Complete "coup revision" of a constitution to which only individual amendments are permitted.

[Guest Dr. Matt Hogendobler]

Our organization's former constitution specifically identifies the procedure to follow for changing it.  You will note in Article VIII that only individual amendments may be entertained (presumably by motions); there is no mention whatsoever of the often-employed, alternative procedure of (total) revision.  While the word "revise" certainly may refer to the act of making a change or amending, within the context of this question there is a clear distinction between two "document changing" procedures:  "amending" vs. "revising"  (or "amendment" v "revision"). More to the point, no root or form of the word "revision" appears anywhere in the document, even in simple reference to "change."

 

It seems well settled that amendments are made primarily to modify or strengthen or clarify or correct an item in an existing document, whereas revisions appear to portend and implement more drastic (radical/revolutionary) change.

 

I have searched everywhere, including RONR, and cannot seem to find a rational procedure for completely revising an organization's constitution via a revision process.  I did, however, find countless guidance citations allowing for total revision of "lesser" documents (like bylaws).  The absence of any guidance for the former seems to imply a departure from acceptable procedure (or, maybe, a contradiction to an otherwise permissibly prescribed "amending by individual amendment" procedure). In other words, it would seem "unthinkable!"  

 

So here is my question:  if "revision" is not identified in a constitution (perhaps intentionally) as a procedure to make a change (or changes) to a document, can an organization's constitution be treated, as in the case with bylaws documents elucidated in the next paragraph, as simply disposable?  To add density to the fog of this case, RONR is not identified as the default parliamentary authority (although, here I am).

 

I read in "RR 4 Dummies" that, at least with respect to bylaws documents, a total revision may be undertaken without regard to the "amendment procedures" identified in the document being revised.  (I would have been disturbed by that revelation, perhaps coming completely unhinged, had RR referred, instead, to a constitution.)  In our case, the organization is 109 years old and, until 2010, it had been governed by a constitution framed in 1953.   

 

In 2013, our President formed a Constitution & Bylaws Committee (a convention?) to undertake the "deliberative process" of "revising by amendment" our organization's two guidance documents. Members of the Committee appear to have anticipated opposition since they seem to have done everything right.  Sure, the new Constitution passed by unanimous consent at a meeting of the General Membership in September 2013, but it just didn't feel right (and it hasn't since then).

 

What parliamentary procedure do I employ to express my objections?  Am I right or wrong?.

 

And yes, I am just going to let go of the same issue I have about the total revision of our bylaws.  After all, what alternatives do I have (other than losing my latches)?  <w>   That said, I cannot (dare I say, "will not?") let go of even the thought that a constitution can be so easily discarded, dismissed, disregarded,... dumped.

 

Can you possibly give me any reason to support my reasonable doubt?  Our annual meeting is in a week, and I feel compelled to not let this matter go beyond the period of the subject president's "term of tyranny."  (He steps down from office at the meeting.)

 

I am looking into the possibility that not all members were properly notified. (I discovered after the vote that some of the members without email claim they knew nothing about it.)  If successful, I suspect I may be able to raise a point of order based on the impropriety of qualifying the vote.  

 

I am also concerned about the fact that the subject administration published the document as a revision "adopted as amended."  (It seems like a contradiction to me, but that, too, was not discovered until after the vote was taken - only later, when it was posted online.)  

 

Please give me hope and, more importantly... the right words...  I'll thank you now, in advance, for anything you can suggest...  Feel free to ask me anything I have forgotten...

 

Respectfully submitted,

 

Dr. Matt

[Richard Brown]

RONR treats a revision as a form of amendment.  There is no reason to treat an amendment to or a revision of a constitution any differently from bylaws in that regard. 

 

You might find the following language from page 582 of the 11th edition of RONR instructive:

 

"The wording of this article should avoid redundant phraseology such as "amend, alter, add to, or repeal," or "alter or amend," or "amend or in any way change." The word amend covers any change, whether a word or a paragraph is to be added, struck out, or replaced, or whether a new set of articles is to be substituted for the old one."  (Emphasis added).

 

You may be on to something which would constitute a continuing breach with the notification process, but I believe your other objections are considered waived if no point of order was raised at the time of the breach.  As to email notice, RONR specifies that email notification will suffice only for those members who have consented to it unless is is expressly permitted in the bylaws.  RONR page 89.

