Parliamentary abuse

[Steeves]

Gary

 

1) The Executive Board is charged with the authority and responsibility to handle sensitive personnel issues, including but not limited to, 1) determining and enforcing disciplinary action, 2) and removal from office of elected or appointed officers.

A: The above is the entire bylaw and  is not Specific. The Board is not given the authority to rescind an election. They can make a motion to rescind and present it at a Special meeting, but this did not happen. As stated in post #21, by Mr Martin, the board cannot rescind an election on it's own. (page 308 RONR) 

 

2) Do not agree, :  http://www.robertsrules.com/faq.html#20  If the bylaws just state a fixed term for the officer, such as “two years,” or if they say the officer serves for a specified term “and until [the officer's] successor is elected” (or words to that effect), then the group must use formal disciplinary proceedings, which involve the appointment of an investigating committee, preferral of charges, and the conduct of a formal trial. The procedure is complex and should be undertaken only after a careful review of Chapter XX of RONR.

This is the rule that should have applied because of the exact wording of the bylaws.

 

We have conflicting bylaws??

 

3) Only the General membership can vote Moon Beam off the island, since it is the GM who voted Moon Bean on the island six months ago.See #1. Additionally  there was NO reason to remove the elected officer. 

 

4) and if the procedures for removing an officer were followed properly in Moon Beam's case other than calling the removal a "rescinding," it will probably stand.

A: The procedures were not followed. See #2 above.  A special meeting, not a General Mem meeting should have been called. Post #17

 

Even  the bylaw amendment procedure was not followed by RONR. ***  more to come.

 

It's late, I'm tired and I promise to get back to this later. 

[Gary c Tesser]

(Snipping with heedless abandon, like a mohel on meth)

Gary

I suppose in the interests of amicable discord we might concur on that.

Even the bylaw amendment procedure was not followed by RONR. *** more to come.

Uh oh.

It's late, I'm tired and I promise to get back to this later.

You and me, brother.

[Josh Martin]

Beyond calling PO's at our next Board meeting, would it be more efficient, or behoove me, to bring along a Professional Registered Parliamentarian?

 

I'm getting confused at this point. Did the board, the general membership, or both remove Moon Beam from office? If it was the board, then you may raise a Point of Order at the next board meeting. Whether a PRP will help is your call.

 

If it was the general membership (or both), you can't raise a Point of Order at the next board meeting, since the board can't invalidate an action taken by the general membership, unless your Bylaws provide otherwise. So a PRP certainly won't help in that case.

 

1) The Executive Board is charged with the authority and responsibility to handle sensitive personnel issues, including but not limited to, 1) determining and enforcing disciplinary action, 2) and removal from office of elected or appointed officers.

A: The above is the entire bylaw and  is not Specific. The Board is not given the authority to rescind an election. They can make a motion to rescind and present it at a Special meeting, but this did not happen. As stated in post #21, by Mr Martin, the board cannot rescind an election on it's own. (page 308 RONR) 

 

It's not clear to me whether the bylaw means what you say it does. In any event, it's up to the organization to interpret its own Bylaws. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation. Also, my response in Post #21 was in response to your goal to invalidate the general membership's action to rescind the election, since I was under the impression that the general membership had voted to do so, but it now seems unclear whether this is the case.

 

2) Do not agree, :  http://www.robertsrules.com/faq.html#20  If the bylaws just state a fixed term for the officer, such as “two years,” or if they say the officer serves for a specified term “and until [the officer's] successor is elected” (or words to that effect), then the group must use formal disciplinary proceedings, which involve the appointment of an investigating committee, preferral of charges, and the conduct of a formal trial. The procedure is complex and should be undertaken only after a careful review of Chapter XX of RONR.

This is the rule that should have applied because of the exact wording of the bylaws.

 

We have conflicting bylaws??

