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Found 20 results

  1. Guest

    Proper Jurisdiction

    We recently had a Trial Board (Review Board) case against one of members for Conduct unbecoming of a Member. Under our Rules and Regulations it states "Board of Directors Review. The Board of Directors may review all cases decided by Trial Board. Either party may make a request for such review to the case or by the Board itself. This request must be filed within 45 days." In a bullet point just below it also states: "The Board of Directors may impose a suspension in any case over which it has proper jurisdiction." Would the Board of Directors Review constitute that they now have jurisdiction over the case? Any help would be great
  2. We are a small club up till 2 months ago we had 7 Directors, one resigned for illness reason. So we currently have 6, 4 are needed for a quorum, 3 of the 6 hate the President and are now not coming to meetings. They have missed 4 consecutive meetings and our by-laws give all the power to the board, our general membership really has no power. A vast majority of our members are frustrated and we want to take action to remove the 3 board members so that we can move on and get back to work, we have an event that will be taking place in just over 6 months. What are our options?
  3. Can a married couple serve as President & Fire Chief of a volunteer fire department? Would this pose some sort of conflict of interest and is there anything to warrant against it?
  4. Good day all. Our new Board Chairperson (9 1/2 months) has taken it upon herself to start changing the way things have been for the past 4 years. By that I mean she has started to institute changes relative to policies that have been in place (voted on by the past Board) without having had a Board meeting (or vote of the current Board) for the purpose of making any changes. In our bylaws it specifically states that the day to day operations are controlled by the President and Executive Committee. She has (recently) been attempting to take control of that as well. I have pointed out to her, on several occasions, about the aforementioned policies and bylaws (I am co-chair of the Board) to no avail. What recourse do I have at this point in time? Thanks in advance.
  5. Guest

    Owner

    Has anyone had the experience of a BOD going rogue and not getting the BOD to vote on an issue, then going out on their own and hiring an attorney telling them they had the authority to do so. Because of what the one member did, they stated that the HOA represented by them into a law suit for their own gain ! How do you reverse this and kick a BOD member off the team and rescind the lawsuit so that HOA does not get suit for damages ?
  6. Our organization has about 45 members, an 8 member board of directors consisting of 4 officers plus 4 additional board members. Our bylaws include the statement. “All business shall be conducted in accordance with Roberts’ Rules Newly Revised.” Our board of directors, at its own initiative, is in process of rewriting the organization bylaws. The intent is to replace current bylaws completely. The “committee” doing the rewriting was selected by the board of directors to be “members of board of directors only” – Is the committee member selection in compliance with RONR? (Committee selection appears to be in conflict with Chapter XVIII Page 566 lines 24 – 32. Page 593 line 19 indicates that the “completely rewritten bylaws” should be called a “revision”.) Assuming committee member selection is not in compliance, how can an objection be raised? Assuming an objection can be made, is the objection enough to prevent a “vote to approve” for the revision? Thank you for your help Richard Kaiser
  7. If a President or a Board of Directors does not follow RONR even though the organization has specified RONR as its parliamentary authority in its bylaws, can the President and/or the individuals be sued separately from the organization? We have some members of the Board of Directors saying they do not have to follow RONR in general. They are not getting approval for exceptions to RONR. They basically just want to do whatever they want.
  8. Under Roberts Rules do the board members count towards the quorum for a general membership meeting? Our bylaws do not specify this.
  9. Does Robert's Rules of Order have a governing Board or Board of Directors?
  10. According to our current bylaws: Lots held by an administrator, executor, guardian or conservator (hereinafter "representative") may be voted by such representative, either in person or by proxy, without a transfer of such lot into the representative’s name. Lots standing in the name of a trustee may be voted by such trustee, either in person or by proxy, but no trustee shall be entitled to vote lots held without a transfer of such lots into his or her name. I've looked up each of those "representative" types and they make sense to me. We have a situation where a homeowner has a relative living in the home and she has been given a letter that simply states she can act as his personal representative in matters involving the HOA. So not a proxy as such. Does this give her "representative" status such that she would not need a proxy form and could act/participate as if she was the homeowner? It is pretty clear that only one or the other can vote, not both. That isn't the issue at hand. Where this is going to come up again is when (if) we get the bylaws revised this January, we want to include qualifications in our bylaws for the board of directors, one of which is that the BoD consists members (lot owners, not renters). Would this entitle her to also be on the BoD if elected? Thanks Laurie
  11. It was discovered that all elections to date were not open to its members. Voting was conducted by board members only. This was in direct conflict with Robert's Rules regarding elections, nominations, etc. What steps need to be taken to make this right? How do we establish a new board that will be duly constituted?Call for nominations?Can a group of members be appointed to be a nominating committee and then appoint a full board (24 members) until the annual meeting? or does a full election need to take place now and then again at the annual meeting?Since all new members would be voted in at the same time, how would the board membership 3 year terms be established so that only 1/3 of the board had to be voted on each year?Is there another way within Robert's Rules to fix this in the most simplest way?
  12. If not expressly addressed in Bylaws, can a specific person be nominated to multiple offices ie: President, Vice-President, and Member at large, then take the highest office in which they receive the highest total of votes?
  13. Guest

