Atul Kapur

What did the Chair indicate when they put the motion to Postpone to a vote? The Chair should ensure that the assembly is clear on the question they are voting on. It may be that the Chair also felt that "everyone knew" what was meant. Has your association ever actually Postponed a motion Indefinitely (it's uncommon in most organizations I've been involved with)? If not, it seems reasonable to assume that the assembly did understand this to be the motion to Postpone To a Certain Time (Postpone Definitely), in which case it should show up under Unfinished Business and General Orders next month.

Mr. Brown goes on to the example of his local NAP unit and the relationship with his Louisiana Association dues. When I read Guest Constance's post, I took it to mean that this was the National Association Treasurer. That is, the parent organization exempted the treasurer from paying membership dues but still required the person to pay their district dues. To go back to Mr. Brown's analogy, this would be similar to the NAP exempting the Association Treasurer from paying membership dues, but they would still be required to pay dues of the Louisiana Association and the Metairie Unit. In this situation, could the national association exempt the treasurer from paying the state association and local unit dues? Or does the answer depend on what is stated in the bylaws?

Depending on the details (eg: is this for meetings of the board or the Society as a whole? Is the draft agenda distributed to members some time before the meeting?) it could be argued that this rule effectively requires previous notice for any item that will be discussed at the next meeting. In that case, it would be a rule that protects absentees and therefore could not be suspended when any member is absent.

If there is ambiguity in determining who is a member then your organization is on surer ground by using the provisions that apply to members. It seems fundamental that an organization should know who is a member, so I would advise that your organization clarify your bylaws.

First of all, under RONR, minutes shouldn't include conversations or even a summary of the debate. "the minutes should contain mainly a record of what was done at the meeting, not what was said by the members. The minutes should never reflect the secretary's opinion, favorable or otherwise, on anything said or done." (p. 468, ll. 17-20). Second, Minutes are approved by the body that held the meeting, not just by the chair (or the secretary). "The chair calls for the reading of the minutes, asks for any corrections, then declares the minutes approved, as shown on pages 354–55." (p. 474, ll. 5-7). p. 354, ll. 28-33: "the chair asks, "Are there any corrections to the minutes?" and pauses. Corrections, when proposed, are usually handled by unanimous consent (pp. 54–56), but if any member objects to a proposed correction—which is, in effect, a subsidiary motion to Amend—the usual rules governing consideration of amendments to a main motion are applicable (see 12)." Third, if the chair refuses to put a properly made motion (such as the motion to Amend / Correct the minutes), then the provisions of Section 62 come into play "Remedies for Abuse of Authority by the Chair in a Meeting". p.650-ff state that if the chair "ignores a motion properly made and seconded" then someone should raise a Point of Order and, if necessary, take an Appeal from the decision. RONR goes on to tell you what to do if the chair ignores the Point of Order or ignores the Appeal, up to removing this person from the Chair. Now those are the rules. To make them reality requires majority votes, so that involves pre-work and discussion with others. But that's beyond what's in RONR.

A search for "non-members" gives us the following helpful quotes, which all say about the same things: the board can determine which non-members of the board, if any, are allowed to attend its meetings; it can Suspend the Rules to allow someone who is not a board member to speak. Your bylaws could give members more rights, but this is what RONR says. You've listed Article 6, Section 9 which doesn't seem to affect the above. However, I have two questions about how your club interprets it: 1) In the time between your board making a decision and the membership voting on it, can the decision be acted upon? Or are these decisions only put into effect once the membership votes on them? 2) It may never have come up yet, but the wording "a majority vote of the Members present" is ambiguous. Is it a standard majority vote (abstentions don't count) or a majority of the members present (abstentions are effectively negative votes).

The important question, Impapergirl, is how your board handles the motion to "table" to the next meeting. If you treat it as a motion to Postpone -- that is, it's debatable and amendable -- then it makes perfect sense to proceed as GWCtD recommends: the chair should state the motion using its proper name. From your description that they're tabling to the next meeting, then this sounds like the intent. If, however, your group is using "table" and deeming that it is not debatable (similar to "Lay on the Table"), then there's more of a problem and more specific education is advisable. I understand the desire on the part of some to be "not so strict" but operating correctly can and should be done easily without being officious.

Are these two sentences in conflict? Whether you pick May or June (and I agree with Mr. Brown that you should choose one) do the two provisions -- "following the close of the meeting" vs "until their successors are elected" -- fit together? Would it be better for the second sentence to say "...until their successors are elected and assume their official duties." ? Or is it that an immaterial difference?

I agree with Mr. Brown. Thank you, Jay, for posting the exact bylaws language. While your organization has to interpret the bylaws for itself, it seems clear - to me, at least - that the "three terms lifetime" limit applies to trustees (four-year term) rather than to the Executive positions (one-year term). So my previous reservation (which I posted as "Student") is withdrawn.

J. Katz' answer covered what I was typing and beat me by 2 minutes

Assuming that these are amendments to your bylaws, they apply immediately (as you noted) and yes, that means that some of your trustees were termed out as soon as the amendments were adopted and should stop serving. If the organization wanted it to be applied differently to current trustees, you could have adopted these amendments with a provision to specify that. Josh Martin answered this in a discussion on "Presidential Resignation - Terms". I've copied the relevant paragraph here: "when an amendment to the bylaws is adopted, the amendment takes effect immediately. As a result, if the bylaws are amended so that there is a limit of two consecutive terms, that limit will apply to all members of the board, including board members whose terms began prior to the adoption of the amendment, unless a proviso is adopted which states otherwise. Indeed, some board members may even be “termed out” immediately, if they had already served two consecutive terms. "

I was commenting on the organization's bylaws, not RONR. The point I was making was that they should confirm what their bylaws say. Given that the organization's bylaws differ from the RONR sample, I thought it important that Guest boardnightmare not simply assume that what is in RONR automatically applies to their organization.

