RSW

Apologies - I was trying to edit the previous post and it posted a new one. I can't delete, so I'm editing it out.

Sure, happy to clarify. I'm going to use "parent organization" for our parent group, and "subsidiary organization" for our group. There's a document referred to as a "constitution" for the subsidiary organization. The subsidiary organization has no separate bylaws. This constitution is provided by the parent organization, and accepting it is a requirement for our subsidiary organization's existence. It provides: The Annual Business Meeting isn't *our* group - it's the *parent* group. Elsewhere in the constitution it provides: Since that second provision is in the constitution, the constitution specifies that it can only be amended by the parent organization, and there's no exception for adjusting the quorum anywhere in the constitution, I think that leaves us stuck. Regarding Mr. Martin's very understandable question, the provision is also in the constitution:

Okay....this is a bit complex, but hear me out. An organization is meeting, and they *frequently* don't make quorum. There are things they're *absolutely required* to do that they can't do, sometimes for months on end. The solution to this would typically be to adjust the quorum (per guidance in 40:3). The problem is, the quorum is set at 50% in the bylaws, and the bylaws can't be amended because they're set by the parent organization. Fixing the problem on that level is a complete non-starter. So now we're down to what the organization *can* do. Membership in the organization is of three types - active, inactive, and honorary. A quorum is over half of *active* members. Moving a member to "inactive" status - which confers essentially no loss of privileges *other than* voting - removes them from the number needed for a quorum. The way they're removed from active membership is described in the bylaws as follows: So.... Is it permissible for the Executive Committee to pass a motion that automatically (i.e. "without the Executive Committee having to handle each case as it occurs") confers the "inactive" status after, say, three regular meetings have been missed? And a second motion that automatically reinstates said member upon their next attendance at a meeting? And given that the organization must approve all Executive Committee actions for them to be valid, would such a standing rule be valid indefinitely once approved by the organization?

Apologies to Mr. Brown - I read 40:32, but somehow missed the "footnote 1" text!

Thanks for the reference. That clears everything up.

I believe you 100%. I'm just wondering the *basis* for that statement. Can you share the RONR reference(s) and/or logic?

Would your logic be that the point of *not* taking a count is to not be dilatory, but if you've already done it then the information is useful to record?

If we're moving to suspend the rules, purely technically, is it possible to suspend the rules in such a way as to take a vote where the final count completely ignores write-in candidates? I'm guessing it's likely improper (or at the very least, a bad idea) - but wondering the grounds upon which that's the case. Barring bylaws or state laws to the contrary, of course, reading through section 25, I'm not seeing anything that just jumps out to me as to a reason.

RONR 48:5(2)(a) provides: Does "a count has been ordered" solely mean when the assembly has ordered a count? Or does it apply to a count taken incidentally? For example, with many meetings happening online via Zoom it's very difficult to effectively do things like rising votes and such. So if a voice vote is questionable, or somebody calls "division!" I've seen situations where a chair will just conduct a Zoom poll. That poll, by its very nature, yields an exact count. Or in a particular in-person meeting, a chair may count for his own purposes *without* the assembly ordering it. If done, should that count be recorded in the minutes? Or should the count only be recorded if it was ordered by the assembly?

In addition to what Mr. Katz indicated, it's worth noting that RONR generally isn't intended to prevent the majority (especially a supermajority) of a group from doing something they want to do - whether that's conducting routine business or writing (potentially ill-conceived) bylaws. Whether the things decided are stupid or not is immaterial. I saw an organization once that struck the sentence from their bylaws that incorporated RONR as their parliamentary authority, and didn't replace it with anything. That decision was, from my point of view, pretty stupid - but it's the organization's right to do it, if that's really what they want to do.

If you're balloting by mail, or in some other way where repeated votes are difficult, you could consider "ranked choice voting" - https://ballotpedia.org/Ranked-choice_voting_(RCV) Or if you're voting in person but people just won't budge on their votes, you could consider bylaws provisions to do something like drop the candidate with the lowest number of votes before re-balloting. That eventually whittles the field down to two.

This would get better attention as its own topic. That said, if the Board of Directors is holding a properly-called meeting, and the content of the things to be ratified are within the scope of its authority as a board, there's nothing that would prohibit them from ratifying a number of items as a block. Regarding motions, if there's no requirement they do something like permit others to speak to a motion, there's nothing to prevent them from introducing each motion and adopting it immediately by unanimous consent. RONR isn't designed to slow things down - it's designed to be an efficient way to accomplish things in an environment assumed to be potentially contentious. When there's no contention, it's very efficient.

And in the event of a point of order against (or agreement with) the president's interpretation of the bylaws, a bylaw amendment to clarify the language might be a Very Good Idea.

Thanks for the confirmation. Regarding the second part, when I said: I was more going for the idea of "Candidate A doesn't just become 'elected' because he/she is unopposed". There are some groups that seem to have the idea that an unopposed candidate will automatically get elected.

And if three opinionated parliamentarians at the meeting were differing about the proper way to get the original motion back on the table, but the rest of the assembly were (a) in agreement that the original motion needed to be reconsidered, and (b) tapping their feet and fidgeting uncomfortably, somebody could just propose a motion to suspend the rules in order to allow the reconsideration of the original (unamended) motion?