    Review of amendments

    Two related questions... 1) is the a " proper" format outlined in which how a amendment proposal should be written before it is proposed for consideration? Have heard that it should/can be: Currently says Change requested (I.e amend by inserting the word "baby" after the word "big") As amended would read Who submitted Rationale 2) the bylaws call for a bylaws committee, as quoted below... The current process used is that the proposals go to the clubs and members of board at the same time but before the opening of the convention, the board reviews each proposal and votes on whether or not to recommend the proposal to the membership so by the time the meeting actually starts the attendees receive another copy of the proposed amendments with a note as to whether the board does or does not recommend each proposal. Then after convention starts, the bylaws committee reviews all proposals again and they vote on whether or not to recommend each one and then the attendees receive another copy of the amendments that now have a note that says whether or not the bylaws committee recommends to adoption of the amendment. The process of the board reviewing etc is not written in any bylaw or policy that is in place. Is this process a legitimate way of reviewing the amendment? "There shall be a Bylaws Committee composed of a Chair and two (2) members of the Board of Directors, appointed by the President, plus representatives from each Region in proportion to the number of the region's clubs registered at Convention. This committee shall meet during Convention. It shall be the duty of this committee to review all proposed amendments to these Bylaws after presentation to Convention, and provide recommendations on them to the Convention."
  14. Two of the members of the local Chamber of Commerce are husband and wife holding the positions of the President and Secretary. There have been conflicts because of this. Is there a common rule about who can be on a board involving relatives? Thank you.
  15. We have an extremely poor constitution and by-laws, but it is what we have to work under for right now. The officers of the organization include "board of directors" but nothing is ever said about them again (not what they do, how they are elected, how they are removed, nothing). I know from the state's perspective, we have to have a board of directors that are part of our corporate paperwork. But other than being names on a state paper, are there anything implicit about the board of directors, or is that role totally defined by explicit statements from the constitution and by-laws?
  16. Guest

    Election/Ballot issue

    After a second election ballot was issued (the first was deemed invalid since it did not follow our constitutional rules for ballots) the recording secretary resigned. The board voted to replace the RS with a person who was a candidate for a board position on the ballot. Is the second ballot still valid or should it be replaced? If the ballot is not reissued how should any votes for that candidate be handled? Thank you
  17. I have a question with regards to a difference between the 10th and 11th Edtions of RONR. Pages 92-93 of the 10th Edtion, with regards to Executive Session, state: "In most organizations, except those operating under the lodge system, by practicse or sometimes, by rule, membership meetings are open to the public, but board or committee meetings are customarily held in executive session." The emphasis is mine, and my question is this: Does anyone know the rationale why the part about Boards customarily holding meetings in Executive Session was removed in the 11th Edition? Of course if the custom to do so was started unther the 10th Edition, Board meetings would still normally be held in Executve Session by custom as the 11th Edition allows for this (page 95 ll 26-27.)
  18. Greetings, Does a president have the authority to remove a person as the chair of a committee on the grounds of acting in the best interests of the organization, even if the regulatory authority over committees is granted to the Board of Directors in the organization bylaws? The body recognizes Robert's as the parliamentary guide (which is being used to substantiate the argument of the president having this authority), and has the following section on committees in it's bylaws: SECTION 1. The Board of Directors shall determine the committees deemed necessary and define the purposes of said committees. SECTION 2. All Committee Chairpersons shall appoint a Co-Chairperson and Committee members as required to complete the projects. These appointments may be subject to the approval of the Board of Directors. SECTION 3. The President and appropriate Vice President and Director shall be ex-officio members of all committees. The President and his/her guest will also be guests at all organization functions. SECTION 4. A Committee Chairperson may take such reasonable and proper action as is deemed necessary to accomplish his/her purpose, but shall not exceed authority duly granted to him/her. He/She shall present to the Board of Directors, then to the membership, his/her plan of action and budget for approval prior to taking any irrevocable action. The authority of the president is defined in the bylaws as thus: The President, as chief executive of the organization, shall supervise the organization's affairs and activities. He/She shall prepare a Plan of Action for approval by the Board of Directors and membership to be presented no later than the first regular meeting in March. He/She shall prepare a budget for approval by the Board of Directors and membership to be presented no later than the first regular meeting in March. A Parliamentarian and a Chaplain shall be appointed by the President, subject to the approval of the Board of Directors. The questions: 1. Can the president remove a committee chair unilaterally? 2. In the case of #1 being true, must they show cause? 3. The organization has a policy governing how to address unbecoming conduct. If #1 is true, can the president use this authority to bypass that procedure if he/she believes wrongdoing has occurred? Thank you.
  19. What do Roberts Rules say about the Executive staff director attending and participation in the volunteer board of Directors?
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