In addition to Richard Brown's note about this only being allowed at a regular meeting, two other things are worth noting: 1) The vote required is " two-thirds vote of those present" so you will need an accurate count of all those who are present, as abstentions may affect the result. 2) This article of the bylaws applies to Officers; not all members of your board are necessarily officers so this would not apply to them.

Well, if that is all that your bylaws state about special meetings, then the provisions in RONR apply where the bylaws (or special rules of order) are silent. Therefore... "Notice of the time, place, and purpose of the meeting, clearly and specifically describing the subject matter of the motions or items of business to be brought up, must be sent to all members a reasonable number of days in advance." (p. 91, ll. 31-35) - So the call has to be sent out "a reasonable number of days in advance" not 5 minutes. (BTW, if the bylaws give a specific notice requirement for board meetings - not just regular board meetings - then that requirement may also apply to special board meetings) - "discuss questions/concerns" doesn't meet the requirement of "specifically describing the subject matter of the motions or items of business to be brought up". Note that this requirement doesn't mean that you have to give notice of the specific motion that may be moved, just the purpose of the meeting (see RONR p.93, ll. 13-21). So, (moving to the hypothetical) if the call for the special meeting said it was about "discussing concerns about the actions and/or behaviours of the officers", that would be, in my opinion, specific enough to allow a motion to remove the president.

Well, someone (likely the chair) must have said, "It is tabled to the next meeting". If no one objected at the time, then it sounds like the chair assumed the motion (to table) and it was approved by unanimous consent (ie: no one objected). This is described in the RONR under "Adoption of a Motion, or Action Without a Motion, by Unanimous Consent" which begins on p.54 (emphasis added). Similarly the approval of the "conceptual review" sounds like it was also done by unanimous consent. As long as all members understood what was going on, both of these sound fine. This is a great timesaver for non-controversial matters. For the purposes of this answer, it does not matter what a conceptual review actually is; I'm only commenting on how the matter was handled. Also for the purposes of this answer, I have ignored the misuse of the term "table". Correctly, the item was Postponed to the next meeting.

Well, if they're not members of the other auxiliary, they have no right to vote at that other auxiliary's meeting. It may be that you are asking whether visiting the other auxiliary means that they are in a conflict-of-interest position when an item comes up at their own meeting that affects the other auxiliary. In that case, no one can prevent the member from voting on the item (according to RONR). Your bylaws may impose a restriction.

I believe that's exactly the situation and was trying to imply that in an earlier response. I'm reluctant to give details because (1) it takes away the learning from the Study Guide for others, and (2) it doesn't seem to fit the purpose of the forum.

Larry, go read question 369 more carefully. Pay particular attention to RONR lines 4-5 versus the answer that you say contradicts #2

Page vii (two pages before the start of Contents)* states that "This Eleventh Edition supersedes all previous editions and is intended automatically to become the parliamentary authority in organizations whose bylaws prescribe "Robert's Rules of Order," "Robert's Rules of Order Revised," "Robert's Rules of Order Newly Revised," or "the current edition of" any of these titles, or the like, without specifying a particular edition." [emphasis added So your organization is automatically updated to the current edition. Page vii goes on to say that if your organization has specified a particular edition (eg: 5th edition), then you're stuck with that one until / unless you change. See page 588 for the recommended wording in the sample bylaws. *Note that page vii is not, itself, numbered. But if you count back from the first numbered page (x), you'll find it on page vii.

Without commenting on the advisability of the wording, I will note that there is another definition that resolves Dr. Goodwiller's last objection. That is: a majority vote (as defined in RONR) with the additional requirement that the votes in favour must be a majority of the number required for a quorum. So, in his example of an assembly of 260 members (quorum is 131)a, to achieve a majority of a quorum, a motion can be adopted by a majority vote, as long as there are at least 66 votes in favour (66 being a majority of 131).

Refer to page 441, particularly the footnote, which suggests that subsequent ballots would be conducted under the new rule.

I don't see how disagreeing with the Chair's ruling, or decision of the assembly on an appeal, at meeting #1 constitutes a continuing breach that would allow a point of order during meeting #2. I question Josh Martin's first bullet: The reference quoted in the original thread (p. 347, l. 35 - p.348, l. 2) gives the inquorate meeting the authority to make the decision. Following Mr. Martin's logic would mean that any adjourned meeting would also be invalid (both the motion to fix the time to which to adjourn and the appeal get their validity from the same paragraph). So why would the timeliness requirement not apply?

Even in the absence of a quorum: "...other motions may also be considered if they are related to ... the conduct of the meeting while it remains without a quorum. " page 347 line 35 - page 348, line 2. The appeal would fall within this definition so could be heard and decided at the inquorate meeting.

Given that this is described as a "non-profit museum", I'm wondering whether it's incorporated and/or whether there are other relevant laws that apply to this organization --- laws that would override RONR.

I'm going to assume from the way you use the terms that each meeting is a separate session (See Section 8, starting on p.81). If the next session occurs within a quarterly time interval, and you have not adopted a special order of business (which I assume from your statement, " the charter is nearly completely devoid of meeting procedures."), then the standard order of business is: 1) Reading and Approval of Minutes 2) Reports of Officers, Boards, and Standing Committees 3) Reports of Special (Select or Ad Hoc) Committees 4) Special Orders 5) Unfinished Business and General Orders 6) New Business (p. 353) Items which were postponed to the present meeting are considered under Unfinished Business and General Orders. Note that this is before New Business. It's unclear from what you've said whether the resolutions are recommendations from a committee; if so, they could be brought up under Reports from Standing/Special Committees (whichever type of committee applies).