[Guest Guest]

Thank you, Richard.  I am now both unhinged and unlatched.  J

 

Happy New Year to you and your great fellow RONR bloggers.  

 

(You are one of the reasons, why I love this site.) 

[Gary c Tesser]

A few thoughts.

 

First:  I assume that the Guest_Guest of Post 3 is the Original Poster, _Dr. Matt Hogendobler.  If this is somehow incorrect, please advise.

 

2.  My thanks to Dr Matt (or would that be Dr Hogendobler?  And what kind of doctor?  My kid brother got his Ph. D. in mathematics (about "Clifford's Algebra," since no one asked), and has no compunctions about answering the telephone, "Dr. Tesser."  Great Steaming Cobnuts.  The silly git) for providing the link.  I had forgotten how much fun reading bylaws (and constitutions) is.  And why I drink.

 

-- 2a.  I have actually read, cursorily (forget about in depth, not at no 2 AM, and not for your fershtunkener Virginia patriot $4.50 an hour, I dickens well won't! ), all two or three versions of the constitution, and the linked bylaws.  So first here (not first altogether, since I'm here in item 2a, and if I had made separate items of all the parentheticals I would probably be in item 37-triple-p by now), especially since you love this site ( and hooray for Richard Brown, that newfound arriviste, that born-again parvenu, and what are the rest of us, chopped liver?), note that it's almost a point of pride or of principle for the regulars not to read linked bylaws (part of why I myslef am so often in the doghouse, with crispy ailerons).  So just don't expect much of that.

 

-- 2b.    I must say, none of it, old or new, strikes me as egregious or monstrous, so unless I'm overlooking something awful, that's buried in the dry print (pixels, you young people call it), like the revision's quietly moving all authority from the membership to the Managers, or making the Managers a self-elected body, or making cocker spaniels honorary members, you're maybe either making a mountain out of a molehill, or simply picking the wrong battle: Doctor, while I of course wish you a long, happy, healthy, prosperous life, like I do for everybody, except maybe horseshoe crabs, yukk, or Republicans, double yukk, and of course Microsoft, ptui ptui, remember, Dr Matt, you got a finite lifespan.

 

[Pause for a personal note.  My fourth hearing of Beethoven's Choral Fantasy just ended, so I have to go dry myslef off.]

 

-- 2b (i).  Which is to say, Doctor:  c'mon.  Granted, you have a major beef with the how what was done, was done -- and frankly (I will get to this if I live that long), I don't see much of a problem, at least, ongoing, with the "how," except, as Mr Brown notes, probably not backwards this time because he writes at 11:45 PM my time, when he's presumably still awake, the undelivered notifications really might be just enough to sink that ship.

 

3.  Doctor.  Please note that RONR kind of conflates what constitutions and bylaws do, while recognizing that some organizations maintain a distinction (RONR, 11th Ed., Reg. U.S. Pat. Off., p. 12 - 14):  principally, if you'll allow me to get in trouble here, that when you do have two documents, the constitution contains the more basic, and the hopefully more immutable provisions, and it is therefore harder to change.  (There have been arguments about this -- whether a document can itself prohibit its amendment -- including, in principle, questions about rigid internal logic; and, as a practical question, how binding might be the precedent (not as RONR, 11th Ed. (Reg. Penna. Dept. Agr.), uses the word, p. 251 - 252 ) of the  US  Constitution's original provisions that said that some of it, like the stuff holding that slaves and Indians are fractionally human, cannot be altered until 1808.)  But as RONR has it, an organization will have only one fundamental document:  RONR calls it the bylaws (middle of p. 12, op. cit. -- oh darn, that's a real term!), but I think you'll better understand what RONR says if, when you're reading it, you come to the word "bylaws," you just plain read it as "constitution and bylaws."  You might want to actually go ahead and mark up your copy to say so (that's why when I show citations to people in my copy, they say "Whoa, but what's this about crocodiles?").

 

-- 3a.  And, neither document, if you do have both, which RONR thinks is unnecessary, is in any way sacrosanct.  In short, your first two paragraphs are just off.  Deranged and unhooked, if you prefer the medical or Virginian terminology.

