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Our assistant secretary performed the secretary's duties at a recent meeting. When the assistant secretary writes the meeting minutes, should she sign them with the title "Assistant Secretary" or "Acting Secretary"?

Our Compliance Officer received a complaint involving our Code of Conduct. Our bylaws say that when that happens, the Compliance Officer "shall make a written determination as to whether the complaint is supported by good cause." If there is good cause, there is a hearing. Our bylaws are silent on what to do if the parties involved in the complaint reach a settlement before the good cause determination. In my view, as long as the Compliance Officer is in receipt of the complaint, the complaint needs to be processed (good cause determination, etc.). Our bylaws do not discuss what to do when there is, effectively, an "out of court settlement." What are the Compliance Officer's and complainant's options at this point?

Thank you for the citation.

Our bylaws require one of our officers to give an annual report in January. At the January meeting, said officer offered a motion that allowed him (only this year) to delay presenting his report until our February meeting. Even though the motion was out of order (it violated our bylaws), the chair allowed it, no one raised a point of order, and the motion was adopted by unanimous consent. The officer gave his report in February, per the adopted motion. Was there any harm in doing what we did? (Only a few of our members might have known, at the time the motion was offered, that it was out of order.)

Can a member propose a resolution at a meeting such as "Resolved, That the Trial Board shall be composed of the president,..." that would clarify the society's bylaws? Is that how a society interprets its bylaws?

Our bylaws are ambiguous about the composition of our society's Trial Board, which (to my knowledge) we never needed to assemble until now. It seems like your advice is to ask the society to decide the question, if practical, but the Board of Trustees can decide the question if necessary. What would happen if the Board of Trustees decides the question, the Trial Board begins its business, and the general membership disagrees with the Board of Trustees' interpretation of the bylaws?

Amending our bylaws is a lengthy process that ultimately requires a 2/3 majority vote of all members. Should the society always interpret its bylaws unless it is impractical to do so, in which case the board can decide the question?

"Each society decides for itself the meaning of its bylaws." RONR (12th ed.) 56:68(1). Does our society's Board of Trustees ever have the authority to interpret our bylaws or is the interpretation always done by the whole society? Our bylaws give the Board of Trustees "ultimate control and managerial authority over the business of the Department and of the real, personal, and intangible property of the Department."

RONR describes how to elect a pro tem presiding officer and a pro tem secretary. In the absence of both a presiding officer and a secretary, who would call a meeting to order and start the process of electing pro tem officers?

What about the presiding officer of a meeting? Would anyone automatically assume that role if both the president and vice president were absent? Our bylaws assign the role of presiding officer to the president.

I was wondering who would be 3rd in the presidential order of succession.

Does RONR say anything about succession in the event of a vacancy in the office of president or vice president? My group's bylaws do not address this topic.

This is the entire section of our bylaws entitled "Powers of the Board of Trustees": "The Board of Trustees shall have ultimate control and managerial authority over the business of the Department and of the real, personal, and intangible property of the Department. The Board of Trustees shall also have those duties as set forth in Article XII concerning Trial Board actions." Our bylaws say nothing about a member's right to attend or speak at Board meetings, but members have been invited to Board meetings to speak and answer questions. What is the parliamentary procedure for doing that?

At Board meetings, our Board of Trustees is discussing the merits of signing a contract (signing contracts is the Board's responsibility). Is there a way for a member of our organization (not on the Board and not privy to Board discussions) to open up a discussion, at a regular meeting, of the pros and cons of that contract? If so, how? Since the Board decides whether to sign the contract, is it possible to have the Board's business discussed at a regular membership meeting? The Chair has reported on the contract at a regular meeting.

People are elected to our organization as probationary members; they become eligible for regular membership after 1 year.