Bylaws and voting

[fixter]

 I have belonged to a volunteer organization for over 2 years now. It has taken that long to see the inner workings and I still do not understand some things that go on. Let me first say that I have never been supplied a copy of the company bylaws although I have read an old copy of another member that doesn't include more recent amendments. That is really aside from my problems.

 

 Our bylaws clearly state that no officer shall hold and office for more the 5 consecutive years. Last year the first thing voted on during the election process was to set aside the bylaws in regards to this. At the time I was newly off of probation and didn't realize what was happening. Now I understand that there is a group of people that cover each others backs to stay in power. Reading through this forum it seems that setting aside the bylaws is absolutely wrong. We have an amendment process in our bylaws that takes four months with a vote each month to make a change. It seems this would be the correct process to make such a change.

 

 As our next election is approaching, I believe we have a majority to change out the powers that be. It seems to me that it would make it easier for the process if we could successfully argue the point of setting aside the bylaws. I spoke with an old timer in the company and he said that they referred to Roberts Rules allowing them to set aside the bylaws. I told him that this was not correct. Our bylaws specify RONR 10th edition. I would like to be prepared to reference specifics of RONR.

 

Thanks for any help.

[George Mervosh]

 I have belonged to a volunteer organization for over 2 years now. It has taken that long to see the inner workings and I still do not understand some things that go on. Let me first say that I have never been supplied a copy of the company bylaws although I have read an old copy of another member that doesn't include more recent amendments. That is really aside from my problems.

 

 Our bylaws clearly state that no officer shall hold and office for more the 5 consecutive years. Last year the first thing voted on during the election process was to set aside the bylaws in regards to this. At the time I was newly off of probation and didn't realize what was happening. Now I understand that there is a group of people that cover each others backs to stay in power. Reading through this forum it seems that setting aside the bylaws is absolutely wrong. We have an amendment process in our bylaws that takes four months with a vote each month to make a change. It seems this would be the correct process to make such a change.

 

 As our next election is approaching, I believe we have a majority to change out the powers that be. It seems to me that it would make it easier for the process if we could successfully argue the point of setting aside the bylaws. I spoke with an old timer in the company and he said that they referred to Roberts Rules allowing them to set aside the bylaws. I told him that this was not correct. Our bylaws specify RONR 10th edition. I would like to be prepared to reference specifics of RONR.

 

Thanks for any help.

 

"Rules contained in the bylaws (or constitution) cannot be suspended—no matter how large the vote in favor of doing so or how inconvenient the rule in question may be—unless the particular rule specifically provides for its own suspension, or unless the rule properly is in the nature of a rule of order as described on page 17, lines 22–24. "  RONR (10th ed.), p. 254

 

Term limits for officers are not in the nature of a rule of order as described on p. 17, and cannot be suspended unless the rule provides for its own suspension, and that provision would be in the bylaws themselves.

[Kim Goldsworthy]

It seems to me that it would make it easier for the process if we could successfully argue the point of setting aside the bylaws.

I spoke with an old timer in the company and he said that they referred to Roberts Rules allowing them to set aside the bylaws.

Ideas:

 

1.) Raise a POINT OF ORDER at the meeting.

 

2.) Prior to the meeting, write a letter or e-mail to the officers, saying that you will raise a POINT OF ORDER. That will give the P, VP, S., T., time to look up the rule, and to think up a reply. That will give them time to consult with a parliamentarian, or a more senior member of the organization, on whether their previous action was consistent with Robert's Rules of Order.

 

3.) Hire a parliamentarian. - Get a set of members/officers to push through a resolution to hold a workshop on parliamentary procedure, where Q-and-A can take place. That is an educational and neutral solution, since no one would be accusing anyone of any wrong-doing, but everyone would be debriefed on the correct rule, at the same time, in the same context.

[fixter]

Thanks for the suggestions, I will let you know the outcome.

[Guest Suzanne]

Our bylaws state that a when our membership falls below twenty, additional members may be admitted by unanimous consent of all members. Some want to change the amendment to read "when the membership falls below 20, additional members shall be admitted by following the association's Guidelines for Nominating, Selecting, and Admitting new members.

We do not have official guidelines. Should bylaws refer guidelines? The issue they want to go around is unanimous consent.