 

FAQ #20 does say that, but you seem not to have read the rest of FAQ #20, which contains information such as the following, which may not help your case:

 

"On the other hand, if the bylaws state a term for the office but add “or until [the officer's] successor is elected,” or contain other wording explicitly indicating that the officer may be removed before the term expires, then the officer can be removed from office by a two-thirds vote, by a majority vote when previous notice has been given, or by a vote of the majority of the entire membership -- any one of which will suffice. A successor may thereafter be elected for the remainder of the term."

 

And most importantly:

 

"Of course, if the bylaws themselves establish a procedure for removal from office, that procedure must be followed."

 

So based on the language in your Bylaws, it's not clear to me that the formal trial procedures in Ch. XX are required.

 

3) Only the General membership can vote Moon Beam off the island, since it is the GM who voted Moon Bean on the island six months ago.See #1. Additionally  there was NO reason to remove the elected officer.

 

Based on what your Bylaws say, it's not clear to me that only the general membership can remove Moon Beam. Your Bylaws supersede RONR. Furthermore, based on the language of the Bylaws, it isn't clear to me that a reason is required.

[Gary c Tesser]

Gary

1) [snip. GcT: Okay, I have read that bylaw enough times. Got it.]

[steeves:]

A: The above is the entire bylaw and is not Specific. The Board is not given the authority to rescind an election. They can make a motion to rescind and present it at a Special meeting, but this did not happen. As stated in post #21, by Mr Martin, the board cannot rescind an election on its own. (page 308 RONR)

Steeves, perhaps here is the crux of our disagreement. It looks to me as if that bylaw provision is comprehensive, and specific enough; to you, it doesn't. (Much of our other argumentation, and that posited by others here, will be seen to be wasted completely if it is not made clear which of those assumptions each statement assumes as its base -- so to an extent we have been arguing at cross-purposes, and will continue to do so either until this basic disagreement is unresolved, or whenever anyone offers a proposition without specifying which assumption it is proceeding from.

(I bet that people have figured this problem out already, how to argue efficiently without wasting time at cross-purposes based on unacknowledged differing basic assumptions. You can probably find it on the Internet; maybe also in Aquinas or the proceedings of the Sanhedrin. If anyone knows of some, kindly let me know.)

But back to work. Here's that bylaws provision, as I see it: "The Executive Board is charged with the authority [for] removal from office of elected or appointed officers."

(First, some housekeeping: Do you accept that my excerpt, there, of the bylaw, is acceptable, and does not distort its meaning? If you do, we may proceed; if not, we must disregard whatever I say now thaqt proceeds from this assumption.)

I don't see how this does not completely, and maybe exclusively, charge the board with removing officers as it sees fit. And since this is what the bylaws say, then nothing that RONR, or any other authority subordinate to the bylaw (which is almost everybody) says, is of any consequence. The last sentence in FAQ #20 (Reg. U.S. Dept. Agr.) says: "Of course, if the bylaws themselves establish a procedure for removal from office, that procedure must be followed."

I think that your New Bylaw satisfies this statement; you, Ms Steeves, clearly do not. Of course, therefore, this is a matter of bylaws interpretation, up to your organization to make (look at the "principles," p. 588, #1), and in which the non-member likes of me doesn't get a vote; I only get a rant here on the Internet, albeit the world's premier Internet parliamentary forum. I do grant that you got a good case: clearly, being charged with removal gives the board the authority, but certainly does not in itself provide an explicit procedure.

2) Do not agree, : [snip] This is the rule that should have applied because of the exact wording of the bylaws.

Well, that is the rule only if anything that RONR says is applicable. But I now have moved to seeing how, yes, it may very well be that what RONR says does apply, if your organization does determine that the bylaw is not specific enough (the more I type here, the less money I think I'm willing to bet on my side :-) ).

But I'll still think that the RONR provisions would have to be applied to what the Board, itself, only, does about the removal of the officer: the membership is still out of the removal loop.

(Maybe that puts me in opposition to what Josh Martin said, again. In anticipation: ow, ow, ow.)

