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mjr2inquire

Can President make motions?

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Can President make motions? We have a new President who is totally unfamiliar not only with RONR but also our organizational structure in general (she was the only person who wanted to run for this office)and she has no understanding of the RONR suggested, if not required, impartiality of the chair (p.394) while running meetings (which would seem to prohibit the chair/Pres from making a motion). However, pp.43 and 488n state that in a small (12 or less, which we are) board, he/she may. I have not yet challenged this as I am unclear on the rules because of this seeming contradiction, yet am concerned that she is exerting improper promotion of her views on the proceedings.

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Guest Edgar

Can President make motions?

Can she? Yes.

Should she? Probably not.

You might want to suggest she get a copy of RONR In Brief and pay particular attention to Chapter 15, "So You've Been Elected President".

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There really is no contradiction. As you have read, in small groups of no more than about a dozen members, the small board relaxed rules may be used, and those rules allow the presiding officer to make motions and enter debate just as any other member( no seconds are necessary with these rules). So, does your group fit that size condition? Note though that even if your group can use the small board rules, it can still choose to use the more formal procedures for larger groups.

In larger assemblies, the presiding officer, if a member of the group, does not lose the rights of all members to make motions, enter debate, and vote in all cases. RONR states that, to preserve the appearance of impartiality, he or she should not exercise those rights while presiding (Note that the presiding officer can vote under specific circumstances, which you probably have already read about). If he or she wants to enter debate or to make a motion,the chair should be relinquished to someone else, who will preside until consideration of the matter at hand is completed.

Does that help clear things up?

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Guest Edgar

It's also worth considering that if this person is both the president of the organization and the chair of the board, her level of participation as the presiding officer at a meeting of the general membership might well be different from her level of participation as the presiding officer at a meeting of the board.

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Gentlemen, thank you for these replies.

Edgar, you have an interesting idea. I would hope that she would want to try to understand all this better and attack Chapter 15, as you suggest, although English is her third language (after French and Spanish), and I am just figuring out that things like this may be more challenging for her than I had realized. But we can try.

Mr. Lages, yes, as I stated, our Board presently has 11 members (max. is 12). And yes, I have read up a bit on relinquishing the chair to be able to debate, the circumstances under which chair can vote, etc. So, you say if the chair wishes to make a motion, she should ALSO relinquish in order to do that (at least, under "formal procedures for larger groups")?

Perhaps discomfort is due to some board members wanting a more formal procedure routine, and others not wanting to bother with that (small board relaxed rules?). I actually think it's about half and half. It just feels like things are flying apart and, as we are an all-volunteer organization it is causing frequent conversations weekly to straighten out confusion, taking up a lot of time better used to raise revenue ! That's what we get for not observing p. 449, lines 7-12.

Gratefully,

Marjorie

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Guest Edgar

It just feels like things are flying apart and, as we are an all-volunteer organization it is causing frequent conversations weekly to straighten out confusion, taking up a lot of time better used to raise revenue !

Keep in mind that most discussion will take place outside the context of a formal meeting. The meeting is simply the place where decisions (which have probably already been determined through informal discussion) are formally adopted. Think of it as being analogous to the U.S. Congress where most of the work is done either in committee or in informal discussion. What happens (or doesn't happen) on the floor is often a foregone conclusion.

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Edgar, your question re: whether this person is both president of the organization AND chair of the Board has also come up privately recently.

Our bylaws state "All corporate powers and business affairs shall be exercised and controlled by the BoD" ... and that the president is an officer of the Board and shall preside at all board meetings...and...also...at the annual membership meeting..." (a meeting which non-Board members rarely ever attend, although all organization members may come to cast their vote to elect candidates to fill current open Director positions). General members do NOT elect the officers, only the Board members do.

So, it is certainly clear that the president acts as chair of the Board, at least. Is it also clear that this person is also president of the "organization"?

-- Marjorie

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So, you say if the chair wishes to make a motion, she should ALSO relinquish in order to do that (at least, under "formal procedures for larger groups")?

Yes, that would be a part of what is expected of the chair under the more formal procedure used in larger groups

Perhaps discomfort is due to some board members wanting a more formal procedure routine, and others not wanting to bother with that (small board relaxed rules?).

It might be a good idea to find out what the first group of members has against using the small board rules. In my experience, small boards get along just fine with these relaxed rules, which really do facilitate letting everyone - including the chair - participate fully. There are several other aspects of the small board rules, that haven't been mentioned here, that really do make it easier for boards to handle the day-to-day business of the organization in a more efficient manner than strict adherence to the more formal rules. If you haven't already done so, please review RONR, 11th ed. pp.487-488, for all of the small board rules, and make sure all your board members know what these rules are. Maybe some members don't know all the details?

But ultimately it will, of course, be up to your board to decide how to run their meetings. Just try to ensure that you all make that decision with full knowledge of what each method entails.

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Mr. Lages, thank you for your further thoughts.

I have just reviewed pp. 487-488; we already do observe most of these small board procedures, but not all of them. Our next board meeting is 4/19 and I think it would be a great idea to give a copy of this section of RONR to each board member, as I am SURE not all know these details. I will also purchase a copy of RONR in Brief for our new president, per Edgar's suggestion.

Perhaps the discomfort some of us feel re: full participation of the president/chair under small board relaxed rules has been colored by the attitude of former presidents who strictly held themselves to the more formal standard of impartiality as a matter of personal principle. I do remember being frustrated that I had no idea what their personal views were on matters under discussion, and felt that their input would have been valuable as I was aware they had experience in these areas.

So, you have helped me to see that we may be in a not-so-bad place after all!

-- M

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