 

--3b.  So your third paragraph is invalid, if you accept RONR's terms.  (And I presume you've also looked at p. 593.  If not, please do.  You'd better.)

 

4.  Thank you also for reminding me about Alan Jenning's delightful book.  So I've been paging through it now, while mulling on your thoughts (and how Beethoven melded the work of the women's and the men's trios:  I can send you a good link if you like, but I think Dan feels lately I've been overdoing my musical references and recommendations -- but a few weeks ago, someone links to the Beatles' Maxwell Silver Hammer, and not a peep?  And as long as I'm worked up, that diva Nancy can do no wrong?).  But, I have the first edition, so maybe you have a later one, in which case, please say on this:  but in my copy, nohow does Alan Jennings say  -

 

at least with respect to bylaws documents, a total revision may be undertaken without regard to the "amendment procedures" identified in the document being revised.

 

What he says (Jennings, Robert's Rules for Dummies, first edition, first printing, autographed edition, smug smug, p. 30), in the context that all the usual rules do apply (p. 27 - 30), is that the question of scope-of-notice is inapplicable -- since a proper notice will say that this is a revision, so that theoretically, the rule about scope of notice is -- O my, I'm just realizing this now -- scrupulously observed, because the notice has given the scope -- and the scope is the entire document.

 

(I'm not just realizing this about Jennings, but also about RONR.  And I'm realizing newly why discussing other books, even admirable books like Jennings', is discouraged here: because, in such a discussion, it's hard to keep track of what RONR says, which is seminal or iconic or something on The World's Premiere Internet Parliamentary Website Forum)

 

(I would have been disturbed by that revelation, perhaps coming completely unhinged, had RR referred, instead, to a constitution.)

 

So, Dr Matt, you may cheerily proceed to your unhingement, being mindful that, at least in this context, RONR does not differentiate between the two.

 

4. 

In 2013, our President formed a Constitution & Bylaws Committee (a convention?)

 

O Dr Matt, Please don't go there.  Unless that's specifically what you intend to.  Bearing in mind that the Convention in 1787 was charged with tinkering with the Articles of Confederation, not throwing it out.  (You want to talk about "coups"?)

Members of the Committee appear to have anticipated opposition since they seem to have done everything right.  Sure, the new Constitution passed by unanimous consent at a meeting of the General Membership in September 2013, but it just didn't feel right (and it hasn't since then).

 

What parliamentary procedure do I employ to express my objections?  Am I right or wrong?.

 

O Great Steaming Cobnuts, Dr Matt, what the heck is your problem is??!?

 

--5a.

Can you possibly give me any reason to support my reasonable doubt?  Our annual meeting is in a week..., and I feel compelled to not let this matter go beyond the period of the subject president's "term of tyranny."

 

Dr.Matt, please  what is your problem??!?  I really don't see it; and it looks to me as if Mr Brown pretty much doesn't  either...

 

6.  OK.  The notice question is a serious issue.  I'm frankly, not at Four in the morning -- not at your damn $4.50 an hour, I'm not --

going to go back to look at your constitution, or your bylaws, but I think I read that your current rule, in all versions except maybe 1953, is that the notice must be "transmitted."  So that hole is wide open, that the word "transmitted" deliberately allows for using e-mail for notice, like maybe "telegraph" would, though I lament that I don't see it in my RONR, 11th Ed. (Reg. somebody or other, it's Five in the morning).  I think I'm disagreeing with your pal, Richard Brown, on that matter, now, although, commendably, he might have been restricting his comments to what Robert's Rules says, without, again commendably, not having read all fifteen linked versions of your constitution and of your bylaws, as I imprudently did.

 

7. 

the subject administration published the document as a revision "adopted as amended."  (It seems like a contradiction to me

 

Dr Matt, now I got more bloodstains on the wall (from bangin my head on it) from this.  What in Sam HIll bothers you about what they published here??  You remember that a proposed revision can be amended from top to bottom, right?

 

__________

N. B.  Yeah, I know Dan and Richard, at least, are Republicans.  That's why I got all those smiley-face icons plastered spang in the middle of every clause and phoneme and, what do you call this newfangled thing, computer screen.