We have conflicting bylaws??

Umm ... what bylaws do you see conflicting?

3) Only the General membership can vote Moon Beam off the island, since it is the GM who voted Moon Bean on the island six months ago.See #1.

That's true only if the bylaws say nothing about island-offing. But the New Bylaw, I trust we do agree by now (BE SURE TO SAY SO IF WE DON'T!), says otherwise, and what the bylaw says, I trust we agree by now (SEE PREVIOUS PARENTHETICAL SHRIEK) -- entirely supersedes anything and everything that RONR says on the matter. The bylaws say that, although the membership elects, the board rejects.

(O I am in trite rhyming heaven.)

Additionally there was NO reason to remove the elected officer.

But unless there are rules that require a reason, no reason is required.

4) and if the procedures for removing an officer were followed properly in Moon Beam's case other than calling the removal a "rescinding," it will probably stand.

A: ... A special meeting, not a General Mem meeting should have been called. Post #17

Four or five objections to this, so can we let it go?

[Gary c Tesser]

What happened with Brooklyn Park?

[Josh Martin]

(Maybe that puts me in opposition to what Josh Martin said, again. In anticipation: ow, ow, ow.)

 

Not necessarily. To make it clear, I am not asserting that the membership does (or does not) have a role in removing officers under the organization's Bylaws. That's a question for the organization to interpret. What I am saying is that if the membership did remove Moon Beam from office (and it's unclear at this point whether this is the case), the board can't rule that action null and void - only the general membership can. Unless, of course, the Bylaws provide otherwise.

 

If you're suggesting that the board can invalidate an action of the general membership (without authorization from the Bylaws), then yes, we disagree. 

 

What happened with Brooklyn Park?

 

I moved. Back in October, actually.

[Dan Honemann]

Give it up, Josh. Gary may eventually understand, but the OP never will.

[Gary c Tesser]

Give it up, Josh. Gary may eventually understand, but the OP never will.

Yeah, sure she might. I've been at this since 1992 when I was inaccurately 12, you've been at this since 1876 when you were charitably twelve, Josh has been at this since he was twelve which was last week, but Ms. Steeves has been only at it here for maybe a month and a half. You're just being grumpy 'cause you get those 8- and ten-year-old grandchildren at their sleepovers to read you the overnights at six AM and they are almost spitefully conscious alert and perky, without the eighteen cups of coffee that don't even do anything for the antient likes of you or me, so here eight hours later you're still sleepy so you can just pretend to grump.

Watch Ms Steeves's learning curve, by maybe July say, if not sooner. She'll be taking up the reins with her RONR 11th and her RONR-IB 2d there at her elbow, letting us all go fishing in West Virginia for a couple days of pulling Chris's fishing lines out of the trees and our body parts as she covers the website with aplomb and savoire-faire and her beer spilt onto her keyboard like the rest of us.

[Gary c Tesser]

I moved. Back in October, actually.

Why? You got tired of living in a place named for a saint?

[Steeves]

What happened with Brooklyn Park?

It's melting, in the rain....

 

Sorry, that was MacArther Park...carry on.

[Dan Honemann]

I've got 8 and 10 year-old grandchildren? I can assure you that they are all way older than that.

[Steeves]

Give it up, Josh. Gary may eventually understand, but the OP never will.

I see the smiley face.

I don't know y'all very well.

I must ask if this is an inside joke or do you really mean I will never understand?

[Josh Martin]

Why? You got tired of living in a place named for a saint?

 

No, I moved from Brooklyn Park to St. Paul (although the names were not a factor), and now I'm wondering If I guessed wrong about why you asked the Brooklyn Park question.

[Steeves]

Ladies and Gentlemen, for your review. The bylaws in their completion including the newest bylaw. I have <snip> names/titles in order to protect the innocent. I have 'renamed' the organization, again to protect the innocent. 