If something is out of order to do "in gross" in a meeting, I'm not sure how putting it on a consent calendar would make it any more orderly. 51:48(b) in RONR 12th would seem to cover your exact situation (some "agreeable" amendments, one or more "contentious" ones). 51:48(c) covers the approval of *all* amendments in one fell swoop. Unless I'm missing a reference you're making

Per RONR 45:32: So in the situation of a single candidate (Candidate A) and a bylaws-required ballot vote, let's say there are 100 ballots collected. This candidate is very unpopular, so these are broken down as: * Candidate A - 35 votes * Blank ballots - 25 votes * Donald Duck - 40 votes Per RONR, it would seem that the blank ballots get set off to the side, because they're blank. Obviously Donald Duck isn't an eligible candidate, and therefore can't be elected. It seems RONR is saying that we would subtract the blank ballots from the total (100), as there's no candidate preference indicated. That gives us 75 votes for computing the majority, and thus Candidate A received 35/75, which isn't a majority. Donald Duck is ineligible to be elected, so a re-ballot is therefore required. Am I understanding this correctly? Presumably it would then be the responsibility of the assembly to find somebody that *could* get over 50% of the vote, or to have further debate and get some of the blanks / Donald Duck votes to switch?

Even just an ePub version would allow reading on most any digital device, and the source for compiling the ePub already exists if it's available on Kindle.

Do your bylaws provide anything about membership in the organization terminating upon non-payment of fees, or whether members with late fees have a different standing?

Absolutely agree. I agree 100% that if the person has submitted a resignation post-election the issue is indeed closed in the case of OP's organization. OP's statement was that "Now that she won the election this leaves the vp position vacant," and it seemed to me as if OP was stating that the winning itself vacated the VP position. I may be reading too closely on this and seeing something that's not there, but that statement by itself ("this leaves the vp position vacant") is not inherently true by my reading. The bylaws would either have to provide for it happening automatically (expiration of term, or that an officer may only hold one office), or the VP would have to submit their resignation as you believe likely already happened. Otherwise, they're *still the vice president* post-election. Practically speaking, in such a case (no resignation submitted / accepted) the office is not vacant. Sure. In a group like a Toastmasters club, there's a president and three VPs with roles differentiated by areas of responsibility. This is in addition to secretary, treasurer, and SAA. There's a hierarchy of the VPs provided for by bylaws, but the president and secretary are *required* offices where any given VP is *optional*. In such a case, it's not completely unheard of for the president and the highest-ranking VP to be held by the same person as the president is an office that's absolutely required, but the highest-ranking VP actually has the most responsibility on a day-to-day basis so is thus essential rather than required. Is it optimal? No. Is it *wise*? No, unless the organization ceases to exist otherwise, in which case it depends on how much one values the organization's continued existence. But is it *legal*, per RONR? As far as I can tell, yes. And particularly, per my thought above, a VP doing something like stepping up to fill a vacancy of the presidency mid-term would not procedurally vacate that VP's office. They would have to take separate action to do so. In any similar organization (bylaws with hard requirements that offices be filled, and a lack of candidates to do so - as is potentially the case with OP's organization, as the VP spot seemingly stands vacant) I could see the concept being very applicable.

I was merely commenting on the OP's observation that it seems inefficient. As for the rationale, I agree with Mr. Brown's hypothesis that General Robert may have thought it "unseemly", and nobody ever decided it needed to be corrected. There's a lot of tradition in parliamentary procedure that would appear to stem from that sort of rationale.

Agreed, although OP's assessment of whether she still held the office could be based on the very assumption that I'm questioning below. The reason I quoted Mr. Honemann's quoting of Guest Puzzling's reply is that he quoted the text as if it were a certainty that she would have to resign as VP in order to accept the role of president. I believe that OP considers that statement true, but because it's not clear to me from RONR I'm wondering if RONR provides the requirement somewhere that I'm missing as Mr. Honemann is certainly more familiar with this topic than I am. If it were a matter of bylaws providing for it, I would have expected the note that RONR contains no such prohibition but that an organization's bylaws may have more to say on the matter. I'm a member of a rather large organization with semi-autonomous sub-groups where people *routinely* hold multiple executive offices simultaneously. I still think it's bizarre, but it happens - and as far as I'm aware our bylaws don't explicitly carve out the exceptions *other than* to dictate that two specific positions can't be the same person. The fact that we think something is silly doesn't mean it's "strictly forbidden".

RONR 45:31 provides: This would *seem* to imply that somebody could hold multiple offices simultaneously unless the bylaws prohibit it, which would seem to imply that RONR contains no such prohibition. Is there an exception for President that I'm missing? I didn't see anything relevant in RONR 47, but I may have missed something. I fully concede that it would be pretty silly for somebody to be both President and Vice President, but is it strictly forbidden?

Default with RONR requires a majority vote, with re-balloting if an ineligible candidate wins. 46:31 provides: If you wind up in a scenario where somebody is potentially on the ballot for multiple offices, you may want to use separate ballots and do each office sequentially. At the point they win one election, their name would then be withdrawn for subsequent ballots or, if your bylaws don't prohibit it, 46:31 continues:

You'll note that moving based on a single officer's report is phrased as a "a motion can be made", whereas moving based on a committee's recommendation is phrased as "the chairman or other reporting member should make any motion(s) necessary". A committee's report, by definition, already has enough support behind it to be worthy of bringing motions to the floor. A particular officer's report may or may not have such support. And if literally nobody else is interested in pursuing the recommendations it's actually *more* efficient to not move them in the first place.