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Atul Kapur

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Everything posted by Atul Kapur

  1. This one. When the meeting reaches this item, the chair should call for nominations and then proceed as any other election.
  2. There have to be some governing documents, which likely serve the function of bylaws. Otherwise, who pays the pastor and on what authority? And who was allowed to open a bank account? Refer to the documents that answer these types of questions, whatever you call them.
  3. In another thread, you stated that the person who was going to be the meeting parliamentarian resigned. You would do well to engage a certified parliamentarian, or a registered one, to ease you through the process. It may be even easier to engage this professional to preside over the meeting where the revision is considered. An experienced chair can often expedite matters, protect members' rights, and provide explanations along the way. Yes, all parts of the revision are open to amendment. Which is why an experienced, professional chair can be helpful, by handling the procedural aspects. Nothing in RONR requires that. The members have the right to amend it as much as they want. That being said, you can make a motion to Limit Debate in a variety of ways. One way to balance the competing rights (to debate and amend) and desires (for a short, "painless," meeting) is to hold a forum or town hall before the meeting. Those who are interested in the revision can attend and discuss with the committee, ask questions, and even suggest amendments ahead of time, so that the committee can consider them before the meeting. Assuming everyone acts in good faith, this can greatly shorten the duration of the meeting itself.
  4. From the context, I believe that the OP is asking whether the motion can be moved by or on behalf of the absent executive member. This is the British or Canadian use of the word "table." The answer to that question is that the absent member cannot move or second a motion. However, any member who is present can make the motion if they wish; the member who is present is the mover, not the absent member.
  5. Emphasizing this point for Guest Gil Szabo: the City Council that created the task force almost certainly has rules regarding recusal and, hopefully, any effect of refusal on quorum. Those rules supersede RONR (which doesn't mention refusal at all because RONR does not require it) and you should look for your answer there.
  6. If those minutes have been approved, then an individual canNOT unilaterally amend them. If the minutes are of a board meeting, the board can amend them using the motion to Amend Something Previously Adopted. If it was a membership meeting, the membership has the authority. In case it helps, I have written letters (as secretary) clarifying that the terminology used in the minutes is equivalent to the terms the bank wants to see.
  7. You're welcome, but please note the edits I made to the response to make it more complete.
  8. It does not help because these are two very separate questions: 1) What is the situation if an organization is being founded, has no bylaws as yet, and is creating their initial bylaws? (BTW, the answer is a majority vote 54:20 but this does not appear to apply to your organization.) 2) What if an organization has been founded, has bylaws (no matter how poor they are), and is undertaking a revision? Here, all I can tell you is that if the bylaws are truly silent about the requirements to amend themselves, RONR states that an amendment requires, to be adopted either (a) previous notice and a 2/3 vote, or (b) the affirmative votes of the majority of the entire membership 57:1(1). Of course, if the bylaws do state how they are amended, which they should, that prevails over RONR.
  9. Please confirm: are you saying that your current bylaws say nothing about how they may be amended?
  10. You can create a link to the original thread, as I did. You will see the "chain link" icon at the top of the editing box, alongside the bold, italic, etc icons
  11. And, since it was Gary's comment, his response above should be the final word.
  12. In my mind, the closest analogy in RONR was the phrase "at their own risk" in 40:9
  13. It may help in the interpretation to know the vote required to adopt a "propounded" bylaws amendment that was mailed at least 30 days prior. If that is also 2/3, then it suggests that the quoted provision refers to something else (perhaps the vote required to introduce the amendment at the meeting).
  14. The covenants are superior to your bylaws. It appears fairly clear from the language here that appointment of this committee is a duty of the board, but you should obtain a legal opinion, from someone with experience in your jurisdiction's HOA law, on whether the pool arrangement is allowed under this language.
  15. Do you have a question? Specifically, a parliamentary question, as opposed to a second opinion on legal advice.
  16. If the board voted to sign a contract with A and now wants to go with B instead, it depends on whether the contract with A has been signed already. If the contract hasn't yet been signed, the board can rescind the original motion. If the contract has been signed, then the board needs to adopt a new motion to cancel the contract with A. As @Joshua Katz said, this just deals with the procedure within the board and not with any legal or other action A may take against the organization. Well, the board could first ask the body that is authorized to approve such a payment (most likely the membership) to ratify the action of making the payment. If the motion to ratify is defeated, then those individuals on the board who voted to make the payment are responsible for repaying the organization. You document exactly what happened, without editorializing. The board minutes record the motions and what happened to them (adopted, defeated, etc). The general meeting minutes would record the motion to ratify and its fate.
  17. In this thread with the same question, I did outline a process which could achieve the similar result. As noted, it may still require a change to the bylaws.
  18. With one exception: with unanimous consent, the someone can still change their vote for a short time after the results are announced.. 45:9 tells us After the result of a vote has been announced, members can still ... request unanimous consent to change his vote. ... if any of these actions is to apply to a vote after the result has been announced, it must be taken immediately after the chair’s announcement, before any debate or business has intervened. For example, it is too late to take these actions after any member has been recognized and begun to speak in debate or to give a report or presentation, or after the chair has stated the question on a subsequently made motion, or after the chair has begun to take the vote and any member has voted on another motion that was pending.
  19. A member in attendance could move for permission to read the absent member's written submission. This requires a second, is not debatable, and requires a majority vote. See §33. REQUESTS AND INQUIRIES, particularly 33:20 Request to Read Papers, which also shows alternative ways that permission may be requested or assumed (by the chair / without objection).
  20. Yes, but I was showing the implications of taking the position that it is a FPPL and creates a continuing breach if violated.
  21. Theoretically, perhaps -- although that could create the need to re-write a huge number of motions and legislation. However, that would also open the door to a lot of mischief. For example, I see nothing in the OP's description that indicates lack of a rational proposition, at worst poor wording, inattention to detail, and lack of in-depth analysis of the implications and ramifications of the motion. But, by suggesting it has no rational proposition is a large leap. And gives the opponents of the motion unlimited opportunities to rescind it on a majority vote without notice (by voting on the appeal). Actually, it allows the opponents of almost any motion these opportunities. And doesn't that violate a principle in RONR about the requirement to change/rescind a decision being more than the vote required to adopt it?
  22. The way these this paragraph is written implies (or, at least, I infer) that you are suggesting that a point of order could be raised at the next meeting. Are you suggesting that adoption of a motion without a rational proposition is a continuing breach? I would have thought that a point of order would have had to be timely.
  23. Robert's Rules says no such thing. Ask the attorney to show you where it says that and, please, come back and share the citation. Is your organization subject to an "open meeting" law (aka "sunshine" law)? Many of those say such a thing.
  24. I guess you'll have to take your argument up with the authors.
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