 

 

BYLAWS

ARTICLE I

NAME

The name of this organization will be The Dysfunctional Orgnization

ARTICLE II

MISSION STATEMENT

The mission is to support the Libraries and the community by promoting library services and needs through advocacy, fundraising and cultural enrichment.

ARTICLE III

PURPOSE

The purpose of this organization is to organize and operate a charitable and educational organization which will:

 maintain an association of persons interested in books and libraries,

 promote literacy,

 focus public attention on library services, facilities, and needs,

 stimulate gifts of service, books, magazines, desirable collections, endowments and

bequests, and

 provide community enrichment and outreach programs.

ARTICLE IV

GENERAL MEMBERSHIP

The general membership will consist of all persons and organizations paying annual dues and subscribing to the organization mission statement and purpose  as set forth Articles II and III

ARTICLE V

OFFICERS, EXECUTIVE BOARD, AND BOARD OF DIRECTORS

SECTION 1 - Officers The officers of this organization shall consist of a President, Vice

President, Treasurer, Secretary and Corresponding Secretary. The Secretary and Corresponding Secretary may be folded into one office. Duties of these officers are detailed in the Standing Rules.

SECTION 2 - Term of Office All officers will be elected by the general membership

for a term of two (2) years, beginning in January of the next year, to coincide with the calendar year.

SECTION 3 - Executive Board

(a) The President (or Rotating President), elected officers, and the Immediate Past President will be known as “The Executive Board”

( In case of a vacancy of the President, the Executive Board may either (1) carry on business by a Rotating Presidency of four members appointed by the Executive Board, or (2) the Executive Board may appoint a single individual to fill the

unexpired term of office as President.

© The Executive Board may appoint individuals to fill the unexpired term of other vacant officer positions.

(d) A simple majority of Executive Board members present will constitute a quorum for the transaction of business.

(e) All proposed actions must be approved by a majority vote of the Executive Board members present.

(f) Meetings of the Executive Board are at the call of the President and may be in person or by telephone.

(g) Proxy voting is allowed.

(h) In between in person or telephone meetings, the President may conduct business by email with the majority vote of those responding necessary to approve or disapprove any requested action.

(i) The Executive Board is charged with the authority and responsibility to handle sensitive personnel issues, including but not limited to, determining and enforcing disciplinary action, and removal from office of elected or appointed officers. (New Bylaw)

SECTION 4 - Board of Directors

(a) The Executive Board and the Committee Chairs will be known as “The Board of Directors.”

( The President, with the approval of the Executive Board, will appoint Committee Chairs as needed. Duties of such committees are detailed in the <snip> Standing Rules

 © The President, with the approval of the Executive Board, may appoint any ad-hoc committee as needed. The ad-hoc committee chair will be considered a member of the Board of Directors.

(d) The Board of Directors shall meet at least monthly. Other meetings will be called at the discretion of the President, or other Executive Board member, as needed.

(e) Board of Directors will serve a term of two (2) years consistent with the Organization’s calendar year.

(f) The President is an ex-officio member of all committees.

(g) A simple majority of Board members present will constitute a quorum for the transaction of business.

(h) All proposed actions must be approved by a majority vote of the Board of Directors present.

(i) Any member may attend the BOD meetings and share their views under discussion.

(j) Voting by non-Board of Directors members will be allowed by an affirmative vote of the Board of Directors.

(k) In between Board of Directors meetings, the President may conduct business by email with the majority vote of those responding necessary to transact business.

ARTICLE VI

MEETINGS- General Membership

SECTION 1 - Meeting Frequency-General membership meetings will be held at least once a year with date(s) for such meeting(s) set by the Board of Directors at each December meeting for the next calendar year. Business items will include election of officers every two years, officer and committee reports, and action on any other business deemed necessary.

SECTION 2 - Minutes : Each meetings draft minutes will be e-mailed to all members or available in the office ten (10) days prior to the next general membership meeting for review. A copy of the minutes as approved by the general membership will be filed in the Minutes binder.

