Sean Hunt Posted December 30, 2012 at 08:53 AM Report Share Posted December 30, 2012 at 08:53 AM I'll throw in that while I don't think he could be excused from the seat on the board, he could be excused of all duties pertaining thereto, and would then be able to happily ignore the board's existence---although this would not change the quorum requirement nor eliminate the possibility that he would show up and cast a vote on an controversial or important matter. Link to comment Share on other sites More sharing options...
Gary Novosielski Posted December 30, 2012 at 03:52 PM Report Share Posted December 30, 2012 at 03:52 PM Except for the difficulty in finding an eligible person to fill the vacancy, I still think it's a stretch to suggest that the office of IPP is somehow alone among all offices in its being resignation-proof. I can find nothing in the pages of RONR to support the idea.In my view, all else is bylaws interpretation. Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 04:01 PM Report Share Posted December 30, 2012 at 04:01 PM I'll throw in that while I don't think he could be excused from the seat on the board, he could be excused of all duties pertaining thereto, and would then be able to happily ignore the board's existence---although this would not change the quorum requirement nor eliminate the possibility that he would show up and cast a vote on an controversial or important matter.Take a look at p. 483, l. 35 - p. 484, l. 3, and see if that affects your opinion concerning the quorum requirement. Link to comment Share on other sites More sharing options...
Dan Honemann Posted December 30, 2012 at 04:07 PM Report Share Posted December 30, 2012 at 04:07 PM Except for the difficulty in finding an eligible person to fill the vacancy, I still think it's a stretch to suggest that the office of IPP is somehow alone among all offices in its being resignation-proof. I can find nothing in the pages of RONR to support the idea.In my view, all else is bylaws interpretation.Suppose the bylaws say that the board will consist of the President, the Vice-President, the Secretary, the Treasurer, andGary Novosielski. As long as he lives, will there be any way of getting Mr. Novosielski.off the board other than by amending the bylaws? Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 04:32 PM Report Share Posted December 30, 2012 at 04:32 PM Suppose the bylaws say that the board will consist of the President, the Vice-President, the Secretary, the Treasurer, andGary Novosielski. As long as he lives, will there be any way of getting Mr. Novosielski.off the board other than by amending the bylaws?What are the parliamentary grounds for considering him removed from the board upon his death? Link to comment Share on other sites More sharing options...
jstackpo Posted December 30, 2012 at 05:26 PM Report Share Posted December 30, 2012 at 05:26 PM With some board members I have know, it is a little hard to discern whether that event has happened already, or not. Link to comment Share on other sites More sharing options...
sMargaret Posted December 30, 2012 at 05:42 PM Report Share Posted December 30, 2012 at 05:42 PM What are the parliamentary grounds for considering him removed from the board upon his death? "When a provision of the bylaws is susceptible to two meanings, one of which conflicts with or renders absurd another bylaw provision, and the other meaning does not, the latter must be taken as the true meaning"If there is in the bylaws that board members can attend meetings or vote, I would suggest that interpreting the bylaws in such a way that Mr. Novosielski's dead body is still a member would be absurd. Comments about dead people voting in various political arenas, and modification of this principle should the undead turn out to exist, can be simply left to the reader's discretion. Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 06:47 PM Report Share Posted December 30, 2012 at 06:47 PM If there is in the bylaws that board members can attend meetings . . . Certainly one doesn't have to be alive to attend. . . . or vote, I would suggest that interpreting the bylaws in such a way that Mr. Novosielski's dead body is still a member would be absurd.So, if Mr. Novosielski were to be asleep or incarcerated, he would not be a member? Link to comment Share on other sites More sharing options...
Bruce Lages Posted December 30, 2012 at 07:22 PM Report Share Posted December 30, 2012 at 07:22 PM Take a look at p. 483, l. 35 - p. 484, l. 3, and see if that affects your opinion concerning the quorum requirement.I'm having a hard time believing that the IPP of an organization would be considered "not under the authority of the society". Link to comment Share on other sites More sharing options...
