Shmuel Gerber

There is no such prohibition. In addition, a minority within the committee can also provide alternative nominations: "A minority within a nominating committee, as a group, may propose other nominees for some or all of the offices in any case where nominations from the floor are permitted." (46:16)

Clearly the intent was to say "not inconsistent". The organization should adopt a bylaw amendment to straighten this out. Or, if the text was adopted with the correct wording but then a clerical error was introduced later, the secretary (once there is a secretary) should correct the document to reflect the accurate language.

I certainly hope that the bylaws don't actually say this. 😀

It is automatic, unless the bylaws say how a vacancy is filled specifically in the office of president.

And I've forwarded this topic to her for you.

Obviously we think that every member of every organization should get a copy of RONR anyway, for all of its sections. 😀 I don't know if this specific use will be allowed, but the person to contact is @Barbara Holloway.

RONR provides a standard order of business and prescribes that it is applicable in certain situations (41:5-6). It also says how to adopt a special order of business (2:16) to govern all meetings of an assembly, which would supersede the standard order. If such orders of business apply to a given session, clearly it is not *necessary* to adopt an agenda in order to have an order of business for that session. But that doesn't necessarily imply that having an agenda would not be useful. RONR recognizes that an agenda may be useful for information even where the standard order or a special order of business applies (41:7, 41:62). And it also provides procedures for adopting an agenda in a session that already has an applicable order of business, which differ depending on whether the agenda conflicts with the existing order of business (41:61). And it states that an agenda is frequently adopted when the standard or special order of business is not practical (41:60). So I don't think it is accurate to say that RONR suggests that a board not adopt an agenda if it has frequent meetings. I agree that the advice often given on the forum has been that there is no need for adopting an agenda, or even that it would be better and simpler not to adopt one where the standard order applies. But I don't recall any member of the authorship team saying that RONR says so. In fact, if I recall correctly, a member of the authorship team has expressed doubts on this forum in the past about whether the standard order of business even applies to meetings of the executive board of a society. But that's a whole other question.

What is the text in RONR that you read as making this suggestion?

They don't become the official minutes until they have been approved, either at the next meeting or by a committee appointed to approve them.

We shouldn't ignore the particular context that we have been discussing and that I was responding to; but let me ask you, what rule in RONR prohibits the recording of a meeting by a member? So long as the act of recording does not disturb the assembly, why would a member need permission to do it? You all may be able to persuade me about this, but I am asking for reasons to be articulated. Obviously I understand why recording might make some members uncomfortable and why it could lead to a violation of secrecy. That doesn't mean there is a rule against it.

Why? The rule of secrecy as stated in RONR 9:26 is "The general rule is that anything that occurs in executive session may not be divulged to nonmembers (except any entitled to attend)." What is there in RONR that says that a member's permission to record a meeting depends on whether the meeting is held in executive session? Having a recording obviously makes it easier for the content to be shared, but so long as it is not shared I don't see that any rule in RONR is violated merely by the making of the recording.

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I certainly think this could be done, although I would not describe it as a proviso. Rather, it would be a resolution containing multiple parts - the motion to adopt the bylaws and the motion to rescind the special rule of order. Generally, the requirements to adopt an amendment to the bylaws will be at least as rigorous (if not more so) than requirements to rescind a special rule of order (and we are told this is the case here), so combining the motions in this manner should not pose any particular problems. I agree.

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Blank ballots, ballots on which no candidate has been selected, and ballots cast by persons not entitled to vote. None of these are credited to any candidate, nor are they used in calculating the number needed for a majority.

45:31 "Recording the votes. In recording the votes cast, the principle followed is that a choice has no mandate from the voting body unless approval is expressed by more than half of those entitled to vote and registering any evidence of having some preference. Accordingly, the tellers ignore blank ballots and other ballots that indicate no preference, treating them as abstentions. (Blank ballots are sometimes cast by members to conceal the fact that they do not wish to vote.) 45:32 "All ballots that indicate a preference—provided they have been cast by persons entitled to vote—are taken into account in determining the number of votes cast for purposes of computing the majority. ..." ..... The words "those entitled to vote and registering any evidence of having some preference" can be understood in the light of what the rest of the rules in this subsection say. If you read the three four sentences quoted above together with each other, I think the meaning will become clear. And they say nothing about the number of members present, so I don't know why that is part of your confusion at all.

A better question might be, what happened to the rest of the sentence that you're quoting?

RONR doesn't even have the Starbucks version, espresso unius.

No, because there are no substantive actions that can be taken in the absence of a quorum. 🙂 But there's a book that actually contains all the rules of the book that contains the rules; you can see where to get it here: https://robertsrules.com/purchase/

I think you are quoting from the FAQ or from RONR In Brief, which says, "When no quorum is present the meeting can do only a very limited number of things, such as set the time and place for another meeting. Any substantive action taken in the absence of a quorum is invalid." RONR 12th edition says, "In the absence of a quorum, any business transacted (except for the procedural actions noted in the next paragraph) is null and void. … "Even in the absence of a quorum, the assembly may fix the time to which to adjourn (22), adjourn (21), recess (20), or take measures to obtain a quorum. Subsidiary and incidental motions, questions of privilege, motions to Raise a Question of Privilege or Call for the Orders of the Day, and other motions may also be considered if they are related to these motions or to the conduct of the meeting while it remains without a quorum." (40:6-7)

I'm going to close this topic now, as it seems it is going back into some kind of infinite loop. If Dan wants to respond or to reopen it, he has the ability to do so. Anyone who is not a moderator would have to start a new topic if necessary (although at this point I doubt it would be productive).

Two members can call a meeting, but every member of the committee — including the chair and including the president, if the president is ex officio a member of all committees — must be given reasonable notice of the meeting. And if the chair attends the meeting, it will be her duty to preside. If a meeting has already been scheduled by the committee or called by the chair, the chair has no authority to "cancel" the meeting. If a quorum of members show up at the stated time and venue, the committee can do business.

Why "maybe"? RONR says that bylaws should contain the procedure for their own amendment.

In other words, debates on appeals in small boards are still confined to only once by the members and twice by the chair, as per 49:21.

The language is ambiguous; it will be up to your club to decide what it means. If it had just required a "unanimous vote," then abstentions would not cause the item to fail.