Alicia Percell, PRP

To add a little more, in 47:4 is a list of chair duties, and it includes: "5) To protect the assembly from obviously dilatory motions by refusing to recognize them (39). 6) To enforce the rules relating to debate and those relating to order and decorum within the assembly (3:9–13; 4:27–32; 43)." "

Yes, this is correct, but it must be noted that the decision in this matter should be based upon the members' honest interpretation of the rules, not their personal wishes. Regarding Mr. Martin's caution above, I'd take it further. If the bylaw which defines the eligibility is in some way vague, and the point of order is used for the assembly to interpret its meaning, that's what an appeal is for. However RONR does not allow use of a point of order, a ruling, and an appeal to just merely bulldoze a clear bylaw if that's what the majority votes to do. See RONR (12th ed.) 24:3(2) in discussing rules for appeals, the appeal: "2. Can be applied to any ruling by the presiding officer except that a) [...] b) when the chair rules on a question about which there cannot possibly be two reasonable opinions, an appeal would be dilatory and is not allowed." If it's really clear that these people are not eligible under the bylaws, then the chair should not allow an appeal because there's nothing to be interpreted. Refusing to allow such an improper appeal is the chair's job, but it can have political ramifications, and the chair should politically protect himself by explaining such a refusal and reading the passage quoted above and saying in detail how it applies to the eligibility rule at issue. Otherwise, people less familiar with RONR may fling accusations that the chair was allegedly abusing his power, or denying the members a vote, or some such nonsense, when he is really just doing his job to adhere to the bylaws. There are situations in which an appeal is not allowed.

The replacement serves according to whatever rules your bylaws set for such a situation. If your bylaws say nothing on that topic, then they would serve the unexpired term of the person they replaced.

I'm adding some citations to support portions of Mr. Martin's answer above. RONR (12th ed.) 45:18 says that, "On a ballot vote in an election or other vote involving multiple possible choices, members are able to write in or fill in a vote for any eligible person or choice and are not confine to voting for or against candidates that appear on the ballot." That's a classic passage we point to for allowing write-ins of people not formally nominated, however note that members can only vote for ELIGIBLE persons. Skipping a few paragraphs to 45:32 you'll find in the context of how the tellers should tally the votes, "Unintelligible ballots or ballots cast for an unidentifiable or ineligible candidate are treated instead as illegal votes -- that is, they are counted as votes cast but are not credited to any candidate or choice." In other words, votes for ineligible candidates factor into the calculation of how many votes are required for a majority vote, but you can't actually elect the ineligible candidate. To do so would be a violation of the law which establishes the eligibility requirements, thus if nominations are made for any ineligible candidates, the chair should (as advised above) rule the nomination to be out of order. 45:37 shows how the tellers should report any illegal votes in the tellers' report.

As Mr. Martin noted above, you'll need to check the organization's bylaws (or possibly applicable law) to find the definition of exactly who has the membership rights. Under RONR, members have rights to attend meetings, make motions, speak during debate, and vote. See RONR (12th ed.) 1:4. IF you find that those rules do say that only names on the property deed are "members" and the person in question is not a member, then the nonmember does not have membership rights to do those things, including speaking during debate. However, the members could suspend the rules with a 2/3 vote to allow such a nonmember to speak in debate if they wished to hear from the nonmember. See RONR (12th ed.) 25:9 footnote 7. You also mentioned that this person tends to be "disruptive," which is a subjective term, but even if the person is determined to be a member, under RONR they are generally not allowed to just interrupt and speak without obtaining recognition, etc. (There do exist some unique exceptions which allow interruption for particular types of actions, but my guess is that those exceptions are not the issue of which you complain.)

Is it all that difficult to amend your bylaws so as to allow whatever you feel needs to be done now? Though not an RONR issue, I'll just point out as a matter of language that there is a very big difference between something which IS a public safety issue versus something which COULD become a public safety issue.