Gary Novosielski Posted December 30, 2012 at 07:35 PM Report Share Posted December 30, 2012 at 07:35 PM Suppose the bylaws say that the board will consist of the President, the Vice-President, the Secretary, the Treasurer, andGary Novosielski. As long as he lives, will there be any way of getting Mr. Novosielski.off the board other than by amending the bylaws?At the risk of engaging in bylaws interpretation: Yes. By accepting his resignation from the board. I don't think the bylaws can compel me to involuntary servitude on a board that I choose not to be on.This is of more than academic interest to me because, notwithstanding my opinion regarding the office, I will, if I live, become Immediate Past President (and ex-officio member of the executive council for one year) of a certain organization, after leaving the presidency.(I am also cautiously optimistic that at the end of that term the bylaws will not compel me to ring down the curtain and join the choir invisible. But that's another matter.) Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 07:40 PM Report Share Posted December 30, 2012 at 07:40 PM I'm having a hard time believing that the IPP of an organization would be considered "not under the authority of the society".But if he had been excused of all duties associated with the office, would you consider that he had an obligation to participate? Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 07:43 PM Report Share Posted December 30, 2012 at 07:43 PM At the risk of engaging in bylaws interpretation: Yes. By accepting his resignation from the board. I don't think the bylaws can compel me to involuntary servitude on a board that I choose not to be on.This is of more than academic interest to me because, notwithstanding my opinion regarding the office, I will, if I live, become Immediate Past President (and ex-officio member of the executive council for one year) of a certain organization, after leaving the presidency.(I am also cautiously optimistic that at the end of that term the bylaws will not compel me to ring down the curtain and join the choir invisible. But that's another matter.)Notwithstanding the considerable grief it may cause you, I hope you live. Link to comment Share on other sites More sharing options...
Dan Honemann Posted December 30, 2012 at 07:48 PM Report Share Posted December 30, 2012 at 07:48 PM At the risk of engaging in bylaws interpretation: Yes. By accepting his resignation from the board.I don't think the bylaws can compel me to involuntary servitude on a board that I choose not to be on.No one said that the bylaws can compel you to involuntary servitude on a board that you choose not to be on. They can't make you do a thing. But they can, and do, make the organization regard you as a member of the board. Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 07:56 PM Report Share Posted December 30, 2012 at 07:56 PM No one said that the bylaws can compel you to involuntary servitude on a board that you choose not to be on. They can't make you do a thing. But they can, and do, make the organization regard you as a member of the board.Do these bylaws make me anything? I'll settle for timekeeper. Link to comment Share on other sites More sharing options...
Gary Novosielski Posted December 30, 2012 at 08:10 PM Report Share Posted December 30, 2012 at 08:10 PM I'm having a hard time believing that the IPP of an organization would be considered "not under the authority of the society".As a matter of fact, my predecessor as president of this same organization was, after her retirement, no longer a member of the society, yet served with distinction for the one-year term as IPP (ex ex-officio?)One reason for tempering my optimism in my previous post is that, sadly, she did pass away, almost immediately after the completion of that term. (ex ex-ex-officio?) Link to comment Share on other sites More sharing options...
Gary Novosielski Posted December 30, 2012 at 08:13 PM Report Share Posted December 30, 2012 at 08:13 PM No one said that the bylaws can compel you to involuntary servitude on a board that you choose not to be on. They can't make you do a thing. But they can, and do, make the organization regard you as a member of the board.I don't dispute that, but if I offer my resignation, why can't they accept it, creating a vacancy in the office of Gary Novosielski? Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 08:16 PM Report Share Posted December 30, 2012 at 08:16 PM I don't dispute that, but if I offer my resignation, why can't they accept it, creating a vacancy in the office of Gary Novosielski?Because you can't resign from being Gary Novosielski. Though, I suppose you could change your name. That'll fix 'em.See p. 13, ll. 2-9, for some insight as to why the assembly can't just change your membership status by accepting your resignation. Link to comment Share on other sites More sharing options...
