2 bylaws that conflict with each other?

[Guest Christine]

What does Roberts Rule say when 2 by laws conflict? The issue is that an officer was removed by the president at a meeting without a vote or any bylaw stating the removal could be done. By laws state that the term of the office is three years.

The president stated at a meeting tonight that the "officer was removed because during the vote 2 months earlier they had not received a 2/3 vote" but the election was finalized 2 months prior and that officer had already begun to serve.

Under one section of the by laws titled "elections" is states that the "person receiving the majority vote wins" however later defined under "special votes" it states a quorum of 51% is required with 2/3 of those present to win"

While I understand it is beyond the scope of this forum to interpret by laws, what does Roberts rules say about conflicting by laws? Also, this officer was not present when this was stated at the meeting, would this raise a point of order at the next meeting?

[Dan Honemann]

RONR makes it clear that each society must determine for itself what its bylaws mean whenever they are truly ambiguous, and if bylaws do, in fact, contain conflicting provisions, then they are ambiguous to the extent of that conflict.

 

If one provision of the bylaws says that a vote of two-thirds of the members present is required to elect, and another says, with respect to the exact same election, that a majority vote is all that is required to elect, then there does, indeed, appear to be a conflict. As far as RONR is concerned, since no point of order was raised at the time when the officer was declared elected, his election stands. Presumably, your president has no authority to remove officers on his own initiative.

 

The fact that the officer in question was not present when the president declared that he was removed because, during the vote two months earlier, he had not received a two-thirds vote, appears to be irrelevant.

[Timothy]

I suspect that the principle of interpretation that would apply here is that "a general statement or rule is always of less authority than a specific statement or rule and yields to it." (RONR pg. 589)

[George Mervosh]

I suspect that the principle of interpretation that would apply here is that "a general statement or rule is always of less authority than a specific statement or rule and yields to it." (RONR pg. 589)

 

It's too late at this point to be interpreting anything as Mr. Honemann notes, but surely it's preferable they re-write these provisions to avoid the opportunity to interpret them in the future.  If they say anything close to what Guest Christine says they say they have quite a mess on their hands.

[Gary Novosielski]

What does Roberts Rule say when 2 by laws conflict? The issue is that an officer was removed by the president at a meeting without a vote or any bylaw stating the removal could be done. By laws state that the term of the office is three years.

The president stated at a meeting tonight that the "officer was removed because during the vote 2 months earlier they had not received a 2/3 vote" but the election was finalized 2 months prior and that officer had already begun to serve.

Under one section of the by laws titled "elections" is states that the "person receiving the majority vote wins" however later defined under "special votes" it states a quorum of 51% is required with 2/3 of those present to win"

While I understand it is beyond the scope of this forum to interpret by laws, what does Roberts rules say about conflicting by laws? Also, this officer was not present when this was stated at the meeting, would this raise a point of order at the next meeting?

 

The more specific "special" section would appear to apply, but since no timely point of order was raised,  it is far to late now to do anything about it, and the president definitely does not have this authority 

[Richard Brown]

Under one section of the by laws titled "elections" is states that the "person receiving the majority vote wins" however later defined under "special votes" it states a quorum of 51% is required with 2/3 of those present to win"

While I understand it is beyond the scope of this forum to interpret by laws, what does Roberts rules say about conflicting by laws? Also, this officer was not present when this was stated at the meeting, would this raise a point of order at the next meeting?

The bylaws provision about the vote required for election to office seems clear.  However, it seems to me that the section of the bylaws dealing with "special votes"... whatever that means...   is undefined by the original poster and we don't know what types of actions that rule would apply to.  My guess is that it is referring to such things as bylaw amendments, etc., as that is more in line with the customary vote requirement for such actions.  If that is the case, that section has no applicability to elections.

 

Based on what we know... and what we don't know about "special votes".... it seems to me the officer was properly elected.  Regardless of that, though, I agree that if it was announced two months ago (or whenever) that the officer was elected and he started serving, it is too late to "undo" it now except by going through the process to remove someone from office.  I also agree that, absent a specific bylaw provision, the president has absolutely no power to remove someone from office.

 

Guest Christine, can you tell us a bit more about what types of actions the "special votes" provisions of the bylaws apply to?  I don't now that it would change any of our answers, but I'm still curious. 

 

Edited to add:  You might look at this Official Interpretation re the incorrect announcement of a vote result: http://www.robertsrules.com/interp_list.html#2006_18

[Guest Christine]

This is the Article titled "Elections"

 

 

ARTICLE FIVE

ELECTION OF OFFICERS

Section One

1.         Elected officers of the Squad shall consist of the following:

Captain, 1st Lieutenant, 2nd Lieutenant, Recording Secretary, Corresponding Secretary, Treasurer and Trustees. No member may hold more than one office at a time.