Agreeing with Dr. Kapur that the clause you provided seems to require APPROVAL of the board for any proposed committee chairs. If the board doesn't like the president-elect's nominees, then they can vote no on their approval. If there's no majority approval by the board, that person doesn't become committee chair. Just as a personal preference comment, I have come to dislike bylaw clauses that say Person X does such-and-such with "advice and consent" of the board. The clause here is phrased a little better in that it uses the word "approval" instead of "advice and consent." Non-parliamentarians often interpret such clauses to give more power to Person X than parliamentarians read into it. The only way for a board to consent is with a vote, and that introduces the possibility of a majority no vote, thus Person X doesn't have unilateral power on that subject. In reality, such a clause gives the power to the board rather than to Person X, though Person X sometimes thinks they have more power. It may take longer to get to a result because Person X may persistently propose things the board doesn't approve, thus the process could be repeated over and over until Person X finally nominates an option which can win board approval. It seems to me it would be more direct to just say the board elects the committee chairs, and both board members and the president could make nominations, and it's a more direct path to the result. I think some phrases are put into bylaws because people new to writing bylaws lean on phrases they've heard before which sound nice and formal, though they don't yet have the real-world experience of how such a phrase would operate. I still recall my first pitiful newbie attempt at bylaws when I didn't know RONR, so I can sympathize! Anyway, the point to apply to the question here is that the second rule shown to us requires approval of the board, so you have a path to vote no.

Presuming that your organization uses RONR, no, there is nothing at all in RONR which suggests that the board president has such super-speaker privileges. When he is a member of a committee, he is subject to the same rules as any other member of the committee. He needs to seek recognition and await the committee chair assigning him the floor just like everyone else. I suggest that someone ask him to provide a citation for where one would find such a rule, and he won't be able to do so from RONR. I suspect that if your organization had adopted its own rule to that effect, you'd already know about it.

RONR (12th ed.) 47:38 (emphasis added): "...The treasurer is required to make a full financial report annually or as the bylaws may prescribe, and to make such interim reports as the assembly or the executive board may direct. (For the suggested form of this annual report in simple cases, see 48:22ff.)" RONR (12th ed.) 48:24: "Action on the financial report. No action of acceptance by the assembly is required—or proper—on a financial report of the treasurer unless it is of sufficient importance, as an annual report, to be referred to auditors. In the latter case it is the auditors’ report which the assembly accepts. [...]" Granted, these two passages are talking about the treasurer of the organization, but when you have a committee handling a special event with its own finances, it seems to me the financial report back to the board would be a parallel scenario. It is the board's job to provide financial oversight, and if they choose to do that by asking for more detailed reports, they can do that. I don't at all think that terms like "abuse of power" and "harassment" and "frivolous" are fair to apply to such a request for more detail. Maybe there are other personal disputes which are playing into perceptions of why they would ask for such, but the board is entitled to as much detail as they want regarding the organization's finances.

How was it initially established that the deadline for nominations would be in April? Is it in your bylaws? Was a motion previously adopted to establish that there would be an April deadline? Is it just that April is the meeting in which the elections would occur? Something else?

You only showed us a provision which says the president and board together form the committees. You also said the president will appoint committee chairs, and you said board members cannot propose alternate names for committee chairs. We have not seen the language of your bylaws which establishes who appoints the chairs and who cannot propose alternate names. That seems like a pretty important rule for us to see also.

Yep, it definitely says, "present." We never got clarity on the count or hints that the question in his mind involved varying attendance in this particular situation, just a question which stipulates that it is a small board and then asks procedure based on that premise. But it's a good idea to highlight that. Given this phrasing, a board could at one month's meeting be a not-small board but at the next month's meeting be a small board, depending on how many showed up. As you note, if attendance fluctuates above and below "about a dozen" there could be inconsistency. If there is consistency in whether it is a small board (maybe it only has 7 members), the rules would be consistent.

What else do you imagine when it says, "The rules governing such meetings are different...?"

Unless it is a small group in which it is well known by all who is or isn't present, perhaps someone has come in late and they are present without the secretary realizing they are present. In such a case, calling all the names will give this late-arriving member the chance to vote, whereas they would be mistakenly skipped if only the names of those known to the secretary to be present were called. The procedure for a roll-call vote can be found beginning at RONR (12th ed.) 45:47, but note particularly in 45:50 it says, "At the conclusion of the roll call, the names of those who failed to answer can be called again, or the chair can ask if anyone entered the room after his or her name was called..." Clearly in context, the roll was the complete membership roll, not just a list of those known to be present at the time.

Presuming it's clearly a "small board" then those ARE consistently the rules from one meeting to the next.

