stature Posted November 9, 2014 at 08:34 PM Report Share Posted November 9, 2014 at 08:34 PM In the "Interpreting Bylaws" topic re who can interpret bylaws meaningsJosh Martin provided a response that assumed a Board made an interpretation binding on a convention.: "If the board is granted "full power and authority over the affairs of the society between conventions" or the like (which seems extremely likely if the convention only meets once every three years), then the board may interpret the bylaws between meetings of the convention. This ruling could, of course, be overturned at a meeting of the convention. I have a question adding to the above scenario of a board granted "full power and authority over the affairs of the society between conventions" : Let's say the bylaws also state that Member X determines the legal intent of bylaws (Member X holds an officer position). It is known that Member X is planning to interpret bylaws such that it affects who can qualify for other officer positions and how long their term will be, and is now making deals with others to use this power of interpretation. The factual intent of the membership on officer terms does not match what Member X is planning. Can the Board suspend that bylaw that gives Member X that power over bylaws via the Board's 2/3 vote saying it involves interpretation of bylaws and is procedural in nature, as it is affecting convention election procedures, and then subsequently appoint a nominating committee with the Board's own instructions on how candidates for officer positions will be determined to qualify to run under the bylaws and how long their term lasts under the bylaws (based on the Board's own interpretations of meaning of bylaws) ? If this is permissible to suspend that bylaw , does the suspension of the bylaw last only for that Board meeting and Member X then automatically has the power of bylaw interpretation again at a convention where Member X could assert different interpretations (unless the bylaw is suspended again or changed)? Link to comment Share on other sites More sharing options...
Edgar Guest Posted November 9, 2014 at 09:07 PM Report Share Posted November 9, 2014 at 09:07 PM If you simply assume that the bylaws a bylaw can't be suspended, you'll be right 99% of the time. And if you assume that the board can't suspend a bylaw, that percentage might increase. And note that the phrase used in RONR is "suspend the rules" (though, in very limited instances, the rule(s) could be part of the bylaws). Link to comment Share on other sites More sharing options...
stature Posted November 9, 2014 at 09:42 PM Author Report Share Posted November 9, 2014 at 09:42 PM But we need to stop Member X Link to comment Share on other sites More sharing options...
Kim Goldsworthy Posted November 10, 2014 at 03:29 AM Report Share Posted November 10, 2014 at 03:29 AM In the "Interpreting Bylaws" topic re who can interpret bylaws meaningsJosh Martin provided a response that assumed a Board made an interpretation binding on a convention.: "If the board is granted "full power and authority over the affairs of the society between conventions" or the like (which seems extremely likely if the convention only meets once every three years), then the board may interpret the bylaws between meetings of the convention. This ruling could, of course, be overturned at a meeting of the convention. I have a question adding to the above scenario of a board granted "full power and authority over the affairs of the society between conventions" :Let's say the bylaws also state that Member X determines the legal intent of bylaws (Member X holds an officer position). It is known that Member X is planning to interpret bylaws such that it affects who can qualify for other officer positions and how long their term will be, and is now making deals with others to use this power of interpretation. The factual intent of the membership on officer terms does not match what Member X is planning. Can the Board suspend that bylaw that gives Member X that power over bylaws via the Board's 2/3 vote saying it involves interpretation of bylaws and is procedural in nature, as it is affecting convention election procedures, and then subsequently appoint a nominating committee with the Board's own instructions on how candidates for officer positions will be determined to qualify to run under the bylaws and how long their term lasts under the bylaws (based on the Board's own interpretations of meaning of bylaws) ? If this is permissible to suspend that bylaw , does the suspension of the bylaw last only for that Board meeting and Member X then automatically has the power of bylaw interpretation again at a convention where Member X could assert different interpretations (unless the bylaw is suspended again or changed)? I don't see how a rule in the form, "X is empowered to do Y," can be suspended, as it is a rule which is not in the nature of a rule of order.It is an administrative rule.It is a rule which can be triggered outside of a meeting context. E.g.Assume a rule in the bylaws, "Secretary shall send birthday cards."This is a rule in the format, "X is empowered to do Y."If the Secretary executes this rule on a Sunday night at 2:00 a.m., then who is empowered to suspend the rule? Remember, the suspension of a rule ends at adjournment. Link to comment Share on other sites More sharing options...
stature Posted November 10, 2014 at 05:30 AM Author Report Share Posted November 10, 2014 at 05:30 AM In official interpretation 2006-2 the administrative duties can be limited during the meeting. So if the board makes rules governingthe convention on who can qualify for office and term lengths, during their board meeting, and after suspending that Member X's empowerment, in essence defining the meaning of bylaws (using board's power and authority between conventions) then wouldn't the board's ruling take precedence over Member X later acts, as the Board acts in the name of the convention? Link to comment Share on other sites More sharing options...
