Problems with new Board Member that wants Robert's ignored

[DanCio]

I’ll be as brief as possible but we have a huge problem

 

One of our Board members has experience using Roberts but not enough to be able to find things quickly in the book.  In preparing for the meeting we’re working as fast as we can, but as a volunteer organization we’re hamstring with other commitments this time of year.  Our next Board meeting is in two weeks (Sunday).

 

A recent initiative of a new President and VP (myself) is to implement procedures (we a small board) that follow Roberts.  We’re using a motion to accept the Agenda.  We’re also using a Consent Calendar and right now have about 20 items in it including the minutes and a bunch of policy approvals that were never documented in writing.  This has never been done before.

 

We have a new board member.  He has had no prior experience being on boards.  He has had experience with committees that have met informally.  A couple of weeks ago he started to make some rumblings when we said we were using the Consent Calendar.  That has increased to 10 emails a day about the fixes the organization needs and changes that must be made NOW.

 

We said that we were implementing Roberts to a certain point so meetings are more efficient, pointless discussions don’t occur and that a motion needs to be made before discussion starts and then after discussion a vote taken, not that discussion precedes the motion.

 

He insists that as a new Board member using Roberts is wrong, and a Consent Calendar is improper since he is new and doesn’t understand them.  His obsession with “fixing” everything he sees as wrong is driving him.  He’s stated his expectations as a new member that rules don’t apply until he understands them, he expects his agenda items to have priority at the meeting before all other business and expects the board to pass them unanimously.

 

We sent the official call for agenda items out three weeks prior, last Sunday.  He didn’t want to send his items in advance, he said he preferred to just bring them up at the meeting when he saw fit to raise the issues but we insisted.

 

On Christmas Day he drops his agenda items on us; 32 changes to the Bylaws and 18 motions.  His email with them and again included a demand to remove the Consent Calendar, discard Roberts and place all his agenda items before any other business.  Basically we need another class of business named Fred’s Business prior to Old Business.

 

Some of the items could be considered and maybe should but some are just plain wacky.  One is a Bylaw change that states any three members (out of about 600) can demand the board meet or call a general membership meeting on a date at a time at a location of their choosing and the board must pay for the costs of the meeting out of their own pockets, organization funds can’t be used.

 

We need to find ways using Roberts to rein this guy in. The President already sent him an email and copied the Board essentially “spanking” him for thinking he runs the meeting and controls the agenda.  Bill apologized and recognized the President’s right to run the meeting and the agenda committee (President, VP & Secretary) set the agenda and present it to the Board members at the meeting.

 

Does his recognition indicate that he’s said we don’t have to include his items?  We’re considering not including his items anyway and when the motion comes up to approve the agenda we consider adding his one at a time.  He won’t have support from most, a limited few may make the agenda and maybe he gets the idea.  Basically he needs a two motions to get approval, one to get it on the agenda and then one for the motion itself.

 

We’re also considering moving to committee after a motion is made, if he can get it seconded, to briefly discuss the motion and take a straw poll of the voting members to see if there is support for his motion.  Our Bylaws require a 7 of 9 majority for a change and we know that at least 4 are against any changes at this time.

 

Any suggestions or recommendations?  Are we doing this right?

[Hieu H. Huynh]

Perhaps getting Robert's Rules of Order Newly Revised IN BRIEF may be of use for your new board member (and maybe everyone else). 

 

See FAQ #14 on agendas and FAQ #20 on removing officers.

 

Generally the board makes decisions by majority vote, not by the demands of any one member.

[Guest Nancy N.]

I'm hoping this doesn't look like schadenfreude, but this is too funny.  OP DanCio, I think you do recognize the funny part -- not to disregard the infuriating part, which yes I do distinctly recognize and commiserate with --  when you describe one (only one??) of the guy's points as wacky (only wacky??). But OK.