Please help, meeting in 1 hour!

[jstackpo]

"Unanimous consent", per RONR, means only that there are no objections to a proposal, NOT that all members vote "Yes".  See p. 54-55

 

So it isn't that tough to get new members.

[Guest Suzanne]

In our case it refers to membership in our club, not just proposing a membership. They want to replace it with guidelines....and we do not have any....but should an an amendment read refer to guidelines?

[Richard Brown]

Suzanne, your question really should be posted as a new topic.  It's not related to the topic of this thread started by fixter.

[fixter]

Our vote is this week. I have discussed this with some other members and the question came up. What do we do if we are not successful in our argument? This is a volunteer fire company. I know we receive taxpayer funding but I don't think that the towns have any authority inside the company.

[Edgar Guest]

What do we do if we are not successful in our argument?

 

If you can't persuade a majority of the assembly to obey the rules your only recourse is to appeal to a higher authority (e.g. "the law").

 

Try to do your persuading before the meeting (i.e. rally the troops). And make sure they show up.

[fixter]

I just received a picture of our nomination sheet and the person that has reached term limit years ago is on it once again. Wish me luck.

[Sean Hunt]

I just received a picture of our nomination sheet and the person that has reached term limit years ago is on it once again. Wish me luck.

 

Be sure that your term limit applies to total terms, not consecutive terms. It's not uncommon for someone to be allowed back on after a cooling-off period.

[Weldon Merritt]

Be sure that your term limit applies to total terms, not consecutive terms. It's not uncommon for someone to be allowed back on after a cooling-off period.

 

Based on the original post, I think fixter is talking about an officer serving impermissible consecutive terms.

[fixter]

Based on the original post, I think fixter is talking about an officer serving impermissible consecutive terms.

Exactly. Our bylaws state 5 consecutive years which I interpret as they could take a year off and try again.

[jstackpo]

Exactly. Our bylaws state 5 consecutive years which I interpret as they could take a year off and try again.

OK, but I, for one, would be more comfortable reading the exact quoted words that are in the bylaws......

[fixter]

OK, but I, for one, would be more comfortable reading the exact quoted words that are in the bylaws......

All officers of the Company shall hold their office for no more than five (5) consecutive years. All officers will be up for election each year with exemption of Directors.

[jstackpo]

This still could be a tad ambiguous:   After someone has been in office for five consecutive years, you could assert that he has "used up" his five years (because they were contiguous) and cannot serve in that office ever again. 

 

Maybe that is a stretch but if I was out to get someone and was trying to keep him out of office (after a year off) that is what I would argue. 

[Edgar Guest]

Maybe that is a stretch . . . 

 

Whether it's a stretch or not it would seem that the officer in question, who has presumably "reached his term limit years ago", is (and was) ineligible to continue to hold that same office.

[fixter]

Well some things went well and others did not. The president was replaced on the first vote but that doesn't take effect until Jan 1. He is still running the meetings until then. The new president has a lot to do to clean up the corruption of the current one. We got to the vote for line officers and immediately the voting committee chairman set aside the bylaws. Other then myself there was not opposition. I attempted to nominate someone else (the newly elected president) for the position and the president stomped all over me saying that he could not hold both offices. There is nothing in the bylaws about holding multiple positions. Then the president said it was his opinion. My understanding is the president is not allowed an opinion? My nomination was never taken and the current person was elected unopposed. An illegal election in my estimation. I doubt we will be able to do anything about it until the new president takes office. Any other ideas are much appreciated but it is tough when everyone else loses their spine.

[Edgar Guest]

 . . . the voting committee chairman set aside the bylaws. Other than myself there was no opposition.

 

It's unfortunate that, in the weeks leading up to the meeting, you couldn't persuade a single member to support your efforts to ensure that the rules were obeyed. I'm not sure I'd want to belong to such an organization.

[Richard Brown]

Well some things went well and others did not. The president was replaced on the first vote but that doesn't take effect until Jan 1. He is still running the meetings until then. The new president has a lot to do to clean up the corruption of the current one. We got to the vote for line officers and immediately the voting committee chairman set aside the bylaws. Other then myself there was not opposition.

The voting committee chairman did WHAT???   Set aside the bylaws???