Shmuel Gerber Posted December 30, 2012 at 08:20 PM Report Share Posted December 30, 2012 at 08:20 PM No one said that the bylaws can compel you to involuntary servitude on a board that you choose not to be on. They can't make you do a thing. But they can, and do, make the organization regard you as a member of the board.I don't dispute that, but if I offer my resignation, why can't they accept it, creating a vacancy in the office of Gary Novosielski?If this isn't the funniest reply of the month, the next round is on me. Link to comment Share on other sites More sharing options...
Bruce Lages Posted December 30, 2012 at 09:20 PM Report Share Posted December 30, 2012 at 09:20 PM But if he had been excused of all duties associated with the office, would you consider that he had an obligation to participate?No, I don't think he would have any obligation to participate, but your reply to Sean Hunt cited that passage in regard to the quorum requirement, which I don't think would be affected by an IPP's declining to participate (even if approved by the remainder of the board). Link to comment Share on other sites More sharing options...
Tim Wynn Posted December 30, 2012 at 09:39 PM Report Share Posted December 30, 2012 at 09:39 PM No, I don't think he would have any obligation to participate, but your reply to Sean Hunt cited that passage in regard to the quorum requirement, which I don't think would be affected by an IPP's declining to participate (even if approved by the remainder of the board).The citation draws a correlation between the "obligation to participate" and being "counted in determining the number required for a quorum." I'm still curious to know if that correlation would affect Mr. Hunt's opinion. Link to comment Share on other sites More sharing options...
Guest Edgar Posted December 31, 2012 at 12:36 AM Report Share Posted December 31, 2012 at 12:36 AM If this isn't the funniest reply of the month, the next round is on me.So, just to be clear, if it is the funniest reply of the month, you're not buying? Link to comment Share on other sites More sharing options...
David A Foulkes Posted December 31, 2012 at 01:44 AM Report Share Posted December 31, 2012 at 01:44 AM Suppose the bylaws say that the board will consist of the President, the Vice-President, the Secretary, the Treasurer, andGary Novosielski. As long as he lives, will there be any way of getting Mr. Novosielski.off the board other than by amending the bylaws?At the risk of engaging in bylaws interpretation: Yes. By accepting his resignation from the board.Given the bylaws as referenced by Mr. Honemann, could then the President resign from the board and still remain President? Link to comment Share on other sites More sharing options...
Shmuel Gerber Posted December 31, 2012 at 01:44 AM Report Share Posted December 31, 2012 at 01:44 AM If this isn't the funniest reply of the month, the next round is on me. So, just to be clear, if it is the funniest reply of the month, you're not buying?That's right. Just to be clear, I thought it was funny. (But I also think it makes a serious point.) Link to comment Share on other sites More sharing options...
David A Foulkes Posted December 31, 2012 at 03:39 AM Report Share Posted December 31, 2012 at 03:39 AM I don't dispute that, but if I offer my resignation, why can't they accept it, creating a vacancy in the office of Gary Novosielski?I don't necessarily agree that the wording of the bylaws, as provided by Mr. Honemann, necessarily create the "office" of Gary Novosielski, from which you can resign. Link to comment Share on other sites More sharing options...
Sean Hunt Posted December 31, 2012 at 08:44 AM Report Share Posted December 31, 2012 at 08:44 AM I don't necessarily agree that the wording of the bylaws, as provided by Mr. Honemann, necessarily create the "office" of Gary Novosielski, from which you can resign.This is precisely my point; it is really a question of whether or not the bylaws define the IPP as an office or not. You can't resign being Gary Novosielski, but if your organization coincidentally had an office called Gary Novosielski, then there is prima facie no reason that David A Foulkes couldn't be the Gary Novosielski. Link to comment Share on other sites More sharing options...
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