 

Look. "He’s stated his expectations as a new member that rules don’t apply until he understands them ..."  C'mon, really?  This amounts to Dictatorship By The Ignorant. I'd be surprised if students of Political Philosophy ever came across this  one:  in principle, this new guy governs absolutely, unless you can find someone who is even more ignorant, who can trump him because his ignorance is demonstrably superior.  Maybe someone who only speaks another language, that nobody else is fluent in:  in which case, that guy wins, as long as nobody understands anything he says.

 

Ooo.  Good plan.  Carried to  its extreme, let's elect a houseplant.

 

But DanCio (I would put it Mr. or Ms.DanCio, whichever, but we're old friends now, in the trenches of parliamentary artillery, yes?), you have two questions here, which I venture to bifurcate, because I'm only allowed to use that word 3 times a year and until now I had  two left and I didn't  want to waste any:  first -- but not  in order of importance; or, more to the point, in order of precedence -- this guy's concerns (a euphemism for "blitherings"), and second, how, at the meeting, the assembly is to deal with them.

 

(More later; sorry, it's 6 AM, and I'm falling asleep, having been watching Alicia Witt movies on  The Hallmark Channel all night.  No, only because Alicia Witt is in them; but by that criterion, I am not ashamed.  I'm thinking about:  whether this member -- let's call him Zev, 'cause it's towards the end of the year (beginning of the year, I'd propose Adam or, better, Aaron) is likely to be disruptive at the meeting, in which case, if that's what you anticipate,  we'll have RONR citations for you to read up on (and you really should), and maybe to hire a security guard to be at the meeting from the get-go -- or whether he's maybe just noisy on the Internet but will behave himself decorously at the meeting,  in which case, from the beginning, you, or whoever is chairing, emphasize that this is a democracy, and everyone is treated fairly, and that using Robert's Rules is for getting that done.  )

[Gary Novosielski]

There's a lot going wrong here, and after one reading, the standout items are that Fred is proposing bylaws changes with no notice whatever, which probably violates the bylaws.  He's also proposing throwing out RONR as the parliamentary authority (which belongs in the bylaws; if it's not there, see that it gets there, with the proper wording), and the capper, that no rule can be enforced until he "understands" it.  Trust me, he will never "understand" a rule that he disagrees with, no matter how carefully it is explained to him.

 

All of the above is nonsense of course, and the best way to deal with it is a well-prepared presiding officer, backed up by a well-prepared membership.   Clearly, you have done enough research to know that RONR does allow the use of a Consent Calendar (if properly authorized), although I would not recommend placing minutes approval on that list, since, properly done, that requires no motion.

 

Since all of Fred's "ideas" for improvement have so far apparently been circulated only by e-mail, they have no weight at present, and he must bring them as motions at a meeting.  At that time, his most outlandish "ideas" will:  die for lack of a second, be ruled out of order by the chair (subject to appeal, with the chair's decision almost certainly sustained) because they violate the bylaws or were offered without required notice, or simply voted down without much ceremony.

 

If the chair misses a beat, other members should be prepared to back him up by raising appropriate points of order, or using other motions (object to consideration, postpone, refer, etc.) if the floodgates open too wide.  Fred must be made to realize that none of the decisions you've outlined in your post are his to make (or demand) alone.  They are, at best, majority decisions and, at worst, out of the question.

[g40]

Good Luck!

 

Maybe now is the time (in the background) to line up a candidate t run against this "nut case".!

 

On the "consent calendar" issue, I believe any member may request (and it must be done) any item(s) be removed from the consent calendar and be handled like any other motion/issue. Even on the approval of the minutes, I believe if there are corrections to be offered, approval of the minutes should then be removed from the consent calendar.

 

Sure seems like he has it backwards - it is HIS responsibility to become educated in Robert's Rules in order to serve competently on the Board and NOT the Board's responsibility to do things HIS way unless and until he learns the correct way.

[Edgar Guest]

I’ll be as brief as possible but . . .

Ah, the kiss of death.

