A Brown

Considering this statement: "If no method of nominating has been specified in the bylaws and if the assembly has adopted no rule on the subject, any member can make a motion prescribing the method. (46:3) If the bylaws specify that a slate will be presented by a nominating committee, but there's no provision for nominating from the floor, does that mean that nominating from the floor isn't allowed? Bylaws example: "The delegates of the council shall elect the directors for a term of three years, or until their successors are elected. The nominating subcommittee of the governance committee shall prepare a slate of nominee directors for consideration by the voting body that reflects the board profile needed at that time as determined at the discretion of the board."

I cannot find anything in RONR about implied consent. I know unanimous consent involves the chair asking if there are any objections, but if the chair doesn't ask this and nobody objects, is implied consent valid? I realize the bylaws could allow for it in meeting notices, but what about other times? For example, if say, the Standing Rules are presented, and the chair at no point asks if there are any objections, and it's not even presented or insinuated as such that there should be a vote and the meeting continues, are they valid via implied consent?

The bylaws state: With use of the word SHALL, does this mean the President cannot delegate the duties of Chair to a non-member third party, and the VP must assume it instead? What if both refuse to chair? Is the delegate body allowed to vote as to whether they want a third party to chair the meeting with the bylaws written as is?

Oh boy. We're talking about an assembly of over 1000 members.

I am reading pgs. 348-349 (11th edition) regarding enforcing quorum requirements. Has anyone run into an issue where the technology used for an electronic meeting doesn't allow members to notice if a quorum is no longer present? What can be done about this?

They are proposed standing rules which will be adopted at the convention. And thank you for the note about Request for Info. Good to know.

Thank you. The motion to amend would be made at the time the standing rules are pending for adoption.

I have a question regarding amending a specific convention standing rule. Here is the situation: Our Standing Rules for an upcoming convention state that the only interrupting motions that will be allowed are Point of Order & Appeal. I have sent an email to the convention parliamentarian and asked why Point of Info & Parliamentary Inquiry aren't included, but I haven't heard back yet. If we wanted to amend the standing rule regarding interrupting motions so that it includes Point of Info & Parliamentary Inquiry, am I correct in stating that it would require a majority vote and not a 2/3rds vote?

Thanks. Hopefully I can explain it in more detail just to make sure I understand you correctly. Proposal 1 would amend the bylaws to give authority for a task to both Position #1 and Position #2, and if it passes, Proposal 2 would only speak to Position #2 in regard to its new authority. If Proposal 1 is amended so that authority is ONLY given to Position #1, how should Proposal 2 be dealt with? The chair should drop Proposal 2 and no motion is necessary to dispose of it? That is how I interpret what you stated and what the last sentence of RR says.

If there are two proposals regarding bylaw amendments on an agenda, and the first proposal is amended (and passes as amended) which makes the second proposal no longer germane, how do you dispose of the second proposal? A motion to postpone indefinitely?

Actually you know... I am looking at the proposal (assuming it won't be modified), and it just might be possible to amend it to include wording that would "approve" the action the board took. It's a long shot but I'm going to keep it in mind depending on how some of this plays out. Edit: But it would probably give the board the authority of the action from here on out, and that will be an enormous sticking point. Ugh! It would be best if the action itself could be done and unrelated to this proposal.

There is an exception to the board deciding what proposals go on the agenda, but there is no exception to the deadline. If a proposal is supported by 15% of the entities then the proposal HAS to go on the agenda if it gets in before the deadline. However, if it involves a Constitutional amendment, then only the board can approve or deny the proposal. The board can bring forward additional proposals of its own. There are other sections of our booklet of governance documents that can be amended other than the Constitution. This is not official yet as the set of proposals to be voted upon by the delegates is due to be released very soon, but supposedly there is one proposal that is related to the topic that was supported by over 15% of entities so it has to be on the agenda. But amending it to add the actual action taken by the board would definitely be deemed out of scope. The proposal was released prior to the lawsuit ruling, and it has thrown a big wrench into the works because it assumes the board has the authority - which conflicts with what's in the Constitution. This is a huge mess! It won't resolve the matter completely, but I think the delegate body voting on the action itself and making it official will possibly prevent at least some further fallout. Who knows - maybe the board will surprise me and actually bring what they did to a vote? I seriously doubt it, but miracles do happen!

Unfortunately, it's not a moot point because of how our organization is structured. It's a federation of regional entities registered as their own nonprofit in their home state, and the national organization gives charters to these regional entities. One of the regional entities filed a lawsuit in its state, and that state's Supreme Court found the board's action unauthorized and that the authority is vested with the delegates. However, the board is still claiming authority over this action even though the ruling was pretty emphatic - but - technically it only applies in that state. Every regional entity has its own set of delegates and they meet as an assembly during a convention held every three years.

Thank you. FWIW, a lawsuit was filed in a state court and the action was deemed unauthorized by the Supreme Court of that state. But this is a national organization, so the ruling only applies to the state it was filed under (the issue does concern money). I truly do not believe members as a whole are out for blood and would rather we all find some way to settle the matter amicably, but at the same time, it might bring some needed closure in some aspects (at least for the time being) and make a statement if the delegate body can bring forward a vote on the action to make it "official." Unfortunately, it is not as simple as making a motion. Per the bylaws (really a Constitution in this case), motions are considered proposals, and there is a deadline for submission of proposals, and the board is the one who determines if a proposal is added to the agenda or not (with some exceptions). We are way past the deadline, and people were waiting to see the result of the ruling which came after the proposal deadline. I was just curious if there was a way to force a vote by way of declaring the board's action a continuous breach.

If I understand this correctly, a point of order can be made at any time including a later meeting when a continuous breach meets one of these criteria (RR pg. 251): a) A main motion has been adopted that conflicts with the bylaws (or constitution) of the organization or assembly (side note: doesn't apply to rules of order) b) A main motion has been adopted that conflicts with a main motion previously adopted and still in force, unless the subsequently adopted motion was adopted by the vote required to rescind or amend the previously adopted motion, c) Any action has been taken in violation of applicable procedural rules prescribed by federal, state, or local law, d) Any action has been taken in violation of a fundamental principle of parliamentary law, or e) Any action has been taken in violation of a rule protecting absentees, a rule in the bylaws requiring a vote to be taken by ballot, or a rule protecting a basic right of an individual member For c, d, or e, does "any action" include ones taken outside of a delegate meeting by a board that overstepped its authority at one of its own meetings according to the bylaws? In other words, could a delegate raise a point of order at a later meeting stating a certain action taken by the board was unauthorized because the bylaws grant the authority to the delegate body?