 

I don't know what to say other than that I believe some people in your organization....especially your president... need to start learning about parliamentary procedure.  RONR in Brief is a good place to start.  It's inexpensive, an easy read, and is based solidly on RONR.  http://www.robertsrules.com/inbrief.html

 

Another easy to understand book that is a good supplement to, but not a substitute for RONR, is Robert's Rules for Dummies by C. Alan Jennings.  It's in the 2nd edition.

 

There is, of course, no substitute for "the right book", RONR 11th edition.  It provides just about all of the detail about parliamentary procedure that you can want:  http://www.robertsrules.com/book.html

 

All of them also make excellent and relatively inexpensive gifts, especially RONR In Brief. 

[Josh Martin]

Well some things went well and others did not. The president was replaced on the first vote but that doesn't take effect until Jan 1. He is still running the meetings until then. The new president has a lot to do to clean up the corruption of the current one. We got to the vote for line officers and immediately the voting committee chairman set aside the bylaws. Other then myself there was not opposition. I attempted to nominate someone else (the newly elected president) for the position and the president stomped all over me saying that he could not hold both offices. There is nothing in the bylaws about holding multiple positions. Then the president said it was his opinion. My understanding is the president is not allowed an opinion? My nomination was never taken and the current person was elected unopposed. An illegal election in my estimation. I doubt we will be able to do anything about it until the new president takes office. Any other ideas are much appreciated but it is tough when everyone else loses their spine.

I think it goes a bit far to say that the President "is not allowed an opinion," but it is correct that the President should attempt to maintain the appearance of impartiality, and the President should certainly have something more to go on then his personal opinion as the basis for ruling a nomination out of order. You are correct that the election of the ineligible person is null and void. A Point of Order regarding this issue may be raised at a future meeting, followed by an Appeal if necessary.

[fixter]

It's unfortunate that, in the weeks leading up to the meeting, you couldn't persuade a single member to support your efforts to ensure that the rules were obeyed. I'm not sure I'd want to belong to such an organization.

It is difficult at times but it is a worthwhile organization that serves the community. The problem is the tight group that has been running it for years. One step at a time.

 

The voting committee chairman did WHAT???   Set aside the bylaws???

 

I don't know what to say other than that I believe some people in your organization....especially your president... need to start learning about parliamentary procedure.  RONR in Brief is a good place to start.  It's inexpensive, an easy read, and is based solidly on RONR.  http://www.robertsrules.com/inbrief.html

 

Another easy to understand book that is a good supplement to, but not a substitute for RONR, is Robert's Rules for Dummies by C. Alan Jennings.  It's in the 2nd edition.

 

There is, of course, no substitute for "the right book", RONR 11th edition.  It provides just about all of the detail about parliamentary procedure that you can want:  http://www.robertsrules.com/book.html

 

All of them also make excellent and relatively inexpensive gifts, especially RONR In Brief. 

 

I have obtained a copy of the 10th edition which is what is referenced in our bylaws. It is a shame that people fold to bullies but I am hopeful that things are heading in the right direction. I can't expect things that have been going on for a long time to change overnight.

 

I think it goes a bit far to say that the President "is not allowed an option," but it is correct that the President should attempt to maintain the appearance of impartiality, and the President should certainly have something more to go on then his personal opinion as the basis for ruling a nomination out of order. You are correct that the election of the ineligible person is null and void. A Point of Order regarding this issue may be raised at a future meeting, followed by an Appeal if necessary.

This is exactly what I need to prepare for. I don't see a point in doing so until the new president takes office in January. The new president is on board.

 

I appreciate everyone's input on this and will continue the good fight.

[Richard Brown]

 Our bylaws specify RONR 10th edition. I would like to be prepared to reference specifics of RONR.

I suggest that the bylaws be amended to use the preferred language in the unnumbered first printed page inside the front cover in the 10th edition (and a couple of pages later in the 11th edition) to remove the reference to a particular edition of RONR and to say instead, ". . . the current edition of Robert's Rules of Order Newly Revised".   The same language is used in the sample bylaws on page 569 of the 10th edition.   The same language is on page 588 of the 11th edition, as follows:

 

"The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Society may adopt."

 

I suggest you amend your bylaws to use that language.