Section Two

1.         Nominations for officers shall be made at the regularly scheduled October business meeting. All nominations shall come from the floor. All nominations must be seconded before they can be accepted. Any member nominated for office must be present at this meeting to accept their nomination. If they are unable to attend this meeting, the candidate must submit written acceptance of their nomination prior to the meeting. Nominations may be closed only by a majority vote of active squad members present.

Section Three

1.         The Recording Secretary shall prepare a ballot for each office showing the names of all candidates nominated for said office. Each ballot shall also include a space for a write in candidate for each office.

Section Four

1.         Voting for officers shall take place at the regularly scheduled November business meeting. Ballots shall be passed out to all eligible members present at this meeting. Members shall mark their ballots and turn them in to the two (2) tellers and/or trustees appointed by the Captain to serve as official counters. Each ballot must be marked with only one vote per office. Any ballot incorrectly marked shall be considered void.

Section Five

1.         Any voting member unable to attend the November meeting may vote by absentee ballot if so desired. The member must request ad absentee ballot from the Recording Secretary prior to the November meeting. Said absentee ballot must be marked correctly and turned into the Captain prior to the start of new business of the November meeting. The Recording Secretary shall keep a record of who has requested an absentee ballot, so that member shall only cast one vote.

Section Six

1.         The candidate receiving the most votes cast shall be elected to office.

 

Section Seven

1.         There will be no campaigning by any candidate on squad premises the night of the election, nor will there be any promises, threats, or intimidations made to any member by a candidate. The penalty for nonobservant of this section will be immediate disqualification of the candidate or candidates involved, and the possible expulsion from the squad if proven guilty.

Section Eight

1.         Term of office for all officers shall be one year except for Treasurer, who shall be for 2 years. Term of office for all trustees shall be for three years. All officers will be limited to a three-term limit. Any officer wishing to run again after three terms must take at least one term off.

Section Nine

1.         All officers must be elected to their office. There will not be an automatic line of succession.

Section Ten

1.         Filling Vacancies — Upon notification that an office is vacant, the secretary will provide written notification to all eligible voting members that an election will be held at the next regular meeting. Written notification may either be by mail, telephone or a notice posted on the bulletin board in all squad houses and a written notification placed in each member’s mailbox at the squad house. Nominations will be made from the floor and a vote will be held to fill the vacancy. The Captain may appoint someone to fill the vacancy for up to 30 days until the election can be held.

 

Then further down, this is what is listed under an Article titled "Meetings"

 

 

2.         SPECIAL VOTES — A quorum for special votes will be 51% of the voting members and will need an affirmative vote of 2/3 of those members present to be approved.

A.                Special votes will be:

1.         Disciplinary action.

2.         Expenditures of $5,000 or more.

3.         To fill an unexpired term.

4.         Annual elections.

5.         Constitutions and By-laws amendments

 

 

 

Further information on this election is that is was an election in which was "Filing a Vacancy" after the previous member resigned. The proper procedure was followed for notification of the election.

[Richard Brown]

Boy, you've got one heck of conflict.  I'm afraid that your organization itself is going to have to reconcile the conflicting provisions.

[Richard Brown]

Under one section of the by laws titled "elections" is states that the "person receiving the majority vote wins" however later defined under "special votes" it states a quorum of 51% is required with 2/3 of those present to win"

 

Actually, that's not what your bylaws say in the section on elections.  They say, based on your quote in the past few minutes, that "The candidate receiving the most votes cast shall be elected to office.".  That isn't a majority vote.  That is a plurality vote, i.e., more votes than any other candidate.

[Guest Christine]

Now this situation has gotten way out of hand and it is a fact that the Captain (presiding officer) himself as well as 3 other officers currently on the board did in fact NOT win their election last year by 2/3's of a vote and it was brought to their attention today and now they are saying that it was "too long" ago to do anything about it.

 

Currently the officer who was taken out of office (without a vote, and Yes, I'm going to say it was me) and I am being charged with a violation of the bylaws having NOTHING to do with this situation regarding elections and it was recommended for trial. In addition I am currently suspended (along with another officer in the same situation) which is why I was not at the meeting in which they threw me out of office. Then to top it all off during the "investigation" we were never interviewed or given a chance to explain our side of the story and was told we are not allowed to speak to ANY MEMBER of the organization or they will expel us from the organization all together.