Edited January 7, 2015 at 10:07 AM by Gary c Tesser

[Dan Honemann]

Our organization's former constitution specifically identifies the procedure to follow for changing it.  You will note in Article VIII that only individual amendments may be entertained (presumably by motions); there is no mention whatsoever of the often-employed, alternative procedure of (total) revision.  While the word "revise" certainly may refer to the act of making a change or amending, within the context of this question there is a clear distinction between two "document changing" procedures:  "amending" vs. "revising"  (or "amendment" v "revision"). More to the point, no root or form of the word "revision" appears anywhere in the document, even in simple reference to "change."

 

It seems well settled that amendments are made primarily to modify or strengthen or clarify or correct an item in an existing document, whereas revisions appear to portend and implement more drastic (radical/revolutionary) change.

 

I have searched everywhere, including RONR, and cannot seem to find a rational procedure for completely revising an organization's constitution via a revision process.  I did, however, find countless guidance citations allowing for total revision of "lesser" documents (like bylaws).  The absence of any guidance for the former seems to imply a departure from acceptable procedure (or, maybe, a contradiction to an otherwise permissibly prescribed "amending by individual amendment" procedure). In other words, it would seem "unthinkable!"  

 

So here is my question:  if "revision" is not identified in a constitution (perhaps intentionally) as a procedure to make a change (or changes) to a document, can an organization's constitution be treated, as in the case with bylaws documents elucidated in the next paragraph, as simply disposable?  To add density to the fog of this case, RONR is not identified as the default parliamentary authority (although, here I am).

 

I read in "RR 4 Dummies" that, at least with respect to bylaws documents, a total revision may be undertaken without regard to the "amendment procedures" identified in the document being revised.  (I would have been disturbed by that revelation, perhaps coming completely unhinged, had RR referred, instead, to a constitution.)  In our case, the organization is 109 years old and, until 2010, it had been governed by a constitution framed in 1953.   

 

In 2013, our President formed a Constitution & Bylaws Committee (a convention?) to undertake the "deliberative process" of "revising by amendment" our organization's two guidance documents. Members of the Committee appear to have anticipated opposition since they seem to have done everything right.  Sure, the new Constitution passed by unanimous consent at a meeting of the General Membership in September 2013, but it just didn't feel right (and it hasn't since then).

 

What parliamentary procedure do I employ to express my objections?  Am I right or wrong?.

 

And yes, I am just going to let go of the same issue I have about the total revision of our bylaws.  After all, what alternatives do I have (other than losing my latches)?  <w>   That said, I cannot (dare I say, "will not?") let go of even the thought that a constitution can be so easily discarded, dismissed, disregarded,... dumped.

 

Can you possibly give me any reason to support my reasonable doubt?  Our annual meeting is in a week, and I feel compelled to not let this matter go beyond the period of the subject president's "term of tyranny."  (He steps down from office at the meeting.)

 

I am looking into the possibility that not all members were properly notified. (I discovered after the vote that some of the members without email claim they knew nothing about it.)  If successful, I suspect I may be able to raise a point of order based on the impropriety of qualifying the vote.  

 

I am also concerned about the fact that the subject administration published the document as a revision "adopted as amended."  (It seems like a contradiction to me, but that, too, was not discovered until after the vote was taken - only later, when it was posted online.)  

 

Please give me hope and, more importantly... the right words...  I'll thank you now, in advance, for anything you can suggest...  Feel free to ask me anything I have forgotten...

 

Respectfully submitted,

 

Dr. Matt

 

I'm afraid that you have virtually all of this quite wrong. A revision is an amendment.

 

I suggest you read Sec. 57 in the current (11th) edition of Robert's Rules of Order Newly Revised very carefully, particularly what is said on page 593 with respect to general revisions. As noted there, revisions should be considered seriatim, a procedure described in Sec. 28.

 

By the way, I suspect that the current edition of Robert's Rules of Order Newly Revised may be your parliamentary authority, since it is the parliamentary authority of your National Society.

[Guest Matt]

So it's true.  There is a right way, a wrong way, and a dad's way.  Okay, so... which of you is dad?  

 

Thank you all for taking the time to right me... really.

