that it applies to both methods of removal, even though this may be awkward. Also, the rest of the details suggest that there must be an opportunity for the affected director to be heard before the board makes a decision. Review pages 588-591, which give Principles of Interpretation of Bylaws. Principle 1 says: "Each society decides for itself the meaning of its bylaws." Principle 2 says: "When a provision of the bylaws is susceptible to two meanings, one of which conflicts with or renders absurd another bylaw provision, and the other meaning does not, the latter must be taken as the true meaning." There are others, but these two seem to be the most relevant to you. They are further explained in the pages above.

I assume some group had a vote (or unanimous consent) to cancel the fundraiser. That would be the precedent that you should consider following for the decision regarding any refunds. Whether you have the authority to do that in your bylaws depends on the exact language of your bylaws.