[DanCio]

we know traditionally minutes don't go in the Consent Calendar but we had to create new corporation so the only business conducted by the incorporators was to elect a President and adopt the Bylaws.  The President then appointed the remainder of the Board as allowed by the Bylaws.  This is part of what triggered the outrage, he didn't have a say at the time we approved the initial Bylaws.  He couldn't since he wasn't officially on the board yet.  He doesn't understand that part.  Also as I said part of his "reasoning" is he sees "wrongs" in the Bylaws.  We just completed a complete Bylaw rewrite which went into force last June.  He was elected to the BOD and seated last October.  He was around for a year and a half prior and sat in Board Meetings where he heard us discuss things and kept trying to influence the board to make the changes he wanted which were ignored.

 

Then a lot of lighter fluid was poured on the fire last July.  At our national convention he approached the Treasurer and demanded detailed financial information.  It was refused.  He demanded the same from the President, the organization's legal counsel and other board members.  All of them just plain blew him off.  The national organization is a 501©(3) and we're applying for the same.  National limits financial disclosures to what is required by the IRS.  We have a policy which states that limit too.

 

Some of the changes he feels are needed immediately are to fix those "wrongs".  Organization members should be emailed detail financials every month who would have line item veto on the budget, require the board to make changes to the budget to benefit themselves (BIG IRS Red Flag there).  Membership should be able to demand bylaw changes and when the board changes them, we should notify the membership and allow them a 60 day window to not just comment, but to permit as few as 2 members to veto or overturn a bylaw change made by the board.  In addition to that the membership should be able to amend the bylaws at will without notification to the board until after they make the change.

 

He disagrees we should operate as required by the IRS, that we're not really a charity, the IRS doesn't mean what they say.  We should operate like a club and give members full governance over the organization like clubs do.

 

Agenda deadline was tonight and he missed it.  So each change needs approval to get added to the agenda.  One of our board members is pretty experienced in RONR and has spent three days looking for procedures that can be used to send a message, nice at first, then more aggressive if necessary.

 

At least 6 of 9 are completely against anything he wants so nothing will pass.  But we can use the agenda addition to prevent things being added, but if they do, and he can get a second, we'll move to committee to take a straw vote and report back the results.  if he doesn't withdraw the motion, then it will fail.  If he's still persistent, then we'll have someone call the question right after the second and the vote will fail.  If that doesn't send the message then we'll just start using Objections to Consideration. 

 

We don't want to go this route but well, what else can we do?

[Gary c Tesser]

DanCio, I don't understand why you think you have a problem. Didn't you read what "Nancy", g40, and especially the sagacious and VERY experienced Gary Novosielski, wrote?

 

...We don't want to go this route ...

 

For pity's sake:  why the hell not?

[George Mervosh]

Talk about ending the year with a bang.........even the 2FP wouldn't dare tackle this one. 

[Gary c Tesser]

(For the record:  Nancy N. said to the the OP, "when you describe one (only one??) of the guy's points as wacky (only wacky??)," but the OP did, instead, say that "some are just plain wacky." And "Nancy" invented the name Zev for the guy, which she should not have, inasmuch as OP DanCio had already called him Fred, which I only noticed when I saw Gary Novosielski (sometimes tough to type, but easier than "GPN," which is horrendously harder) say "Fred" a couple of times.)

[Gary c Tesser]

Talk about ending the year with a bang.........even the 2FP wouldn't dare tackle this one. 

 

I don't follow. Aside from the flash and the bang, there's nothing but a guy ("Fred," I gotta remember.  "Fred."), one guy, who has been a noisy pain-in-the-neck on e-mail.

[Josh Martin]

He insists that as a new Board member using Roberts is wrong, and a Consent Calendar is improper since he is new and doesn’t understand them. His obsession with “fixing” everything he sees as wrong is driving him. He’s stated his expectations as a new member that rules don’t apply until he understands them, he expects his agenda items to have priority at the meeting before all other business and expects the board to pass them unanimously.

Most of this is nonsense.

The member's one (somewhat) legitimate complaint, it seems to me, is with the Consent Calendar. Consent Calendars are not to be used unless the organization has adopted a special rule of order authorizing their use. Under the regular rules, it is not proper to approve motions in bulk. Without a special rule providing otherwise, this can be done only by unanimous consent. Of course, raising an objection makes little sense unless a member actually wants to consider a particular item separately.