Just to add a citation and further emphasis to the advice given above, see the footnote on page 1 of RONR 12th ed.: "A group that attempts to conduct the deliberative process in writing -- such as by postal mail, electronic mail (e-mail), or facsimile transmission (fax) -- does not constitute a deliberative assembly. When making decisions by such means, many situations unprecedented in parliamentary law will arise, and many of its rules and customs will not be applicable (see also 9:30-36)." If your constitution says you can do it, then it's up to your organization to also adopt rules about how it's done, and RONR isn't going to be a lot of help. You can attempt to approximate concepts in RONR, but it gets messy! Does it take only a motion and a second? Or does it take a higher number of members to call for an email vote? What if someone wants to amend the motion? What if someone raises a point of order about the motion? RONR says good luck with that!

Is it in fact a "small board" as defined in RONR (not more than about a dozen board members present)? Or is this a group which isn't actually a small board that wants to use the small board rules anyway? If it's in fact a small board, I'm not seeing in RONR (12th ed.) 49:21 that a vote is required, and grade-school math would decide (underline added): "Procedure in Small Boards. In a board meeting where there are not more than about a dozen members present, some of the formality that is necessary in a large assembly would hinder business. The rules governing such meetings are different from the rules that hold in other assemblies, in the following respects: [...]" Perhaps there might be some disagreement regarding whether 16 members present is "about a dozen" and in such a case I can see a unanimous consent situation, or a ruling of the chair and possible vote on an appeal of the ruling being needed to interpret that. But if there are fewer than 12 members present, it seems RONR makes the rules different without a need for a vote. RONR is usually more precise than "about a dozen" so I presume the less precise phrase was purposefully chosen to give a little flexibility for the group to decide how to proceed if it's close to, but mathematically larger than, 12? If it's clearly not a small board, then you'd need a special rule of order to use the small board board rules.

In general, see RONR (12th ed.) 51:23-71 for how committees (and subcommittees) report recommendations back to their parent entity. Usually the "reporting member" of the subcommittee would present the subcommittee's report to the committee, and if that report included a recommendation for the committee to act upon, the reporting member would at the end of the report say something like, "On behalf of the subcommittee, I move that [insert recommended motion]..." Any member of the committee has the right to make motions, whether or not they were on the subcommittee. If for some reason the motion from the subcommittee doesn't come up in the usual way via the committee report, anyone else on the committee can make the motion.

It makes perfect sense that an organization might initially approve the generic concept of hiring person X, but then once the terms of the contract are put into writing, those terms might not be agreeable, thus you might want to change your mind. In the future, it might be a good idea to have the proposed contract in hand for everyone's review prior to the vote. It might save you the trouble of having to revisit the question.

It's difficult-to-impossible to prove a negative (that RONR doesn't say such-and-such), but it just so happens that as already noted above RONR says something contrary to the person's claim that it can't be brought up again for a year. So that's helpful. In general, though, when someone gives me the Prego argument (just asserting "It's in there!"), my go-to method is to ask them for a citation so I can read it for myself. Ask them to prove it by showing you the rule in black and white text, rather than allowing them to leave it to you to try to prove that it's NOT in there.

Unless the bylaw itself includes some element which hinges on what a person knew and when, then it's not a factor in determining the effect of the bylaw. Agreeing with Martin, Brown, Kapur, and Novosielski above, the rule itself has no retroactive effect. It merely alters who is eligible for future elections. The membership can do that.

The subject of this post says that the motion was later found to be against the "bylaws" but the question posted says it went against a "standing rule." The correct answer depends VERY MUCH on which of those two it is. Which type of rule does it violate? The bylaws? Or a standing rule?

Unfortunately many public bodies which are to follow RONR are woefully ignorant of it, and in this case it led to a lawsuit. This situation could have been easily de-escalated easily by a good chair. Things didn't get raucous until the chair threatened to have him removed from the meeting, and at that point the audience got outraged. I once watched a mayor threaten to have a council member thrown out of the meeting because while a motion was pending, the council member wanted to move an amendment. The mayor apparently believed that once a motion has been made, they must immediately go to a vote, so the mayor just shouted down the other council member and called for the vote to be taken. (No, debate had not been properly closed.) The member who wanted to make an amendment had no idea how to handle it, either, so he was ill-equipped to assert his rights. The city attorney just sat there and said nothing while a situation developed which could have led to a lawsuit. It was horrifying.

Also, if it's not an option to get it onto the upcoming meeting agenda, what does it take to call a special meeting of the committee to take up the subject which was referred to the committee? That may be another path to getting it handled on time.

When the OP prefaced the language with, "the bylaws read as follows" that suggests to me it is a verbatim quote.