SECTION 3 - Voting

(a) A simple majority of the general membership present will constitute a quorum for the transaction of business.

( All members <snip> present at the general membership meetings will have voting privileges.

© All proposed actions must be approved by a majority vote of <snip> members present.

(d) Proxy voting is not allowed.

ARTICLE VII

DUES

SECTION 1. The annual dues will be determined by the Board of Directors and are due and payable each January.

SECTION 2. Dues paid in November or December will apply to membership for the following year.

SECTION 3. The calendar year of this organization is January 1 through December 31

ARTICLE VIII

FUNDS

SECTION 1. They Dysfunctinal Org is a non-profit, 501 © (3), organization and all monies received , except for organizations operating  expenses, are to be spent on behalf of the library or for community enrichment and outreach programs.

SECTION 2. The treasurer will be responsible for maintaining correct books of accounts.

SECTION 3. The books will be audited yearly.

SECTION 4. The accumulation and distribution of funds will follow the Internal Revenue Service guidelines for non-profit organizations.

SECTION 5. The fiscal year of this organization will begin on January 1 of each year and end on December 31.

SECTION 6. The  Encumbered fund account for designated monies donated to the <snip> through the <snip> is to be spent at the <snip> Director’s initiative working cooperatively with the Dys Org. However funds in that account which are designated for specific items (e.g. children’s books, audio/DVD, etc. shall only be spent for those specified purposes.

SECTION 7. ---may disburse funds to the <snip> for:

 Books and media

 Capital outlay items

 In-service training, workshops, and seminars,

 Library programs

 Art-related projects or activities Community and outreach programs

SECTION 8. Dys Org is not deemed to be the employer of any staff.

ARTICLE IX

ENDORSEMENTS

Section 1. This organization will not participate in any Political Action Committee (PAC) nor endorse any ballot measure or candidate for office. Section 2. This organization will not endorse any commercial product that is not directly related

Article II or III

ARTICLE X

AMENDMENTS

The bylaws may be amended at any general membership meeting of this organization by a simple majority of the members present and voting, provided proposed amendments are published by email, US mail, or are available for review in the Dys Org office at  the Library ten (10) days prior to the general membership meeting.

ARTICLE XI

PARLIAMENTARY AUTHORITY

All meetings will be conducted according to Roberts Rules of Order, Revised, except when in conflict with these bylaws or with the laws of the State of California.

[Josh Martin]

Ladies and Gentlemen, for your review. The bylaws in their completion including the newest bylaw. I have <snip> names/titles in order to protect the innocent. I have 'renamed' the organization, again to protect the innocent. 

 

We don't interpret Bylaws here*. That's up to your organization. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation.

 

The one thing I will say based on the Bylaws is that those two general membership meetings other than the annual meeting might be valid after all since, contrary to Post #11, the Bylaws state that the general membership will meet at least once per year.

 

* Well, Mr. Tesser tries sometimes, when he doesn't know what's good for him, like in Post #29.

[Steeves]

We don't interpret Bylaws here*. That's up to your organization. See RONR, 11th ed., pgs. 588-591 for some Principles of Interpretation.

 

The one thing I will say based on the Bylaws is that those two general membership meetings other than the annual meeting might be valid after all since, contrary to Post #11, the Bylaws state that the general membership will meet at least once per year.

 

* Well, Mr. Tesser tries sometimes, when he doesn't know what's good for him, like in Post #29.

I am not asking for an interpretation, I have provided all the bylaws hopefully to alleviate any confusion, specifically when it comes to the 

 

The GM shall meet at least once a year was put into place rather then meeting every two years, which helped keep the organization from folding.

 

The bylaws  state the calender for GM meetings are set in December for the next Calendar year.  I do  comprehend that the BOD can change the Calendar during a  BOD meeting. Neither of these things happened.

[Guest Edgar]

Where's that little padlock icon when you need it?