 

 

[Gary Novosielski]

So it's true.  There is a right way, a wrong way, and a dad's way.  Okay, so... which of you is dad?  

 

Well, more of a great-granddad.  His name was Henry... somethingorother.

[Dr. Matt Hogendobler]

Let's not go where I have been for the past two years and why, fortrumpsake I am here, still.  Them's confiiiiiiiiiiiiidential victuals now, but should be on display for publc consumption very soon.  Here's what kept itching me until I finally broke down and called the charrman of our 2010 revision committee (who left the chapter in 2011).  

It seems (no, nix that), it is incontrovertible, is it not?, that an entity is identified by (identifies with) ts constitution, which lays out the purposes and all other descriptive features making it different from the very similar one which uses a "D" instead of an "S" in its acceptable acronym form.  So does it not occur to any of you that throwing one set out the window and laying an altogether new one on the table is not essentially a revolution of sorts... changing the DNA of the former to the latter?  If not, then wherefore a total revision?

We could discuss the fact that we, as a subordinate of the National Society, shouldn't worry too much about these things,  because the higher authority prevails anyway; but that just seems to exclamation point my sentence...  suppose we were talking about the NSSAR Constitution and a committee decided out with t all!  Wouldn't all the rest of us look at NSSAR  differently..from then on?  Wondering why we had to start all over again?  I mean it really IS a big deal.  IF not, then we should add Article No. Shmarticle, which reads, "this document is only as good as the president who write it, so diispose of properly following the Annual meeting each year."

Um, you mean there is no Santa Clause either?  Well, hell...  We'll just add one.  Article No. Schmarticle, Section 1, otherwise known as  "the Santa Clause," There shall at all times be a sergeant at arms who dresses in red velveteen and white cotton balls.  

Come on people, if we're devaluing constitutions, or bylaws,  or cmbls or whatever, then why stop there?  Let us go next to RONR... rip shred tear and start over.  "The World According to Robertson and Son."  But at least it had the self-respect beforehand, to require a name change in the event of a hostile revision or a cnbl hostage situation awaiting negotiators. 

I could not put my finger on it, not for months... but there was something we did in 2010 to augment and strengthen the notion that an organization's constitution should be crafted so as to be virtually impossible to change unless one has and uses the keys.  

 

Our docs from 1953 survived intact largely I would imagine because one person kept one copy and threw the rest away.  He was then and is now our Chancellor, and he trusted me and the other enough to give itup.  That's why the text of all of them except the tyrranical one, looks lke it does.  Anyway... go find the locks, so I don't have yo give you the keys.

And when you find what we built-in, you can tell me whether or not the new docs are valid.  I suggest not (at least as regards the "C" one.)

Let me know if you need to see anything.  I think they're all posted already, but online here are the "pretend" ones. <w>

Oh well, I am caving.. here are the accurate former ones:  C  BL

And here are a few hints.  We designed them to be a pair, at least until someone finds the key    Can't change one without changing the other.  Good luck.

 

It's good to be back.

[Dan Honemann]

Your Constitution, adopted in 1953, set forth (in Art. VIII) the procedure to be followed for its amendment, and I gather, from what you have previously posted, that this procedure was followed when it was revised in 2010.

Do you have some question about this that has not already been answered?

[J. J.]

You organizationhas several capable parliame

On 1/6/2015 at 11:26 PM, Guest Dr. Matt Hogendobler said:

 

So here is my question:  if "revision" is not identified in a constitution (perhaps intentionally) as a procedure to make a change (or changes) to a document, can an organization's constitution be treated, as in the case with bylaws documents elucidated in the next paragraph, as simply disposable?  To add density to the fog of this case, RONR is not identified as the default parliamentary authority (although, here I am).

 

 

First, I will agree with those stating that a revision is a form of amendment.

Second, and to the quoted point, your chapter may have established RONR by custom (p.  19).  I believe that is mentioned in Dummies book as well.

Finally, and for Gary, you can add another Republican to the list. 

[Dan Honemann]

7 minutes ago, J. J. said:

Second, and to the quoted point, your chapter may have established RONR by custom (p.  19).  I believe that is mentioned in Dummies book as well.

No need to be a dummy or worry about custom. Just read the bylaws.