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Motions by non-voting members of a board


Guest Doug Long

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I am the president of a board of directors for a professional medical organization. We have four advisory/non-voting members on our board. The advisory members are named members of the board of directors. They just don't vote on motions before the board.

My question is, can one of the advisory members put forward a motion?

They would not be able to vote on the motion, so I am unclear as to their ability to initiate the motion.

Thank you for your time.

I appreciate your efforts on my behalf.

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I am the president of a board of directors for a professional medical organization. We have four advisory/non-voting members on our board. The advisory members are named members of the board of directors. They just don't vote on motions before the board.

My question is, can one of the advisory members put forward a motion?

They would not be able to vote on the motion, so I am unclear as to their ability to initiate the motion.

Thank you for your time.

I appreciate your efforts on my behalf.

Well, they certainly can make motions. Even a non-member can make a motion, if given permission by the assembly to do so. Whether your advisory members have the right to make motions, by virtue of their membership, is something you need to determine (as Chris H. pointed out). Although it does come down to a matter of bylaws interpretation (RONR doesn't deal with different classes of membership with different subsets of rights), there have been a number of previous discussion on this forum about the rights of members whose right to vote is removed. If I come across some links later, I'll post them here.

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But don't fall into what might be a trap of saying that a non-voting member retains all the other rights of membership. This might lead to unintended consequences: a non-voter raising points of order; moving to adjourn (or other delaying tactics, which would be sort of implicit votes, as they could end up indirectly defeating the motion) if a motion he didn't like was pending; not getting a meeting notice which could nullify everything that went on when he wasn't there; &c.

It might be wise to specify what the non-voter can do in addition to "not vote". This would all go in the bylaws, eventually.

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