Does his recognition indicate that he’s said we don’t have to include his items? We’re considering not including his items anyway and when the motion comes up to approve the agenda we consider adding his one at a time. He won’t have support from most, a limited few may make the agenda and maybe he gets the idea. Basically he needs a two motions to get approval, one to get it on the agenda and then one for the motion itself.

It is incorrect to think that you can prevent the consideration of this member's motions by refusing to put them on the agenda. You are not required to put them on the agenda at all, let alone give them priority over all other business, but the member may make them under New Business. If New Business is not included on the agenda, then he may make the motions after all business on the agenda is completed, although the board might (and probably will) adjourn before it has time to consider all of his 30+ motions. The motion to Adjourn is neither debatable nor amendable and requires a majority vote for adoption.

We’re also considering moving to committee after a motion is made, if he can get it seconded, to briefly discuss the motion and take a straw poll of the voting members to see if there is support for his motion. Our Bylaws require a 7 of 9 majority for a change and we know that at least 4 are against any changes at this time.

No. A straw poll is not in order. I suppose it would be in order to refer it to Committee of the Whole, which could then make a recommendation to the board, but this seems like far more trouble than its worth.

Any suggestions or recommendations?

I highly recommend liberal use of the motion for the Previous Question. It is neither debatable nor amendable and requires a 2/3 vote for adoption. If adopted, it immediately ends debate and lower-ranking subsidiary motions (such as amendments) on the immediately pending question. Since you suggest that most of his motions will have little or no support, this should be a viable strategy.

Another tool, as I hinted at earlier, would be to simply Adjourn the meeting after you've had enough.

At least 6 of 9 are completely against anything he wants so nothing will pass. But we can use the agenda addition to prevent things being added, but if they do, and he can get a second, we'll move to committee to take a straw vote and report back the results. if he doesn't withdraw the motion, then it will fail. If he's still persistent, then we'll have someone call the question right after the second and the vote will fail. If that doesn't send the message then we'll just start using Objections to Consideration.

Don't bother with this committee/straw poll nonsense. It may not be in order, depending on how you do it, and it's bound to be a waste of time. The Previous Question is a good idea. I'd be hesitant in using Objection to Consideration of a Question. The intent of such a motion is to prevent consideration of a motion which is so controversial that even discussing it would be damaging to the assembly. Save it for his craziest ideas. (Additionally, on a rather technical note, OTC can't be used against the amendments to the bylaws, since an amendment to the bylaws is an incidental main motion, and OTC can only be applied to original main motions.)

As noted above, you can't actually prevent consideration of a motion simply by leaving it off of the agenda, but he will need to wait until other business is completed. So you could simply adjourn the meeting after a while.

[George Mervosh]

I don't follow.

 

Neither do I, which is the problem, but when the patient and polite parliamentary pundit, Mr. Martin, PRP, uses the word nonsense twice in the same post, avoidance is preferable. 

[Edgar Guest]

Neither do I, which is the problem, but when the patient and polite parliamentary pundit, Mr. Martin, PRP, uses the word nonsense twice in the same post, avoidance is preferable. 

 

Amen.

 

(I try to be as brief as possible.)

[Gary c Tesser]

Gary c Tesser, on 29 Dec 2014 - 12:53 PM, said:

I don't follow.

Neither do I, which is the problem, but when the patient and polite parliamentary pundit, Mr. Martin, PRP, uses the word nonsense twice in the same post, avoidance is preferable. 

 

Oho.

[Gary c Tesser]

Amen.

 

(I try to be as brief as possible.)

 

Yeah, and you're so ubiquitously good at it.

[g40]

1. Actually - I believe approval of minutes is commonly included in a consent calendar.

 

2. Irrespective of whether this (now) board member has (or had) a "right" for more detailed financial reports, why not provide him with such reports? [to the extent that it is both practical and within legal/regulatory/related restrictions]. It has been my experience and observation that refusal to provide financial information to members of an organization can be (or give the appearance of) hiding something.