Sean Hunt Posted November 10, 2014 at 08:05 AM Report Share Posted November 10, 2014 at 08:05 AM That sounds really, really ugly to me. A bylaw may not be suspended unless it is applicable only in a meeting (and even then, it might not be suspendable). For a silly example, a bylaw stating that "Only three of the four lights in the clubhouse may be on at once." cannot be suspended in a meeting, because it is applicable outside of a meeting. If the bylaw you wish to suspend is applicable even outside of a meeting context, then it cannot be suspended. OI 2006-2 is very narrow in scope, and applies specifically to the duty of chairing a meeting. It should not be expanded in scope to anyone or any duty which is not a part of the assembly functioning in a meeting. Without seeing your bylaws (and we do not do bylaw interpretation here), it is impossible for us to judge whether or not the rule is properly suspendable, or how it interacts with other provisions in your bylaws, or with procedural rules like the right of any member to appeal a ruling from the chair. Link to comment Share on other sites More sharing options...
stature Posted November 10, 2014 at 11:47 AM Author Report Share Posted November 10, 2014 at 11:47 AM re "unless it is applicable only in a meeting" would this include rules on terms and elections,since elections occur only in a meeting ? Link to comment Share on other sites More sharing options...
Gary Novosielski Posted November 10, 2014 at 01:44 PM Report Share Posted November 10, 2014 at 01:44 PM In official interpretation 2006-2 the administrative duties can be limited during the meeting. So if the board makes rules governingthe convention on who can qualify for office and term lengths, during their board meeting, and after suspending that Member X's empowerment, in essence defining the meaning of bylaws (using board's power and authority between conventions) then wouldn't the board's ruling take precedence over Member X later acts, as the Board acts in the name of the convention? No. Link to comment Share on other sites More sharing options...
Gary Novosielski Posted November 10, 2014 at 01:46 PM Report Share Posted November 10, 2014 at 01:46 PM re "unless it is applicable only in a meeting" would this include rules on terms and elections,since elections occur only in a meeting ?No. Terms and powers of office are not rules of order. The term "rules of order" are those rules that relate to the orderly conduct of business in a meeting. Link to comment Share on other sites More sharing options...
Josh Martin Posted November 10, 2014 at 07:55 PM Report Share Posted November 10, 2014 at 07:55 PM Let's say the bylaws also state that Member X determines the legal intent of bylaws (Member X holds an officer position). It is known that Member X is planning to interpret bylaws such that it affects who can qualify for other officer positions and how long their term will be, and is now making deals with others to use this power of interpretation. The factual intent of the membership on officer terms does not match what Member X is planning. Can the Board suspend that bylaw that gives Member X that power over bylaws via the Board's 2/3 vote saying it involves interpretation of bylaws and is procedural in nature, as it is affecting convention election procedures, and then subsequently appoint a nominating committee with the Board's own instructions on how candidates for officer positions will be determined to qualify to run under the bylaws and how long their term lasts under the bylaws (based on the Board's own interpretations of meaning of bylaws) ? If this is permissible to suspend that bylaw , does the suspension of the bylaw last only for that Board meeting and Member X then automatically has the power of bylaw interpretation again at a convention where Member X could assert different interpretations (unless the bylaw is suspended again or changed)?Well, your bylaws unfortunately seem to grant this person the sole authority to interpret your bylaws, and I suspect his interpretation will be that the rule cannot be suspended. Your bylaws also take precedence over RONR, so what I said on this subject elsewhere doesn't mean much for your organization. My recommendation is to amend the bylaws to remove this rule as soon as possible.In official interpretation 2006-2 the administrative duties can be limited during the meeting.Read OI 2006-2 a little bit closer. It provides that the President's authority to preside is in the nature of a rule of order and may therefore be suspended. It specifically states that his administrative authority as President cannot be suspended. Link to comment Share on other sites More sharing options...
stature Posted November 11, 2014 at 04:56 AM Author Report Share Posted November 11, 2014 at 04:56 AM I was trying to figure out a way to silence Member X prior to convention and waiting to change bylaws.Suspend rules seemed a good choice if bylaw interpretation was procedural for the conduct of meetings, orif bylaw interpretation arises out of a point of order or appeal.Others here believe that outside a meeting interpretation can be done, which I'll have to think more about. Kind of like "If a tree falls in a forest and no one is around to hear it, does it make a sound?"except changed to "If Member X interprets a bylaw outside a meeting and no one is around to make a point of order or appeal, was there a binding interpretation on the society?" Link to comment Share on other sites More sharing options...
Edgar Guest Posted November 11, 2014 at 02:34 PM Report Share Posted November 11, 2014 at 02:34 PM Kind of like "If a tree falls in a forest and no one is around to hear it, does it make a sound?" Asked and answered. Click here. Link to comment Share on other sites More sharing options...
Josh Martin Posted November 11, 2014 at 07:21 PM Report Share Posted November 11, 2014 at 07:21 PM I was trying to figure out a way to silence Member X prior to convention and waiting to change bylaws.Would it be possible to remove him from office? Link to comment Share on other sites More sharing options...
stature Posted November 12, 2014 at 02:08 AM Author Report Share Posted November 12, 2014 at 02:08 AM I think I have good factual grounds for a complaint for removal (on another issue). In addition, this convention may be the one where everyone agrees to make removalhappen via election as Member X's plan is very much in disfavor. I'm also going to have to submit a bylaws change since this power is too much for one member to have(and temptation to abuse for one's own benefit, as extending others' terms would add supportersto Member X for his other agenda items on the Board) . Link to comment Share on other sites More sharing options...
Recommended Posts
Archived
This topic is now archived and is closed to further replies.