 

What can be done about this as it seems as the officers are doing whatever they want and there is no order what-so-ever anymore. I have searched for a parliamentarian in my area to assist however there are none. What else can I do?

[Josh Martin]

Further information on this election is that is was an election in which was "Filing a Vacancy" after the previous member resigned. The proper procedure was followed for notification of the election.

 

As previously noted, it is ultimately up to your organization to interpret its own bylaws, but based on this additional information, I'm not sure there is a conflict in this particular instance. The section on "special votes" provides that a vote of 2/3 of the members present is necessary for annual elections. Therefore, this would seem not to apply to an election to fill a vacancy, and the rule in the article on officers would therefore be controlling. Additionally, it's too late to raise a Point of Order about an issue like this anyway.

 

You still have quite a mess on your hands with regard to the annual elections, however, so the bylaws should be amended as soon as possible to remove the conflict.

 

Now this situation has gotten way out of hand and it is a fact that the Captain (presiding officer) himself as well as 3 other officers currently on the board did in fact NOT win their election last year by 2/3's of a vote and it was brought to their attention today and now they are saying that it was "too long" ago to do anything about it.

 

I believe they are absolutely right, actually, but the same logic applies to the other officer. As noted previously, see Official Interpretation 2006-18.

 

Currently the officer who was taken out of office (without a vote, and Yes, I'm going to say it was me) and I am being charged with a violation of the bylaws having NOTHING to do with this situation regarding elections and it was recommended for trial. In addition I am currently suspended (along with another officer in the same situation) which is why I was not at the meeting in which they threw me out of office. Then to top it all off during the "investigation" we were never interviewed or given a chance to explain our side of the story and was told we are not allowed to speak to ANY MEMBER of the organization or they will expel us from the organization all together.

 

If your bylaws have their own disciplinary procedures, see those for the appropriate disciplinary procedures. Otherwise, see Ch. XX of RONR.

 

I have searched for a parliamentarian in my area to assist however there are none.

 

Really? What area are you in?

 

What else can I do?

 

Well, for starters, look into those disciplinary procedures in your bylaws. Perhaps you can use them to remove some or all of the board members from office.

 

EDIT: Struck out the first two paragraphs. Apparently, I missed something in the organization's bylaws.

[Richard Brown]

As previously noted, it is ultimately up to your organization to interpret its own bylaws, but based on this additional information, I'm not sure there is a conflict in this particular instance. The section on "special votes" provides that a vote of 2/3 of the members present is necessary for annual elections. Therefore, this would seem not to apply to an election to fill a vacancy, and the rule in the article on officers would therefore be controlling. Additionally, it's too late to raise a Point of Order about an issue like this anyway.

 

Josh, did you miss number 3 in this list of instances in which the "special votes" apply?

 

2.         SPECIAL VOTES — A quorum for special votes will be 51% of the voting members and will need an affirmative vote of 2/3 of those members present to be approved.

A.                Special votes will be:

1.         Disciplinary action.

2.         Expenditures of $5,000 or more.

3.         To fill an unexpired term.

4.         Annual elections.

5.         Constitutions and By-laws amendments

[Richard Brown]

Now this situation has gotten way out of hand

I have searched for a parliamentarian in my area to assist however there are none. What else can I do?

 

Have you checked with either of the two national associations of parliamentarians?   They both have websites and maintain referral lists of credentialed parliamentarians and will make referrals.

 

Here is contact info on the two major national associations of parliamentarians.

National Association of Parliamentarians (NAP)

213 South Main St.

Independence, MO  64050-3850

Phone: 888-627-2929

e-mail: hq@NAP2.org  

www.parliamentarians.or

American Institute of Parliamentarians (AIP)

550M Ritchie Highway #271

Severna Park, MD  21146

Phone: 888-664-0428

e-mail: aip@aipparl.org

www.aipparl.org

[Guest Christine]

I was able to find one 2-3 hours away. He has been very good with answering my questions.

[Edgar Guest]

I was able to find one 2-3 hours away. 

 

That would seem to be a safe distance.

[Gary Novosielski]

I was able to find one 2-3 hours away. He has been very good with answering my questions.

That would seem to be a safe distance.

 

But I think it would be good to err on the high side.  

[J. J.]

What is it is determined that the vote in question was by ballot?  

[Josh Martin]

Josh, did you miss number 3 in this list of instances in which the "special votes" apply?

 

Apparently so.

 

What is it is determined that the vote in question was by ballot?  

 

I don't think it makes any difference.